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ý
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
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For the fiscal year ended December 26, 2015
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OR
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
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For the transition period from
to
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Delaware
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94-1692300
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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One AMD Place, Sunnyvale, California
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94088
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(Address of principal executive offices)
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(Zip Code)
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(Title of each class)
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(Name of each exchange on which registered)
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Common Stock $0.01 par value per share
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The NASDAQ Stock Market LLC
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Large accelerated filer
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ý
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Accelerated filer
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¨
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Non-accelerated filer
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¨
(Do not check if a smaller reporting company)
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Smaller reporting company
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¨
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Business
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Risk Factors
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Unresolved Staff Comments
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Properties
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Legal Proceedings
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Mine Safety Disclosures
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Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
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Selected Financial Data
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Management’s Discussion and Analysis of Financial Condition and Results of Operations
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Quantitative and Qualitative Disclosure About Market Risk
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Financial Statement and Supplementary Data
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Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
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Controls and Procedures
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Other Information
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Directors, Executive Officers and Corporate Governance
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Executive Compensation
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Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
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Certain Relationships and Related Transactions and Director Independence
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Principal Accounting Fees and Services
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Exhibits, Financial Statements Schedules
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•
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x86 microprocessors, as a standalone central processing unit (CPU) or as incorporated into an accelerated processing unit (APU), chipsets, and discrete graphics processing units (GPUs) for the consumer, commercial and professional graphics markets; and
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•
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•
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server and embedded CPUs, GPUs and APUs, and semi-custom System-on-Chip (SoC) products and technology for game consoles.
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•
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business practices, including rebating and allocation strategies and pricing actions which may limit our market share and margins;
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•
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product mix and introduction schedules;
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•
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product bundling, marketing and merchandising strategies;
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•
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exclusivity payments to its current and potential customers and channel partners that require or result in exclusive product arrangements;
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•
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de facto control over industry standards, and heavy influence on PC manufacturers and other PC industry participants, including motherboard, memory, chipset and basic input/output system, or BIOS, suppliers and software companies as well as the graphics interface for Intel platforms; and
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•
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marketing and advertising expenditures in support of positioning the Intel brand over the brand of its OEM customers.
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Facility Location
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Approximate Manufacturing Area Square Footage
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Activity
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Penang, Malaysia
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150,000
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Assembly, Test, Mark & Packaging
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Suzhou, China
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115,000
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Assembly, Test, Mark & Packaging
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•
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business practices, including rebating and allocation strategies and pricing actions, designed to limit our market share and margins;
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•
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product mix and introduction schedules;
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•
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product bundling, marketing and merchandising strategies;
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•
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exclusivity payments to its current and potential customers and channel partners;
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•
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de facto control over industry standards, and heavy influence on PC manufacturers and other PC industry participants, including motherboard, memory, chipset and basic input/output system, or BIOS, suppliers and software companies as well as the graphics interface for Intel platforms; and
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•
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marketing and advertising expenditures in support of positioning the Intel brand over the brand of its original equipment manufacturer OEM customers.
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•
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make it difficult for us to satisfy our financial obligations, including making scheduled principal and interest payments;
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•
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limit our ability to borrow additional funds for working capital, capital expenditures, acquisitions and general corporate and other purposes;
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•
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limit our ability to use our cash flow or obtain additional financing for future working capital, capital expenditures, acquisitions or other general corporate purposes;
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•
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require us to use a substantial portion of our cash flow from operations to make debt service payments;
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•
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place us at a competitive disadvantage compared to our competitors with relatively less debt; and
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•
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increase our vulnerability to the impact of adverse economic and industry conditions.
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•
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incur additional indebtedness;
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•
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pay dividends and make other restricted payments;
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•
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make certain investments, including investments in our unrestricted subsidiaries;
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•
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create or permit certain liens;
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•
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create or permit restrictions on the ability of certain restricted subsidiaries to pay dividends or make other distributions to us;
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•
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use the proceeds from sales of assets;
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•
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enter into certain types of transactions with affiliates; and
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•
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consolidate or merge or sell our assets as an entirety or substantially as an entirety.
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•
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create any liens upon any of the Loan Parties’ property (other than customary permitted liens and liens on up to $1.5 billion of secured credit facilities debt (which amount includes our Secured Revolving Line of Credit));
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•
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declare or make cash distributions;
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•
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create any encumbrance on the ability of a subsidiary to make any upstream payments;
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•
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make asset dispositions other than certain ordinary course dispositions and certain supply chain finance arrangements;
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•
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make certain loans, make payments with respect to subordinated debt or certain borrowed money prior to its due date; and
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•
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become party to certain agreements restricting the Loan Parties’ ability to enter into any non-arm’s-length transaction with an affiliate.
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•
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a sudden or significant decrease in demand for our products;
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•
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a production or design defect in our products;
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•
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a higher incidence of inventory obsolescence because of rapidly changing technology and customer requirements;
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•
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a failure to accurately estimate customer demand for our products, including for our older products as our new products are introduced; or
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•
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our competitors taking aggressive pricing actions.
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•
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substantial declines in average selling prices;
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•
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the cyclical nature of supply and demand imbalances in the semiconductor industry;
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•
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a decline in demand for end-user products (such as PCs) that incorporate our products; and
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•
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excess inventory levels.
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•
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implementing new data security procedures, including costs related to upgrading computer and network security;
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•
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training workers to maintain and monitor our security measures;
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•
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remediating any data security breach and addressing the related litigation; and
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•
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mitigating reputational harm.
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•
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expropriation;
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•
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changes in a specific country’s or region’s political or economic conditions;
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•
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changes in tax laws, trade protection measures and import or export licensing requirements;
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•
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difficulties in protecting our intellectual property;
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•
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difficulties in managing staffing and exposure to different employment practices and labor laws;
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•
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changes in foreign currency exchange rates;
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•
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restrictions on transfers of funds and other assets of our subsidiaries between jurisdictions;
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•
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changes in freight and interest rates;
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•
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disruption in air transportation between the United States and our overseas facilities;
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•
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loss or modification of exemptions for taxes and tariffs; and
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•
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compliance with U.S. laws and regulations related to international operations, including export control and economic sanctions laws and regulations and the Foreign Corrupt Practices Act.
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ITEM 1B.
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UNRESOLVED STAFF COMMENTS
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ITEM 2.
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PROPERTIES
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ITEM 3.
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LEGAL PROCEEDINGS
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ITEM 4.
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MINE SAFETY DISCLOSURES
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ITEM 5.
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MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
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High
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Low
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||||
Fiscal Year 2015 Quarters Ended:
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||||
March 28, 2015
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$
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3.37
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$
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2.14
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June 27, 2015
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$
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2.94
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$
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2.20
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September 26, 2015
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$
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2.63
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$
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1.61
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December 26, 2015
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$
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3.00
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$
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1.65
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High
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Low
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||||
Fiscal Year 2014 Quarters Ended:
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||||
March 29, 2014
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$
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4.60
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$
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3.29
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June 28, 2014
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$
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4.50
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$
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3.65
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September 27, 2014
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$
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4.80
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$
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3.60
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December 27, 2014
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$
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3.66
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|
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$
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2.35
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Base Period
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Years Ending
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|||||||||
Company / Index
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12/23/2010
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12/31/2011
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12/29/2012
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12/28/2013
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12/27/2014
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12/26/2015
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Advanced Micro Devices, Inc.
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100
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67.16
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28.36
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47.01
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32.96
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36.32
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S&P 400 Index
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100
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97.92
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113.61
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153.35
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170.87
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167.46
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S&P 400 Semiconductors Index
|
100
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64.18
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64.78
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85.36
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120.47
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128.31
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S&P 500 Index
|
100
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102.18
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116.56
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156.34
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180.97
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182.36
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S&P 500 Semiconductors Index
|
100
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102.79
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97.45
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|
133.56
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|
186.12
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|
186.99
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ITEM 6.
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SELECTED FINANCIAL DATA
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2015
(1)
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2014
(1)
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2013
(1)
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2012
(1)
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2011
(1)
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||||||||||
Net revenue
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$
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3,991
|
|
|
$
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5,506
|
|
|
$
|
5,299
|
|
|
$
|
5,422
|
|
|
$
|
6,568
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Income (loss) from continuing operations
(2)(3)(4)(5)(6)(7)
|
(660
|
)
|
|
(403
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)
|
|
(83
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)
|
|
(1,183
|
)
|
|
495
|
|
|||||
Loss from discontinued operations, net of tax
(8)
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—
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|
|
—
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|
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—
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|
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—
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|
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(4
|
)
|
|||||
Net income (loss) attributable to AMD common stockholders
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$
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(660
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)
|
|
$
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(403
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)
|
|
$
|
(83
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)
|
|
$
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(1,183
|
)
|
|
$
|
491
|
|
Net income (loss) attributable to AMD common stockholders per common share
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
|
|
|
|
|
|
|
|
|
||||||||||
Continuing operations
|
$
|
(0.84
|
)
|
|
$
|
(0.53
|
)
|
|
$
|
(0.11
|
)
|
|
$
|
(1.60
|
)
|
|
$
|
0.68
|
|
Discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.01
|
)
|
|||||
Basic net income (loss) attributable to AMD common stockholders per common share
|
$
|
(0.84
|
)
|
|
$
|
(0.53
|
)
|
|
$
|
(0.11
|
)
|
|
$
|
(1.60
|
)
|
|
$
|
0.68
|
|
Diluted
|
|
|
|
|
|
|
|
|
|
||||||||||
Continuing operations
|
$
|
(0.84
|
)
|
|
$
|
(0.53
|
)
|
|
$
|
(0.11
|
)
|
|
$
|
(1.60
|
)
|
|
$
|
0.67
|
|
Discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.01
|
)
|
|||||
Diluted net income (loss) attributable to AMD common stockholders per common share
|
$
|
(0.84
|
)
|
|
$
|
(0.53
|
)
|
|
$
|
(0.11
|
)
|
|
$
|
(1.60
|
)
|
|
$
|
0.66
|
|
Shares used in per share calculation
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
783
|
|
|
768
|
|
|
754
|
|
|
741
|
|
|
727
|
|
|||||
Diluted
|
783
|
|
|
768
|
|
|
754
|
|
|
741
|
|
|
742
|
|
|||||
Long-term debt and other long term liabilities
(9)
|
$
|
2,118
|
|
|
$
|
2,140
|
|
|
$
|
2,175
|
|
|
$
|
2,065
|
|
|
$
|
1,590
|
|
Total assets
|
$
|
3,109
|
|
|
$
|
3,767
|
|
|
$
|
4,337
|
|
|
$
|
4,000
|
|
|
$
|
4,954
|
|
(1)
|
2015, 2014, 2013 and 2012 consisted of 52 weeks, whereas 2011 consisted of 53 weeks.
|
(2)
|
In 2013, we entered into licenses and settlements regarding patent-related matters. Pursuant to these licenses and settlements, we received in aggregate, $48 million, net, which we recorded within net legal settlements in 2013.
|
(3)
|
During 2011, we changed the method of accounting for our investment in GF from the equity method to the cost method of accounting. As a result of the change, we recognized a non-cash gain of approximately $492 million, net of certain transaction related charges. In 2011, we recorded a non-cash impairment charge of approximately $209 million related to our investment in GF.
|
(4)
|
During the first quarter of 2012, we entered into a second amendment to the WSA with GF. The primary effect of this amendment was to modify certain pricing and other terms of the WSA applicable to wafers for our microprocessor and APU products, to be delivered by GF to us during 2012. As a result of the amendment, we recorded a $703 million charge during the first quarter of 2012. During the fourth quarter of 2012, we entered into a third amendment to the WSA. Pursuant to the third amendment, we modified our wafer purchase commitments for the fourth quarter of 2012 made pursuant to the second amendment to the WSA. In addition, we agreed to certain pricing and other terms of the WSA applicable to wafers for our microprocessor and APU products, to be delivered by GF to us from the fourth quarter of 2012 through December 31, 2013. Pursuant to the third amendment, GF agreed to waive a portion of our production wafer purchase commitments for the fourth quarter of 2012. In consideration for this waiver, we agreed to pay GF a fee of $320 million, which resulted in a $273 million lower of cost or market charge recorded in the fourth quarter of 2012.
|
(5)
|
In 2015, 2014, 2012 and 2011, we implemented restructuring plans and incurred net charges of $53 million, $58 million, $6 million, $100 million and $100 million in 2015, 2014, 2013, 2012 and 2011, respectively, which primarily consisted of severance and related employee benefits.
|
(6)
|
In 2015, we exited the dense server systems business, formerly SeaMicro resulting to a charge of $76 million in restructuring and other special charges, net. In 2014, we incurred other special charges of $13 million primarily related to the departure of our former CEO. In 2013, we sold and leased back buildings in various locations and land in Austin, Texas, for which we recorded a net charge of $24 million in other special charges.
|
(7)
|
In 2014, we recorded a goodwill impairment charge of $233 million related to our Computing and Graphics segment. Also in 2014, we recorded a $58 million lower of cost or market inventory adjustment related to our second generation APU products.
|
(8)
|
In 2008, we sold our Digital Television business to Broadcom Corporation for $141.5 million and classified it as discontinued operations. In 2011, we recorded a charge of $4 million in connection with a payment to Broadcom related to this asset sale.
|
(9)
|
Total long-term debt and other long term liabilities increased by $110 million from 2012 to 2013, primarily due to obligations associated with the license of $157 million of new technology and software, partially offset by the repurchase of $50 million in principal amount of our 6.00% Notes (which is a portion of our outstanding 6.00% Notes). Total long-term debt and other long term liabilities increased by $475 million from 2011 to 2012, primarily due to an issuance of $500 million principal amount of our 7.50% Notes. See Note 10 of our consolidated financial statements for additional information.
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
(i)
|
x86 microprocessors, as a standalone central processing unit (CPU) or as incorporated into an accelerated processing unit (APU), chipsets, and discrete graphics processing units (GPUs) for the consumer, commercial and professional graphics markets; and
|
(ii)
|
server and embedded CPUs, GPUs and APUs, and semi-custom System-on-Chip (SoC) products and technology for game consoles.
|
•
|
the Computing and Graphics segment, which primarily includes desktop and notebook processors and chipsets, discrete GPUs and professional graphics; and
|
•
|
the Enterprise, Embedded and Semi-Custom segment, which primarily includes server and embedded processors, semi-custom SoC products, engineering services and royalties.
