8-KMaterial AgreementsSecurities & Listing

ADVANCED MICRO DEVICES INC 8-K Report, Material Agreement (Aug 31, 2016)

Filed August 31, 2016For Securities:AMD

Summary

This 8-K filing by Advanced Micro Devices, Inc. (AMD) on August 30, 2016, details significant amendments to its Wafer Supply Agreement with GLOBALFOUNDRIES Inc. (GF) and an associated warrant agreement. The amendments to the wafer supply agreement extend for five years and include a framework for technology collaboration on the 7nm node. Crucially, AMD has secured greater sourcing flexibility, including a limited waiver to contract with other foundries for certain 14nm and 7nm products. In exchange for this flexibility and technology collaboration, AMD will pay GF $100 million and commit to increasing annual wafer purchase targets through 2020, with penalties for underperformance. Furthermore, in consideration for these rights, AMD has issued a warrant to West Coast Hitech L.P. (a Mubadala subsidiary) allowing them to purchase 75 million shares of AMD common stock at $5.98 per share, subject to ownership limits. This arrangement is expected to result in a one-time accounting charge of approximately $335 million in Q3 2016, comprising the $100 million payment to GF and the estimated $235 million value of the warrant. This filing signals a strategic move by AMD to enhance its manufacturing flexibility and secure future technology development, albeit with immediate financial implications.

Key Highlights

  • 1AMD amended its Wafer Supply Agreement with GLOBALFOUNDRIES (GF) for a five-year period (2016-2020), establishing technology collaboration for the 7nm node.
  • 2AMD received a limited waiver to source certain 14nm and 7nm wafers from alternative foundries, increasing manufacturing flexibility.
  • 3AMD will pay GF $100 million in installments from Q4 2016 to Q3 2017 for these amended terms.
  • 4AMD agreed to increased annual wafer purchase targets from GF through 2020, with potential penalties for not meeting targets.
  • 5AMD issued a warrant to a Mubadala subsidiary (WCH) to purchase 75 million shares of common stock at $5.98 per share, exercisable until February 2020, subject to beneficial ownership limits.
  • 6A one-time accounting charge of approximately $335 million is expected in Q3 2016, covering the GF payment and the value of the warrant.
  • 7The company anticipates its future wafer purchases from GF will remain material, with the overall agreement extending until 2024.

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