AMD 2011 Annual Report Download - page 107

The 8.125% Indenture contains certain covenants that limit, among other things, the Company’s ability and
the ability of its 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 its subsidiaries to pay dividends or make other
distributions to the Company;
• 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.
The 8.125% Notes rank equally with the Company’s existing and future senior debt and are senior to all of
the Company’s future subordinated debt. The 8.125% Notes rank junior to all of the Company’s future senior
secured debt to the extent of the collateral securing such debt and are structurally subordinated to all existing and
future debt and liabilities of the Company’s subsidiaries.
The Company 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 it believes the market conditions are favorable to do so.
7.75% Senior Notes Due 2020
On August 4, 2010, the Company issued $500 million of 7.75% Senior Notes Due 2020 (7.75% Notes). The
7.75% Notes are general unsecured senior obligations of the Company. Interest is payable on February 1 and
August 1 of each year beginning February 1, 2011 until the maturity date of August 1, 2020. The 7.75% Notes
are governed by the terms of an indenture (the 7.75% Indenture) dated August 4, 2010 between the Company and
Wells Fargo Bank, National Association, as Trustee.
As of December 31, 2011, the outstanding aggregate principal amount of the Company’s 7.75% Notes was
$500 million.
At any time (which may be more than once) before August 1, 2013, the Company can redeem up to 35% of
the aggregate principal amount of the 7.75% Notes within 90 days of the closing of an equity offering with the
net proceeds thereof at a redemption price not greater than 107.75% of the principal amount thereof, together
with accrued and unpaid interest to but excluding the date of redemption. Prior to August 1, 2015, the Company
may redeem some or all of the 7.75% Notes at a price equal to 100% of the principal amount, plus accrued and
unpaid interest and a “make whole” premium (as defined in the 7.75% Indenture). From August 1, 2015, the
Company may redeem the 7.75% Notes at specified redemption prices, plus accrued and unpaid interest.
Holders have the right to require the Company to repurchase all or a portion of its 7.75% Notes in the event
that the Company undergoes a change of control, as defined in the 7.75% Indenture at a repurchase price of
101% of the principal amount plus accrued and unpaid interest. Additionally, an event of default (as defined in
the 7.75% Indenture) may result in the acceleration of the maturity of the 7.75% Notes.
The 7.75% Indenture contains certain covenants that limit, among other things, the Company’s ability and
the ability of its subsidiaries, from:
• incurring additional indebtedness, except specified permitted debt;
• paying dividends and making other restricted payments;
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