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
(In millions)
|
||||||||||
Net revenue:
|
|
|
|
|
|
||||||
Computing and Graphics
|
$
|
1,805
|
|
|
$
|
3,132
|
|
|
$
|
3,720
|
|
Enterprise, Embedded and Semi-Custom
|
2,186
|
|
|
2,374
|
|
|
1,577
|
|
|||
All Other
|
—
|
|
|
—
|
|
|
2
|
|
|||
Total net revenue
|
$
|
3,991
|
|
|
$
|
5,506
|
|
|
$
|
5,299
|
|
Operating income (loss):
|
|
|
|
|
|
||||||
Computing and Graphics
|
$
|
(502
|
)
|
|
$
|
(76
|
)
|
|
$
|
(101
|
)
|
Enterprise, Embedded and Semi-Custom
|
215
|
|
|
399
|
|
|
295
|
|
|||
All Other
|
(194
|
)
|
|
(478
|
)
|
|
(91
|
)
|
|||
Total operating income (loss)
|
$
|
(481
|
)
|
|
$
|
(155
|
)
|
|
$
|
103
|
|
Interest expense
|
(160
|
)
|
|
(177
|
)
|
|
(177
|
)
|
|||
Other income expense, net
|
(5
|
)
|
|
(66
|
)
|
|
—
|
|
|||
Loss before income taxes
|
$
|
(646
|
)
|
|
$
|
(398
|
)
|
|
$
|
(74
|
)
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
(In millions, except for percentages)
|
||||||||||
Cost of sales
|
$
|
2,911
|
|
|
$
|
3,667
|
|
|
$
|
3,321
|
|
Gross margin
|
1,080
|
|
|
1,839
|
|
|
1,978
|
|
|||
Gross margin percentage
|
27
|
%
|
|
33
|
%
|
|
37
|
%
|
|||
Research and development
|
947
|
|
|
1,072
|
|
|
1,201
|
|
|||
Marketing, general and administrative
|
482
|
|
|
604
|
|
|
674
|
|
|||
Amortization of acquired intangible assets
|
3
|
|
|
14
|
|
|
18
|
|
|||
Restructuring and other special charges, net
|
129
|
|
|
71
|
|
|
30
|
|
|||
Goodwill impairment charge
|
—
|
|
|
233
|
|
|
—
|
|
|||
Legal settlements, net
|
—
|
|
|
—
|
|
|
(48
|
)
|
|||
Interest expense
|
(160
|
)
|
|
(177
|
)
|
|
(177
|
)
|
|||
Other expense, net
|
(5
|
)
|
|
(66
|
)
|
|
—
|
|
|||
Provision (benefit) for income taxes
|
$
|
14
|
|
|
$
|
5
|
|
|
$
|
9
|
|
|
Severance
and related benefits |
|
Other exit
related costs |
|
Total
|
||||||
|
(In millions)
|
||||||||||
Balance as of June 27, 2015
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Charges (reversals), net
|
27
|
|
|
10
|
|
|
37
|
|
|||
Cash payments
|
(13
|
)
|
|
(1
|
)
|
|
(14
|
)
|
|||
Non-cash charges
|
—
|
|
|
(9
|
)
|
|
(9
|
)
|
|||
Balance as of December 26, 2015
|
$
|
14
|
|
|
$
|
—
|
|
|
$
|
14
|
|
|
Severance
and related
benefits
|
|
Other exit
related
costs
|
|
Total
|
||||||
|
(In millions)
|
||||||||||
Balance as of December 27, 2014
|
$
|
26
|
|
|
$
|
13
|
|
|
$
|
39
|
|
Charges (reversals), net
|
2
|
|
|
14
|
|
|
16
|
|
|||
Cash payments
|
(23
|
)
|
|
(7
|
)
|
|
(30
|
)
|
|||
Non-cash charges
|
—
|
|
|
(5
|
)
|
|
(5
|
)
|
|||
Balance as of December 26, 2015
|
$
|
5
|
|
|
$
|
15
|
|
|
$
|
20
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
(In millions)
|
||||||||||
Cost of sales
|
$
|
3
|
|
|
$
|
3
|
|
|
$
|
5
|
|
Research and development
|
36
|
|
|
44
|
|
|
48
|
|
|||
Marketing, general and administrative
|
24
|
|
|
34
|
|
|
38
|
|
|||
Total stock-based compensation expense, net of tax of $0
|
$
|
63
|
|
|
$
|
81
|
|
|
$
|
91
|
|
|
Payment due by period
|
||||||||||||||||||||||||||
(In millions)
|
Total
|
|
2016
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
and thereafter |
||||||||||||||
6.75% Notes
|
$
|
600
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
600
|
|
|
$
|
—
|
|
|
$
|
—
|
|
7.75% Notes
|
450
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
450
|
|
|
—
|
|
|||||||
7.50% Notes
|
475
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
475
|
|
|||||||
7.00% Notes
|
500
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
500
|
|
|||||||
Secured Revolving Line of Credit
|
230
|
|
|
230
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Other long-term liabilities
|
42
|
|
|
—
|
|
|
35
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|||||||
Aggregate interest obligation
(1)
|
889
|
|
|
148
|
|
|
148
|
|
|
148
|
|
|
128
|
|
|
106
|
|
|
211
|
|
|||||||
Operating leases
|
306
|
|
|
51
|
|
|
50
|
|
|
45
|
|
|
28
|
|
|
26
|
|
|
106
|
|
|||||||
Purchase obligations
(2)
|
319
|
|
|
254
|
|
|
7
|
|
|
32
|
|
|
26
|
|
|
—
|
|
|
—
|
|
|||||||
Obligations to GF
(3)
|
248
|
|
|
248
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Total contractual obligations
(4)
|
$
|
4,059
|
|
|
$
|
931
|
|
|
$
|
240
|
|
|
$
|
230
|
|
|
$
|
782
|
|
|
$
|
582
|
|
|
$
|
1,294
|
|
(1)
|
Represents estimated aggregate interest obligations for our outstanding debt obligations that are payable in cash, excluding non-cash amortization of debt issuance costs.
|
(2)
|
We have purchase obligations for goods and services where payments are based, in part, on the volume or type of services we acquire. In those cases, we only included the minimum volume of purchase obligations in the table above. Purchase orders for goods and services that are cancelable upon notice and without significant penalties are not included in the amounts above. In addition, we have included in the table above obligations for software technology and licenses where payments are fixed and non-cancelable.
|
(3)
|
Includes our purchase obligations to GF for wafer manufacturing and research and development activities and reflects the impact of wafer receipts under the fifth amendment to the WSA delayed into fiscal 2016. As of
December 26, 2015
, purchase obligations for fiscal 2016 were approximately $248 million, of which approximately $185 million, consisting of wafers and research and development activities, were received by December 31, 2015. We generally negotiate our purchase commitments with GF on an annual basis and as such we cannot meaningfully quantify or estimate our future purchase obligations to GF. We are currently in the process of negotiating a sixth amendment to the WSA, and we expect that our future purchases from GF will continue to be material.
|
(4)
|
Total amount excludes contractual obligations already recorded on our consolidated balance sheets except for debt obligations and other long-term liabilities.
|
Period
|
Price as
Percentage of
Principal Amount
|
|
Beginning on August 1, 2015 through July 31, 2016
|
103.875
|
%
|
Beginning on August 1, 2016 through July 31, 2017
|
102.583
|
%
|
Beginning on August 1, 2017 through July 31, 2018
|
101.292
|
%
|
On August 1, 2018 and thereafter
|
100.000
|
%
|
Period
|
Price as
Percentage of
Principal Amount
|
Beginning on July 1, 2019 through June 30, 2020
|
103.500%
|
Beginning on July 1, 2020 through June 30, 2021
|
102.333%
|
Beginning on July 1, 2021 through June 30, 2022
|
101.167%
|
On July 1, 2022 and thereafter
|
100.000%
|
Level
|
|
Average
Availability for
Last Fiscal
Month
|
|
Base Rate
Revolver Loans:
Applicable Margin
|
|
LIBOR
Revolver Loans:
Applicable Margin
|
I
|
|
greater than or equal to 66.66% of the Revolver Commitment
|
|
0.5%
|
|
1.5%
|
II
|
|
greater than or equal to 33.33% of the Revolver Commitment, less than 66.66%
|
|
0.75%
|
|
1.75%
|
III
|
|
less than 33.33% of the Revolver Commitment
|
|
1%
|
|
2%
|
ITEM 7A.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
|
|
2016
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021 and thereafter
|
|
Total
|
|
2015
Fair Value |
||||||||||||||||
|
(In millions, except for percentages)
|
||||||||||||||||||||||||||||||
Investment Portfolio
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Cash equivalents:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Fixed rate amounts
|
$
|
376
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
376
|
|
|
$
|
376
|
|
Weighted-average rate
|
0.27
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.27
|
%
|
|
0.27
|
%
|
||||||||
Total Investment Portfolio
|
$
|
376
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
376
|
|
|
$
|
376
|
|
Debt Obligations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Fixed rate amounts
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
600
|
|
|
$
|
450
|
|
|
$
|
975
|
|
|
$
|
2,025
|
|
|
$
|
1,372
|
|
Weighted-average effective interest rate
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
6.75
|
%
|
|
7.75
|
%
|
|
7.24
|
%
|
|
6.88
|
%
|
|
10.64
|
%
|
||||||||
Variable rate amounts
|
$
|
230
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
230
|
|
|
$
|
230
|
|
Weighted-average effective interest rate
|
4.00
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
4.00
|
%
|
||||||||
Total Debt Obligations
|
$
|
230
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
600
|
|
|
$
|
450
|
|
|
$
|
975
|
|
|
$
|
2,255
|
|
|
$
|
1,602
|
|
|
December 26, 2015
|
|
December 27, 2014
|
||||||||||||||||||
|
Notional
Amount
|
|
Average
Contract
Rate
|
|
Estimated
Fair Value
Gain (Loss)
|
|
Notional
Amount
|
|
Average
Contract
Rate
|
|
Estimated
Fair Value
Gain (Loss)
|
||||||||||
|
(In millions except contract rates)
|
||||||||||||||||||||
Foreign currency forward contracts:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Canadian Dollar
|
$
|
77
|
|
|
1.2941
|
|
|
$
|
(4.9
|
)
|
|
$
|
143
|
|
|
1.1264
|
|
|
$
|
(5.0
|
)
|
Malaysian Ringgit
|
17
|
|
|
4.0581
|
|
|
(1.1
|
)
|
|
42
|
|
|
3.5482
|
|
|
—
|
|
||||
Indian Rupee
|
25
|
|
|
68.856
|
|
|
0.2
|
|
|
35
|
|
|
64.1608
|
|
|
(1.1
|
)
|
||||
Singapore Dollar
|
24
|
|
|
1.4033
|
|
|
(0.1
|
)
|
|
33
|
|
|
1.313
|
|
|
(0.4
|
)
|
||||
Taiwan Dollar
|
13
|
|
|
31.868
|
|
|
(0.4
|
)
|
|
23
|
|
|
31.1284
|
|
|
(0.4
|
)
|
||||
Chinese Renminbi
|
—
|
|
|
—
|
|
|
—
|
|
|
22
|
|
|
6.1906
|
|
|
0.1
|
|
||||
Total
|
$
|
156
|
|
|
|
|
$
|
(6.3
|
)
|
|
$
|
298
|
|
|
|
|
$
|
(6.8
|
)
|
ITEM 8.
|
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|
|
Year Ended
|
||||||||||
|
December 26,
2015 |
|
December 27,
2014 |
|
December 28,
2013 |
||||||
|
(In millions, except per share amounts)
|
||||||||||
Net revenue
|
$
|
3,991
|
|
|
$
|
5,506
|
|
|
$
|
5,299
|
|
Cost of sales
|
2,911
|
|
|
3,667
|
|
|
3,321
|
|
|||
Gross margin
|
1,080
|
|
|
1,839
|
|
|
1,978
|
|
|||
Research and development
|
947
|
|
|
1,072
|
|
|
1,201
|
|
|||
Marketing, general and administrative
|
482
|
|
|
604
|
|
|
674
|
|
|||
Amortization of acquired intangible assets
|
3
|
|
|
14
|
|
|
18
|
|
|||
Restructuring and other special charges, net
|
129
|
|
|
71
|
|
|
30
|
|
|||
Goodwill impairment charge
|
—
|
|
|
233
|
|
|
—
|
|
|||
Legal settlements, net
|
—
|
|
|
—
|
|
|
(48
|
)
|
|||
Operating income (loss)
|
(481
|
)
|
|
(155
|
)
|
|
103
|
|
|||
Interest expense
|
(160
|
)
|
|
(177
|
)
|
|
(177
|
)
|
|||
Other expense, net
|
(5
|
)
|
|
(66
|
)
|
|
—
|
|
|||
Loss before income taxes
|
(646
|
)
|
|
(398
|
)
|
|
(74
|
)
|
|||
Provision for income taxes
|
14
|
|
|
5
|
|
|
9
|
|
|||
Net loss
|
$
|
(660
|
)
|
|
$
|
(403
|
)
|
|
$
|
(83
|
)
|
Net loss per share
|
|
|
|
|
|
||||||
Basic
|
$
|
(0.84
|
)
|
|
$
|
(0.53
|
)
|
|
$
|
(0.11
|
)
|
Diluted
|
$
|
(0.84
|
)
|
|
$
|
(0.53
|
)
|
|
$
|
(0.11
|
)
|
Shares used in per share calculation
|
|
|
|
|
|
||||||
Basic
|
783
|
|
|
768
|
|
|
754
|
|
|||
Diluted
|
783
|
|
|
768
|
|
|
754
|
|
|
Year Ended
|
||||||||||
|
December 26,
2015 |
|
December 27,
2014 |
|
December 28,
2013 |
||||||
|
(In millions)
|
||||||||||
Net loss
|
$
|
(660
|
)
|
|
$
|
(403
|
)
|
|
$
|
(83
|
)
|
Other comprehensive income (loss):
|
|
|
|
|
|
||||||
Unrealized gains (losses) on available-for-sale securities:
|
|
|
|
|
|
||||||
Unrealized gains (losses) arising during period, net of tax effect of $0
|
(2
|
)
|
|
—
|
|
|
(1
|
)
|
|||
Reclassification adjustment for (gains) losses realized and included in net loss, net of tax effect of $0
|
—
|
|
|
—
|
|
|
2
|
|
|||
Total change in unrealized gains (losses) on available-for-sale securities, net of tax
|
(2
|
)
|
|
—
|
|
|
1
|
|
|||
Unrealized gains (losses) on cash flow hedges:
|
|
|
|
|
|
||||||
Unrealized gains (losses) arising during period, net of tax effect of $0
|
(22
|
)
|
|
(9
|
)
|
|
(6
|
)
|
|||
Reclassification adjustment for (gains) losses realized and included in net loss, net of tax effect of $0, $0 and $3
|
21
|
|
|
6
|
|
|
6
|
|
|||
Total change in unrealized gains (losses) on cash flow hedges, net of tax
|
(1
|
)
|
|
(3
|
)
|
|
—
|
|
|||
Total other comprehensive income (loss)
|
(3
|
)
|
|
(3
|
)
|
|
1
|
|
|||
Total comprehensive loss
|
$
|
(663
|
)
|
|
$
|
(406
|
)
|
|
$
|
(82
|
)
|
|
December 26,
2015 |
|
December 27,
2014 |
||||
|
(In millions, except par value amounts)
|
||||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
785
|
|
|
$
|
805
|
|
Marketable securities
|
—
|
|
|
235
|
|
||
Accounts receivable, net
|
533
|
|
|
818
|
|
||
Inventories, net
|
678
|
|
|
685
|
|
||
Prepayments and other - GLOBALFOUNDRIES
|
33
|
|
|
113
|
|
||
Prepaid expenses
|
43
|
|
|
32
|
|
||
Other current assets
|
248
|
|
|
48
|
|
||
Total current assets
|
2,320
|
|
|
2,736
|
|
||
Property, plant and equipment, net
|
188
|
|
|
302
|
|
||
Acquisition related intangible assets, net
|
—
|
|
|
65
|
|
||
Goodwill
|
278
|
|
|
320
|
|
||
Other assets
|
323
|
|
|
344
|
|
||
Total assets
|
$
|
3,109
|
|
|
$
|
3,767
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Short-term debt
|
$
|
230
|
|
|
$
|
177
|
|
Accounts payable
|
279
|
|
|
415
|
|
||
Payable to GLOBALFOUNDRIES
|
245
|
|
|
218
|
|
||
Accrued liabilities
|
472
|
|
|
518
|
|
||
Other current liabilities
|
124
|
|
|
40
|
|
||
Deferred income on shipments to distributors
|
53
|
|
|
72
|
|
||
Total current liabilities
|
1,403
|
|
|
1,440
|
|
||
Long-term debt
|
2,032
|
|
|
2,035
|
|
