AMD (NASDAQ: AMD) today announced the final results and expiration of its previously announced cash tender offers for certain of its outstanding 6.75% Senior Notes due 2019, 7.75% Senior Notes due 2020 (the “7.75% Notes”), 7.50% Senior Notes due 2022 and 7.00% Senior Notes due 2024 (the “7.00% Notes” and, collectively, the “Notes”), subject to any applicable tender cap.
According to information received from D.F. King & Co., Inc., the Tender Agent and Information Agent in connection with the tender offers, as of 12:00 midnight, New York City time, on Oct. 6, 2016 (that date and time, the “Expiration Date”), AMD had received valid tenders from holders of the Notes as outlined in the table below. The aggregate principal amount of Notes accepted for purchase has not changed since the early tender and consent deadline of Sept. 22, 2016 (the “Early Tender Date”).
|Title of Notes||
Aggregate Principal Amount Outstanding Prior to the Early Tender Date||
Aggregate Principal Amount Tendered||
Aggregate Principal Amount Accepted||
Aggregate Principal Amount Outstanding|
|6.75% Senior Notes due 2019||$600,000,000||$404,219,000||$403,996,000||$196,004,000|
|7.75% Senior Notes due 2020||$450,000,000||$241,954,000||$241,954,000||$208,046,0001|
|7.50% Senior Notes due 2022||$475,000,000||$342,308,000||$125,000,000||$350,000,000|
|7.00% Senior Notes due 2024||$500,000,000||$358,662,000||$25,000,000||$475,000,000|
- All 7.75% Notes outstanding following the Early Settlement Date were redeemed on Sept. 28, 2016, as described below
All Notes validly tendered and not validly withdrawn pursuant to the tender offers at or prior to the Early Tender Date were subject to proration and settled by AMD on Sept. 23, 2016 (the “Early Settlement Date”). On Sept. 23, 2016, AMD also announced that it decreased the aggregate maximum tender amount from $1,035 million to $848 million, such that AMD would only offer to purchase Notes in the tender offers for up to $848 million aggregate total consideration. As a result of the aggregate maximum tender amount having been met at the Early Settlement Date, AMD will not be accepting for purchase any Notes tendered after the Early Tender Date. Notes tendered and not accepted for purchase will be promptly returned or credited to the applicable holders’ account.
As previously announced on the Early Settlement Date, following the receipt of the requisite consents to the proposed amendments to the terms of the 7.75% Note, AMD entered into a supplemental indenture effecting the proposed amendments with respect to the indenture governing the 7.75% Notes, which became effective on Sept. 23, 2016. The supplemental indenture reduced the minimum notice period required in connection with redemption of the 7.75% Notes from 30 days to 3 business days. AMD notified holders of its 7.75% Notes on Sept. 23, 2016 that it would redeem all 7.75% Notes that remained outstanding after the Early Settlement Date. Following such redemption on Sept. 28, 2016, none of the 7.75% Notes remained outstanding.
J.P. Morgan Securities LLC, Barclays Capital Inc. and Credit Suisse Securities (USA) LLC acted as the Dealer Managers for the tender offers and as Solicitation Agents for the consent solicitation, and D.F. King & Co., Inc. acted as the Tender Agent and Information Agent in connection with the tender offers.
This release is for information purposes only and is neither an offer to purchase nor a solicitation of an offer to sell the Notes or any other securities.
AMD (NASDAQ: 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.
This news release contains “forward-looking” statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Forward-looking statements reflect current expectations and projections about future events and thus involve uncertainty and risk. It is possible that future events, including whether the tender offers are completed on the terms specified or at all, 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 26, 2015 and Quarterly Reports on Form 10-Q for the quarters ended March 26, 2016 and June 25, 2016, 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.