AMD 2011 Annual Report Download - page 108

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• 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 its assets as an entirety or substantially as an entirety.
The 7.75% 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 7.75% 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 7.75% 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 the Company believes the market conditions are favorable to do so.
The agreements governing its 5.75% Notes, 6.00% Notes, 8.125% Notes and 7.75% Notes contain cross-
default provisions whereby a default under one agreement would likely result in cross defaults under agreements
covering other borrowings. The occurrence of a default under any of these borrowing arrangements would permit
the applicable note holders to declare all amounts outstanding under those borrowing arrangements to be
immediately due and payable.
Fab 36 Term Loan and Guarantee
In connection with the consummation of the GF manufacturing joint venture transaction on March 2, 2009,
the terms of the 700 million euro Term Loan Facility Agreement among AMD Fab 36 Limited Liability
Company & Co. KG, as borrower, and a consortium of banks led by Dresdner Bank AG, as lenders (the Fab 36
Term Loan), and other related agreements (collectively, the Fab 36 Loan Agreements) were amended to allow for
the transfer of the Company’s former 300-millimeter wafer fabrication facility and its affiliated companies to GF.
In addition, the Company also amended the terms of the related guarantee agreement such that the Company and
GF were joint guarantors of the borrower’s obligations to the lenders under the Fab 36 Loan Agreements. On
March 31, 2011, GF fully repaid the amounts outstanding under the Fab 36 Term Loan. The Company was not
required to make any payments under the related guarantee agreement.
Capital Lease Obligations
As of December 31, 2011, the Company had aggregate outstanding capital lease obligations of $26 million
for one of its facilities in Canada, which is payable in monthly installments through 2017.
The gross amount of assets recorded under capital leases totaled approximately $23 million as of
December 31, 2011 and December 25, 2010, and is included in the related property, plant and equipment
category. Amortization of assets recorded under capital leases is included in depreciation expense. Accumulated
amortization of these leased assets was approximately $12 million and $9 million as of December 31, 2011 and
December 25, 2010 respectively.
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