||
Other long-term liabilities
|
86
|
|
|
105
|
|
||
Commitments and contingencies (see Notes 15 and 16)
|
|
|
|
||||
Stockholders’ equity:
|
|
|
|
||||
Capital stock:
|
|
|
|
||||
Common stock, par value $0.01; 1,500 shares authorized on December 26, 2015 and December 27, 2014; shares issued: 806 shares on December 26, 2015 and 788 shares on December 27, 2014; shares outstanding: 792 shares on December 26, 2015 and 776 shares on December 27, 2014
|
8
|
|
|
8
|
|
||
Additional paid-in capital
|
7,017
|
|
|
6,949
|
|
||
Treasury stock, at cost (14 shares on December 26, 2015 and 12 shares on December 27, 2014 )
|
(123
|
)
|
|
(119
|
)
|
||
Accumulated deficit
|
(7,306
|
)
|
|
(6,646
|
)
|
||
Accumulated other comprehensive loss
|
(8
|
)
|
|
(5
|
)
|
||
Total stockholders’ equity (deficit)
|
(412
|
)
|
|
187
|
|
||
Total liabilities and stockholders’ equity (deficit)
|
$
|
3,109
|
|
|
$
|
3,767
|
|
|
Number
of
shares
|
|
Common Stock
|
|
Additional
paid-in
capital
|
|
Treasury
stock
|
|
Accumulated
deficit
|
|
Accumulated
other
comprehensive
income (loss)
|
|
Total
stockholders’
equity (deficit)
|
|||||||||||||
December 29, 2012
|
713
|
|
|
$
|
7
|
|
|
$
|
6,803
|
|
|
$
|
(109
|
)
|
|
$
|
(6,160
|
)
|
|
$
|
(3
|
)
|
|
$
|
538
|
|
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(83
|
)
|
|
—
|
|
|
(83
|
)
|
||||||
Other comprehensive income, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
1
|
|
||||||
Common stock issued under stock-based compensation plans, net of tax withholding
|
12
|
|
|
—
|
|
|
3
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
91
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
91
|
|
||||||
Adjustment to equity component of the 6.00% Notes resulting from debt buyback
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
||||||
December 28, 2013
|
725
|
|
|
7
|
|
|
6,894
|
|
|
(112
|
)
|
|
(6,243
|
)
|
|
(2
|
)
|
|
544
|
|
||||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(403
|
)
|
|
—
|
|
|
(403
|
)
|
||||||
Other comprehensive loss, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
(3
|
)
|
||||||
Common stock issued under stock-based compensation plans, net of tax withholding
|
16
|
|
|
—
|
|
|
4
|
|
|
(6
|
)
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
||||||
Common stock issued by exercise of warrants
|
35
|
|
|
1
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
81
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
81
|
|
||||||
Stock-based compensation related to restructuring and other special charges
|
—
|
|
|
—
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
||||||
Adjustment to equity component of the 6.00% Notes resulting from debt buyback
|
—
|
|
|
—
|
|
|
(35
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(35
|
)
|
||||||
December 27, 2014
|
776
|
|
|
8
|
|
|
6,949
|
|
|
(119
|
)
|
|
(6,646
|
)
|
|
(5
|
)
|
|
187
|
|
||||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(660
|
)
|
|
—
|
|
|
(660
|
)
|
||||||
Other comprehensive loss, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
(3
|
)
|
||||||
Common stock issued under stock-based compensation plans, net of tax withholding
|
16
|
|
|
—
|
|
|
5
|
|
|
(4
|
)
|
|
—
|
|
|
—
|
|
|
1
|
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
63
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
63
|
|
||||||
December 26, 2015
|
792
|
|
|
$
|
8
|
|
|
$
|
7,017
|
|
|
$
|
(123
|
)
|
|
$
|
(7,306
|
)
|
|
$
|
(8
|
)
|
|
$
|
(412
|
)
|
|
Year Ended
|
||||||||||
|
December 26,
2015 |
|
December 27,
2014 |
|
December 28,
2013 |
||||||
|
(In millions)
|
||||||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net loss
|
$
|
(660
|
)
|
|
$
|
(403
|
)
|
|
$
|
(83
|
)
|
Adjustments to reconcile net loss to net cash used in operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
167
|
|
|
203
|
|
|
236
|
|
|||
Net loss on disposal of property, plant and equipment
|
—
|
|
|
—
|
|
|
31
|
|
|||
Stock-based compensation expense
|
63
|
|
|
81
|
|
|
91
|
|
|||
Non-cash interest expense
|
11
|
|
|
17
|
|
|
25
|
|
|||
Goodwill impairment charge
|
—
|
|
|
233
|
|
|
—
|
|
|||
Restructuring and other special charges, net
|
83
|
|
|
14
|
|
|
—
|
|
|||
Net loss on debt redemptions
|
—
|
|
|
61
|
|
|
1
|
|
|||
Other
|
(3
|
)
|
|
(13
|
)
|
|
(1
|
)
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
||||||
Accounts receivable
|
280
|
|
|
7
|
|
|
(200
|
)
|
|||
Inventories
|
(11
|
)
|
|
199
|
|
|
(322
|
)
|
|||
Prepayments and other - GLOBALFOUNDRIES
|
84
|
|
|
(113
|
)
|
|
—
|
|
|||
Prepaid expenses and other assets
|
(111
|
)
|
|
(7
|
)
|
|
(103
|
)
|
|||
Accounts payables, accrued liabilities and other
|
(156
|
)
|
|
(231
|
)
|
|
266
|
|
|||
Payable to GLOBALFOUNDRIES
|
27
|
|
|
(146
|
)
|
|
(89
|
)
|
|||
Net cash used in operating activities
|
(226
|
)
|
|
(98
|
)
|
|
(148
|
)
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Purchases of available-for-sale securities
|
(227
|
)
|
|
(790
|
)
|
|
(1,043
|
)
|
|||
Purchases of property, plant and equipment
|
(96
|
)
|
|
(95
|
)
|
|
(84
|
)
|
|||
Proceeds from sales and maturities of available-for-sale securities
|
462
|
|
|
873
|
|
|
1,344
|
|
|||
Proceeds from sale of property, plant and equipment
|
8
|
|
|
—
|
|
|
238
|
|
|||
Net cash provided by (used in) investing activities
|
147
|
|
|
(12
|
)
|
|
455
|
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Proceeds from borrowings, net
|
100
|
|
|
1,155
|
|
|
55
|
|
|||
Proceeds from issuance of common stock
|
5
|
|
|
4
|
|
|
3
|
|
|||
Repayments of long-term debt and capital lease obligations
|
(44
|
)
|
|
(1,115
|
)
|
|
(55
|
)
|
|||
Other
|
(2
|
)
|
|
2
|
|
|
10
|
|
|||
Net cash provided by financing activities
|
59
|
|
|
46
|
|
|
13
|
|
|||
Net increase (decrease) in cash and cash equivalents
|
(20
|
)
|
|
(64
|
)
|
|
320
|
|
|||
Cash and cash equivalents at beginning of year
|
805
|
|
|
869
|
|
|
549
|
|
|||
Cash and cash equivalents at end of year
|
$
|
785
|
|
|
$
|
805
|
|
|
$
|
869
|
|
Supplemental disclosures of cash flow information:
|
|
|
|
|
|
||||||
Cash paid during the year for:
|
|
|
|
|
|
||||||
Interest
|
$
|
149
|
|
|
$
|
138
|
|
|
$
|
152
|
|
Income taxes
|
$
|
3
|
|
|
$
|
7
|
|
|
$
|
9
|
|
(i)
|
x86 microprocessors, as a standalone central processing unit (CPU) or as incorporated into an accelerated processing unit (APU), chipsets, and discrete graphics processing units (GPUs) for the consumer, commercial and professional graphics markets; and
|
(ii)
|
server and embedded CPUs, GPUs and APUs, and semi-custom System-on-Chip (SoC) products and technology for game consoles.
|
|
December 26,
2015 |
|
December 27,
2014 |
||||
|
(In millions)
|
||||||
Deferred revenue
|
$
|
94
|
|
|
$
|
130
|
|
Deferred cost of sales
|
(41
|
)
|
|
(58
|
)
|
||
Deferred income on shipments to distributors
|
$
|
53
|
|
|
$
|
72
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
(In millions, except per share amounts)
|
||||||||||
Numerator—Net loss:
|
|
|
|
|
|
||||||
Numerator for basic and diluted net loss per share
|
$
|
(660
|
)
|
|
$
|
(403
|
)
|
|
$
|
(83
|
)
|
Denominator—Weighted-average shares:
|
|
|
|
|
|
||||||
Denominator for basic and diluted net loss per share
|
783
|
|
|
768
|
|
|
754
|
|
|||
Net loss per share:
|
|
|
|
|
|
||||||
Basic
|
$
|
(0.84
|
)
|
|
$
|
(0.53
|
)
|
|
$
|
(0.11
|
)
|
Diluted
|
$
|
(0.84
|
)
|
|
$
|
(0.53
|
)
|
|
$
|
(0.11
|
)
|
|
December 26,
2015 |
|
December 27,
2014 |
|||||||||||||||||||
|
Unrealized gains (losses) on available-for-sale securities
|
|
Unrealized gains (losses) on cash flow hedges
|
|
Total
|
|
Unrealized gains (losses) on available-for-sale securities
|
Unrealized gains (losses) on cash flow hedges
|
|
Total
|
||||||||||||
|
(In millions)
|
|||||||||||||||||||||
Beginning balance
|
$
|
1
|
|
|
$
|
(6
|
)
|
|
$
|
(5
|
)
|
|
$
|
1
|
|
$
|
(3
|
)
|
|
$
|
(2
|
)
|
Unrealized gains (losses) arising during the period, net of tax effects
|
(2
|
)
|
|
(22
|
)
|
|
(24
|
)
|
|
—
|
|
(9
|
)
|
|
(9
|
)
|
||||||
Reclassification adjustment for (gains) losses realized and included in net loss, net of tax effects
|
—
|
|
|
21
|
|
|
21
|
|
|
—
|
|
6
|
|
|
6
|
|
||||||
Total other comprehensive income (loss)
|
(2
|
)
|
|
(1
|
)
|
|
(3
|
)
|
|
—
|
|
(3
|
)
|
|
(3
|
)
|
||||||
Ending balance
|
$
|
(1
|
)
|
|
$
|
(7
|
)
|
|
$
|
(8
|
)
|
|
$
|
1
|
|
$
|
(6
|
)
|
|
$
|
(5
|
)
|
|
December 26,
2015 |
|
December 27,
2014 |
||||
|
(In millions)
|
||||||
Raw materials
|
$
|
16
|
|
|
$
|
40
|
|
Work in process
|
482
|
|
|
431
|
|
||
Finished goods
|
180
|
|
|
214
|
|
||
Total inventories, net
|
$
|
678
|
|
|
$
|
685
|
|
|
December 26,
2015 |
|
December 27,
2014 |
||||
|
(In millions)
|
||||||
Assets held-for-sale
|
$
|
183
|
|
|
$
|
—
|
|
Other current assets
|
65
|
|
|
48
|
|
||
Total other current assets
|
$
|
248
|
|
|
$
|
48
|
|
|
December 26,
2015 |
|
December 27,
2014 |
||||
|
(In millions)
|
||||||
Land and land improvements
|
$
|
1
|
|
|
$
|
4
|
|
Buildings and leasehold improvements
|
145
|
|
|
246
|
|
||
Equipment
|
821
|
|
|
1,416
|
|
||
Construction in progress
|
17
|
|
|
14
|
|
||
Property, plant and equipment, gross
|
984
|
|
|
1,680
|
|
||
Accumulated depreciation and amortization
|
(796
|
)
|
|
(1,378
|
)
|
||
Total property, plant and equipment, net
|
$
|
188
|
|
|
$
|
302
|
|
|
December 26,
2015 |
|
December 27,
2014 |
||||
|
(In millions)
|
||||||
Software and technology licenses
|
$
|
189
|
|
|
$
|
219
|
|
Other
|
134
|
|
|
125
|
|
||
Total other assets
|
$
|
323
|
|
|
$
|
344
|
|
|
December 26,
2015 |
|
December 27,
2014 |
||||
|
(In millions)
|
||||||
Accrued compensation and benefits
|
$
|
95
|
|
|
$
|
139
|
|
Marketing programs and advertising expenses
|
109
|
|
|
141
|
|
||
Software technology and licenses payable
|
50
|
|
|
39
|
|
||
Other accrued and current liabilities
|
218
|
|
|
199
|
|
||
Total accrued liabilities
|
$
|
472
|
|
|
$
|
518
|
|
|
December 26,
2015 |
|
December 27,
2014 |
||||
|
(In millions)
|
||||||
Liabilities related to assets held-for-sale
|
$
|
79
|
|
|
$
|
—
|
|
Other current liabilities
|
45
|
|
|
40
|
|
||
Total other current liabilities
|
$
|
124
|
|
|
$
|
40
|
|
|
Computing and Graphics
|
|
Enterprise, Embedded and Semi-Custom
|
|
All Other
|
|
Total
|
||||||||
|
(In millions)
|
||||||||||||||
Initial goodwill due to ATI acquisition
|
$
|
1,194
|
|
|
$
|
255
|
|
|
$
|
745
|
|
|
$
|
2,194
|
|
Initial goodwill due to SeaMicro acquisition
|
165
|
|
|
65
|
|
|
—
|
|
|
230
|
|
||||
|
1,359
|
|
|
320
|
|
|
745
|
|
|
2,424
|
|
||||
Accumulated impairment losses
|
(1,126
|
)
|
|
—
|
|
|
(745
|
)
|
|
(1,871
|
)
|
||||
Balance as of December 28, 2013
|
233
|
|
|
320
|
|
|
—
|
|
|
553
|
|
||||
Impairment charges
|
(233
|
)
|
|
—
|
|
|
—
|
|
|
(233
|
)
|
||||
Balance as of December 27, 2014
|
—
|
|
|
320
|
|
|
—
|
|
|
320
|
|
||||
Assets held-for-sale
|
—
|
|
|
(42
|
)
|
|
—
|
|
|
(42
|
)
|
||||
Balance as of December 26, 2015
|
—
|
|
|
278
|
|
|
—
|
|
|
278
|
|
||||
Accumulated impairment losses
|
$
|
(1,359
|
)
|
|
$
|
—
|
|
|
$
|
(745
|
)
|
|
$
|
(2,104
|
)
|
|
|
December 26, 2015
|
|
December 27, 2014
|
||||||||||||||||||||||||||
|
|
Gross
|
|
Impairment charges
|
|
Accumulated Amortization
|
|
Net
|
|
Weighted-average amortization period
|
|
Gross
|
|
Accumulated Amortization
|
|
Net
|
||||||||||||||
|
|
(In millions, except years)
|
||||||||||||||||||||||||||||
Developed technology
|
|
$
|
258
|
|
|
$
|
(54
|
)
|
|
$
|
(204
|
)
|
|
$
|
—
|
|
|
5.15 years
|
|
$
|
258
|
|
|
$
|
(201
|
)
|
|
$
|
57
|
|
In-process research and development
|
|
6
|
|
|
(6
|
)
|
|
—
|
|
|
—
|
|
|
N/A
|
|
6
|
|
|
—
|
|
|
6
|
|
|||||||
Customer relationships
|
|
168
|
|
|
(1
|
)
|
|
(167
|
)
|
|
—
|
|
|
1.25 years
|
|
168
|
|
|
(167
|
)
|
|
1
|
|
|||||||
Trademark and trade name
|
|
37
|
|
|
(1
|
)
|
|
(36
|
)
|
|
—
|
|
|
1.25 years
|
|
37
|
|
|
(36
|
)
|
|
1
|
|
|||||||
Total
|
|
$
|
469
|
|
|
$
|
(62
|
)
|
|
$
|
(407
|
)
|
|
$
|
—
|
|
|
4.56 years
|
|
$
|
469
|
|
|
$
|
(404
|
)
|
|
$
|
65
|
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
|
(In millions)
|
||||||||||
Developed technology
|
|
$
|
3
|
|
|
$
|
13
|
|
|
$
|
13
|
|
Customer relationships
|
|
—
|
|
|
1
|
|
|
1
|
|
|||
Trademark and trade name
|
|
—
|
|
|
—
|
|
|
4
|
|
|||
Total
|
|
$
|
3
|
|
|
$
|
14
|
|
|
$
|
18
|
|
|
|
Total Fair
Value
|
|
Cash and
Cash
Equivalents
|
||||
|
|
(In millions)
|
||||||
December 26, 2015
|
|
|
|
|
||||
Cash
|
|
$
|
409
|
|
|
$
|
409
|
|
Level 2
(2) (3)
|
|
|
|
|
||||
Commercial paper
|
|
376
|
|
|
376
|
|
||
Total level 2
|
|
376
|
|
|
376
|
|
||
Total
|
|
$
|
785
|
|
|
$
|
785
|
|
|
|
Total Fair
Value
|
|
Cash and
Cash
Equivalents
|
|
Short-Term
Marketable
Securities
|
||||||
|
(In millions)
|
|||||||||||
December 27, 2014
|
|
|
|
|
|
|
||||||
Cash
|
|
$
|
391
|
|
|
$
|
391
|
|
|
$
|
—
|
|
Level 1
(1) (2)
|
|
|
|
|
|
|
||||||
Money market funds
|
|
4
|
|
|
4
|
|
|
—
|
|
|||
Total level 1
|
|
4
|
|
|
4
|
|
|
—
|
|
|||
Level 2
(2) (3)
|
|
|
|
|
|
|
||||||
Commercial paper
|
|
618
|
|
|
410
|
|
|
208
|
|
|||
Corporate bonds
|
|
27
|
|
|
—
|
|
|
27
|
|
|||
Total level 2
|
|
645
|
|
|
410
|
|
|
235
|
|
|||
Total
|
|
$
|
1,040
|
|
|
$
|
805
|
|
|
$
|
235
|
|
(1)
|
The Company’s Level 1 assets are valued using quoted prices for identical instruments in active markets.
