AMD 2009 Annual Report Download - page 77

constitute a fundamental change (as defined in the 6.00% Indenture) under certain circumstances. Holders of the
6.00% Notes may require us to repurchase the 6.00% Notes for cash equal to 100% of the principal amount to be
repurchased plus accrued and unpaid interest upon the occurrence of a fundamental change or a termination of
trading (as defined in the 6.00% Indenture). Additionally, an event of default (as defined in the 6.00% Indenture)
may result in the acceleration of the maturity of the 6.00% Notes.
We may elect to purchase or otherwise retire the balance of our 6.00% Notes with cash, stock or other assets
from time to time in open market or privately negotiated transactions, either directly or through intermediaries, or
by tender offer, when we believe the market conditions are favorable to do so.
8.125% Senior Notes Due 2017
On November 30, 2009, we issued $500 million of 8.125% Senior Notes due 2017 (the 8.125% Notes) at a
discount of 10.204%. The 8.125% Notes are our general unsecured senior obligations. Interest is payable on
June 15 and December 15 of each year beginning June 15, 2010 until the maturity date of December 15, 2017.
The discount of $51 million is recorded as contra debt and will be amortized to interest expense over the life of
the loan using the effective interest method.
From December 15, 2013, we may redeem the 8.125% Notes for cash at the following specified prices plus
accrued and unpaid interest:
Period
Price as
Percentage of
Principal Amount
Beginning on December 15, 2013 through December 14, 2014 ......... 104.063 percent
Beginning on December 15, 2014 through December 14, 2015 ......... 102.031 percent
On December 15, 2015 and thereafter ............................. 100.000 percent
Holders have the right to require us to repurchase all or a portion of our 8.125% Notes in the event that we
undergo a change of control, as defined in the indenture governing the 8.125% Notes (the 8.125% Indenture) at a
repurchase price of 101 percent of the principal amount plus accrued and unpaid interest. Additionally, an event
of default (as defined in the 8.125% Indenture) may result in the acceleration of the maturity of the 8.125%
Notes.
The 8.125% Indenture contains certain covenants that limit, among other things, our ability and the ability
of our subsidiaries, from:
• incurring additional indebtedness, except specified permitted debt;
• paying dividends and making other restricted payments;
• making certain investments if an event of a default exists, or if specified financial conditions are not
satisfied;
• creating or permitting certain liens;
• creating or permitting restrictions on the ability of our subsidiaries to pay dividends or make other
distributions to us;
• using the proceeds from sales of assets;
• entering into certain types of transactions with affiliates; and
• consolidating, merging or selling our assets as an entirety or substantially as an entirety.
We may elect to purchase or otherwise retire the 8.125% Notes with cash, stock or other assets from time to
time in open market or private negotiated transactions, either directly or through intermediaries, or by tender
offer, when we believe the market conditions are favorable to do so.
The agreements governing our 5.75% Notes, 6.00% Notes and 8.125% Notes contain cross-default
provisions whereby a default under one agreement would likely result in cross defaults under agreements
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