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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 29, 2018
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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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2485 Augustine Drive, Santa Clara, California
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95054
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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 Global Select Market
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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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¨
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Smaller reporting company
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¨
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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, retailers 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 (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 and retailers.
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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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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 (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 and retailers.
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•
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enhancing and implementing information security controls, including costs related to upgrading application, computer, and network security components;
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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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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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create liens upon any of the Loan Parties’ property (other than customary permitted liens and liens in respect of 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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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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expropriation;
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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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•
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a sudden or significant decrease in demand for our products;
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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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substantial declines in average selling prices;
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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 5.
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MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
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Base Period
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Years Ending
|
||||
Company / Index
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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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12/31/2016
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12/30/2017
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12/29/2018
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Advanced Micro Devices, Inc.
|
100
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70.11
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77.25
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300.00
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271.96
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471.43
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S&P 500 Index
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100
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115.76
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116.64
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129.55
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157.84
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150.92
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S&P 500 Semiconductors Index
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100
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139.35
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140.00
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175.90
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239.79
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224.48
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ITEM 6.
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SELECTED FINANCIAL DATA
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2018
(1)
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2017
(1)(2)
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2016
(1)(2)
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2015
(1)
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2014
(1)
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||||||||||
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In millions except per share amounts
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||||||||||||||||||
Net revenue
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$
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6,475
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$
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5,253
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$
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4,319
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$
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3,991
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$
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5,506
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Net income (loss)
(3)(4)(5)(6)(7)
|
337
|
|
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(33
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)
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(498
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)
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(660
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)
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(403
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)
|
|||||
Earnings (loss) per share
|
|
|
|
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||||||||||
Basic
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$
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0.34
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$
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(0.03
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)
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$
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(0.60
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)
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$
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(0.84
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)
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$
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(0.53
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)
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Diluted
|
$
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0.32
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$
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(0.03
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)
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$
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(0.60
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)
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$
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(0.84
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)
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|
$
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(0.53
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)
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Shares used in per share calculation
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||||||||||
Basic
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982
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952
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835
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783
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768
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|||||
Diluted
|
1,064
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952
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835
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783
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768
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Long-term debt, net and other long term liabilities
(8)(9)
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$
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1,306
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$
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1,443
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$
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1,559
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$
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2,093
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$
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2,110
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Total assets
(9)
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$
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4,556
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$
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3,552
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$
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3,328
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$
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3,084
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$
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3,737
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(1)
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2018, 2017, 2015 and 2014 each consisted of 52 weeks, whereas 2016 consisted of 53 weeks.
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(2)
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2017 and 2016 amounts adjusted to reflect the retrospective application of Financial Accounting Standards Board (FASB) Accounting Standards Update (ASU) 2014-09,
Revenue from Contracts with Customers
. Refer to Note 2 Summary of Significant Accounting Policies.
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(3)
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During the third quarter of 2016, we agreed to pay GF $100 million in installments related to the Sixth Amendment with GF starting in the fourth fiscal quarter of 2016 through the third quarter of 2017. As of December 30, 2017, we paid GF
$100 million
in aggregate. In addition, in 2016 we recorded a charge of $340 million in Cost of sales, consisting of the $100 million payment under the Sixth Amendment and the $240 million value of the warrant under the Warrant Agreement issued in consideration of the Sixth Amendment.
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(4)
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In 2015 and 2014, we implemented restructuring plans and incurred net charges of $53 million and $58 million in 2015 and 2014, respectively, which primarily consisted of severance and related employee benefits.
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(5)
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In 2015, we exited the dense server systems business, formerly SeaMicro resulting in 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 a former CEO.
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(6)
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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. In 2015, we recorded an inventory write-down of $65 million, which was primarily the result of lower anticipated demand for older-generation APUs, and a technology node transition charge of $33 million.
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(7)
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In 2016, we recorded a cumulative pre-tax gain on the sale of our 85% equity interest in ATMP JV of $146 million which was recognized in Other income (expense) on our consolidated statements of operations.
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(8)
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Total long-term debt and other long term liabilities decreased by $534 million from 2015 to 2016, primarily due to $1,048 million of net debt repayment, partially offset by the issuance of $805 million in principal amount of 2.125% Notes net of unamortized discount of $308 million and unamortized financing cost of $14 million, and $38 million increase in other long-term liabilities mainly due to higher technology licenses payable.
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(9)
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Amounts retrospectively reflected adoption of FASB ASU 2015-03,
Simplifying the Presentation of Debt Issuance Costs
beginning in the first quarter of 2016. We reclassified debt issuance costs from long-term assets to long-term debt, net by $25 million and $30 million for 2015 and 2014, respectively, on our consolidated balance sheets.
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ITEM 7.
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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
•
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x86 microprocessors, as standalone devices or as incorporated into an accelerated processing unit (APU), chipsets, discrete and integrated graphics processing units (GPUs), and professional GPUs; and
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•
|
server and embedded processors, semi-custom System-on-Chip (SoC) products and technology for game consoles.
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2018
|
|
2017
|
|
2016
|
||||||
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(In millions)
|
||||||||||
Net revenue:
|
|
|
|
|
|
||||||
Computing and Graphics
|
$
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4,125
|
|
|
$
|
2,977
|
|
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$
|
1,988
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Enterprise, Embedded and Semi-Custom
|
2,350
|
|
|
2,276
|
|
|
2,331
|
|
|||
Total net revenue
|
$
|
6,475
|
|
|
$
|
5,253
|
|
|
$
|
4,319
|
|
Operating income (loss):
|
|
|
|
|
|
||||||
Computing and Graphics
|
$
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470
|
|
|
$
|
92
|
|
|
$
|
(243
|
)
|
Enterprise, Embedded and Semi-Custom
|
163
|
|
|
132
|
|
|
287
|
|
|||
All Other
|
(182
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)
|
|
(97
|
)
|
|
(417
|
)
|
|||
Total operating income (loss)
|
$
|
451
|
|
|
$
|
127
|
|
|
$
|
(373
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)
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
(In millions, except for percentages)
|
||||||||||
Cost of sales
|
$
|
4,028
|
|
|
$
|
3,466
|
|
|
$
|
3,316
|
|
Gross margin
|
2,447
|
|
|
1,787
|
|
|
1,003
|
|
|||
Gross margin percentage
|
38
|
%
|
|
34
|
%
|
|
23
|
%
|
|||
Research and development
|
1,434
|
|
|
1,196
|
|
|
1,008
|
|
|||
Marketing, general and administrative
|
562
|
|
|
516
|
|
|
466
|
|
|||
Restructuring and other special charges, net
|
—
|
|
|
—
|
|
|
(10
|
)
|
|||
Licensing gain
|
—
|
|
|
(52
|
)
|
|
(88
|
)
|
|||
Interest expense
|
(121
|
)
|
|
(126
|
)
|
|
(156
|
)
|
|||
Other income (expense), net
|
—
|
|
|
(9
|
)
|
|
80
|
|
|||
Provision (benefit) for income taxes
|
(9
|
)
|
|
18
|
|
|
39
|
|
|||
Equity loss in investee
|
$
|
(2
|
)
|
|
$
|
(7
|
)
|
|
$
|
(10
|
)
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
(In millions)
|
||||||||||
Net cash provided by (used in):
|
|
|
|
|
|
||||||
Operating activities
|
$
|
34
|
|
|
$
|
12
|
|
|
$
|
81
|
|
Investing activities
|
(170
|
)
|
|
(54
|
)
|
|
277
|
|
|||
Financing activities
|
28
|
|
|
(33
|
)
|
|
122
|
|
|||
Net increase (decrease) in cash and cash equivalents, and restricted cash
|
$
|
(108
|
)
|
|
$
|
(75
|
)
|
|
$
|
480
|
|
|
Payment due by period
|
||||||||||||||||||||||||||
(In millions)
|
Total
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024 and
thereafter |
||||||||||||||
Term Debt
|
$
|
1,458
|
|
|
$
|
66
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
337
|
|
|
$
|
—
|
|
|
$
|
1,055
|
|
Secured Revolving Line of Credit
|
70
|
|
|
70
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Other long-term liabilities
(1)
|
170
|
|
|
50
|
|
|
42
|
|
|
40
|
|
|
35
|
|
|
1
|
|
|
2
|
|
|||||||
Aggregate interest obligation
(2)
|
349
|
|
|
63
|
|
|
61
|
|
|
61
|
|
|
60
|
|
|
35
|
|
|
69
|
|
|||||||
Operating leases
|
322
|
|
|
54
|
|
|
48
|
|
|
43
|
|
|
40
|
|
|
35
|
|
|
102
|
|
|||||||
Purchase obligations
(3)
|
337
|
|
|
287
|
|
|
29
|
|
|
15
|
|
|
4
|
|
|
2
|
|
|
—
|
|
|||||||
Obligations to GF
(4)
|
2,435
|
|
|
1,200
|
|
|
715
|
|
|
520
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Total contractual obligations
(5)
|
$
|
5,141
|
|
|
$
|
1,790
|
|
|
$
|
895
|
|
|
$
|
679
|
|
|
$
|
476
|
|
|
$
|
73
|
|
|
$
|
1,228
|
|
(1)
|
Amounts largely represent future fixed and non-cancellable cash payments associated with software technology and licenses and IP licenses, including the payments due within the next 12 months.