|
(2)
|
The Company did not have any transfers between Level 1 and Level 2 of the fair value hierarchy during 2015 and 2014.
|
(3)
|
The Company’s Level 2 short-term investments are valued using broker reports that utilize quoted market prices for identical or comparable instruments. Brokers gather observable inputs for all of the Company’s fixed income securities from a variety of industry data providers and other third-party sources.
|
|
December 26, 2015
|
|
December 27, 2014
|
||||||||||||
|
Carrying
Amount
|
|
Estimated
Fair Value
|
|
Carrying
Amount
|
|
Estimated
Fair Value
|
||||||||
|
(In millions)
|
||||||||||||||
Short-term debt (excluding capital leases)
|
$
|
230
|
|
|
$
|
230
|
|
|
$
|
172
|
|
|
$
|
173
|
|
Long-term debt (excluding capital leases)
|
$
|
2,025
|
|
|
$
|
1,372
|
|
|
$
|
2,025
|
|
|
$
|
1,858
|
|
|
2015
|
|
2014
|
||||
|
(In millions)
|
||||||
Foreign Currency Forward Contracts
- gains (losses)
|
|
|
|
||||
Contracts designated as cash flow hedging instruments
|
|
|
|
||||
Other comprehensive income (loss)
|
$
|
(1
|
)
|
|
$
|
(3
|
)
|
Cost of sales
|
(4
|
)
|
|
—
|
|
||
Research and development
|
(10
|
)
|
|
(3
|
)
|
||
Marketing, general and administrative
|
(7
|
)
|
|
(3
|
)
|
||
Contracts not designated as hedging instruments
|
|
|
|
||||
Other income (expense), net
|
$
|
(3
|
)
|
|
$
|
(3
|
)
|
|
|
December 26,
2015 |
|
December 27,
2014 |
||||
|
|
(In millions)
|
||||||
Foreign Currency Forward Contracts
- gains (losses)
|
|
|
|
|
||||
Contracts designated as cash flow hedging instruments
|
|
$
|
(6
|
)
|
|
$
|
(6
|
)
|
Contracts not designated as hedging instruments
|
|
$
|
—
|
|
|
$
|
(1
|
)
|
|
|
December 26,
2015 |
|
December 27,
2014 |
||||
|
|
(In millions)
|
||||||
Interest Rate Swap Contracts
- gains (losses)
|
|
|
|
|
||||
Contracts designated as fair value hedging instruments
|
|
$
|
7
|
|
|
$
|
3
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
(In millions)
|
||||||||||
Current:
|
|
|
|
|
|
||||||
U.S. Federal
|
$
|
(1
|
)
|
|
$
|
(1
|
)
|
|
$
|
(2
|
)
|
U.S. State and Local
|
—
|
|
|
—
|
|
|
—
|
|
|||
Foreign National and Local
|
16
|
|
|
6
|
|
|
10
|
|
|||
Total
|
15
|
|
|
5
|
|
|
8
|
|
|||
Deferred:
|
|
|
|
|
|
||||||
U.S. Federal
|
—
|
|
|
—
|
|
|
3
|
|
|||
Foreign National and Local
|
(1
|
)
|
|
—
|
|
|
(2
|
)
|
|||
Total
|
(1
|
)
|
|
—
|
|
|
1
|
|
|||
Provision for income taxes
|
$
|
14
|
|
|
$
|
5
|
|
|
$
|
9
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
(In millions)
|
||||||||||
U.S.
|
$
|
(1,100
|
)
|
|
$
|
(621
|
)
|
|
$
|
(397
|
)
|
Foreign
|
454
|
|
|
223
|
|
|
323
|
|
|||
Total pre-tax loss
|
$
|
(646
|
)
|
|
$
|
(398
|
)
|
|
$
|
(74
|
)
|
|
December 26,
2015 |
|
December 27,
2014 |
||||
|
(In millions)
|
||||||
Deferred tax assets:
|
|
|
|
||||
Net operating loss carryovers
|
$
|
2,342
|
|
|
$
|
1,978
|
|
Deferred distributor income
|
20
|
|
|
28
|
|
||
Inventory valuation
|
39
|
|
|
22
|
|
||
Accrued expenses not currently deductible
|
74
|
|
|
107
|
|
||
Acquired intangibles
|
257
|
|
|
248
|
|
||
Tax deductible goodwill
|
192
|
|
|
295
|
|
||
Federal and state tax credit carryovers
|
400
|
|
|
391
|
|
||
Foreign capitalized research and development costs
|
60
|
|
|
41
|
|
||
Foreign research and development ITC credits
|
231
|
|
|
282
|
|
||
Discount of convertible notes
|
1
|
|
|
11
|
|
||
Other
|
119
|
|
|
167
|
|
||
Total deferred tax assets
|
3,735
|
|
|
3,570
|
|
||
Less: valuation allowance
|
(3,669
|
)
|
|
(3,495
|
)
|
||
Total deferred tax assets, net of valuation allowance
|
66
|
|
|
75
|
|
||
Deferred tax liabilities:
|
|
|
|
||||
Undistributed foreign earnings
|
(33
|
)
|
|
(37
|
)
|
||
Other
|
(23
|
)
|
|
(19
|
)
|
||
Total deferred tax liabilities
|
(56
|
)
|
|
(56
|
)
|
||
Net deferred tax assets
|
$
|
10
|
|
|
$
|
19
|
|
|
December 26,
2015 |
|
December 27,
2014 |
||||
|
(In millions)
|
||||||
Current deferred tax assets
|
$
|
8
|
|
|
$
|
2
|
|
Non-current deferred tax assets
|
48
|
|
|
33
|
|
||
Current deferred tax liabilities
|
(46
|
)
|
|
(16
|
)
|
||
Net deferred tax assets
|
$
|
10
|
|
|
$
|
19
|
|
Carryforward
|
Federal
|
|
State /
Provincial
|
|
Expiration
|
||||
|
(In millions)
|
|
|
||||||
U.S.-net operating loss carryovers
|
$
|
6,478
|
|
|
$
|
335
|
|
|
2016 to 2035
|
U.S.-credit carryovers
|
$
|
401
|
|
|
$
|
204
|
|
|
2016 to 2035
|
Canada-net operating loss carryovers
|
$
|
173
|
|
|
$
|
173
|
|
|
2027 to 2028
|
Canada-credit carryovers
|
$
|
302
|
|
|
$
|
32
|
|
|
2021 to 2035
|
Canada-R&D pools
|
$
|
225
|
|
|
$
|
225
|
|
|
no expiration
|
Barbados-net operating loss carryovers
|
$
|
143
|
|
|
N/A
|
|
|
2016 to 2017
|
|
Other foreign net operating loss carryovers
|
$
|
19
|
|
|
N/A
|
|
|
various
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
(In millions)
|
||||||||||
Statutory federal income tax benefit at 35% rate
|
$
|
(226
|
)
|
|
$
|
(139
|
)
|
|
$
|
(26
|
)
|
State taxes, net of federal benefit
|
1
|
|
|
1
|
|
|
1
|
|
|||
Foreign (income) expense at other than U.S. rates
|
9
|
|
|
1
|
|
|
15
|
|
|||
U.S. valuation allowance generated
|
232
|
|
|
144
|
|
|
22
|
|
|||
Credit monetization
|
(2
|
)
|
|
(2
|
)
|
|
(3
|
)
|
|||
Provision for income taxes
|
$
|
14
|
|
|
$
|
5
|
|
|
$
|
9
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
(In millions)
|
||||||||||
Balance at beginning of year
|
$
|
28
|
|
|
$
|
52
|
|
|
$
|
56
|
|
Increases for tax positions taken in prior years
|
11
|
|
|
1
|
|
|
1
|
|
|||
Decreases for tax positions taken in prior years
|
(1
|
)
|
|
—
|
|
|
(2
|
)
|
|||
Increases for tax positions taken in the current year
|
2
|
|
|
2
|
|
|
4
|
|
|||
Decreases for settlements with taxing authorities
|
(2
|
)
|
|
(27
|
)
|
|
(7
|
)
|
|||
Balance at end of year
|
$
|
38
|
|
|
$
|
28
|
|
|
$
|
52
|
|
|
December 26,
2015 |
|
December 27,
2014 |
||||
|
(In millions)
|
||||||
6.00% Notes, net of discount
|
$
|
—
|
|
|
$
|
42
|
|
6.75% Notes
|
600
|
|
|
600
|
|
||
6.75% Notes, interest rate swap
|
7
|
|
|
3
|
|
||
7.75% Notes
|
450
|
|
|
450
|
|
||
7.50% Notes
|
475
|
|
|
475
|
|
||
7.00% Notes
|
500
|
|
|
500
|
|
||
Secured Revolving Line of Credit
|
230
|
|
|
130
|
|
||
Capital lease obligations
|
—
|
|
|
12
|
|
||
Total debt
|
2,262
|
|
|
2,212
|
|
||
Less: current portion
|
230
|
|
|
177
|
|
||
Total debt, less current portion
|
$
|
2,032
|
|
|
$
|
2,035
|
|
•
|
incur additional indebtedness, except specified permitted debt;
|
•
|
pay dividends and make other restricted payments;
|
•
|
make certain investments if an event of a default exists, or if specified financial conditions are not satisfied;
|
•
|
create or permit certain liens;
|
•
|
create or permit restrictions on the ability of its subsidiaries to pay dividends or make other distributions to the Company;
|
•
|
use the proceeds from sales of assets;
|
•
|
enter into certain types of transactions with affiliates; and
|
•
|
consolidate, merge or sell its assets as entirety or substantially as an entirety.
|
Period
|
Price as
Percentage of
Principal Amount
|
|
Beginning on August 1, 2015 through July 31, 2016
|
103.875
|
%
|
Beginning on August 1, 2016 through July 31, 2017
|
102.583
|
%
|
Beginning on August 1, 2017 through July 31, 2018
|
101.292
|
%
|
On August 1, 2018 and thereafter
|
100.000
|
%
|
•
|
incurring additional indebtedness, except specified permitted debt;
|
•
|
paying dividends and making other restricted payments;
|
•
|
making certain investments if an event of a default exists, or if specified financial conditions are not satisfied;
|
•
|
creating or permitting certain liens;
|
•
|
creating or permitting restrictions on the ability of its subsidiaries to pay dividends or make other distributions to the Company;
|
•
|
using the proceeds from sales of assets;
|
•
|
entering into certain types of transactions with affiliates; and
|
•
|
consolidating, merging or selling its assets as an entirety or substantially as an entirety.
|
•
|
create or permit restrictions on the ability of its subsidiaries to pay dividends or make other distributions to the Company;
|
Period
|
Price as
Percentage of Principal Amount |
|
Beginning on July 1, 2019 through June 30, 2020
|
103.500
|
%
|
Beginning on July 1, 2020 through June 30, 2021
|
102.333
|
%
|
Beginning on July 1, 2021 through June 30, 2022
|
101.167
|
%
|
On July 1, 2022 and thereafter
|
100.000
|
%
|
•
|
incur additional indebtedness, except specified permitted debt;
|
•
|
pay dividends and make other restricted payments;
|
•
|
make certain investments if an event of a default exists, or if specified financial conditions are not satisfied;
|
•
|
create or permit certain liens;
|
•
|
create or permit restrictions on the ability of its subsidiaries to pay dividends or make other distributions to the Company;
|
•
|
use the proceeds from sales of assets;
|
•
|
enter into certain types of transactions with affiliates; and
|
•
|
consolidate, merge or sell its assets as entirety or substantially as an entirety.
