AMD 2013 Annual Report Download - page 30

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We have a substantial amount of indebtedness which could adversely affect our financial position and prevent
us from implementing our strategy or fulfilling our contractual obligations.
Our total debt as of December 28, 2013 was $2.1 billion, which reflects the debt discount adjustment on
our 6.00% Convertible Senior Notes due 2015 (6.00% Notes) and our 8.125% Senior Notes due 2017 (8.125%
Notes).
Our substantial indebtedness may:
• make it difficult for us to satisfy our financial obligations, including making scheduled principal and
interest payments;
• limit our ability to borrow additional funds for working capital, capital expenditures, acquisitions and
general corporate and other purposes;
• limit our ability to use our cash flow or obtain additional financing for future working capital, capital
expenditures, acquisitions or other general corporate purposes;
• require us to use a substantial portion of our cash flow from operations to make debt service payments;
• place us at a competitive disadvantage compared to our less leveraged competitors; and
• increase our vulnerability to the impact of adverse economic and industry conditions.
The agreements governing our notes and our Secured Revolving Line of Credit impose restrictions on us that
may adversely affect our ability to operate our business.
The indentures governing our 8.125% Notes, 7.75% Senior Notes due 2020 (7.75% Notes) and 7.50%
Senior Notes due 2022 (7.50% Notes) contain various covenants which limit our ability to, among other things:
• incur additional indebtedness;
• pay dividends and make other restricted payments;
• make certain investments, including investments in our unrestricted subsidiaries;
• create or permit certain liens;
• create or permit restrictions on the ability of certain restricted subsidiaries to pay dividends or make
other distributions to us;
• use the proceeds from sales of assets;
• enter into certain types of transactions with affiliates; and
• consolidate or merge or sell our assets as an entirety or substantially as an entirety.
Our Secured Revolving Line of Credit also contains various covenants which limit our ability to, among
other things, make certain investments, merge or consolidate with other entities and permit certain subsidiaries
from incurring indebtedness. In addition, during a domestic cash trigger period (a Domestic Cash Trigger
Period), which occurs (i) upon an event of default or (ii) when the amount of domestic cash or cash equivalents
held in certain accounts is at any time less than $500 million, and ends when both (a) no event of default has
existed for 45 days and (b) the amount of domestic cash or cash equivalents held in such accounts has been equal
to or greater than $500 million for 45 days, we will become subject to various additional covenants which limit
our ability to, among other things:
• allow certain subsidiaries that manufacture or process inventory for us or AMD International Sales &
Service, Ltd. (together, the Borrowers) to borrow secured debt or unsecured debt beyond a certain
amount;
• create any liens upon any of the Borrowers’ property (other than customary permitted liens and liens on
up to $1.5 billion of secured credit facilities debt (which amount includes our Secured Revolving Line
of Credit));
22