|
(2)
|
Represents estimated aggregate interest obligations for our outstanding debt obligations that are payable in cash, excluding non-cash amortization of debt issuance costs and debt discount.
|
(3)
|
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 cancellable upon notice and without significant penalties are not included in the amounts above.
|
(4)
|
Subsequent to the year end, on January 28, 2019, we entered into a Seventh Amendment with GF, which among other terms modified our minimum wafer purchase obligations to GF which are reflected in the above table. These minimum purchase obligations are our contractual minimums and do not necessarily reflect our actual expected expenditures, which could be significantly different. We cannot meaningfully quantify or estimate our future purchase obligations to GF beyond 2021 but expect that our future purchases from GF will continue to be material.
|
(5)
|
Total amount excludes contractual obligations already recorded on our condensed consolidated balance sheets except for debt obligations and other liabilities related to software and technology licenses and IP licenses.
|
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%
|
ITEM 7A.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024 and thereafter
|
|
Total
|
|
2018
Fair Value |
||||||||||||||||
|
(In millions, except for percentages)
|
||||||||||||||||||||||||||||||
Investment Portfolio
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Cash equivalents:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Fixed rate amounts
|
$
|
488
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
488
|
|
|
$
|
488
|
|
Weighted-average rate
|
2.45
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.45
|
%
|
|
|
|||||||||
Variable rate amounts
|
$
|
312
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
312
|
|
|
$
|
312
|
|
Weighted-average rate
|
2.29
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.29
|
%
|
|
|
|||||||||
Marketable securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Fixed rate amounts
|
$
|
78
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
78
|
|
|
$
|
78
|
|
Weighted-average rate
|
2.77
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.77
|
%
|
|
|
|||||||||
Total Investment Portfolio
|
$
|
878
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
878
|
|
|
$
|
878
|
|
Debt Obligations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Fixed rate amounts
|
$
|
66
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
337
|
|
|
$
|
—
|
|
|
$
|
1,055
|
|
|
$
|
1,458
|
|
|
$
|
2,494
|
|
Weighted-average effective interest rate
|
6.75
|
%
|
|
—
|
%
|
|
—
|
%
|
|
7.50
|
%
|
|
—
|
%
|
|
3.28
|
%
|
|
4.41
|
%
|
|
|
|
||||||||
Variable rate amounts
|
$
|
70
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
70
|
|
|
$
|
70
|
|
Weighted-average effective interest rate
|
6.00
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
6.00
|
%
|
|
|
|
||||||||
Total Debt Obligations
|
$
|
136
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
337
|
|
|
$
|
—
|
|
|
$
|
1,055
|
|
|
$
|
1,528
|
|
|
$
|
2,564
|
|
|
December 29, 2018
|
|
December 30, 2017
|
||||||||||||||||||
|
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
|
$
|
110
|
|
|
1.3007
|
|
|
$
|
(5
|
)
|
|
$
|
111
|
|
|
1.2751
|
|
|
$
|
2
|
|
Malaysian Ringgit
|
12
|
|
|
4.1775
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Indian Rupee
|
45
|
|
|
72.2338
|
|
|
—
|
|
|
33
|
|
|
66.1548
|
|
|
1
|
|
||||
Singapore Dollar
|
26
|
|
|
1.3478
|
|
|
—
|
|
|
23
|
|
|
1.3553
|
|
|
—
|
|
||||
Taiwan Dollar
|
21
|
|
|
29.6490
|
|
|
—
|
|
|
18
|
|
|
29.6586
|
|
|
—
|
|
||||
Chinese Renminbi
|
182
|
|
|
6.5733
|
|
|
(3
|
)
|
|
115
|
|
|
6.7972
|
|
|
4
|
|
||||
Total
|
$
|
396
|
|
|
|
|
$
|
(8
|
)
|
|
$
|
300
|
|
|
|
|
$
|
7
|
|
ITEM 8.
|
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|
|
Year Ended
|
||||||||||
|
December 29,
2018 |
|
December 30,
2017 |
|
December 31,
2016 |
||||||
|
(In millions, except per share amounts)
|
||||||||||
Net revenue
|
$
|
6,475
|
|
|
$
|
5,253
|
|
|
$
|
4,319
|
|
Cost of sales
|
4,028
|
|
|
3,466
|
|
|
3,316
|
|
|||
Gross margin
|
2,447
|
|
|
1,787
|
|
|
1,003
|
|
|||
Research and development
|
1,434
|
|
|
1,196
|
|
|
1,008
|
|
|||
Marketing, general and administrative
|
562
|
|
|
516
|
|
|
466
|
|
|||
Restructuring and other special charges, net
|
—
|
|
|
—
|
|
|
(10
|
)
|
|||
Licensing gain
|
—
|
|
|
(52
|
)
|
|
(88
|
)
|
|||
Operating income (loss)
|
451
|
|
|
127
|
|
|
(373
|
)
|
|||
Interest expense
|
(121
|
)
|
|
(126
|
)
|
|
(156
|
)
|
|||
Other income (expense), net
|
—
|
|
|
(9
|
)
|
|
80
|
|
|||
Income (loss) before income taxes and equity loss
|
330
|
|
|
(8
|
)
|
|
(449
|
)
|
|||
Provision (benefit) for income taxes
|
(9
|
)
|
|
18
|
|
|
39
|
|
|||
Equity loss in investee
|
(2
|
)
|
|
(7
|
)
|
|
(10
|
)
|
|||
Net income (loss)
|
$
|
337
|
|
|
$
|
(33
|
)
|
|
$
|
(498
|
)
|
Earnings (loss) per share
|
|
|
|
|
|
||||||
Basic
|
$
|
0.34
|
|
|
$
|
(0.03
|
)
|
|
$
|
(0.60
|
)
|
Diluted
|
$
|
0.32
|
|
|
$
|
(0.03
|
)
|
|
$
|
(0.60
|
)
|
Shares used in per share calculation
|
|
|
|
|
|
||||||
Basic
|
982
|
|
|
952
|
|
|
835
|
|
|||
Diluted
|
1,064
|
|
|
952
|
|
|
835
|
|
(1)
Prior year amounts adjusted to reflect the retrospective application of ASU 2014-09,
Revenue from Contracts with Customers
. Refer to Note 2.
|
|
Year Ended
|
||||||||||
|
December 29,
2018 |
|
December 30,
2017 |
|
December 31,
2016 |
||||||
|
(In millions)
|
||||||||||
Net income (loss)
|
$
|
337
|
|
|
$
|
(33
|
)
|
|
$
|
(498
|
)
|
Other comprehensive income (loss):
|
|
|
|
|
|
||||||
Unrealized gains (losses) on available-for-sale securities:
|
|
|
|
|
|
||||||
Unrealized gains (losses) arising during period, net of tax effects of $0, $0 and $1
|
—
|
|
|
1
|
|
|
—
|
|
|||
Unrealized gains (losses) on cash flow hedges:
|
|
|
|
|
|
||||||
Unrealized gains (losses) arising during period, net of tax effects of $0, $0 and $2
|
(19
|
)
|
|
17
|
|
|
1
|
|
|||
Reclassification adjustment for (gains) losses realized and included in net income (loss), net of tax effect of $0, $1 and $0
|
5
|
|
|
(7
|
)
|
|
2
|
|
|||
Total change in unrealized gains (losses) on cash flow hedges, net of tax
|
(14
|
)
|
|
10
|
|
|
3
|
|
|||
Total other comprehensive income (loss)
|
(14
|
)
|
|
11
|
|
|
3
|
|
|||
Cumulative-effect adjustment to accumulated deficit related to the adoption of ASU 2016-01, Financial Instruments
|
2
|
|
|
—
|
|
|
—
|
|
|||
Total comprehensive income (loss)
|
$
|
325
|
|
|
$
|
(22
|
)
|
|
$
|
(495
|
)
|
(1)
Prior year amounts adjusted to reflect the retrospective application of ASU 2014-09,
Revenue from Contracts with Customers
. Refer to Note 2.
