AMD 2014 Annual Report Download - page 99

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• create or permit certain liens;
• create or permit restrictions on the ability of its subsidiaries to pay dividends or make other distributions
to the Company;
• use the proceeds from sales of assets;
• enter into certain types of transactions with affiliates; and
• consolidate, merge or sell its assets as entirety or substantially as an entirety.
The 6.00% Notes, 6.75% Notes, 7.75% Notes, 7.50% Notes and 7.00% 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
6.00% Notes, 6.75% Notes, 7.75% Notes, 7.50% Notes and 7.00% 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.
Potential Repurchase of Outstanding Notes
The Company may elect to purchase or otherwise retire the 6.00% Notes, 6.75% Notes, 7.75% Notes, 7.50%
Notes and 7.00% 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 the Company believes the market
conditions are favorable to do so.
Secured Revolving Line of Credit
On November 12, 2013, the Company and its subsidiary, AMD International Sales & Service, Ltd.
(together, the Borrowers), entered into a loan and security agreement (the Loan Agreement) for a senior secured
asset based line of credit for a principal amount up to $500 million (the Secured Revolving Line of Credit) with
up to $75 million available for issuance of letters of credit, with a group of lenders and Bank of America, N.A.,
acting as agent for the lenders (the “Agent”). The Secured Revolving Line of Credit matures on November 12,
2018. Borrowings under the Secured Revolving Line of Credit are limited to up to 85% of eligible account
receivable minus certain reserves. The borrowings of the Secured Revolving Line of Credit may be used for
general corporate purposes, including working capital needs.
The Borrowers can elect that the borrowings under the Secured Revolving Line of Credit may bear interest
at a rate per annum equal to (a) London Interbank Offered Rate (LIBOR) plus an applicable margin ranging from
2.00% to 2.75%, or (b) (i) the greater of (x) the Agent’s prime rate, (y) the federal funds rate as published by the
Federal Reserve Bank of New York plus 0.50%, and (z) LIBOR for a one-month period plus 1.00%, plus (ii) an
applicable margin ranging from 1.00% to 1.75%. The applicable margin to be applied to the borrowings under
the Company’s Secured Revolving Line of Credit is dependent on the Borrowers achieving a certain fixed charge
coverage ratio. The Secured Revolving Line of Credit may be optionally prepaid or terminated or unutilized
commitments may be reduced, in each case at any time without premium or penalty. In connection with the
Secured Revolving Line of Credit, the Borrowers are required to pay an unused line fee equal to 0.50% per
annum, payable monthly on the unused amount of the commitments under the Secured Revolving Line of Credit.
The unused line fee decreases to 0.375% per annum when more than 50% of the Secured Revolving Line of
Credit is utilized. The Borrowers will pay (i) a monthly fee on all letters of credit outstanding under the Secured
Revolving Line of Credit equal to the applicable LIBOR margin and (ii) a fronting fee to the Agent equal to
0.125% of all such letters of credit, payable monthly in arrears.
The obligations under the Loan Agreement are secured by a first priority basis in the Borrowers’ account
receivable, inventory and certain deposit accounts and specified related assets.
The Loan Agreement contains covenants that place certain restrictions on the Borrowers’ ability to, among
other things, amend or modify certain terms of any debt of $50 million or more or subordinated debt, create or
suffer to exist any liens upon accounts or inventory, sell or transfer any of Borrowers’ accounts or inventory
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