AMD 2005 Annual Report Download - page 44

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Table of Contents
to convert their 4.75% Debentures into 21,378,605 shares of our common stock pursuant to the original terms of the 4.75% Debentures.
(2) On January 27, 2006, we sent a notice of redemption to the holders of the 7.75% Notes with a redemption date of February 26, 2006, for the redemption of
35 percent (or $210 million) of the aggregate principal amount of the 7.75% Notes. On February 27, 2006, the holders of the redeemed 7.75% Notes
received 107.75 percent of the principal amount of the redeemed 7.75% Notes, plus accrued but unpaid interest, if any, to, but excluding, the redemption
date.
(3) This amount represents the amount of silent partnership contributions that we are required to repurchase from the unaffiliated limited partners of AMD Fab
36 KG. See “Fab 36 Term Loan and Guarantee and Fab 36 Partnership Agreements,” below.
(4) Purchase orders for goods and services that are cancelable upon notice and without significant penalties are not included in the amounts above.
(5) We have unconditional purchase commitments for goods and services where payments are based, in part, on volume or type of services we require. In
those cases, we only included the minimum volume or purchase commitment in the table above.
4.75% Convertible Senior Debentures Due 2022
On January 29, 2002 we issued $500 million of our 4.75% Convertible Senior Debentures due 2022 (the 4.75% Debentures) in a private offering pursuant
to Rule 144A and Regulation S of the Securities Act.
The 4.75% Debentures were convertible by the holders into our common stock at a conversion price of $23.38 per share at any time. At this conversion
price, each $1,000 principal amount of the 4.75% Debentures is convertible into approximately 43 shares of our common stock. Issuance costs incurred in the
amount of approximately $14 million are amortized ratably, which approximates the effective interest method, over the term of the 4.75% Debentures, as interest
expense.
As of February 5, 2006, the 4.75% Debentures became redeemable by us for cash at our option at specified prices expressed as a percentage of the
outstanding principal amount plus accrued and unpaid interest.
The redemption prices for the specified periods are as follows:
Period
Price as a
Percentage of
Principal Amount
Beginning on February 5, 2005 through February 4, 2006 102.375%
Beginning on February 5, 2006 through February 4, 2007 101.583%
Beginning on February 5, 2007 through February 4, 2008 100.792%
Beginning on February 5, 2008 100.000%
On January 12, 2006, we sent a notice of redemption to the holders of the 4.75% Debentures, with a redemption date of February 6, 2006. Prior to the
redemption date, holders of the 4.75% Debentures elected to convert their debentures into 21,378,605 shares of our common stock pursuant to the original terms
of the 4.75% Debentures. Accordingly, as of February 6, 2006, the 4.75% Debentures were no longer outstanding.
39
Source: ADVANCED MICRO DEVIC, 10-K, February 27, 2006