|
|
December 29,
2018 |
|
December 30,
2017 |
||||
|
(In millions, except par value amounts)
|
||||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
1,078
|
|
|
$
|
1,185
|
|
Marketable securities
|
78
|
|
|
—
|
|
||
Accounts receivable, net
|
1,235
|
|
|
454
|
|
||
Inventories, net
|
845
|
|
|
694
|
|
||
Prepayment and receivables - related parties
|
52
|
|
|
33
|
|
||
Prepaid expenses
|
57
|
|
|
77
|
|
||
Other current assets
|
195
|
|
|
191
|
|
||
Total current assets
|
3,540
|
|
|
2,634
|
|
||
Property and equipment, net
|
348
|
|
|
261
|
|
||
Goodwill
|
289
|
|
|
289
|
|
||
Investment: equity method
|
58
|
|
|
58
|
|
||
Other assets
|
321
|
|
|
310
|
|
||
Total assets
|
$
|
4,556
|
|
|
$
|
3,552
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Short-term debt
|
$
|
136
|
|
|
$
|
70
|
|
Accounts payable
|
528
|
|
|
384
|
|
||
Payables to related parties
|
533
|
|
|
412
|
|
||
Accrued liabilities
|
763
|
|
|
555
|
|
||
Other current liabilities
|
24
|
|
|
92
|
|
||
Total current liabilities
|
1,984
|
|
|
1,513
|
|
||
Long-term debt, net
|
1,114
|
|
|
1,325
|
|
||
Other long-term liabilities
|
192
|
|
|
118
|
|
||
Commitments and contingencies (see Notes 18 and 19)
|
|
|
|
||||
Stockholders’ equity:
|
|
|
|
||||
Capital stock:
|
|
|
|
||||
Common stock, par value $0.01; 2,250 shares authorized, 1,010 shares issued and 1,005 shares outstanding as of December 29, 2018; 1,500 shares authorized, 979 shares issued and 967 shares outstanding as of December 30, 2017
|
10
|
|
|
9
|
|
||
Additional paid-in capital
|
8,750
|
|
|
8,464
|
|
||
Treasury stock, at cost (
5
shares as of December 29, 2018 and 12 shares as of December 30,
2017)
|
(50
|
)
|
|
(108
|
)
|
||
Accumulated deficit
|
(7,436
|
)
|
|
(7,775
|
)
|
||
Accumulated other comprehensive income (loss)
|
(8
|
)
|
|
6
|
|
||
Total stockholders’ equity
|
1,266
|
|
|
596
|
|
||
Total liabilities and stockholders’ equity
|
$
|
4,556
|
|
|
$
|
3,552
|
|
(1)
Prior year amounts adjusted to reflect the retrospective application of ASU 2014-09,
Revenue from Contracts with Customers
. Refer to Note 2.
|
|
Number
of
shares
|
|
Common Stock
|
|
Additional
paid-in
capital
|
|
Treasury
stock
|
|
Accumulated
deficit
|
|
Accumulated
other
comprehensive
income (loss)
|
|
Total
stockholders’
equity (deficit)
|
|||||||||||||
December 26, 2015
|
792
|
|
|
$
|
8
|
|
|
$
|
7,017
|
|
|
$
|
(123
|
)
|
|
$
|
(7,244
|
)
|
|
$
|
(8
|
)
|
|
$
|
(350
|
)
|
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(498
|
)
|
|
—
|
|
|
(498
|
)
|
||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
3
|
|
||||||
Common stock issued under employee equity incentive plans, net of tax withholding
|
27
|
|
|
—
|
|
|
20
|
|
|
(4
|
)
|
|
—
|
|
|
—
|
|
|
16
|
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
86
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
86
|
|
||||||
Equity component of the 2.125% Notes, net
|
—
|
|
|
—
|
|
|
305
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
305
|
|
||||||
Warrant issued related to sixth amendment to the WSA
|
—
|
|
|
—
|
|
|
240
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
240
|
|
||||||
Issuance of common stock, net of issuance costs
|
115
|
|
|
1
|
|
|
666
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
667
|
|
||||||
Issuance of common stock to partially settle the 7.00% Notes
|
1
|
|
|
—
|
|
|
—
|
|
|
8
|
|
|
—
|
|
|
—
|
|
|
8
|
|
||||||
December 31, 2016
|
935
|
|
|
9
|
|
|
8,334
|
|
|
(119
|
)
|
|
(7,742
|
)
|
|
(5
|
)
|
|
477
|
|
||||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(33
|
)
|
|
—
|
|
|
(33
|
)
|
||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11
|
|
|
11
|
|
||||||
Common stock issued under employee equity incentive plans, net of tax withholding
|
32
|
|
|
—
|
|
|
20
|
|
|
(13
|
)
|
|
—
|
|
|
—
|
|
|
7
|
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
97
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
97
|
|
||||||
Issuance of treasury stock to partially settle the 6.75% notes and the 7.00% notes
|
—
|
|
|
—
|
|
|
13
|
|
|
24
|
|
|
—
|
|
|
—
|
|
|
37
|
|
||||||
December 30, 2017
|
967
|
|
|
9
|
|
|
8,464
|
|
|
(108
|
)
|
|
(7,775
|
)
|
|
6
|
|
|
596
|
|
||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
337
|
|
|
—
|
|
|
337
|
|
||||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14
|
)
|
|
(14
|
)
|
||||||
Common stock issued under employee equity incentive plans, net of tax withholding
|
31
|
|
|
1
|
|
|
71
|
|
|
(6
|
)
|
|
—
|
|
|
—
|
|
|
66
|
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
137
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
137
|
|
||||||
Issuance of treasury stock to partially settle the 6.75% notes, 7.5% notes and the 7.00% notes
|
7
|
|
|
—
|
|
|
78
|
|
|
64
|
|
|
—
|
|
|
—
|
|
|
142
|
|
||||||
Cumulative-effect adjustment to accumulated deficit related to the adoption of ASU 2016-01, Financial Instruments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
2
|
|
||||||
December 29, 2018
|
1,005
|
|
|
$
|
10
|
|
|
$
|
8,750
|
|
|
$
|
(50
|
)
|
|
$
|
(7,436
|
)
|
|
$
|
(8
|
)
|
|
$
|
1,266
|
|
(1)
The cumulative-effect adjustment to Accumulated deficit related to the adoption of ASU No. 2014-09,
Revenue from Contracts with Customers
as of December 26, 2015 was $62 million. Refer to Note 2.
