AMD Announces Commencement of Exchange Offer for its 7.50% Senior Notes due 2022 for Registered Notes
SUNNYVALE, Calif. —5/3/2013
AMD (NYSE: AMD) announced today that it has commenced a registered exchange offer to exchange any and all of its outstanding 7.50% Senior Notes due 2022, which were issued in a private placement (the “Private Notes,”) for an equal principal amount of new 7.50% Senior Notes due 2022 that have been registered under the Securities Act of 1933, as amended (the “Registered Notes”).
The sole purpose of the exchange offer is to fulfill AMD’s obligations with respect to the registration of the Private Notes. Pursuant to a registration rights agreement entered into by AMD in connection with the sale of the Private Notes, AMD agreed to file with the Securities and Exchange Commission a registration statement relating to the exchange offer pursuant to which AMD would offer to exchange any Private Notes tendered by the holders of those notes for Registered Notes containing terms that are substantially identical to the Private Notes.
Any Private Notes not tendered for exchange in the exchange offer will remain outstanding and continue to accrue interest, but will not retain any rights under the registration rights agreement except in limited circumstances.
The terms of the exchange offer are contained in the exchange offer prospectus dated May 3, 2013.
The exchange offer will expire at 5:00 p.m., New York City time, June 3, 2013, unless extended. Private Notes tendered pursuant to the exchange offer may be withdrawn at any time prior to the expiration date by following the procedures set forth in the exchange offer prospectus.
Requests for assistance or for copies of the exchange offer prospectus should be directed to the exchange agent: Wells Fargo Bank, National Association, 608 2nd Avenue South, 12th Floor, MAC CODE: N9303-121, Minneapolis, Minnesota 55402, Attention: Bondholder Communications, (800) 344-5128.
This press release shall not constitute an offer to sell or exchange any securities or a solicitation of an offer to buy or exchange any securities. The exchange offer will be made only by means of a written prospectus.
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This press 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, and thus involve uncertainty and risk. It is possible that future events, including whether the exchange offer is 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 the “Risk Factors” section of the exchange offer prospectus and in AMD’s Annual Report on Form 10-K for the fiscal year ended December 29, 2012, as filed with the Securities and Exchange Commission. It is not possible to foresee or identify all such factors. Any forward-looking statements in this press 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 press release.