|
Level
|
|
Average
Availability for
Last Fiscal
Month
|
|
Base Rate
Revolver Loans:
Applicable Margin
|
|
LIBOR
Revolver Loans:
Applicable Margin
|
I
|
|
greater than or equal to 66.66% of the Revolver Commitment
|
|
0.5%
|
|
1.5%
|
II
|
|
greater than or equal to 33.33% of the Revolver Commitment, less than 66.66%
|
|
0.75%
|
|
1.75%
|
III
|
|
less than 33.33% of the Revolver Commitment
|
|
1%
|
|
2%
|
|
Long Term Debt (Principal only)
|
|
Short Term Debt (Principal only)
|
||||
|
(In millions)
|
||||||
2016
|
$
|
—
|
|
|
$
|
230
|
|
2017
|
—
|
|
|
—
|
|
||
2018
|
—
|
|
|
—
|
|
||
2019
|
600
|
|
|
—
|
|
||
2020
|
450
|
|
|
—
|
|
||
2021 and thereafter
|
975
|
|
|
—
|
|
||
Total
|
$
|
2,025
|
|
|
$
|
230
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
(In millions)
|
||||||||||
Net loss on debt redemptions
|
$
|
—
|
|
|
$
|
(61
|
)
|
|
$
|
(1
|
)
|
Other
|
(5
|
)
|
|
(5
|
)
|
|
1
|
|
|||
Other expense, net
|
$
|
(5
|
)
|
|
$
|
(66
|
)
|
|
$
|
—
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
(In millions)
|
||||||||||
Net revenue:
|
|
|
|
|
|
||||||
Computing and Graphics
|
$
|
1,805
|
|
|
$
|
3,132
|
|
|
$
|
3,720
|
|
Enterprise, Embedded and Semi-Custom
|
2,186
|
|
|
2,374
|
|
|
1,577
|
|
|||
All Other
|
—
|
|
|
—
|
|
|
2
|
|
|||
Total net revenue
|
$
|
3,991
|
|
|
$
|
5,506
|
|
|
$
|
5,299
|
|
Operating income (loss):
|
|
|
|
|
|
||||||
Computing and Graphics
|
$
|
(502
|
)
|
|
$
|
(76
|
)
|
|
$
|
(101
|
)
|
Enterprise, Embedded and Semi-Custom
|
215
|
|
|
399
|
|
|
295
|
|
|||
All Other
|
(194
|
)
|
|
(478
|
)
|
|
(91
|
)
|
|||
Total operating income (loss)
|
$
|
(481
|
)
|
|
$
|
(155
|
)
|
|
$
|
103
|
|
Interest expense
|
(160
|
)
|
|
(177
|
)
|
|
(177
|
)
|
|||
Other expense, net
|
(5
|
)
|
|
(66
|
)
|
|
—
|
|
|||
Loss before income taxes
|
$
|
(646
|
)
|
|
$
|
(398
|
)
|
|
$
|
(74
|
)
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
(In millions)
|
||||||||||
United States
|
$
|
984
|
|
|
$
|
1,030
|
|
|
$
|
801
|
|
Europe
|
168
|
|
|
325
|
|
|
460
|
|
|||
China
|
1,145
|
|
|
2,324
|
|
|
2,519
|
|
|||
Singapore
|
356
|
|
|
371
|
|
|
610
|
|
|||
Japan
|
1,254
|
|
|
1,324
|
|
|
710
|
|
|||
Other countries
|
84
|
|
|
132
|
|
|
199
|
|
|||
Total sales to external customers
|
$
|
3,991
|
|
|
$
|
5,506
|
|
|
$
|
5,299
|
|
|
2015
|
|
2014
|
||||
|
(In millions)
|
||||||
United States
|
$
|
123
|
|
|
$
|
149
|
|
Malaysia
|
11
|
|
|
57
|
|
||
China
|
5
|
|
|
45
|
|
||
Singapore
|
25
|
|
|
17
|
|
||
Other countries
|
24
|
|
|
34
|
|
||
Total long-lived assets
|
$
|
188
|
|
|
$
|
302
|
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
(In millions)
|
||||||||||
Cost of sales
|
$
|
3
|
|
|
$
|
3
|
|
|
$
|
5
|
|
Research and development
|
36
|
|
|
44
|
|
|
48
|
|
|||
Marketing, general, and administrative
|
24
|
|
|
34
|
|
|
38
|
|
|||
Total stock-based compensation expense, net of tax of $0
|
$
|
63
|
|
|
$
|
81
|
|
|
$
|
91
|
|
|
2015
|
|
2014
|
|
2013
|
|||
Expected volatility
|
60.14
|
%
|
|
53.36
|
%
|
|
59.03
|
%
|
Risk-free interest rate
|
1.29
|
%
|
|
1.15
|
%
|
|
0.79
|
%
|
Expected dividends
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
Expected life (in years)
|
3.91
|
|
|
3.86
|
|
|
3.83
|
|
|
2015
|
|
2014
|
|
2013
|
|||||||||||||||
|
Number
of Shares
|
|
Weighted-
Average
Exercise
Price
|
|
Number
of Shares
|
|
Weighted-
Average
Exercise
Price
|
|
Number
of Shares
|
|
Weighted-
Average
Exercise
Price
|
|||||||||
|
(In millions, except share price)
|
|||||||||||||||||||
Stock options:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Outstanding at beginning of year
|
36
|
|
|
$
|
4.78
|
|
|
35
|
|
|
$
|
5.08
|
|
|
38
|
|
|
$
|
5.51
|
|
Granted
|
8
|
|
|
$
|
2.12
|
|
|
8
|
|
|
$
|
3.73
|
|
|
6
|
|
|
$
|
3.63
|
|
Canceled
|
(9
|
)
|
|
$
|
4.91
|
|
|
(4
|
)
|
|
$
|
7.64
|
|
|
(6
|
)
|
|
$
|
7.73
|
|
Exercised
|
(3
|
)
|
|
$
|
1.61
|
|
|
(3
|
)
|
|
$
|
1.47
|
|
|
(3
|
)
|
|
$
|
1.56
|
|
Outstanding at end of year
|
32
|
|
|
$
|
4.44
|
|
|
36
|
|
|
$
|
4.78
|
|
|
35
|
|
|
$
|
5.08
|
|
Exercisable at end of year
|
21
|
|
|
$
|
5.34
|
|
|
23
|
|
|
$
|
5.28
|
|
|
22
|
|
|
$
|
5.62
|
|
|
2015
|
|
2014
|
|
2013
|
|||||||||||||||
|
Number
of Shares
|
|
Weighted-
Average
Fair Value
|
|
Number
of Shares
|
|
Weighted-
Average
Fair Value
|
|
Number
of Shares
|
|
Weighted-
Average
Fair Value
|
|||||||||
|
(In millions except share price)
|
|||||||||||||||||||
Unvested balance at beginning of period
|
43
|
|
|
$
|
4.05
|
|
|
40
|
|
|
$
|
4.52
|
|
|
25
|
|
|
$
|
6.41
|
|
Granted
|
38
|
|
|
$
|
2.03
|
|
|
23
|
|
|
$
|
3.89
|
|
|
28
|
|
|
$
|
3.81
|
|
Forfeited
|
(15
|
)
|
|
$
|
3.71
|
|
|
(5
|
)
|
|
$
|
4.48
|
|
|
(3
|
)
|
|
$
|
5.76
|
|
Vested
|
(15
|
)
|
|
$
|
4.13
|
|
|
(15
|
)
|
|
$
|
4.90
|
|
|
(10
|
)
|
|
$
|
6.93
|
|
Unvested balance at end of period
|
51
|
|
|
$
|
2.61
|
|
|
43
|
|
|
$
|
4.05
|
|
|
40
|
|
|
$
|
4.52
|
|
|
2015
|
|
2014
|
|
2013
|
|||
|
(Shares in millions)
|
|||||||
Unvested shares at beginning of period
|
9
|
|
|
5
|
|
|
2
|
|
Granted
|
5
|
|
|
5
|
|
|
3
|
|
Forfeited
|
(7
|
)
|
|
(1
|
)
|
|
—
|
|
Vested
|
—
|
|
|
—
|
|
|
—
|
|
Unvested shares at end of period
|
7
|
|
|
9
|
|
|
5
|
|
Year
|
Operating
leases
|
||
|
(In millions)
|
||
2016
|
$
|
51
|
|
2017
|
50
|
|
|
2018
|
45
|
|
|
2019
|
28
|
|
|
2020
|
26
|
|
|
2021 and thereafter
|
106
|
|
|
Total non-cancelable operating lease commitments
|
$
|
306
|
|
Year
|
Unconditional purchase obligations
|
||
|
(In millions)
|
||
2016
|
$
|
254
|
|
2017
|
42
|
|
|
2018
|
37
|
|
|
2019
|
26
|
|
|
2020
|
—
|
|
|
2021 and thereafter
|
—
|
|
|
Total unconditional purchase commitments
|
$
|
359
|
|
|
December 26,
2015 |
|
December 27,
2014 |
||||
|
(In millions)
|
||||||
Beginning balance
|
$
|
19
|
|
|
$
|
17
|
|
New warranties issued during the period
|
28
|
|
|
32
|
|
||
Settlements during the period
|
(26
|
)
|
|
(39
|
)
|
||
Changes in liability for pre-existing warranties during the period, including expirations
|
(6
|
)
|
|
9
|
|
||
Ending balance
|
$
|
15
|
|
|
$
|
19
|
|
|
Severance
and related benefits |
|
Other exit
related costs |
|
Total
|
||||||
|
(In millions)
|
||||||||||
Balance as of June 27, 2015
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Charges (reversals), net
|
27
|
|
|
10
|
|
|
37
|
|
|||
Cash payments
|
(13
|
)
|
|
(1
|
)
|
|
(14
|
)
|
|||
Non-cash charges
|
—
|
|
|
(9
|
)
|
|
(9
|
)
|
|||
Balance as of December 26, 2015
|
$
|
14
|
|
|
$
|
—
|
|
|
$
|
14
|
|
|
Severance
and related
benefits
|
|
Other exit
related
costs
|
|
Total
|
||||||
|
(In millions)
|
||||||||||
Balance as of December 27, 2014
|
$
|
26
|
|
|
$
|
13
|
|
|
$
|
39
|
|
Charges (reversals), net
|
2
|
|
|
14
|
|
|
16
|
|
|||
Cash payments
|
(23
|
)
|
|
(7
|
)
|
|
(30
|
)
|
|||
Non-cash charges
|
—
|
|
|
(5
|
)
|
|
(5
|
)
|
|||
Balance as of December 26, 2015
|
$
|
5
|
|
|
$
|
15
|
|
|
$
|
20
|
|
|
(In millions, except per share amounts)
|
||||||||||||||||||||||||||||||
|
2015
|
|
2014
|
||||||||||||||||||||||||||||
|
Dec. 26
|
|
Sep. 26
|
|
Jun. 27
|
|
Mar. 28
|
|
Dec. 27
|
|
Sep. 27
|
|
Jun. 28
|
|
Mar. 29
|
||||||||||||||||
Net revenue
|
$
|
958
|
|
|
$
|
1,061
|
|
|
$
|
942
|
|
|
$
|
1,030
|
|
|
$
|
1,239
|
|
|
$
|
1,429
|
|
|
$
|
1,441
|
|
|
$
|
1,397
|
|
Cost of sales
(1)
|
675
|
|
|
822
|
|
|
710
|
|
|
704
|
|
|
879
|
|
|
935
|
|
|
943
|
|
|
910
|
|
||||||||
Gross margin
|
283
|
|
|
239
|
|
|
232
|
|
|
326
|
|
|
360
|
|
|
494
|
|
|
498
|
|
|
487
|
|
||||||||
Research and development
|
229
|
|
|
241
|
|
|
235
|
|
|
242
|
|
|
238
|
|
|
278
|
|
|
277
|
|
|
279
|
|
||||||||
Marketing, general and administrative
|
109
|
|
|
108
|
|
|
134
|
|
|
131
|
|
|
144
|
|
|
150
|
|
|
154
|
|
|
156
|
|
||||||||
Amortization of acquired intangible assets
|
—
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
4
|
|
|
3
|
|
|
4
|
|
|
3
|
|
||||||||
Restructuring and other special charges (gains), net
(2)
|
(6
|
)
|
|
48
|
|
|
—
|
|
|
87
|
|
|
71
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Goodwill impairment charge
(3)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
233
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Operating income (loss)
|
(49
|
)
|
|
(158
|
)
|
|
(137
|
)
|
|
(137
|
)
|
|
(330
|
)
|
|
63
|
|
|
63
|
|
|
49
|
|
||||||||
Interest expense
|
(41
|
)
|
|
(39
|
)
|
|
(40
|
)
|
|
(40
|
)
|
|
(41
|
)
|
|
(43
|
)
|
|
(46
|
)
|
|
(47
|
)
|
||||||||
Other income (expense), net
|
(2
|
)
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
4
|
|
|
(1
|
)
|
|
(49
|
)
|
|
(20
|
)
|
||||||||
Income (loss) before income taxes
|
(92
|
)
|
|
(197
|
)
|
|
(180
|
)
|
|
(177
|
)
|
|
(367
|
)
|
|
19
|
|
|
(32
|
)
|
|
(18
|
)
|
||||||||
Provision (benefit) for income taxes
|
10
|
|
|
—
|
|
|
1
|
|
|
3
|
|
|
(3
|
)
|
|
2
|
|
|
4
|
|
|
2
|
|
||||||||
Net income (loss)
|
$
|
(102
|
)
|
|
$
|
(197
|
)
|
|
$
|
(181
|
)
|
|
$
|
(180
|
)
|
|
$
|
(364
|
)
|
|
$
|
17
|
|
|
$
|
(36
|
)
|
|
$
|
(20
|
)
|
Net income (loss) per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Basic
|
$
|
(0.13
|
)
|
|
$
|
(0.25
|
)
|
|
$
|
(0.23
|
)
|
|
$
|
(0.23
|
)
|
|
$
|
(0.47
|
)
|
|
$
|
0.02
|
|
|
$
|
(0.05
|
)
|
|
$
|
(0.03
|
)
|
Diluted
|
$
|
(0.13
|
)
|
|
$
|
(0.25
|
)
|
|
$
|
(0.23
|
)
|
|
$
|
(0.23
|
)
|
|
$
|
(0.47
|
)
|
|
$
|
0.02
|
|
|
$
|
(0.05
|
)
|
|
$
|
(0.03
|
)
|
Shares used in per share calculation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Basic
|
791
|
|
|
785
|
|
|
778
|
|
|
777
|
|
|
776
|
|
|
770
|
|
|
764
|
|
|
761
|
|
||||||||
Diluted
|
791
|
|
|
785
|
|
|
778
|
|
|
777
|
|
|
776
|
|
|
785
|
|
|
764
|
|
|
761
|
|
(1)
|
During 2015, the Company recorded a technology node transition charge of $33 million in the second quarter and an inventory write-down of $65 million in the third quarter. During the fourth quarter of 2014, the Company recorded a lower of cost or market charge of $58 million related to our second-generation APU products.
|
(2)
|
Under the 2014 restructuring plan, the Company recorded restructuring and other special charges, net of $71 million, $12 million and $6 million in fourth quarter of 2014, first quarter of 2015, respectively, and third quarter of 2015, and a restructuring charge reversal of $2 million in fourth quarter of 2015. During the first quarter of 2015, the Company exited the dense server systems business and recorded restructuring and other special charges, net of $75 million in first quarter of 2015 and $1 million in third quarter of 2015. Under the 2015 restructuring plan, the Company recorded restructuring and other special charges, net of $41 million in third quarter of 2015 and a restructuring charge reversal of $4 million in fourth quarter of 2015.
|
(3)
|
During the fourth quarter of 2014, the Company recorded a goodwill impairment charge of $233 million relating to its Computing and Graphics segment.
|
ITEM 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
|
ITEM 9A.
|
CONTROLS AND PROCEDURES
|
ITEM 9B.
|
OTHER INFORMATION
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
|
ITEM 11.
|
EXECUTIVE COMPENSATION
|
ITEM 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|
ITEM 13.
|
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
|
ITEM 14.
|
PRINCIPAL ACCOUNTING FEES AND SERVICES
|
ITEM 15.
|
EXHIBITS, FINANCIAL STATEMENT SCHEDULES
|
Exhibit
|
Description of Exhibits
|
||||
|
|
|
|||
|
3.1
|
|
|
Amended and Restated Certificate of Incorporation of Advanced Micro Devices, Inc., dated May 8, 2007, filed as Exhibit 3.1 to AMD’s Quarterly Report on Form 10-Q for the period ended March 31, 2007, is hereby incorporated by reference.
|
|
|
|
|
|
||
|
3.2
|
|
|
Advanced Micro Devices, Inc. Amended and Restated Bylaws, as amended on July 30, 2009, filed as Exhibit 3.1 to AMD’s Current Report on Form 8-K dated July 30, 2009, are hereby incorporated by reference.
|
|
|
|
|
|
||
|
4.1
|
|
|
AMD hereby agrees to file on request of the SEC a copy of all instruments not otherwise filed with respect to AMD’s long-term debt or any of its subsidiaries for which the total amount of securities authorized under such instruments does not exceed 10 percent of the total assets of AMD and its subsidiaries on a consolidated basis.
|
|
|
|
|
|
||
|
4.2
|
|
|
Indenture governing 6.00% Convertible Senior Notes due 2015, including the Form of 6.00% Senior Note due 2015, between Advanced Micro Devices, Inc. and Wells Fargo Bank, N.A., dated April 27, 2007, filed as Exhibit 4.1 to AMD’s Current Report on Form 8-K dated April 24, 2007, is hereby incorporated by reference.
|
|
|
|
|
|
||
|
4.3
|
|
|
Indenture governing 7.75% Senior Notes due 2020, including the Form of 7.75% Note, between Advanced Micro Devices, Inc. and Wells Fargo Bank, N.A., dated August 4, 2010, filed as Exhibit 4.1 to AMD’s Current Report on Form 8-K dated August 4, 2010, is hereby incorporated by reference.
|
|
|
|
|
|
||
|
4.4
|
|
|
Indenture governing 7.50% Senior Notes due 2022, including the Form of 7.50% Note, between Advanced Micro Devices, Inc. and Wells Fargo Bank, N.A., dated as of August 15, 2012, filed as Exhibit 4.1 to AMD’s Current Report on Form 8-K dated August 15, 2012, is hereby incorporated by reference.
|
|
|
|
|
|
||
|
4.5
|
|
|
Indenture governing the 6.75% Senior Notes due 2019, including the form of the 6.75% Note, between Advanced Micro Devices, Inc. and Wells Fargo, N.A., as Trustee, dated February 26, 2014, filed as Exhibit 4.1 to AMD’s Current Report on Form 8-K dated February 26, 2014 is hereby incorporated by reference.
