AMD Announces Pricing of Private Offering of $500 Million of Senior Notes
June 2, 2014 - SUNNYVALE, CA
AMD (NYSE: AMD) today announced that it has agreed to sell $500 million aggregate principal amount of its 7.00% Senior Notes due 2024 in a private offering. AMD intends to close the transaction on or around June 16, 2014. AMD estimates that the net proceeds from the issuance and sale of the senior notes (the "Net Proceeds") will be approximately $490 million after deducting the initial purchasers' discounts and estimated offering expenses. AMD intends to use the Net Proceeds to fund the purchase of all 8.125% Senior Notes due 2017 (the "8.125% Notes") that are early tendered (the "Early Tender") in accordance with the terms of a tender offer that was announced earlier today (the "8.125% Tender Offer"). To the extent AMD still has 8.125% Notes outstanding following settlement of the Early Tender, prior to or following the expiration of the 8.125% Tender Offer, AMD intends to use the remaining Net Proceeds to redeem any and all remaining outstanding 8.125% Notes. AMD will use the remaining Net Proceeds after the completion of the 8.125% Tender Offer and any redemption of 8.125% Notes to redeem, repurchase or otherwise retire other outstanding indebtedness.
The new senior notes have not been registered under the Securities Act of 1933, as amended, or applicable state securities laws, and will be offered only to qualified institutional buyers in reliance on Rule 144A and in offshore transactions pursuant to Regulation S under the Securities Act. Unless so registered, the new senior notes may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.
AMD (NYSE: AMD) designs and integrates technology that powers millions of intelligent devices, including personal computers, tablets, game consoles and cloud servers that define the new era of surround computing. AMD solutions enable people everywhere to realize the full potential of their favorite devices and applications to push the boundaries of what is possible. For more information, visit http://www.amd.com.
This news release contains "forward-looking" statements within the meaning of Section 21E of the Securities Exchange Act of 1934 and Section 27A of the Securities Act of 1933. Forward-looking statements reflect current expectations and projections about future events, including the closing of the offering and AMD's anticipated use of proceeds from the offering, and thus involve uncertainty and risk. It is possible that future events may differ from expectations due to a variety of risks and other factors such as those described in AMD's Annual Report on Form 10-K for the fiscal year ended December 28, 2013, and Quarterly Report on Form 10-Q for the quarter ended March 29, 2014, as filed with the U.S. Securities and Exchange Commission. It is not possible to foresee or identify all such factors. Any forward-looking statements in this news release are based on certain assumptions and analyses made in light of AMD's experience and perception of historical trends, current conditions, expected future developments, and other factors it believes are appropriate in the circumstances. Forward-looking statements are not a guarantee of future performance and actual results or developments may differ materially from expectations. AMD does not intend to update any particular forward-looking statements contained in this news release.
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