|
|
Year Ended
|
||||||||||
|
December 29,
2018 |
|
December 30,
2017 |
|
December 31,
2016 |
||||||
|
(In millions)
|
||||||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net income (loss)
|
$
|
337
|
|
|
$
|
(33
|
)
|
|
$
|
(498
|
)
|
Adjustments to reconcile net income (loss) to net cash used in operating activities:
|
|
|
|
|
|
||||||
Net gain on sale of equity interests in ATMP JV
|
—
|
|
|
(3
|
)
|
|
(146
|
)
|
|||
Net loss on disposal of property and equipment
|
27
|
|
|
—
|
|
|
1
|
|
|||
Impairment of technology licenses
|
45
|
|
|
—
|
|
|
—
|
|
|||
Depreciation and amortization
|
170
|
|
|
144
|
|
|
133
|
|
|||
Deferred income taxes
|
(4
|
)
|
|
—
|
|
|
11
|
|
|||
Stock-based compensation expense
|
137
|
|
|
97
|
|
|
86
|
|
|||
Amortization of debt discount and issuance costs
|
38
|
|
|
36
|
|
|
21
|
|
|||
Loss on debt redemption
|
12
|
|
|
12
|
|
|
68
|
|
|||
Fair value of warrant issued related to sixth amendment to the WSA
|
—
|
|
|
—
|
|
|
240
|
|
|||
Other
|
(1
|
)
|
|
3
|
|
|
(7
|
)
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
||||||
Accounts receivable
|
(806
|
)
|
|
(103
|
)
|
|
178
|
|
|||
Inventories
|
(151
|
)
|
|
(3
|
)
|
|
(48
|
)
|
|||
Prepayment and receivables - related parties
|
(19
|
)
|
|
(1
|
)
|
|
1
|
|
|||
Prepaid expenses and other assets
|
(79
|
)
|
|
(172
|
)
|
|
(163
|
)
|
|||
Payables to related parties
|
121
|
|
|
29
|
|
|
138
|
|
|||
Accounts payable, accrued liabilities and other
|
207
|
|
|
6
|
|
|
66
|
|
|||
Net cash provided by operating activities
|
34
|
|
|
12
|
|
|
81
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Net proceeds from sale of equity interests in ATMP JV
|
—
|
|
|
1
|
|
|
342
|
|
|||
Purchases of available-for-sale debt securities
|
(123
|
)
|
|
(222
|
)
|
|
—
|
|
|||
Purchases of property and equipment
|
(163
|
)
|
|
(113
|
)
|
|
(77
|
)
|
|||
Proceeds from maturity of available-for-sale debt securities
|
45
|
|
|
222
|
|
|
—
|
|
|||
Collection of deferred proceeds on sale of receivables
|
71
|
|
|
60
|
|
|
10
|
|
|||
Other
|
—
|
|
|
(2
|
)
|
|
2
|
|
|||
Net cash provided by (used in) investing activities
|
(170
|
)
|
|
(54
|
)
|
|
277
|
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Proceeds from issuance of common stock, net of issuance costs
|
—
|
|
|
—
|
|
|
667
|
|
|||
Proceeds from issuance of convertible senior notes, net of issuance costs
|
—
|
|
|
—
|
|
|
782
|
|
|||
Proceeds from issuance of common stock through employee equity incentive plans
|
70
|
|
|
20
|
|
|
20
|
|
|||
Proceeds from (repayments of) short-term borrowings, net
|
—
|
|
|
70
|
|
|
(230
|
)
|
|||
Repayments of long-term debt
|
(41
|
)
|
|
(110
|
)
|
|
(1,113
|
)
|
|||
Other
|
(1
|
)
|
|
(13
|
)
|
|
(4
|
)
|
|||
Net cash provided by (used in) financing activities
|
28
|
|
|
(33
|
)
|
|
122
|
|
|||
Net increase (decrease) in cash and cash equivalents, and restricted cash
|
(108
|
)
|
|
(75
|
)
|
|
480
|
|
|||
Cash, cash equivalents, and restricted cash at beginning of year
|
1,191
|
|
|
1,266
|
|
|
786
|
|
|||
Cash, cash equivalents, and restricted cash at end of year
|
$
|
1,083
|
|
|
$
|
1,191
|
|
|
$
|
1,266
|
|
|
Year Ended
|
||||||||||
|
December 29,
2018 |
|
December 30,
2017 |
|
December 31,
2016 |
||||||
|
(In millions)
|
||||||||||
Supplemental cash flow information:
|
|
|
|
|
|
||||||
Cash paid during the year for:
|
|
|
|
|
|
||||||
Interest
|
$
|
79
|
|
|
$
|
88
|
|
|
$
|
149
|
|
Income taxes, net of refund
|
$
|
(8
|
)
|
|
$
|
20
|
|
|
$
|
20
|
|
Non-cash investing and financing activities:
|
|
|
|
|
|
||||||
Purchases of property and equipment, accrued but not paid
|
$
|
49
|
|
|
$
|
50
|
|
|
$
|
—
|
|
Issuance of treasury stock to partially settle debt
|
$
|
141
|
|
|
$
|
38
|
|
|
$
|
8
|
|
Deferred proceeds on sale of receivables
|
$
|
25
|
|
|
$
|
21
|
|
|
$
|
15
|
|
Non-cash acquisition of property and equipment
|
$
|
28
|
|
|
$
|
12
|
|
|
$
|
—
|
|
Reconciliation of cash, cash equivalents, and restricted cash
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
$
|
1,078
|
|
|
$
|
1,185
|
|
|
$
|
1,264
|
|
Restricted cash included in Other current assets
|
$
|
5
|
|
|
$
|
3
|
|
|
$
|
2
|
|
Restricted cash included in Other assets
|
$
|
—
|
|
|
$
|
3
|
|
|
$
|
—
|
|
Total cash, cash equivalents, and restricted cash
|
$
|
1,083
|
|
|
$
|
1,191
|
|
|
$
|
1,266
|
|
(1)
Prior year amounts adjusted to reflect the retrospective application of ASU 2014-09,
Revenue from Contracts with Customers
, ASU 2016-15,
Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments
and ASU 2016-18,
Statement of Cash Flows, Restricted Cash
. Refer to Note 2.
|
(i)
|
x86 microprocessors, as standalone devices or as incorporated into an accelerated processing unit (APU), chipsets, discrete and integrated graphics processing units (GPUs), and professional GPUs; and
|
(ii)
|
server and embedded processors, semi-custom System-on-Chip (SoC) products and technology for game consoles.
|
|
Year Ended
|
||||||||||||||||||||||
|
December 30,
2017 |
|
December 31,
2016 |
||||||||||||||||||||
|
As reported
|
|
Adjustment
|
|
As adjusted
|
|
As reported
|
|
Adjustment
|
|
As adjusted
|
||||||||||||
|
(In millions, except per share amounts)
|
||||||||||||||||||||||
Net revenue
(1)
|
$
|
5,329
|
|
|
$
|
(76
|
)
|
|
$
|
5,253
|
|
|
$
|
4,272
|
|
|
$
|
47
|
|
|
$
|
4,319
|
|
Cost of sales
(1)
|
3,506
|
|
|
(40
|
)
|
|
3,466
|
|
|
3,274
|
|
|
42
|
|
|
3,316
|
|
||||||
Gross margin
|
1,823
|
|
|
(36
|
)
|
|
1,787
|
|
|
998
|
|
|
5
|
|
|
1,003
|
|
||||||
Research and development
(2)
|
1,160
|
|
|
36
|
|
|
1,196
|
|
|
1,008
|
|
|
—
|
|
|
1,008
|
|
||||||
Marketing, general and administrative
|
511
|
|
|
5
|
|
|
516
|
|
|
460
|
|
|
6
|
|
|
466
|
|
||||||
Restructuring and other special charges, net
|
—
|
|
|
—
|
|
|
—
|
|
|
(10
|
)
|
|
—
|
|
|
(10
|
)
|
||||||
Licensing gain
|
(52
|
)
|
|
—
|
|
|
(52
|
)
|
|
(88
|
)
|
|
—
|
|
|
(88
|
)
|
||||||
Operating income (loss)
|
204
|
|
|
(77
|
)
|
|
127
|
|
|
(372
|
)
|
|
(1
|
)
|
|
(373
|
)
|
||||||
Interest expense
|
(126
|
)
|
|
—
|
|
|
(126
|
)
|
|
(156
|
)
|
|
—
|
|
|
(156
|
)
|
||||||
Other income (expense), net
|
(9
|
)
|
|
—
|
|
|
(9
|
)
|
|
80
|
|
|
—
|
|
|
80
|
|
||||||
Income (loss) before equity loss and income taxes
|
69
|
|
|
(77
|
)
|
|
(8
|
)
|
|
(448
|
)
|
|
(1
|
)
|
|
(449
|
)
|
||||||
Provision for income taxes
|
19
|
|
|
(1
|
)
|
|
18
|
|
|
39
|
|
|
—
|
|
|
39
|
|
||||||
Equity loss in investee
|
(7
|
)
|
|
—
|
|
|
(7
|
)
|
|
(10
|
)
|
|
—
|
|
|
(10
|
)
|
||||||
Net income (loss)
|
$
|
43
|
|
|
$
|
(76
|
)
|
|
$
|
(33
|
)
|
|
$
|
(497
|
)
|
|
$
|
(1
|
)
|
|
$
|
(498
|
)
|
Earnings (loss) per share
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Basic
|
$
|
0.04
|
|
|
$
|
(0.07
|
)
|
|
$
|
(0.03
|
)
|
|
$
|
(0.60
|
)
|
|
$
|
—
|
|
|
$
|
(0.60
|
)
|
Diluted
|
$
|
0.04
|
|
|
$
|
(0.07
|
)
|
|
$
|
(0.03
|
)
|
|
$
|
(0.60
|
)
|
|
$
|
—
|
|
|
$
|
(0.60
|
)
|
Shares used in per share calculation
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Basic
|
952
|
|
|
|
|
952
|
|
|
835
|
|
|
|
|
835
|
|
||||||||
Diluted
|
1,039
|
|
|
|
|
952
|
|
|
835
|
|
|
|
|
835
|
|
(1)
|
2017 and 2016 revenue and cost of sales changes were due to a net drain (decrease in revenue) or net build (increase in revenue) in channel and semi-custom product inventories, respectively.