|
|
|
|
|
|
||
|
4.6
|
|
|
Indenture governing 7.00% Senior Notes due 2024, including the Form of 7.00% Senior Note due 2024, between Advanced Micro Devices, Inc. and Wells Fargo Bank, N.A., dated June 16, 2014, filed as Exhibit 4.1 to AMD’s Current Report on Form 8-K dated June 16, 2014, is hereby incorporated by reference.
|
|
|
|
|
|
||
|
4.7
|
|
|
First Supplemental Indenture by and among Advanced Micro Devices, Inc. and Wells Fargo Bank N.A., dated June 20,2014, filed as Exhibit 4.1 to AMD’s Current Report on Form 8-K dated June 23, 2014, is hereby incorporated by reference.
|
|
|
|
|
|
|
4.8
|
|
|
Amendment to Indenture governing 6.75% Senior Notes due 2019, between Advanced Micro Devices, Inc. and Wells Fargo Bank, N.A., dated June 16, 2014, filed as Exhibit 4.1 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 27, 2014, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.1
|
|
|
1996 Stock Incentive Plan, as amended, filed as Exhibit 10.58 to AMD’s Quarterly Report on Form 10-Q for the period ended June 29, 2003, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.2
|
|
|
1998 Stock Incentive Plan, as amended, filed as Exhibit 10.32 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 29, 2003, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.3
|
|
|
2000 Stock Incentive Plan, as amended, filed as Exhibit 10.12 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 29, 2003, is hereby incorporated by reference
|
|
|
|
|
|
|
*10.4
|
|
|
2004 Equity Incentive Plan, as amended and restated, filed as Exhibit 10.1 to AMD’s Registration Statement on Form S-8 filed with the SEC on May 15, 2014, is hereby incorporated by reference
|
|
|
|
||
|
*10.5
|
|
|
2011 Executive Incentive Plan, filed as Exhibit 10.2 to AMD’s Quarterly Report on Form 10-Q for the period ended April 2, 2011, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.6
|
|
|
1995 Stock Plan of NexGen, Inc., as amended, filed as Exhibit 10.37 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 1996, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.7
|
|
|
ATI Technologies Inc. Share Option Plan, as amended effective January 25, 2005, filed as Exhibit 99.3 to AMD’s Registration Statement on Form S-8 filed with the SEC on October 30, 2006, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.8
|
|
|
SeaMicro, Inc. Amended and Restated 2007 Equity Incentive Plan, filed as Exhibit 10.1 on AMD’s Registration Statement on Form S-8, filed with the SEC on March 23, 2012, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.9
|
|
|
AMD’s U.S. Stock Option Program for Options Granted after April 25, 2000, filed as Exhibit 10.14 to AMD’s Annual Report on Form 10-K for the fiscal year ended December 31, 2000, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.10
|
|
|
AMD’s Stock Option Program for Employees Outside the U.S. for Options Granted after April 25, 2000, filed as Exhibit 10.24 to AMD’s Annual Report on Form 10-K for the fiscal year ended December 31, 2000, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.11
|
|
|
AMD’s U.S. Stock Option Program for Options Granted after April 24, 2001, filed as Exhibit 10.23(a) to AMD’s Annual Report on Form 10-K for the fiscal year ended December 30, 2001, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.12
|
|
|
Form of Stock Option Agreement (U.S.) under the 2004 Equity Incentive Plan, filed as Exhibit 10.1 to AMD’s Quarterly Report on Form 10-Q for the period ended June 27, 2009, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.13
|
|
|
Form of Stock Option Agreement (Non-U.S.) under the 2004 Equity Incentive Plan, filed as Exhibit 10.2 to AMD’s Quarterly Report on Form 10-Q for the period ended June 27, 2009, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.14
|
|
|
Form of Stock Option Agreement (U.S. Senior Vice Presidents and Above) under the 2004 Equity Incentive Plan, filed as Exhibit 10.2 to AMD’s Quarterly Report on Form 10-Q for the period ended June 26, 2010, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.15
|
|
|
Form of Stock Option Agreement (Non-U.S. Senior Vice Presidents and Above) under the 2004 Equity Incentive Plan, filed as Exhibit 10.2 to AMD’s Quarterly Report on Form 10-Q for the period ended June 26, 2010, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.16
|
|
|
Form of Restricted Stock Unit Agreement (U.S.) under the 2004 Equity Incentive Plan, filed as Exhibit 10.4 to AMD’s Quarterly Report on Form 10-Q for the period ended October 1, 2006, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.17
|
|
|
Form of Restricted Stock Unit Agreement (Non-U.S.) under the 2004 Equity Incentive Plan, filed as Exhibit 10.3 to AMD’s Quarterly Report on Form 10-Q for the period ended June 27, 2009, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.18
|
|
|
Form of Restricted Stock Unit Agreement (U.S. Senior Vice Presidents and Above) under the 2004 Equity Plan, filed as Exhibit 10.4 to AMD’s Quarterly Report on Form 10-Q for the period ended June 26, 2010, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.19
|
|
|
Form of Restricted Stock Unit Agreement (Non-U.S. Senior Vice Presidents and Above) under the 2004 Equity Plan, filed as Exhibit 10.4 to AMD’s Quarterly Report on Form 10-Q for the period ended June 26, 2010, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.20
|
|
|
Form of Performance-Based Restricted Stock Unit Agreement (U.S. Senior Vice Presidents and Above) under the 2004 Equity Incentive Plan, filed as Exhibit 10.4 to AMD’s Quarterly Report on Form 10-Q for the period ended June 26, 2010, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.21
|
|
|
Outside Director Equity Compensation Policy, amended and restated as of May 8, 2014, filed as Exhibit 10.1 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 28, 2014, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.22
|
|
|
AMD Executive Severance Plan and Summary Plan Description for Senior Vice Presidents, effective June 1, 2013, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K dated June 7, 2013, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.23
|
|
|
Guidelines for Business Aircraft Usage And Commercial Travel By Personal Guests, revised as of May 16, 2013, filed as Exhibit 10.1 to AMD’s Quarterly Report on Form 10-Q for the period ended June 29, 2013, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.24
|
|
|
AMD Deferred Income Account Plan, as amended and restated, effective January 1, 2008, filed as Exhibit 10.18 to AMD’s Annual Report on Form 10-K for the fiscal year ended December 29, 2007, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.25
|
|
|
Amendment No. 1 to the AMD Deferred Income Account Plan, as amended and restated, effective July 1, 2012, filed as Exhibit 10.16(a) to AMD’s Annual Report on Form 10-K for the period ended December 29, 2012, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.26
|
|
|
Form of Indemnity Agreement, between Advanced Micro Devices, Inc. and its officers and directors, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K dated October 6, 2008, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.27
|
|
|
Form of Management Continuity Agreement, as amended and restated, filed as Exhibit 10.13(b) to AMD’s Annual Report on Form 10-K for the fiscal year ended December 29, 2007, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.28
|
|
|
Form of Change in Control Agreement, filed as Exhibit 10.11 to AMD’s Annual Report on Form 10-K for the fiscal year ended December 26, 2009, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.29
|
|
|
Amended and Restated Management Continuity Agreement, between Advanced Micro Devices, Inc. and Devinder Kumar, filed as Exhibit 10.3 to AMD’s Quarterly Report on Form 10-Q for the period ended September 29, 2012, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.30
|
|
|
Executive Resignation Agreement and General Release, between Advanced Micro Devices, Inc., its subsidiaries, joint ventures or other affiliates and Emilio Ghilardi, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K/A dated April 30, 2012, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.31
|
|
|
Employment Agreement, between Rory P. Read and Advanced Micro Devices, Inc., effective August 25, 2011, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K dated August 25, 2011, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.32
|
|
|
Relocation Expenses Agreement, between Advanced Micro Devices, Inc. and Rory P. Read, dated September 8, 2011, filed as Exhibit 10.1 to AMD’s Quarterly Report on Form 10-Q for the period ended October 1, 2011, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.33
|
|
|
Sign-On Restricted Stock Unit Grant Notice, between Advanced Micro Devices, Inc. and Rory P. Read, dated August 25, 2011, filed as Exhibit 10.2 to AMD’s Quarterly Report on Form 10-Q for the period ended October 1, 2011, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.34
|
|
|
Sign-On Performance Restricted Stock Unit Grant Notice, between Advanced Micro Devices, Inc. and Rory P. Read, dated August 25, 2011, filed as Exhibit 10.3 to AMD’s Quarterly Report on Form 10-Q for the period ended October 1, 2011, is hereby incorporated by reference.
|
|
|
|
|
|
*10.35
|
|
|
Special Sign-On Restricted Stock Unit Grant Notice, between Advanced Micro Devices, Inc. and Rory P. Read, dated August 25, 2011, filed as Exhibit 10.4 to AMD’s Quarterly Report on Form 10-Q for the period ended October 1, 2011, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.36
|
|
|
Sign-On Stock Option Grant Notice, between Advanced Micro Devices, Inc. and Rory P. Read, dated August 25, 2011, filed as Exhibit 10.5 to AMD’s Quarterly Report on Form 10-Q for the period ended October 1, 2011, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.37
|
|
|
Sign-On Performance Stock Option Grant Notice, between Advanced Micro Devices, Inc. and Rory P. Read, dated August 25, 2011 filed, as Exhibit 10.6 to AMD’s Quarterly Report on Form 10-Q for the period ended October 1, 2011, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.38
|
|
|
Sign-On Bonus Agreement, between Advanced Micro Devices, Inc. and Mark D. Papermaster, dated October 7, 2011, filed as Exhibit 10.62 to AMD’s Annual Report on Form 10-K for the period ended December 31, 2011, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.39
|
|
|
Offer Letter, between Advanced Micro Devices, Inc. and Mark D. Papermaster, dated October 7, 2011, filed as Exhibit 10.63 to AMD’s Annual Report on Form 10-K for the period ended December 31, 2011, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.40
|
|
|
Sign-On Bonus Agreement, between Advanced Micro Devices, Inc. and Dr. Lisa Su, dated December 14, 2011, filed as Exhibit 10.64 to AMD’s Annual Report on Form 10-K for the period ended December 31, 2011, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.41
|
|
|
Offer Letter, between Advanced Micro Devices, Inc. and Dr. Lisa Su, dated December 14, 2011, filed as Exhibit 10.65 to AMD’s Annual Report on Form 10-K for the period ended December 31, 2011, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.42
|
|
|
Summary of Terms for John Byrne, Senior Vice President, Chief Sales Officer, dated August 6, 2012, filed as Exhibit 10.1 to AMD’s Quarterly Report on Form 10-Q for the period ended September 29, 2012, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.43
|
|
|
Special Retention Bonus Award to John Byrne, dated October 25, 2011, filed as Exhibit 10.2 to AMD’s Quarterly Report on Form 10-Q for the period ended September 29, 2012, is hereby incorporated by reference.
|
|
|
|
|
|
|
10.44
|
|
|
Stock Purchase Agreement, between West Coast Hitech L.P. and Advanced Micro Devices, Inc., dated as of November 15, 2007, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K dated November 15, 2007, is hereby incorporated by reference.
|
|
|
|
|
|
|
10.45
|
|
|
Master Transaction Agreement, among Advanced Micro Devices, Inc., Advanced Technology Investment Company LLC and West Coast Hitech L.P., dated October 6, 2008, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K dated October 16, 2008, is hereby incorporated by reference.
|
|
|
|
|
|
|
10.46
|
|
|
Amendment to Master Transaction Agreement, among Advanced Micro Devices, Inc., Advanced Technology Investment Company LLC and West Coast Hitech L.P., dated December 5, 2008, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K dated December 5, 2008, is hereby incorporated by reference.
|
|
|
|
|
|
|
**10.47
|
|
|
Wafer Supply Agreement, among Advanced Micro Devices, Inc., The Foundry Company and AMD Fab Technologies US, Inc., dated March 2, 2009, filed as Exhibit 10.5 to AMD’s Current Report on Form 8-K dated March 5, 2009, is hereby incorporated by reference.
|
|
|
|
|
|
|
**10.48
|
|
|
Wafer Supply Agreement Amendment No. 1, among Advanced Micro Devices, Inc., GLOBALFOUNDRIES Inc., GLOBALFOUNDRIES U.S. Inc. and GLOBALFOUNDRIES Singapore. Pte. Ltd., dated March 29, 2011, filed as Exhibit 10.1 to AMD’s Quarterly Report on Form 10-Q/A for the period ended April 2, 2011, is hereby incorporated by reference.
|
|
|
|
|
|
|
**10.49
|
|
|
Wafer Supply Agreement Amendment No. 2, among Advanced Micro Devices, Inc., GLOBALFOUNDRIES Inc., GLOBALFOUNDRIES U.S. Inc., Advanced Technology Investment Company LLC and ATIC International Investment Company LLC, dated March 4, 2012, filed as Exhibit 10.1 to AMD’s Quarterly Report on Form 10-Q for the period ended March 31, 2012, is hereby incorporated by reference.
|
|
|
|
|
|
**10.50
|
|
|
Wafer Supply Agreement Amendment No. 3, among Advanced Micro Devices, Inc., GlOBALFOUNDRIES Inc. and GLOBALFOUNDRIES U.S. Inc., dated December 6, 2012, filed as Exhibit 10.34(c) to AMD’s Annual Report on Form 10-K for the period ended December 29, 2012, is hereby incorporated by reference.
|
|
|
|
|
|
|
10.51
|
|
|
Settlement Agreement, between Advanced Micro Devices, Inc. and Intel Corporation, dated November 17, 2009, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K dated November 17, 2009, is hereby incorporated by reference.
|
|
|
|
|
|
|
**10.52
|
|
|
Patent Cross License Agreement, between Advanced Micro Devices, Inc. and Intel Corporation filed, dated November 11, 2009, as Exhibit 10.2 to AMD’s Current Report on Form 8-K dated November 17, 2009, is hereby incorporated by reference.
|
|
|
|
|
|
|
10.53
|
|
|
Loan and Security Agreement, among Advanced Micro Devices, Inc., AMD International Sales & Service, Ltd., the financial institutions party thereto from time to time as lenders and Bank of America, N.A., dated November 12, 2013, filed as Exhibit 1.01 to AMD’s Current Report on Form 8-K dated November 12, 2013, is hereby incorporated by reference.
|
|
|
|
|
|
|
10.54
|
|
|
Lease Agreement, between AMD and Delaware Chip LLC, dated December 22, 1998, filed as Exhibit 10.27 to AMD’s Annual Report on Form 10-K for the fiscal year ended December 27, 1998, is hereby incorporated by reference.
|
|
|
|
|
|
|
10.55
|
|
|
Agreement of Purchase and Sale, between Advanced Micro Devices, Inc. and 7171 Southwest Parkway Holdings, LP, effective March 11, 2013, filed as Exhibit 10.1 to AMD’s Quarterly Report on Form 10-Q for the period ended March 30, 2013, is hereby incorporated by reference.
|
|
|
|
|
|
|
10.56
|
|
|
Sublease Agreement, between Lantana HP, LTD and Advanced Micro Devices, Inc., dated March 26, 2013, filed as Exhibit 10.2 to AMD’s Quarterly Report on Form 10-Q for the period ended March 30, 2013, is hereby incorporated by reference.
|
|
|
|
|
|
|
10.57
|
|
|
Master Landlord’s Consent to Sublease, between 7171 Southwest Parkway Holdings, L.P., Lantana HP, Ltd. and Advanced Micro Devices, Inc., dated March 26, 2013, filed as Exhibit 10.3 to AMD’s Quarterly Report on Form 10-Q for the period ended March 30, 2013, is hereby incorporated by reference.
|
|
|
|
|
|
|
10.58
|
|
|
Lease Agreement, between 7171 Southwest Parkway Holdings, L.P. and Lantana HP, Ltd., dated March 26, 2013, filed as Exhibit 10.4 to AMD’s Quarterly Report on Form 10-Q for the period ended March 30, 2013, is hereby incorporated by reference.
