8-KMaterial Agreements

ADVANCED MICRO DEVICES INC 8-K Report, Material Agreement (Nov 1, 2005)

Filed November 1, 2005For Securities:AMD

Summary

Advanced Micro Devices, Inc. (AMD) has filed an 8-K report detailing a significant amendment to its joint development agreement with International Business Machines Corporation (IBM). The "S" Process Development Agreement has been extended and restated, continuing the collaboration on advanced semiconductor process technologies, including 32-nanometer and 22-nanometer nodes, and emerging technologies. This agreement is crucial for AMD's future product development and competitive positioning in the semiconductor industry. The revised agreement extends the joint development relationship until December 31, 2011, with a commitment from AMD to pay IBM between $518 million and $578 million for its share of development costs. This investment signifies AMD's dedication to staying at the forefront of manufacturing technology. The agreement also includes provisions for licensing jointly developed bump technology to AMD and grants AMD additional rights to manufacture wafers for third parties and sublicense certain technologies, enhancing its business flexibility and revenue potential.

Key Highlights

  • 1AMD and IBM have entered into a Second Amended and Restated "S" Process Development Agreement, extending their collaboration on advanced semiconductor process technologies.
  • 2The agreement focuses on the joint development of 32-nanometer, 22-nanometer, and other advanced process technologies, as well as research into emerging technologies.
  • 3The joint development relationship has been extended by three years, now running until December 31, 2011.
  • 4AMD commits to paying IBM between $518 million and $578 million for its share of development costs over the term of the extended agreement, payable quarterly.
  • 5The agreement grants AMD licenses to jointly developed bump technology and provides additional rights to manufacture wafers for third parties and sublicense technologies.
  • 6IBM's continued capital purchases for development projects past December 31, 2008, are contingent on IBM's board approval; termination rights exist if this approval is not obtained by September 30, 2007.

Frequently Asked Questions

The main purpose is to continue and extend the joint development of advanced semiconductor process technologies, including future-generation nodes like 32nm and 22nm, and to conduct research into emerging technologies. This collaboration is key to AMD's ability to innovate and compete in the semiconductor market.

AMD will pay IBM between $518 million and $578 million from September 25, 2005, through the fiscal quarter ending December 25, 2011, representing AMD's share of the costs for the joint development projects. These payments are generally made on a quarterly basis.

AMD gains licenses to jointly developed bump technology, along with additional rights to manufacture wafers for third parties and to sublicense the jointly developed process technology under certain conditions, such as to a third-party foundry or a joint manufacturing facility.

Yes, IBM's continued capital purchases past December 31, 2008, depend on their board's approval. If IBM's board does not approve the agreement by September 30, 2007, either party can terminate it effective December 31, 2008. The agreement can also be terminated by either party upon material breach, bankruptcy, insolvency, liquidation, or change of control of the other party.