AMD 2009 Annual Report Download - page 10

General
We are a global semiconductor company that designs and sells microprocessors, chipsets and graphics
processors. Within the global semiconductor industry, we offer primarily:
(i) x86 microprocessors, for the commercial and consumer markets, embedded microprocessors for
commercial, commercial client and consumer markets and chipsets for desktop and notebook PCs,
professional workstations and servers; and
(ii) graphics, video and multimedia products for desktop and notebook PCs, including home media PCs,
professional workstations and servers and technology for game consoles.
We are one of two companies who design and deliver x86 microprocessors in volume and also one of two
companies who design and deliver leading-edge 3D graphics. We are the only company who can develop and
deliver both of these technologies, and we believe we are well positioned to provide our customers with the
variety of computing platforms that they demand.
For financial information about geographic areas and for segment information with respect to revenues and
operating results, refer to the information set forth in Note 14 of our consolidated financial statements, beginning
on page 115 below.
GLOBALFOUNDRIES, Inc.
On March 2, 2009, together with Advanced Technology Investment Company LLC (ATIC) and West Coast
Hitech L.P., (WCH), acting through its general partner, West Coast Hitech G.P., Ltd., we formed
GLOBALFOUNDRIES, Inc. (GF), a manufacturing joint venture that manufactures semiconductor products and
provides certain foundry services to us. Pursuant to the Master Transaction Agreement entered into among the
parties on October 6, 2008, as amended, we contributed certain assets and liabilities to GF in exchange for
securities of GF and the assumption of specified AMD liabilities by GF. Specifically, we contributed our
ownership interests in certain of our subsidiaries including the groups of German subsidiaries owning our wafer
manufacturing facilities in Dresden, Germany (Fab 30 and Fab 36), other manufacturing assets, employees
performing manufacturing-related functions, certain real property, tangible personal property, inventories, books
and records, a portion of our patent portfolio and intellectual property, and rights under certain material contracts
and permits. In exchange, GF issued to us GF securities and assumed certain liabilities. ATIC contributed
approximately $1.4 billion of cash to GF in exchange for GF securities consisting of equity and convertible notes
and ATIC paid $700 million in cash to us in exchange for additional GF securities. At the completion of the
transaction (the Closing), we issued to WCH 58 million shares of our common stock and warrants to purchase
35 million shares of our common stock at an exercise price of $0.01 per share for an aggregate purchase price of
approximately $125 million. The warrants are currently exercisable and have a ten-year term.
At the Closing, we also entered into a Shareholders’ Agreement (the Shareholders’ Agreement), a Funding
Agreement (the Funding Agreement), and a Wafer Supply Agreement (the Wafer Supply Agreement), with
ATIC and GF, certain terms of each of which are summarized below.
Shareholders’ Agreement. The Shareholders’ Agreement sets forth the rights and obligations of AMD
and ATIC as shareholders of GF. We currently have the right to designate three directors. The number of
directors a GF shareholder may designate is determined according to the percentage of GF shares it owns on a
fully diluted basis.
Pursuant to the Shareholders’ Agreement, if a change of control of AMD occurs within two years of the
consummation of the transaction, ATIC will have the right to put any or all GF securities (valued at their fair
market value) held by ATIC and its permitted transferees to us in exchange for cash, or if a change of control of
AMD occurs after a specified event, ATIC will have the option to purchase in cash any or all GF securities
(valued at their fair market value) held by us and our permitted transferees.
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