Western Digital® Corp. (NASDAQ: WDC) announced today an underwritten  secondary public offering of 10,869,566 shares of its common stock by Hitachi,  Ltd. (the “Selling Stockholder”). The Selling Stockholder has also granted the  underwriters a 30-day option to purchase up to an additional 1,630,434 shares.
 
  An  aggregate amount of 25 million shares of the company's common stock were issued  to the Selling Stockholder in connection with Western Digital’s acquisition of  Viviti Technologies Ltd., formerly known as Hitachi Global Storage Technologies  Holdings Pte. Ltd., in March 2012. Upon completion of the offering, the Selling  Stockholder will beneficially own 14,130,434 shares of the company’s common  stock (12,500,000 shares if the underwriters exercise in full their option to purchase additional shares) and will continue to have two designated directors  on the company’s board of directors pursuant to the terms of an investor rights  agreement between the company and the Selling Stockholder.
 
  The  company will not receive any of the proceeds from the offering of the shares  (including any shares sold pursuant to the underwriters’ option to purchase  additional shares). The total number of outstanding shares of the company's  common stock will not change as a result of the offering. No shares are being  sold by the company or any of its officers or directors in the offering.
 
  Goldman, Sachs & Co. and BofA Merrill  Lynch are acting as lead book-running managers and J.P. Morgan Securities LLC  is acting as joint book-running manager for the offering. The offering of the common stock is being made by means of a prospectus  only, copies of which may be obtained from Goldman, Sachs  & Co., via telephone: (866) 471-2526; facsimile: (212) 902-9316; email:  This email address is being protected from spambots. You need JavaScript enabled to view it.This email address is being protected from spambots. You need JavaScript enabled to view it.This email address is being protected from spambots. You need JavaScript enabled to view it.; or from J.P. Morgan  Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue,  Edgewood, NY 11717, or by telephone at (866) 803-9204.
 
  This  press release does not constitute an offer to sell or a solicitation of an  offer to buy any of the common stock or any other securities, nor will there be  any sale of the common stock or any other securities in any state or  jurisdiction in which such an offer, solicitation or sale is not permitted. Any  offer or sale will be made only by means of a prospectus and, to the extent  applicable, a free writing prospectus which has or will be filed with the  Securities and Exchange Commission (the “SEC”).

  The company has filed a registration statement (including a prospectus) with the  SEC for the offering to which this communication relates. Before you invest,  you should read the prospectus in that registration statement and other  documents the company has filed with the SEC for more complete information  about the company and the offering. You may obtain these documents for free by  visiting EDGAR on the SEC website at www.sec.gov.

Forward Looking Statements
  This  press release contains forward-looking statements within the meaning of the  Private Securities Litigation Reform Act of 1995. These forward-looking  statements include statements concerning the proposed offering of the common  stock. These forward-looking statements are based on management’s current  expectations and are subject to risks and uncertainties that could cause actual  results to differ materially from those expressed or implied in the  forward-looking statements, including the possibility that the proposed  offering of the common stock will not be successfully completed and other risks  and uncertainties listed in the company’s filings with the SEC, including the  company’s recent Form 10-Q filed with the SEC on October 29, 2013. Readers are  cautioned not to place undue reliance on these forward-looking statements,  which speak only as of the date hereof, and the company does not undertake any  obligation to update these forward-looking statements to reflect subsequent  events or circumstances.