greg - Re: AMD Debt Details
Here's some more info.
Paul
{====================}
ADVANCED MICRO DEVICES INC files pricing
supplement.
IFN Smart Edgar News - May 06, 1998 20:23
%SIC3674 %COM %Prospect AMD V%IFN P%SMRT
Excerpted from 424B5 filed on 05/06 by ADVANCED MICRO DEVICES INC:
ADVANCED MICRO DEVICES INC files pricing supplement.
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-47243
PROSPECTUS SUPPLEMENT
May 5, 1998
(To Prospectus Dated April 20, 1998) [AMD LOGO APPEARS HERE]
$450,000,000
ADVANCED MICRO DEVICES, INC.
6% CONVERTIBLE SUBORDINATED NOTES DUE 2005
The 6% Convertible Subordinated Notes due 2005 (the "Notes") will be
convertible at the option of the holder into shares of common stock, par value
$.01 per share (the "Common Stock"), of Advanced Micro Devices, Inc. (the
"Company") at any time at or prior to maturity, unless previously redeemed or
repurchased, at a conversion price of $37.00 per share (equivalent to a
conversion rate of 27.027 shares per $1,000 principal amount of Notes),
subject to adjustment in certain events. See "Description of Notes--Conversion
Rights." Interest on the Notes is payable semi-annually on May 15 and November
15 of each year, commencing November 15, 1998. On May 5, 1998, the closing
sale price of the Common Stock on the New York Stock Exchange (where it is
traded under the symbol "AMD") was $25.75 per share. See "Price Range of
Common Stock and Dividend Policy."
The Notes are redeemable, in whole or in part, at the option of the Company,
at any time on or after May 15, 2001, at the redemption prices set forth
herein, plus accrued and unpaid interest to the date of redemption, if any;
provided that the Notes will not be redeemable prior to May 15, 2002, unless
the last reported sale price for the Common Stock is at least 130% of the then
effective conversion price for at least 20 trading days within a period of 30
consecutive trading days ending within five trading days of the date of the
redemption notice. The Company will be required to offer to repurchase the
Notes upon a Change of Control (as defined herein), at 100% of the principal
amount thereof, plus accrued and unpaid interest to the date of repurchase.
The Notes are general, unsecured obligations of the Company, subordinated in
right of payment to all existing and future Senior Indebtedness (as defined
herein) of the Company. In addition, the Notes are structurally subordinated
to all Indebtedness (as defined herein) and other liabilities (including trade
payables) of the Company's subsidiaries. The Indenture (as defined herein)
contains no limitation on the incurrence of Senior Indebtedness or other
Indebtedness by the Company or its subsidiaries. At March 29, 1998, the
Company had approximately $1,430 million of Indebtedness outstanding that
would have constituted Senior Indebtedness, and the Company's subsidiaries had
approximately $716 million of outstanding Indebtedness and other liabilities.
See "Description of Notes."
SEE "RISK FACTORS" BEGINNING ON PAGE S-7 FOR A DISCUSSION OF CERTAIN FACTORS
THAT SHOULD BE CONSIDERED BY PROSPECTIVE INVESTORS.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT OR
THE PROSPECTUS TO WHICH IT RELATES. ANY REPRESENTATION TO THE
CONTRARY IS A CRIMINAL OFFENSE.
TABLE
CAPTION
PRICE UNDERWRITING PROCEEDS
TO THE DISCOUNTS AND TO THE
PUBLIC(1) COMMISSIONS(2) COMPANY(1)(3)
S C C C
Per Note.......................... 100.00% 2.50% 97.50%
Total(4).......................... $450,000,000 $11,250,000 $438,750,000
TABLE
(1) Plus accrued interest, if any, from the date of issuance.
(2) The Company has agreed to indemnify the several Underwriters against
certain liabilities, including liabilities under the Securities Act of
1933, as amended (the "Securities Act"). See "Underwriting."
(3) Before deducting expenses payable by the Company estimated at $350,000.
(4) The Company has granted the Underwriters an option exercisable within 30
days after the date of this Prospectus Supplement to purchase up to an
additional $67,500,000 aggregate principal amount of Notes on the same
terms as set forth above, at the Price to the Public, less the
Underwriting Discounts and Commissions, solely to cover over-allotments,
if any. If the option is exercised in full, the total Price to the Public,
Underwriting Discounts and Commissions and Proceeds to the Company will be
$517,500,000, $12,937,500 and $504,562,500, respectively. See
"Underwriting."
The Notes are offered by the several Underwriters, when, as and if delivered
to and accepted by them, subject to certain conditions, including their rights
to withdraw, cancel or reject orders in whole or in part. It is expected that
delivery of the Notes will be made in New York, New York on or about May 8,
1998, in book-entry form through the facilities of The Depository Trust
Company against payment therefor in immediately available funds.
DONALDSON, LUFKIN & JENRETTE SALOMON SMITH BARNEY
SECURITIES CORPORATION
AMD, THE AMD LOGO, AND COMBINATIONS THEREOF, VANTIS, NEXGEN, K86, AMD-K5,
AMD-K6, AMD-K7, NX586 AND NX686 ARE EITHER TRADEMARKS OR REGISTERED TRADEMARKS
OF ADVANCED MICRO DEVICES, INC. MICROSOFT, WINDOWS, WINDOWS 95 AND WINDOWS NT
ARE REGISTERED TRADEMARKS OF MICROSOFT CORPORATION. PENTIUM IS A REGISTERED
TRADEMARK OF INTEL CORPORATION. THIS PROSPECTUS SUPPLEMENT ALSO CONTAINS
TRADEMARKS AND TRADENAMES OF OTHER COMPANIES.
CERTAIN PERSONS PARTICIPATING IN THIS OFFERING MAY ENGAGE IN TRANSACTIONS
THAT STABILIZE, MAINTAIN OR OTHERWISE AFFECT THE PRICE OF THE NOTES AND THE
COMMON STOCK. SPECIFICALLY, THE UNDERWRITERS MAY OVERALLOT IN CONNECTION WITH
THE OFFERING AND MAY BID FOR AND PURCHASE THE NOTES OR THE COMMON STOCK IN THE
OPEN MARKET. FOR A DESCRIPTION OF THESE ACTIVITIES, SEE "UNDERWRITING."
(End of Item Excerpt)
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