AMD 2015 Annual Report Download - page 100

• 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 6.75% 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 6.75% 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 6.75% 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
Loan and Security Agreement
The Company and its subsidiary, AMD International Sales & Service, Ltd. (together, the Borrowers),
entered into a loan and security agreement on November 12, 2013, as amended on December 11, 2014 (the Loan
Agreement), for a secured revolving line of credit for a principal amount of 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 had a maturity date of November 12, 2018. Borrowings under the Secured Revolving Line of Credit were
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.
Amended and Restated Loan and Security Agreement
On April 14, 2015, the Borrowers and ATI Technologies ULC (together with the Borrowers, the Loan
Parties) amended and restated the Loan Agreement (the Amended and Restated Loan Agreement) by and among
the Loan Parties, the financial institutions party thereto from time to time as lenders (the Lenders) and the Agent.
The Amended and Restated Loan Agreement provides for a Secured Revolving Line of Credit for a
principal amount of up to $500 million with up to$75 million available for issuance of letters of credit, which
remained unchanged from the Loan Agreement. Borrowings under the Secured Revolving Line of Credit are
limited to up to 85% of eligible accounts receivable (90% for certain qualified eligible accounts receivable),
minus specified reserves. The size of the commitments under the Secured Revolving Line of Credit may be
increased by up to an aggregate amount of $200 million.
The Secured Revolving Line of Credit matures on April 14, 2020 and is secured by a first priority security
interest in the Loan Parties’ accounts receivable, inventory, deposit accounts maintained with the Agent and
other specified assets, including books and records.
The Borrowers may elect a per annum interest rate equal to (a) the London Interbank Offered Rate (LIBOR)
plus the applicable margin set forth in the chart below (the Applicable Margin) as determined by the average
availability under the Secured Revolving Line of Credit and the fixed charge coverage ratio for the most recently
ended four-fiscal-quarter period; or (b) (i) the greatest 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) the Applicable Margin.
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