|
(2)
|
2017 Research and development expenses increased due to the absence of credits to research and development expenses recognized for a development and intellectual property licensing agreement under the “As reported” standard, the entire amount of consideration was recognized as revenue in 2018 upon transfer of control of the IP license to the customer under the new standard.
|
|
Year Ended
|
||||||||||||||||||||||
|
December 30,
2017 |
|
December 31,
2016 |
||||||||||||||||||||
|
As reported
|
|
Adjustment
|
|
As adjusted
|
|
As reported
|
|
Adjustment
|
|
As adjusted
|
||||||||||||
|
(In millions)
|
||||||||||||||||||||||
Accounts receivable, net
(1)
|
$
|
400
|
|
|
$
|
54
|
|
|
$
|
454
|
|
|
$
|
311
|
|
|
$
|
61
|
|
|
$
|
372
|
|
Inventories, net
(2)
|
739
|
|
|
(45
|
)
|
|
694
|
|
|
751
|
|
|
(60
|
)
|
|
691
|
|
||||||
Other current assets
|
188
|
|
|
3
|
|
|
191
|
|
|
109
|
|
|
6
|
|
|
115
|
|
||||||
Accrued liabilities
|
541
|
|
|
14
|
|
|
555
|
|
|
391
|
|
|
9
|
|
|
400
|
|
||||||
Other current liabilities
(3)
|
57
|
|
|
35
|
|
|
92
|
|
|
69
|
|
|
—
|
|
|
69
|
|
||||||
Deferred income on shipments to distributors
(4)
|
22
|
|
|
(22
|
)
|
|
—
|
|
|
63
|
|
|
(63
|
)
|
|
—
|
|
||||||
Accumulated deficit
|
(7,760
|
)
|
|
(15
|
)
|
|
(7,775
|
)
|
|
(7,803
|
)
|
|
61
|
|
|
(7,742
|
)
|
(1)
|
2017 and 2016 Accounts receivable, net increased primarily due to the acceleration in timing of semi-custom product revenue.
|
(2)
|
2017 and 2016 Inventories, net decreased primarily due to the acceleration in timing of semi-custom product revenue.
|
(3)
|
2017 Other current liabilities adjusted primarily due to the absence of credits to research and development expenses recognized for a development and intellectual property licensing agreement under the “As reported” standard, the entire amount of consideration was recognized as revenue in 2018 upon transfer of control of the IP license to the customer under the new standard. The credits are recorded as deferred revenue under the new standard.
|
(4)
|
2017 and 2016 deferred income on shipments to distributors is eliminated due to the change in the revenue recognition model for sales to distributors, whereby revenue is recognized upon the shipment of the product to the distributors (sell-in), instead of upon reported resale of the product by the distributors to their customers (sell-through).
|
|
Year Ended
|
||||||||||||||||||||||
|
December 30,
2017 |
|
December 31,
2016 |
||||||||||||||||||||
|
As reported
|
|
Adjustment
|
|
As adjusted
|
|
As reported
|
|
Adjustment
|
|
As adjusted
|
||||||||||||
|
(In millions)
|
||||||||||||||||||||||
Net revenue:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Computing and Graphics
(1)
|
$
|
3,029
|
|
|
$
|
(52
|
)
|
|
$
|
2,977
|
|
|
$
|
1,967
|
|
|
$
|
21
|
|
|
$
|
1,988
|
|
Enterprise, Embedded and Semi-Custom
(2)
|
2,300
|
|
|
(24
|
)
|
|
2,276
|
|
|
2,305
|
|
|
26
|
|
|
2,331
|
|
||||||
Total net revenue
|
$
|
5,329
|
|
|
$
|
(76
|
)
|
|
$
|
5,253
|
|
|
$
|
4,272
|
|
|
$
|
47
|
|
|
$
|
4,319
|
|
Operating income (loss):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Computing and Graphics
(3)
|
$
|
147
|
|
|
$
|
(55
|
)
|
|
$
|
92
|
|
|
$
|
(238
|
)
|
|
$
|
(5
|
)
|
|
$
|
(243
|
)
|
Enterprise, Embedded and Semi-Custom
(4)
|
154
|
|
|
(22
|
)
|
|
132
|
|
|
283
|
|
|
4
|
|
|
287
|
|
||||||
All Other
|
(97
|
)
|
|
—
|
|
|
(97
|
)
|
|
(417
|
)
|
|
—
|
|
|
(417
|
)
|
||||||
Total operating income (loss)
|
$
|
204
|
|
|
$
|
(77
|
)
|
|
$
|
127
|
|
|
$
|
(372
|
)
|
|
$
|
(1
|
)
|
|
$
|
(373
|
)
|
(1)
|
2017 and 2016 Computing and Graphics revenue changes were due to a net drain (decrease in revenue) or net build (increase in revenue) in channel inventory.
|
(2)
|
2017 and 2016 Enterprise, Embedded and Semi-Custom revenue changes were due to a net drain (decrease in revenue) or net build (increase in revenue) in semi-custom product inventory.
|
(3)
|
2017 Computing and Graphics operating income decreased primarily due to the lower revenue from sales to distributors. In addition, 2017 is lower due to the absence of credits to research and development expenses recognized for a development and intellectual property licensing agreement under the “As Reported” standard, the entire amount of consideration was recognized as revenue in 2018 upon transfer of control of the IP license to the customer under the new standard. 2016 Computing and Graphics operating loss increased due to slightly higher operating expenses.
|
(4)
|
2017 Enterprise, Embedded and Semi-Custom operating income decreased primarily due to lower revenue from sales of semi-custom products. In addition, 2017 is lower due to the absence of credits to research and development expenses recognized for a certain development and intellectual property licensing agreement under the “As reported” standard, the entire amount of consideration was recognized as revenue in 2018 upon transfer of control of the IP license to the customer under the new standard. 2016 Enterprise, Embedded and Semi-Custom operating income increased due to higher revenue from sales of semi-custom products.