|
|
|
|
|
|
|
**10.59
|
|
|
Wafer Supply Agreement Amendment No. 4, among Advanced Micro Devices, Inc., GLOBALFOUNDRIES Inc. and GLOBALFOUNDRIES U.S. Inc., dated March 30, 2014, filed as Exhibit 10.1 to AMD’s Quarterly Report on Form 10-Q/A for the fiscal quarter ended March 29, 2014, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.60
|
|
|
Transition, Separation Agreement and Release by and between Rory P. Read and Advanced Micro Devices, Inc. effective October 8, 2014, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K/A dated October 14, 2014, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.61
|
|
|
Employment Agreement by and between Lisa T. Su and Advanced Micro Devices, Inc. effective October 8, 2014, filed as Exhibit 10.2 to AMD’s Current Report on Form 8-K/A dated October 14, 2014, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.62
|
|
|
Form of Stock Option Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 4.1 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 27, 2014, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.63
|
|
|
Form of Restricted Stock Unit Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 4.1 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 27, 2014, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.64
|
|
|
Form of Performance-Based Restricted Stock Unit Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 4.1 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 27, 2014, is hereby incorporated by reference.
|
|
|
|
|
|
10.65
|
|
|
First Amendment to Loan and Security Agreement, dated as of December 11, 2014, by and among Advanced Micro Devices, Inc., AMD International Sales & Service, Ltd., the financial institutions party thereto as lenders and Bank of America, N.A., filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K dated December 17, 2014, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.66
|
|
|
Offer Letter, between Advanced Micro Devices, Inc. and Forrest E. Norrod, dated October 20, 2014, filed as Exhibit 10.66 to AMD’s Annual Report on Form 10-K for the fiscal year ended December 27, 2014, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.67
|
|
|
Sign-On Bonus Agreement, between Advanced Micro Devices, Inc. and Forrest E. Norrod, dated October 20, 2014 to AMD’s Annual Report on Form 10-K for the fiscal year ended December 27, 2014, is hereby incorporated by reference.
|
|
|
|
|
|
|
*10.68
|
|
|
Advanced Micro Devices, Inc. Executive Severance Plan and Summary Plan Description for Senior Vice Presidents effective December 31, 2014, filed as Exhibit 10.68 to AMD’s Annual Report on Form 10-K for the fiscal year ended December 27, 2014, is hereby incorporated by reference.
|
|
|
|
|
|
|
10.69
|
|
|
Amended and Restated Loan and Security Agreement dated as of April 14, 2015, among Advanced Micro Devices, Inc., AMD International Sales & Service, Ltd., ATI Technologies ULC, and Bank of America, N.A., filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K dated April 15, 2015, is hereby incorporated by reference.
|
|
|
|
|
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|
10.70
|
|
|
First Amendment to Amended and Restated Loan and Security Agreement dated as of June 10, 2015, among Advanced Micro Devices, Inc., AMD International Sales & Service, Ltd., ATI Technologies ULC, and Bank of America, N.A., filed as Exhibit 10.2 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 27, 2015, is hereby incorporated by reference.
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*10.71
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Offer Letter between Advanced Micro Devices, Inc. and Jim R. Anderson, dated April 17, 2015, filed as Exhibit 10.3 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 27, 2015, is hereby incorporated by reference.
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*10.72
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Sign-on Bonus Letter between Advanced Micro Devices, Inc. and Jim R. Anderson, dated May 27, 2015, filed as Exhibit 10.4 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 27, 2015, is hereby incorporated by reference.
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|
|
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*10.73
|
|
|
Form of Stock Option Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.1 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 26, 2015, is hereby incorporated by reference.
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|
|
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*10.74
|
|
|
Form of Restricted Stock Unit Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.2 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 26, 2015, is hereby incorporated by reference.
|
|
*10.75
|
|
|
Form of Performance-Based Restricted Stock Unit Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.3 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 26, 2015, is hereby incorporated by reference.
|
|
|
|
|
|
|
10.76
|
|
|
Equity Interest Purchase Agreement by and between Advanced Micro Devices, Inc. and Nantong Fujitsu Microelectronics Co., Ltd. dated as of October 15, 2015, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K dated October 15, 2015, is hereby incorporated by reference.
|
|
|
|
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|
**10.77
|
|
|
Wafer Supply Agreement Amendment No. 5, among Advanced Micro Devices, Inc., GLOBALFOUNDRIES Inc. and GLOBALFOUNDRIES U.S. Inc., dated as of April 16, 2015, filed as Exhibit 10.1 to AMD’s Quarterly Report on Form 10-Q/A for the fiscal quarter ended June 27, 2015, is hereby incorporated by reference.
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|
|
|
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|
*10.78
|
|
|
Form of Stock Option Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan.
|
|
|
|
|
|
|
*10.79
|
|
|
Form of Restricted Stock Unit Agreement for Senior Vice Presidents and Above under the 2004 Equity Plan.
|
|
|
|
|
|
|
*10.80
|
|
|
Form of Performance-Based Restricted Stock Unit Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan.
|
|
|
|
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|
|
21
|
|
|
List of AMD subsidiaries.
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|
|
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23
|
|
|
Consent of Ernst & Young LLP, independent registered public accounting firm for Advanced Micro Devices, Inc.
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24
|
|
|
Power of Attorney.
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|
|
31.1
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|
|
Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
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31.2
|
|
|
Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
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32.1
|
|
|
Certification of the Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
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32.2
|
|
|
Certification of the Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
101.INS
|
|
|
XBRL Instance Document
|
|
|
|
|
|
|
101.SCH
|
|
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
|
|
|
101.CAL
|
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
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|
101.DEF
|
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
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|
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|
|
101.LAB
|
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
|
|
|
101.PRE
|
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
February 18, 2016
|
A
DVANCED
M
ICRO
D
EVICES
, I
NC
.
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By:
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/s/ Devinder Kumar
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Devinder Kumar
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Senior Vice President, Chief Financial Officer, and Treasurer
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*By:
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/s/ DEVINDER KUMAR
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Devinder Kumar, Attorney-in-Fact
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Balance
Beginning
of Period
|
|
Additions
Charged
(Reductions
Credited)
To Operations
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Deductions
(1)
|
|
Balance
End of
Period
|
||||||||
Allowance for doubtful accounts:
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||||||||
Years ended:
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||||||||
December 28, 2013
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$
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2
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$
|
(2
|
)
|
|
$
|
—
|
|
|
$
|
—
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|
December 27, 2014
|
|
$
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—
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$
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—
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|
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$
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—
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$
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—
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December 26, 2015
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$
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—
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$
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—
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$
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—
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$
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—
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(1)
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Accounts written off
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ADVANCED MICRO DEVICES, INC.
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PARTICIPANT
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||||
By:
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By:
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Print
Name:
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Print
Name:
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Title:
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Address:
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Address:
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3
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(i)
|
If you have not been a vice president or Officer for at least ninety (90) days (or not at all) and are age fifty (50) or more when your status as an active Service Provider terminates for any reason, other than death, Disability or Misconduct, and you have at least fifteen (15) years of service but less than twenty (20) years of service, you will have fifteen (15) months to exercise vested Options after termination as a Service Provider.
|
|
(ii)
|
If you have not been a vice president or Officer for at least ninety (90) days (or not at all) and are age fifty (50) or more when your status as an active Service Provider terminates for any reason, other than death, Disability or Misconduct, and you have twenty (20) years or more of service, you will have twenty-seven (27) months to exercise vested Options after termination as a Service Provider.
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4
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(iii)
|
If you have been a vice president or Officer for at least ninety (90) days and are age fifty (50) or more when your status as an active Service Provider terminates for any reason, other than death, Disability or Misconduct, and you have at least fifteen (15) years of service but less than twenty (20) years of service, you will have twenty-four (24) months to exercise vested Options after termination as a Service Provider.
|
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(iv)
|
If you are have been a vice president or Officer for at least ninety (90) days and are age fifty (50) or more when your status as an active Service Provider terminates for any reason, other than death, Disability or Misconduct, and you have twenty (20) years or more of service, you will have thirty-six (36) months to exercise vested Options after termination as a Service Provider.
|
|
(i)
|
if you are on an unapproved leave of absence, any Options that would have vested in the calendar year in which your leave began are immediately vested; or
|
|
(ii)
|
if you are
not
on an unapproved leave of absence (
i.e
., you are on an approved leave of absence or you are serving as an active Service Provider), any Options that would have vested in the calendar year of your death or Disability are immediately vested.
|
|
5
|
|
|
(a)
|
withholding from your wages or other cash compensation paid to you by the Company and/or the Employer;
|
|
(b)
|
withholding from proceeds of the sale of Shares acquired upon exercise of the Options either through a voluntary sale or through a mandatory sale arranged by the Company (on your behalf pursuant to this authorization without further consent);
|
|
(c)
|
withholding in Shares to be issued upon exercise of the Options; or
|
|
(d)
|
payment in cash, check or wire transfer of the Tax-Related Items at the time of exercise.
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6
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7
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8
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9
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10
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11
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13
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1
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11
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12
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13
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Participant:
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Grant Date:
|
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Total Number of Restricted Stock Units:
|
units
|
|
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|
|
ADVANCED MICRO DEVICES, INC.
|
|
PARTICIPANT
|
||
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By:
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By:
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Print Name:
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Print Name:
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Title:
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Address:
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Address:
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2
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3
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4
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5
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11
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1
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2
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3
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4
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5
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6
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7
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8
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9
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10
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11
|
|
You hereby explicitly, voluntarily and unambiguously consent to the collection, use and transfer, in electronic or other form, of your personal data as described in the Agreement and any other Award Documentation by and among, as applicable, you, the Company, the Employer and any their respective Parents, Subsidiaries and Affiliates or any third parties authorized by same in assisting in the implementation, administration or management of your participation in the Plan.
|
Anda dengan ini secara eksplicit, secara sukarela dan tanpa sebarang keraguan mengizinkan pengumpulan, penggunaan dan pemindahan, dalam bentuk elektronik atau lain-lain, data peribadi anda seperti yang dinyatakan dalam Perjanjian Penganugerahan ini dan apa-apa Dokumentasi Penganugerahan oleh dan di antara, sebagaimana yang berkenaan, Syarikat, Majikan dan Syarikat Induk,Anak Syarikat dan Syarikat Sekutu lain atau mana-mana pihak ketiga yang diberi kuasa oleh yang sama untuk membantu dalam pelaksanaan, pentadbiran dan pengurusan penyertaan anda dalam Pelan tersebut.
|
|
12
|
|
|
13
|
|
You authorize the Company, the stock plan service provider and any other possible recipients which may assist the Company (presently or in the future) with implementing, administering and managing your participation in the Plan to receive, possess, use, retain and transfer Data, in electronic or other form, for the sole purpose of implementing, administering and managing your participation in the Plan. You understand that Data will be held only as long as is necessary to implement, administer and manage your participation in the Plan. You understand that you may, at any time, view Data, request additional information about the storage and processing of Data, require any necessary amendments to Data or refuse or withdraw the consents herein, in any case, without cost, by contacting in writing “Ask HR” at
http://AskHR
on AMD Central. Further, you understand that you are providing the consents herein on a purely voluntary basis.
|
Anda memberi kuasa kepada Syarikat, pembekal perkhidmatan pelan saham dan mana-mana penerima lain yang mungkin membantu Syarikat (masa sekarang atau pada masa depan) untuk melaksanakan, mentadbir dan menguruskan penyertaan Peserta dalam Pelan tersebut untuk menerima, memiliki, menggunakan, mengekalkan dan memindahkan Data, dalam bentuk elektronik atau lain-lain, semata-mata dengan tujuan untuk melaksanakan, mentadbir dan menguruskan penyertaan anda dalam Pelan tersebut. Anda faham bahawa Data akan dipegang hanya untuk tempoh yang diperlukan untuk melaksanakan, mentadbir dan menguruskan penyertaan anda dalam Pelan tersebut. Anda memahami bahawa anda boleh, pada bila-bila masa, melihat data, meminta maklumat tambahan mengenai penyimpanan dan pemprosesan Data, meminta bahawa pindaan-pindaan dilaksanakan ke atas Data atau menolak atau menarik balik persetujuan dalam ini, dalam mana-mana kes, tanpa kos, dengan menghubungi secara bertulis wakil sumber manusia tempatan anda , di mana butir-butir hubungannya adalah “Ask HR” at
http://AskHR
on AMD Central. Selanjutnya, anda memahami bahawa anda memberikan persetujuan di sini secara sukarela.
|
If you do not consent, or if you later seek to revoke the consent, your status as a Service Provider and career with the Employer will not be adversely affected; the only adverse consequence of refusing or withdrawing the consent is that the Company would not be able to grant future RSUs or other equity awards to you or administer or maintain such awards. Therefore, you understand that refusing or withdrawing your consent may affect your ability to participate in the Plan. For more information on the consequences of the refusal to consent or withdrawal of consent, you understand that you may contact your local human resources representative.
|
Jika anda tidak bersetuju, atau jika anda kemudian membatalkan persetujuan anda, status anda sebagai Pemberi Perkhidmatan dan kerjaya anda dengan Majikan tidak akan terjejas; satunya akibat buruk jika anda tidak bersetuju atau menarik balik persetujuan anda adalah bahawa Syarikat tidak akan dapat memberikan RSU pada masa depan atau anugerah ekuiti lain kepada anda atau mentadbir atau mengekalkan anugerah tersebut. Oleh itu, anda memahami bahawa keengganan atau penarikan balik persetujuan anda boleh menjejaskan keupayaan anda untuk mengambil bahagian dalam Pelan tersebut. Untuk maklumat lanjut mengenai akibat keengganan anda untuk memberikan keizinan atau penarikan balik keizinan, anda memahami bahawa anda boleh menghubungi wakil sumber manusia tempatan anda.
|
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14
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15
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16
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17
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18
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19
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20
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21
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22
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23
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|
|
Participant:
|
|
|
|
|
|
Grant Date:
|
|
|
Target Number of PRSUs:
|
units
|
|
|
|
|
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2
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|
3
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|
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4
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5
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6
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7
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8
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9
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10
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11
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12
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1
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2
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3
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4
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5
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6
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7
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8
|
|
|
9
|
|
|
10
|
|
You hereby explicitly, voluntarily and unambiguously consent to the collection, use and transfer, in electronic or other form, of your personal data as described in the Agreement and any other Award Documentation by and among, as applicable, you, the Company, the Employer and any their respective Parents, Subsidiaries and Affiliates or any third parties authorized by same in assisting in the implementation, administration or management of your participation in the Plan.
|
Anda dengan ini secara eksplicit, secara sukarela dan tanpa sebarang keraguan mengizinkan pengumpulan, penggunaan dan pemindahan, dalam bentuk elektronik atau lain-lain, data peribadi anda seperti yang dinyatakan dalam Perjanjian Penganugerahan ini dan apa-apa Dokumentasi Penganugerahan oleh dan di antara, sebagaimana yang berkenaan, Syarikat, Majikan dan Syarikat Induk,Anak Syarikat dan Syarikat Sekutu lain atau mana-mana pihak ketiga yang diberi kuasa oleh yang sama untuk membantu dalam pelaksanaan, pentadbiran dan pengurusan penyertaan anda dalam Pelan tersebut.
|
|
11
|
|
You may have previously provided the Company and the Employer with, and the Company and the Employer may hold, certain personal information about you, including, but not limited to, your name, home address and telephone number, date of birth, social insurance number or other identification number, salary, nationality, job title, any shares of stock or directorships held in the Company, the fact and conditions of your participation in the Plan, details of all PRSUs or any other entitlement to shares of stock awarded, cancelled, exercised, vested, unvested or outstanding in your favor (“Data”), for the exclusive purpose of implementing, administering and managing the Plan.
|
Sebelum ini, anda mungkin telah membekalkan Syarikat dan Majikan dengan, dan Syarikat dan Majikan mungkin memegang, maklumat peribadi tertentu tentang anda, termasuk, tetapi tidak terhad kepada, nama anda, alamat rumah dan nombor telefon, tarikh lahir, nombor insurans sosial atau nombor pengenalan lain, gaji, kewarganegaraan, jawatan, apa-apa syer dalam saham atau jawatan pengarah yang dipegang dalam Syarikat, fakta dan syarat-syarat penyertaan anda dalam Pelan tersebut, butir-butir semua PRSUs atau apa-apa hak lain untuk syer dalam saham yang dianugerahkan, dibatalkan, dilaksanakan, terletak hak, tidak diletak hak ataupun bagi faedah anda (“Data”), untuk tujuan yang eksklusif bagi melaksanakan, mentadbir dan menguruskan Pelan tersebut.
|
You also authorize any transfer of Data, as may be required, to a Company-designated Plan broker, or such other stock plan service provider as may be selected by the Company in the future, which is assisting the Company with the implementation, administration and management of the Plan and/or with whom any Shares acquired upon vesting of the PRSUs are deposited. You acknowledge that these recipients may be located in your country or elsewhere, and that the recipient’s country (
e.g.
