AMD 1999 Annual Report Download - page 66

Download and view the complete annual report

Please find page 66 of the 1999 AMD annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 182

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148
  • 149
  • 150
  • 151
  • 152
  • 153
  • 154
  • 155
  • 156
  • 157
  • 158
  • 159
  • 160
  • 161
  • 162
  • 163
  • 164
  • 165
  • 166
  • 167
  • 168
  • 169
  • 170
  • 171
  • 172
  • 173
  • 174
  • 175
  • 176
  • 177
  • 178
  • 179
  • 180
  • 181
  • 182

subordinated Indebtedness with the net cash proceeds from an incurrence of
Permitted Refinancing Indebtedness or the substantially concurrent sale
(other than to a Subsidiary of the Company) of Equity Interests of the
Company (other than Disqualified Stock) or the substantially concurrent
conversion of such Indebtedness into Equity Interests of the Company (other
than Disqualified Stock); provided that the amount of any such net cash
proceeds that are utilized for any such redemption, repurchase, retirement
or other acquisition shall be excluded from clause (c)(ii) of the preceding
paragraph; (iv) the making of a Guarantee (but not the payment of such
Guarantee) by the Company of up to $175.0 million of the FASL Unrestricted
Subsidiary's Indebtedness; (v) any payments by the Company required
pursuant to the CIBC Guarantee; (vi) Restricted Payments in an aggregate
amount not to exceed $10.0 million; and (vii) Investments by the Company of
up to $120.0 million."
Section 4. Amendment to Section 4.10(a) of the Indenture. Section
---------------------------------------------
4.10(a) of the Indenture is hereby amended by deleting the second paragraph of
subparagraph (a) in its entirety and inserting in lieu thereof the following
text:
"Within 24 months after the receipt of any Net Proceeds from an Asset
Sale, the Company may apply, or may cause the applicable Restricted
Subsidiary to apply, such Net Proceeds to (i) the acquisition by the
Company of all of the Capital Stock of any Person in the same or a
substantially similar line of business as that conducted by the Company or
any of its Subsidiaries as of the Issue Date, (ii) the making of a capital
expenditure, (iii) the acquisition of other long-term Tangible Assets, (iv)
the permanent reduction of amounts outstanding under the New Credit
Agreement (and to correspondingly reduce commitments with respect thereto)
and (v) the making of a Restricted Strategic Investment which is a
Permitted Investment. Notwithstanding anything to the contrary in this
Indenture, from and after the date of the Second Supplemental Indenture,
within 30 Business Days after the receipt by the Company of Net Proceeds
from Asset Sales (including without limitation, Asset Sales of all or any
portion of the assets or Equity Interests in the PLD Subsidiary), the
Company shall apply the cash portion of such aggregate Net Proceeds to the
reduction of the amounts outstanding under the term loans made pursuant to
the New Credit Agreement, until the amounts outstanding under such term
loans shall have been reduced by an aggregate amount of at least $70
million. Pending the final application of any such Net Proceeds, the
Company shall hold such Net Proceeds in the form of cash or Cash
Equivalents. Any Net Proceeds from Asset Sales that are not applied or
invested as provided in the first or second sentences of this paragraph
will be deemed to constitute "Excess Proceeds.""
Section 5. Counterparts. This Second Supplemental Indenture may be
------------
executed in several counterparts, each of which shall be deemed an original but
shall constitute one and the same instrument.
3
Source: ADVANCED MICRO DEVIC, 10-K405, March 21, 2000