|
|
December 29,
2018 |
|
December 30,
2017 |
||||
|
(In millions)
|
||||||
Raw materials
|
$
|
134
|
|
|
$
|
34
|
|
Work in process
|
354
|
|
|
446
|
|
||
Finished goods
|
357
|
|
|
214
|
|
||
Total inventories, net
|
$
|
845
|
|
|
$
|
694
|
|
|
December 29,
2018 |
|
December 30,
2017 |
||||
|
(In millions)
|
||||||
Leasehold improvements
|
$
|
179
|
|
|
$
|
187
|
|
Equipment
|
798
|
|
|
758
|
|
||
Construction in progress
|
78
|
|
|
56
|
|
||
Property and equipment, gross
|
1,055
|
|
|
1,001
|
|
||
Accumulated depreciation and amortization
|
(707
|
)
|
|
(740
|
)
|
||
Total property and equipment, net
|
$
|
348
|
|
|
$
|
261
|
|
|
December 29,
2018 |
|
December 30,
2017 |
||||
|
(In millions)
|
||||||
Software and technology licenses, net
|
$
|
226
|
|
|
$
|
239
|
|
Other
|
95
|
|
|
71
|
|
||
Total other assets
|
$
|
321
|
|
|
$
|
310
|
|
|
December 29,
2018 |
|
December 30,
2017 |
||||
|
(In millions)
|
||||||
Accrued compensation and benefits
|
$
|
236
|
|
|
$
|
206
|
|
Marketing programs and advertising expenses
|
275
|
|
|
145
|
|
||
Software technology and licenses payable
|
28
|
|
|
41
|
|
||
Other accrued and current liabilities
|
224
|
|
|
163
|
|
||
Total accrued liabilities
|
$
|
763
|
|
|
$
|
555
|
|
|
December 29,
2018 |
|
December 30,
2017 |
||||
|
(In millions)
|
||||||
Unearned revenue
|
$
|
11
|
|
|
$
|
85
|
|
Other
|
13
|
|
|
7
|
|
||
Total other current liabilities
|
$
|
24
|
|
|
$
|
92
|
|
|
December 29,
2018 |
|
December 30,
2017 |
||||
|
(In millions)
|
||||||
Beginning balance
|
$
|
85
|
|
|
$
|
22
|
|
Unearned revenue
|
132
|
|
|
104
|
|
||
Revenue recognized during the period
|
(186
|
)
|
|
(41
|
)
|
||
Other
|
(20
|
)
|
|
—
|
|
||
Ending balance
|
$
|
11
|
|
|
$
|
85
|
|
|
Total Fair
Value |
|
Cash and
Cash Equivalents |
|
Short-Term
Marketable Securities |
||||||
|
(In millions)
|
||||||||||
December 29, 2018
|
|
|
|
|
|
||||||
Cash
|
$
|
315
|
|
|
$
|
315
|
|
|
$
|
—
|
|
Level 1
(1) (2)
|
|
|
|
|
|
||||||
Government money market funds
|
$
|
275
|
|
|
$
|
275
|
|
|
$
|
—
|
|
Total level 1
|
$
|
275
|
|
|
$
|
275
|
|
|
$
|
—
|
|
Level 2
(1) (3)
|
|
|
|
|
|
||||||
Commercial paper
|
$
|
566
|
|
|
$
|
488
|
|
|
$
|
78
|
|
Total level 2
|
$
|
566
|
|
|
$
|
488
|
|
|
$
|
78
|
|
Total
|
$
|
1,156
|
|
|
$
|
1,078
|
|
|
$
|
78
|
|
|
Total Fair
Value |
|
Cash and
Cash Equivalents |
|
Short-Term
Marketable Securities |
||||||
|
(In millions)
|
||||||||||
December 30, 2017
|
|
|
|
|
|
||||||
Cash
|
$
|
108
|
|
|
$
|
108
|
|
|
$
|
—
|
|
Level 1
(1) (2)
|
|
|
|
|
|
||||||
Government money market funds
|
$
|
395
|
|
|
$
|
395
|
|
|
$
|
—
|
|
Total level 1
|
$
|
395
|
|
|
$
|
395
|
|
|
$
|
—
|
|
Level 2
(1) (3)
|
|
|
|
|
|
||||||
Commercial paper
|
$
|
682
|
|
|
$
|
682
|
|
|
$
|
—
|
|
Total level 2
|
$
|
682
|
|
|
$
|
682
|
|
|
$
|
—
|
|
Total
|
$
|
1,185
|
|
|
$
|
1,185
|
|
|
$
|
—
|
|
(1)
|
The Company did not have any transfers between Level 1 and Level 2 during
2018
and
2017
.
|
(2)
|
The Company’s Level 1 assets are valued using quoted prices for identical instruments in active markets.
|
(3)
|
The Company’s Level 2 assets are valued using broker reports that utilize quoted prices for identical instruments in markets that are not active or comparable instruments in active markets. 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 29, 2018
|
|
December 30, 2017
|
||||||||||||
|
Carrying
Amount
|
|
Estimated
Fair Value
|
|
Carrying
Amount
|
|
Estimated
Fair Value
|
||||||||
|
(In millions)
|
||||||||||||||
Short-term debt
|
$
|
136
|
|
|
$
|
136
|
|
|
$
|
70
|
|
|
$
|
70
|
|
Long-term debt, net
(1)
|
$
|
1,114
|
|
|
$
|
2,428
|
|
|
$
|
1,324
|
|
|
$
|
2,103
|
|
(1)
|
Carrying amounts of long-term debt are net of unamortized debt issuance costs of
$16 million
and
$19 million
as of
December 29, 2018
and
December 30, 2017
, respectively, and net of
$262 million
and
$286 million
unamortized debt discount associated with the
2.125%
Notes as of
December 29, 2018
and
December 30, 2017
, respectively.
|
|
Consolidated Statements of Operations and
Statements of Comprehensive Income (Loss) Location
|
2018
|
|
2017
|
||||
|
|
(In millions)
|
||||||
Foreign Currency Forward Contracts - gains (losses)
|
|
|
|
|
||||
Contracts designated as cash flow hedging instruments
|
|
|
|
|
||||
Other comprehensive income (loss)
|
|
$
|
(14
|
)
|
|
$
|
9
|
|
|
|
|
|
|
||||
Gains (losses) reclassified from OCI into income
|
Research and development
|
(4
|
)
|
|
7
|
|
||
Gains (losses) reclassified from OCI into income
|
Cost of sales; Marketing, general and administrative
|
(1
|
)
|
|
1
|
|
||
Total Gains (losses) reclassified from OCI into income
|
|
(5
|
)
|
|
8
|
|
||
Contracts not designated as hedging instruments
|
|
|
|
|
||||
Gains (losses) recognized in income
|
Other income (expense), net
|
$
|
(3
|
)
|
|
$
|
(3
|
)
|
|
|
December 29,
2018 |
|
December 30,
2017 |
||||
|
|
(In millions)
|
||||||
Foreign Currency Forward Contracts - gains (losses)
|
|
|
|
|
||||
Contracts designated as cash flow hedging instruments
|
|
$
|
(7
|
)
|
|
$
|
7
|
|
|
Year Ended
|
||||||||||||||||||||||
|
December 29, 2018
|
|
December 30, 2017
|
||||||||||||||||||||
|
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
|
$
|
—
|
|
|
$
|
6
|
|
|
$
|
6
|
|
|
$
|
(1
|
)
|
|
$
|
(4
|
)
|
|
$
|
(5
|
)
|
Unrealized gains (losses) arising during the period
|
—
|
|
|
(19
|
)
|
|
(19
|
)
|
|
1
|
|
|
17
|
|
|
18
|
|
||||||
Reclassification adjustment for gains realized and included in net income (loss)
|
—
|
|
|
5
|
|
|
5
|
|
|
—
|
|
|
(7
|
)
|
|
(7
|
)
|
||||||
Tax effect
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Total other comprehensive income (loss)
|
—
|
|
|
(14
|
)
|
|
(14
|
)
|
|
1
|
|
|
10
|
|
|
11
|
|
||||||
Ending balance
|
$
|
—
|
|
|
$
|
(8
|
)
|
|
$
|
(8
|
)
|
|
$
|
—
|
|
|
$
|
6
|
|
|
$
|
6
|
|
|
2018
|
|
2017
(1)
|
|
2016
(1)
|
||||||
|
(In millions)
|
||||||||||
Current:
|
|
|
|
|
|
||||||
U.S. Federal
|
$
|
12
|
|
|
$
|
(3
|
)
|
|
$
|
(2
|
)
|
U.S. State and Local
|
—
|
|
|
—
|
|
|
—
|
|
|||
Foreign National and Local
|
(17
|
)
|
|
37
|
|
|
21
|
|
|||
Total
|
(5
|
)
|
|
34
|
|
|
19
|
|
|||
Deferred:
|
|
|
|
|
|
||||||
U.S. Federal
|
—
|
|
|
(15
|
)
|
|
(1
|
)
|
|||
Foreign National and Local
|
(4
|
)
|
|
(1
|
)
|
|
21
|
|
|||
Total
|
(4
|
)
|
|
(16
|
)
|
|
20
|
|
|||
Provision (benefit) for income taxes
|
$
|
(9
|
)
|
|
$
|
18
|
|
|
$
|
39
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
(In millions)
|
||||||||||
U.S.