, the United States) may have different data privacy laws and protections to your country, which may not give the same level of protection to Data. You understand that you may request a list with the names and addresses of any potential recipients of Data by contacting your local human resources representative.
|
Anda juga memberi kuasa untuk membuat apa-apa pemindahan Data, sebagaimana yang diperlukan, kepada broker Pelan yang ditetapkan oleh Syarikat, atau pembekal perkhidmatan pelan saham lain sebagaimana yang dipilih oleh Syarikat pada masa depan, yang membantu Syarikat dalam pelaksanaan, pentadbiran dan pengurusan Pelan tersebut dan/atau dengan sesiapa yang mendepositkan Saham yang diperolehi melalui pemberian hak PRSUs. Anda mengakui bahawa penerima-penerima ini mungkin berada di negara anda atau di tempat lain, dan bahawa negara penerima (contohnya, Amerika Syarikat) mungkin mempunyai undang-undang privasi data dan perlindungan yang berbeza daripada negara anda, yang mungkin tidak boleh memberi tahap perlindungan yang sama kepada Data. Anda memahami bahawa anda boleh meminta senarai nama dan alamat mana-mana penerima Data dengan menghubungi wakil sumber manusia tempatan anda.
|
|
12
|
|
You authorize the Company, the stock plan service provider and any other possible recipients which may assist the Company (presently or in the future) with implementing, administering and managing your participation in the Plan to receive, possess, use, retain and transfer Data, in electronic or other form, for the sole purpose of implementing, administering and managing your participation in the Plan. You understand that Data will be held only as long as is necessary to implement, administer and manage your participation in the Plan. You understand that you may, at any time, view Data, request additional information about the storage and processing of Data, require any necessary amendments to Data or refuse or withdraw the consents herein, in any case, without cost, by contacting in writing “Ask HR” at
http://AskHR
on AMD Central. Further, you understand that you are providing the consents herein on a purely voluntary basis.
|
Anda memberi kuasa kepada Syarikat, pembekal perkhidmatan pelan saham dan mana-mana penerima lain yang mungkin membantu Syarikat (masa sekarang atau pada masa depan) untuk melaksanakan, mentadbir dan menguruskan penyertaan Peserta dalam Pelan tersebut untuk menerima, memiliki, menggunakan, mengekalkan dan memindahkan Data, dalam bentuk elektronik atau lain-lain, semata-mata dengan tujuan untuk melaksanakan, mentadbir dan menguruskan penyertaan anda dalam Pelan tersebut. Anda faham bahawa Data akan dipegang hanya untuk tempoh yang diperlukan untuk melaksanakan, mentadbir dan menguruskan penyertaan anda dalam Pelan tersebut. Anda memahami bahawa anda boleh, pada bila-bila masa, melihat data, meminta maklumat tambahan mengenai penyimpanan dan pemprosesan Data, meminta bahawa pindaan-pindaan dilaksanakan ke atas Data atau menolak atau menarik balik persetujuan dalam ini, dalam mana-mana kes, tanpa kos, dengan menghubungi secara bertulis wakil sumber manusia tempatan anda , di mana butir-butir hubungannya adalah “Ask HR” at
http://AskHR
on AMD Central. Selanjutnya, anda memahami bahawa anda memberikan persetujuan di sini secara sukarela.
|
If you do not consent, or if you later seek to revoke the consent, your status as a Service Provider and career with the Employer will not be adversely affected; the only adverse consequence of refusing or withdrawing the consent is that the Company would not be able to grant future PRSUs or other equity awards to you or administer or maintain such awards. Therefore, you understand that refusing or withdrawing your consent may affect your ability to participate in the Plan. For more information on the consequences of the refusal to consent or withdrawal of consent, you understand that you may contact your local human resources representative.
|
Jika anda tidak bersetuju, atau jika anda kemudian membatalkan persetujuan anda, status anda sebagai Pemberi Perkhidmatan dan kerjaya anda dengan Majikan tidak akan terjejas; satunya akibat buruk jika anda tidak bersetuju atau menarik balik persetujuan anda adalah bahawa Syarikat tidak akan dapat memberikan PRSU pada masa depan atau anugerah ekuiti lain kepada anda atau mentadbir atau mengekalkan anugerah tersebut. Oleh itu, anda memahami bahawa keengganan atau penarikan balik persetujuan anda boleh menjejaskan keupayaan anda untuk mengambil bahagian dalam Pelan tersebut. Untuk maklumat lanjut mengenai akibat keengganan anda untuk memberikan keizinan atau penarikan balik keizinan, anda memahami bahawa anda boleh menghubungi wakil sumber manusia tempatan anda.
|
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13
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14
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15
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16
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17
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18
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19
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20
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21
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22
|
|
Domestic Subsidiaries
|
|
State or Jurisdiction Which
Incorporated or Organized
|
Advanced Micro Ltd.*
|
|
California
|
AMD Corporation*
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California
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AMD Advanced Research LLC
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Delaware
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AMD (EMEA) LTD.
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Delaware
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AMD Far East Ltd.
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Delaware
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AMD International Sales & Service, Ltd.
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Delaware
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AMD Latin America Ltd.
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Delaware
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SeaMicro, Inc.
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Delaware
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Foreign Subsidiaries
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ATI International SRL
(1)
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Barbados
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ATI Technologies (Bermuda) Limited
(1)
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Bermuda
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Advanced Micro Devices Belgium N.V.
(2)
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Belgium
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AMD South America LTDA
(3)
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Brazil
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1252986 Alberta ULC
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Canada
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ATI Technologies ULC
(4)
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Canada
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Advanced Micro Devices (China) Co. Ltd.
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China
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AMD Technologies (China) Co. Ltd.
(5)
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China
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Advanced Micro Devices (Shanghai) Co. Ltd.
(5)
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China
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AMD Products (China) Co., Ltd
(5)
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China
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AMD Technology Development (Beijing) Co., Ltd.
(6)
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China
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Advanced Micro Devices S.A.S.
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France
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Advanced Micro Devices GmbH
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Germany
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AMD India Private Limited
(7)
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India
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AMD Research & Development Center India Private Limited
(8)
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India
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AMD Advanced Micro Devices Israel Ltd.
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Israel
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Advanced Micro Devices S.p.A.
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Italy
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AMD Japan Ltd.
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Japan
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Advanced Micro Devices Sdn. Bhd.
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Malaysia
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Advanced Micro Devices Export Sdn. Bhd.
(9)
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Malaysia
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Advanced Micro Devices Global Services (M) Sdn. Bhd.
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Malaysia
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ATI Technologies (L) Inc.
(10)
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Malaysia
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Advanced Micro Devices Malaysia Ltd.
(11)
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Malaysia
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Advanced Micro Devices (Singapore) Pte. Ltd.
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Singapore
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Advanced Micro Devices, AB
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Sweden
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Advanced Micro Devices (U.K.) Limited
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United Kingdom
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(*)
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Inactive
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(1)
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100% owned by ATI Technologies ULC
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(2)
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99.9952% owned by Advanced Micro Devices, Inc., .0048% owned by AMD International Sales & Service, Ltd.
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(3)
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99.9% owned by AMD International Sales & Service, Ltd., 0.1% owned by AMD Far East Ltd.
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(4)
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Subsidiary of 1252986 Alberta ULC.
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(5)
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Subsidiary of Advanced Micro Devices (China) Co. Ltd.
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(6)
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51% owned by Advanced Micro Devices, Inc., 49% owned by Advanced Micro Devices (China) Co. Ltd.
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(7)
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99.99% owned by Advanced Micro Devices, Inc, .01% owned by AMD Far East Ltd.
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(8)
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99.975% owned by ATI Technologies ULC, 0.025% owned by 1252986 Alberta ULC
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(9)
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Subsidiary of Advanced Micro Devices Sdn. Bhd.
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(10)
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Subsidiary of ATI Technologies (Bermuda) Limited
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(11)
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Subsidiary of ATI Technologies (L) Inc.
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•
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Registration Statement on Form S-8 (No. 333- 166616) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan;
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•
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Registration Statement on Form S-8 (No. 333-159367) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan;
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•
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Registration Statement on Form S-8 (No. 333-138291) pertaining to the ATI Technologies Inc. Restricted Share Unit Plans for U.S. Directors and Employees, as amended and restated, ATI Technologies Inc. Restricted Share Unit Plans for Canadian Directors and Employees, as amended and restated, ATI Technologies Inc. Share Option Plan, as amended, and ARTX, Inc. 1997 Equity Incentive Plan, as amended;
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•
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Registration Statement on Form S-8 (No. 333-134853) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan and the Advanced Micro Devices, Inc. 2000 Employee Stock Purchase Plan;
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•
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Registration Statement on Form S-8 (No. 333-145187) pertaining to the Advanced Micro Devices, Inc. 2000 Employee Stock Purchase Plan;
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•
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Registration Statement on Form S-8 (No. 333-115474) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan;
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•
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Registration Statement on Form S-8 (No. 33-55107) pertaining to the Advanced Micro Devices, Inc. 1992 Stock Incentive Plan;
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•
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Registration Statement on Form S-8 (No. 333-00969) pertaining to the Advanced Micro Devices, Inc. 1991 Employee Stock Purchase Plan and to the 1995 Stock Plan of NexGen, Inc;
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•
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Registration Statements on Forms S-8 (Nos. 333-04797 and 333-57525) pertaining to the Advanced Micro Devices, Inc. 1996 Stock Incentive Plan;
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•
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Registration Statements on Form S-8 (Nos. 333-60550 and 333-40030) pertaining to the Advanced Micro Devices, Inc. 1996 Stock Incentive Plan and the Advanced Micro Devices, Inc. 2000 Employee Stock Purchase Plan;
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•
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Registration Statement on Form S-8 (No. 333-68005) pertaining to the Advanced Micro Devices, Inc. 1998 Stock Incentive Plan;
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•
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Registration Statements on Form S-8 (Nos. 333-55052 and 333-74896) pertaining to the Advanced Micro Devices, Inc. 2000 Stock Incentive Plan;
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•
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Registration Statement on Form S-8 (No. 333-108217) pertaining to the Advanced Micro Devices, Inc. 2000 Employee Stock Purchase Plan;
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•
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Post-Effective Amendment No. 1 to the Registration Statement on Form S-8 (No. 33-95888-99) pertaining to the 1995 Stock Plan of NexGen, Inc. and the NexGen, Inc. 1987 Employee Stock Plan;
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•
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Post-Effective Amendment No. 1 on Form S-8 to the Registration Statement on Form S-4 (No. 33-64911) pertaining to the 1995 Employee Stock Purchase Plan of NexGen, Inc., the 1995 Stock Plan of NexGen, Inc., as Amended and the NexGen, Inc. 1987 Employee Stock Plan;
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•
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Registration Statements on Forms S-8 (Nos. 333-77495 and 333-33855) pertaining to the Advanced Micro Devices, Inc. 1991 Stock Purchase Plan;
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•
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Registration Statement on Form S-4 (No. 333-170527) pertaining to senior notes issued by Advanced Micro Devices, Inc.;
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•
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Registration Statement on Form S-4 (No. 333-187768) pertaining to senior notes issued by Advanced Micro Devices, Inc.;
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•
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Post-Effective Amendment No. 1 to Registration Statement on Form S-8 (No. 33-92688-99) pertaining to the 1995 Employee Stock Purchase Plan of NexGen, Inc.;
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•
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Registration Statement on Form S-3 (No. 333-157640) pertaining to common stock issued or issuable by Advanced Micro Devices, Inc.;
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•
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Registration Statement on Form S-3 (No. 333-147426) pertaining to common stock issued or issuable by Advanced Micro Devices, Inc.;
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•
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Registration Statement on Form S-3 (No. 333-147220) pertaining to convertible senior notes and common stock issued or issuable by Advanced Micro Devices, Inc.;
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•
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Registration Statement on Form S-3 (No. 333-144565) pertaining to convertible senior notes and common stock issued or issuable by Advanced Micro Devices, Inc.;
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•
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Registration Statement on Form S-8 (No. 333-180320) pertaining to SeaMicro, Inc. Amended and Restated 2007 Equity Incentive Plan; and
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•
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Registration Statement on Form S-8 (No. 333-181451) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan;
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•
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Registration Statement on Form S-8 (No. 333- 190039) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan.
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•
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Registration Statement on Form S-8 (No. 333-195984) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan
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•
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Registration Statement on Form S-8 (No. 333- 204166) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan
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•
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Registration Statement on Form S-4 (No. 333-197806) pertaining to senior notes issued by Advanced Micro Devices, Inc.
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Signature
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Title
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Date
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/s/ Lisa T. Su
Lisa T. Su
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President and Chief Executive Officer, Director
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February 18, 2016
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/s/ Devinder Kumar
Devinder Kumar
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Senior Vice President, Chief Financial Officer and Treasurer
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February 18, 2016
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/s/ John E. Caldwell
John E. Caldwell
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Director
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February 12, 2016
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/s/ Henry WK Chow
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Director
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February 12, 2016
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Henry WK Chow
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/s/ Bruce L. Claflin
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Chairman of the Board
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February 12, 2016
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Bruce L. Claflin
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/s/ Nora M. Denzel
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Director
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February 12, 2016
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Nora M. Denzel
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/s/ Nicholas M. Donofrio
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Director
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February 11, 2016
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Nicholas M. Donofrio
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/s/ Martin L. Edelman
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Director
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February 12, 2016
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Martin L. Edelman
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/s/ John R. Harding
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Director
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February 12, 2016
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John R. Harding
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/s/ Joseph A. Householder
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Director
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February 12, 2016
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Joseph A. Householder
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/s/ Michael J. Inglis
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Director
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February 12, 2016
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Michael J. Inglis
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/s/ Ahmed Yahia
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Director
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February 12, 2016
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Ahmed Yahia
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Date: February 18, 2016
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/s/ Lisa T. Su
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Lisa T. Su
President and Chief Executive Officer
(Principal Executive Officer)
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Date: February 18, 2016
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/s/ Devinder Kumar
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Devinder Kumar
Senior Vice President,
Chief Financial Officer and Treasurer
(Principal Financial Officer)
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(i.)
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the Annual Report on Form 10-K of the Company for the period ended December 26, 2015 (the "Report") fully complies with the requirements of Section 13(a) or Section 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and
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(ii.)
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the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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Date: February 18, 2016
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/s/ Lisa T. Su
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Lisa T. Su
President and Chief Executive Officer
(Principal Executive Officer)
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(i.)
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the Annual Report on Form 10-K of the Company for the period ended December 26, 2015 (the "Report") fully complies with the requirements of Section 13(a) or Section 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and
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(ii.)
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the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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Date: February 18, 2016
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/s/ Devinder Kumar
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Devinder Kumar
Senior Vice President,
Chief Financial Officer and Treasurer
(Principal Financial Officer)
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