Advanced Micro Devices on Thursday announced that it commenced a cash tender offer for up to $1 billion in aggregate principal amount of its outstanding 5.75% convertible senior notes due 2012. AMD intends to finance the purchase of the notes tendered in the tender offer with the net proceeds from the closing of AMD’s private offering of $500 million aggregate principal amount of senior notes due 2017, and from the receipt of the $1.25 billion cash payment from Intel Corp.
The tender offer will expire on Wednesday, December 16, 2009, unless extended or earlier terminated by AMD. Holders who validly tender, and do not validly withdraw, their notes on or prior to the Expiration Date will be entitled to receive $990 for each $1000 principal amount of notes purchased in the tender offer, plus accrued and unpaid interest to, but not including, the date of payment for the notes accepted for payment.
To the extent that acceptances of all validly tendered notes would require AMD to purchase more than $1 billion in aggregate principal amount of notes in connection with the tender offer, AMD will allocate acceptances on a pro rata basis among the tendering holders. The tender offer is contingent upon the satisfaction of certain conditions, including the closing of the new notes offering, which will be subject to customary closing conditions, and the receipt of the settlement payment.
Separately, AMD announced that it intends to commence an offering, subject to market and other conditions, of $500 million aggregate principal amount of senior notes due in 2017 in a private offering. AMD intends to use the proceeds, along with existing cash, to purchase its 5.75% convertible senior notes due 2012.