|
$
|
114
|
|
|
$
|
53
|
|
|
$
|
(609
|
)
|
Foreign
|
214
|
|
|
(68
|
)
|
|
150
|
|
|||
Total pre-tax income (loss) including equity loss in investee
|
$
|
328
|
|
|
$
|
(15
|
)
|
|
$
|
(459
|
)
|
|
December 29,
2018 |
|
December 30,
2017
(1)
|
||||
|
(In millions)
|
||||||
Deferred tax assets:
|
|
|
|
||||
Net operating loss carryovers
|
$
|
1,533
|
|
|
$
|
1,551
|
|
Inventory valuation
|
25
|
|
|
20
|
|
||
Accrued expenses not currently deductible
|
98
|
|
|
61
|
|
||
Acquired intangibles
|
76
|
|
|
102
|
|
||
Tax deductible goodwill
|
25
|
|
|
56
|
|
||
Federal and state tax credit carryovers
|
527
|
|
|
546
|
|
||
Foreign research and development ITC credits
|
370
|
|
|
391
|
|
||
Other
|
89
|
|
|
62
|
|
||
Total deferred tax assets
|
2,743
|
|
|
2,789
|
|
||
Less: valuation allowance
|
(2,580
|
)
|
|
(2,621
|
)
|
||
Total deferred tax assets, net of valuation allowance
|
163
|
|
|
168
|
|
||
Deferred tax liabilities:
|
|
|
|
||||
Discount of convertible notes
|
(54
|
)
|
|
(58
|
)
|
||
Undistributed foreign earnings
|
(94
|
)
|
|
(97
|
)
|
||
Other
|
(11
|
)
|
|
(13
|
)
|
||
Total deferred tax liabilities
|
(159
|
)
|
|
(168
|
)
|
||
Net deferred tax assets
|
$
|
4
|
|
|
$
|
—
|
|
|
December 29,
2018 |
|
December 30,
2017
(1)
|
||||
|
(In millions)
|
||||||
Deferred tax assets
|
$
|
15
|
|
|
$
|
11
|
|
Deferred tax liabilities
|
(11
|
)
|
|
(11
|
)
|
||
Net deferred tax assets
|
$
|
4
|
|
|
$
|
—
|
|
Carryforward
|
Federal
|
|
State /
Provincial
|
|
Expiration
|
||||
|
(In millions)
|
|
|
||||||
U.S.-net operating loss carryovers
|
$
|
7,140
|
|
|
$
|
317
|
|
|
2018 to 2037
|
U.S.-credit carryovers
|
$
|
372
|
|
|
$
|
219
|
|
|
2018 to 2037
|
Canada-net operating loss carryovers
|
$
|
17
|
|
|
$
|
17
|
|
|
2027 to 2028
|
Canada-credit carryovers
|
$
|
338
|
|
|
$
|
28
|
|
|
2023 to 2037
|
Other foreign net operating loss carryovers
|
$
|
44
|
|
|
N/A
|
|
|
various
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
(In millions)
|
||||||||||
Statutory federal income tax expense (benefit) at 21%, 35% and 35% rate
|
$
|
69
|
|
|
$
|
22
|
|
|
$
|
(160
|
)
|
State taxes, net of federal benefit
|
1
|
|
|
1
|
|
|
1
|
|
|||
Foreign (income) expense at other than U.S. rates
|
2
|
|
|
—
|
|
|
(1
|
)
|
|||
U.S. valuation allowance generated (utilized)
|
(93
|
)
|
|
15
|
|
|
201
|
|
|||
Credit monetization
|
(1
|
)
|
|
(20
|
)
|
|
(2
|
)
|
|||
Tax Reform Act taxes
|
13
|
|
|
—
|
|
|
—
|
|
|||
Provision (benefit) for income taxes
|
$
|
(9
|
)
|
|
$
|
18
|
|
|
$
|
39
|
|
|
2018
|
|
2017
(1)
|
|
2016
(1)
|
||||||
|
(In millions)
|
||||||||||
Balance at beginning of year
|
$
|
49
|
|
|
$
|
42
|
|
|
$
|
38
|
|
Increases for tax positions taken in prior years
|
1
|
|
|
7
|
|
|
3
|
|
|||
Decreases for tax positions taken in prior years
|
(1
|
)
|
|
(2
|
)
|
|
—
|
|
|||
Increases for tax positions taken in the current year
|
3
|
|
|
3
|
|
|
2
|
|
|||
Decreases for settlements with taxing authorities
|
(2
|
)
|
|
—
|
|
|
—
|
|
|||
Decreases for lapsing of the statute of limitations
|
(1
|
)
|
|
(1
|
)
|
|
(1
|
)
|
|||
Balance at end of year
|
$
|
49
|
|
|
$
|
49
|
|
|
$
|
42
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
(In millions, except per share amounts)
|
||||||||||
Numerator—Net income (loss):
|
|
|
|
|
|
||||||
Numerator for basic and diluted earnings (loss) per share
|
$
|
337
|
|
|
$
|
(33
|
)
|
|
$
|
(498
|
)
|
Denominator—Weighted average shares:
|
|
|
|
|
|
||||||
Denominator for basic earnings (loss) per share
|
982
|
|
|
952
|
|
|
835
|
|
|||
Effect of potentially dilutive shares:
|
|
|
|
|
|
||||||
Employee equity incentive plans and warrants
|
82
|
|
|
—
|
|
|
—
|
|
|||
Denominator for diluted earnings (loss) per share
|
1,064
|
|
|
952
|
|
|
835
|
|
|||
Earnings (loss) per share:
|
|
|
|
|
|
||||||
Basic
|
$
|
0.34
|
|
|
$
|
(0.03
|
)
|
|
$
|
(0.60
|
)
|
Diluted
|
$
|
0.32
|
|
|
$
|
(0.03
|
)
|
|
$
|
(0.60
|
)
|
|
December 29,
2018 |
|
December 30,
2017 |
||||
|
(In millions)
|
||||||
6.75% Notes
|
$
|
66
|
|
|
$
|
166
|
|
7.50% Notes
|
337
|
|
|
347
|
|
||
7.00% Notes
|
250
|
|
|
311
|
|
||
2.125% Notes
|
805
|
|
|
805
|
|
||
Secured Revolving Line of Credit
|
70
|
|
|
70
|
|
||
Total debt (principal amount)
|
1,528
|
|
|
1,699
|
|
||
Unamortized debt discount associated with 2.125% Notes
|
(262
|
)
|
|
(286
|
)
|
||
Unamortized debt issuance costs
|
(16
|
)
|
|
(19
|
)
|
||
Other
|
—
|
|
|
1
|
|
||
Total debt (net)
|
1,250
|
|
|
1,395
|
|
||
Less: current portion
|
(136
|
)
|
|
(70
|
)
|
||
Total debt, less current portion
|
$
|
1,114
|
|
|
$
|
1,325
|
|
|
December 29,
2018 |
December 30,
2017 |
||||
|
(In millions)
|
|||||
Principal amounts:
|
|
|
||||
Principal
|
$
|
805
|
|
$
|
805
|
|
Unamortized debt discount
(1)
|
(262
|
)
|
(286
|
)
|
||
Unamortized debt issuance costs
|
(11
|
)
|
(12
|
)
|
||
Net carrying amount
|
$
|
532
|
|
$
|
507
|
|
Carrying amount of the equity component, net
(2)
|
$
|
305
|
|
$
|
305
|
|
(1)
|
Included in the consolidated balance sheets within Long-term debt, net and amortized over the remaining life of the notes using the effective interest rate method.
|
(2)
|
Included in the consolidated balance sheets within additional paid-in capital, net of
$9 million
in equity issuance costs.
|
|
December 29,
2018 |
|
December 30,
2017 |
||||
|
(In millions)
|
||||||
Contractual interest expense
|
$
|
17
|
|
|
$
|
17
|
|
Interest cost related to amortization of debt issuance costs
|
1
|
|
|
2
|
|
||
Interest cost related to amortization of the debt discount
|
$
|
24
|
|
|
$
|
22
|
|
•
|
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.
|
•
|
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.
|
|
Term Debt
(Principal only)
|
||
|
(In millions)
|
||
2019
|
$
|
66
|
|
2020
|
—
|
|
|
2021
|
—
|
|
|
2022
|
337
|
|
|
2023
|
—
|
|
|
2024 and thereafter
|
1,055
|
|
|
Total
|
$
|
1,458
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
(In millions)
|
||||||||||
Interest income
|
$
|
18
|
|
|
$
|
6
|
|
|
$
|
2
|
|
Gain on sale of 85% ATMP JV
|
—
|
|
|
3
|
|
|
146
|
|
|||
Loss on debt redemption
|
(12
|
)
|
|
(12
|
)
|
|
(68
|
)
|
|||
Other
|
(6
|
)
|
|
(6
|
)
|
|
—
|
|
|||
Other income (expense), net
|
$
|
—
|
|
|
$
|
(9
|
)
|
|
$
|
80
|
|
•
|
the Computing and Graphics segment, which primarily includes desktop and notebook processors and chipsets, discrete and integrated graphics processing units (GPUs), professional GPUs and licensing portions of its IP portfolio; and
|
•
|
the Enterprise, Embedded and Semi-Custom segment, which primarily includes server and embedded processors, semi-custom System-on-Chip (SoC) products, development services, technology for game consoles and licensing portions of its IP portfolio.
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
(In millions)
|
||||||||||
Net revenue:
|
|
|
|
|
|
||||||
Computing and Graphics
|
$
|
4,125
|
|
|
$
|
2,977
|
|
|
$
|
1,988
|
|
Enterprise, Embedded and Semi-Custom
|
2,350
|
|
|
2,276
|
|
|
2,331
|
|
|||
Total net revenue
|
$
|
6,475
|
|
|
$
|
5,253
|
|
|
$
|
4,319
|
|
Operating income (loss):
|
|
|
|
|
|
||||||
Computing and Graphics
|
$
|
470
|
|
|
$
|
92
|
|
|
$
|
(243
|
)
|
Enterprise, Embedded and Semi-Custom
|
163
|
|
|
132
|
|
|
287
|
|
|||
All Other
|
(182
|
)
|
|
(97
|
)
|
|
(417
|
)
|
|||
Total operating income (loss)
|
$
|
451
|
|
|
$
|
127
|
|
|
$
|
(373
|
)
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
(In millions)
|
||||||||||
Operating loss:
|
|
|
|
|
|
||||||
Stock-based compensation expense
|
$
|
(137
|
)
|
|
$
|
(97
|
)
|
|
$
|
(86
|
)
|
Restructuring and other special charges, net
|
—
|
|
|
—
|
|
|
10
|
|
|||
Impairment of technology licenses
|
(45
|
)
|
|
—
|
|
|
—
|
|
|||
Charge related to the WSA Sixth Amendment
|
—
|
|
|
—
|
|
|
(340
|
)
|
|||
Other
|
—
|
|
|
—
|
|
|
(1
|
)
|
|||
Total operating loss
|
$
|
(182
|
)
|
|
$
|
(97
|
)
|
|
$
|
(417
|
)
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
(In millions)
|
||||||||||
United States
|
$
|
1,327
|
|
|
$
|
1,360
|
|
|
$
|
922
|
|
Europe
|
470
|
|
|
263
|
|
|
154
|
|
|||
China (including Taiwan)
|
2,516
|
|
|
1,712
|
|
|
1,153
|
|
|||
Singapore
|
728
|
|
|
550
|
|
|
569
|
|
|||
Japan
|
1,225
|
|
|
1,215
|
|
|
1,456
|
|
|||
Other countries
|
209
|
|
|
153
|
|
|
65
|
|
|||
Total sales to external customers
|
$
|
6,475
|
|
|
$
|
5,253
|
|
|
$
|
4,319
|
|
|
2018
|
|
2017
|
||||
|
(In millions)
|
||||||
United States
|
$
|
232
|
|
|
$
|
200
|
|
Malaysia
|
3
|
|
|
5
|
|
||
China
|
17
|
|
|
7
|
|
||
Singapore
|
29
|
|
|
22
|
|
||
Other countries
|
67
|
|
|
27
|
|
||
Total long-lived assets
|
$
|
348
|
|
|
$
|
261
|
|
|
2018
|
|
2017
|
|
2016
|
|||
Customer A
|
19
|
%
|
|
23
|
%
|
|
33
|
%
|
Customer B
|
11
|
%
|
|
15
|
%
|
|
16
|
%
|
Customer C
|
7
|
%
|
|
6
|
%
|
|
10
|
%
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
(In millions)
|
||||||||||
Cost of sales
|
$
|
4
|
|
|
$
|
2
|
|
|
$
|
2
|
|
Research and development
|
91
|
|
|
57
|
|
|
49
|
|
|||
Marketing, general, and administrative
|
42
|
|
|
38
|
|
|
35
|
|
|||
Total stock-based compensation expense, net of tax of $0
|
$
|
137
|
|
|
$
|
97
|
|
|
$
|
86
|
|
|
2018
|
|
2017
|
|
2016
|
|||
Expected volatility
|
51.51% - 60.46%
|
|
|
57.26
|
%
|
|
62.33
|
%
|
Risk-free interest rate
|
2.20% - 2.83%
|
|
|
1.68
|
%
|
|
1.02
|
%
|
Expected dividends
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
Expected life (in years)
|
3.92 - 3.94
|
|
|
3.92
|
|
|
3.98
|
|
|
Outstanding Number
of Shares |
|
Weighted-
Average
Exercise
Price
|
|
Aggregate Intrinsic Value
|
|
Weighted-Average Remaining Contractual Life (in years)
|
|||||
|
(In millions, except share price)
|
|
|
|||||||||
Balance as of December 30, 2017
|
17
|
|
|
$
|
4.32
|
|
|
$
|
104
|
|
|
3.75
|
Granted
|
1
|
|
|
$
|
18.35
|
|
|
|
|
|
||
Canceled
|
—
|
|
|
$
|
8.93
|
|
|
|
|
|
||
Exercised
|
(5
|
)
|
|
$
|
4.65
|
|
|
|
|
|
||
Balance as of December 29, 2018
|
13
|
|
|
$
|
5.33
|
|
|
$
|
152
|
|
|
3.49
|
Exercisable December 29, 2018
|
11
|
|
|
$
|
3.64
|
|
|
$
|
145
|
|
|
3.15
|
|
Number
of Shares
|
|
Weighted-
Average
Fair Value
|
|||
|
(In millions except share price)
|
|||||
Unvested shares as of December 30, 2017
|
35
|
|
|
$
|
6.60
|
|
Granted
|
15
|
|
|
$
|
14.81
|
|
Forfeited
|
(2
|
)
|
|
$
|
8.74
|
|
Vested
|
(22
|
)
|
|
$
|
4.46
|
|
Unvested shares as of December 29, 2018
|
26
|
|
|
$
|
13.14
|
|
|
2018
|
|
2017
|
|
2016
|
|||
Stock price at valuation date
|
$12.02 - $32.72
|
|
$12.83
|
|
$5.14
|
|||
Expected volatility
|
63.77% - 67.97%
|
|
|
64.39
|
%
|
|
57.83
|
%
|
Risk-free interest rate
|
2.06% - 2.82%
|
|
|
1.50
|
%
|
|
0.88
|
%
|
Expected dividends
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
Expected term (in years)
|
2.48 - 3.00
|
|
|
3.00
|
|
|
3.07
|
|
|
2018
|
|
2017
|
||
Expected volatility
|
45.88% - 66.66%
|
|
|
56.07
|
%
|
Risk-free interest rate
|
2.05% - 2.52%
|
|
|
1.36
|
%
|
Expected dividends
|
—
|
%
|
|
—
|
%
|
Expected term (in years)
|
0.49 - 0.50
|
|
|
0.49
|
|
Year
|
Operating
leases
|
||
|
(In millions)
|
||
2019
|
$
|
54
|
|
2020
|
48
|
|
|
2021
|
43
|
|
|
2022
|
40
|
|
|
2023
|
35
|
|
|
2024 and thereafter
|
102
|
|
|
Total non-cancellable operating lease commitments
|
$
|
322
|
|
Year
|
Unconditional purchase obligations
|
||
|
(In millions)
|
||
2019
|
$
|
335
|
|
2020
|
70
|
|
|
2021
|
54
|
|
|
2022
|
37
|
|
|
2023
|
2
|
|
|
2024 and thereafter
|
—
|
|
|
Total unconditional purchase commitments
|
$
|
498
|
|
|
December 29,
2018 |
|
December 30,
2017 |
||||
|
(In millions)
|
||||||
Beginning balance
|
$
|
12
|
|
|
$
|
12
|
|
New warranties issued during the period
|
27
|
|
|
25
|
|
||
Settlements during the period
|
(28
|
)
|
|
(21
|
)
|
||
Changes in liability for pre-existing warranties during the period, including expirations
|
2
|
|
|
(4
|
)
|
||
Ending balance
|
$
|
13
|
|
|
$
|
12
|
|
|
(In millions, except per share amounts)
|
||||||||||||||||||||||||||||||
|
2018
|
|
2017
|
||||||||||||||||||||||||||||
|
Dec. 29
|
|
Sep. 29
|
|
June 30
|
|
Mar. 31
|
|
Dec. 30
|
|
Sep. 30
|
|
July 1
|
|
April 1
|
||||||||||||||||
Net revenue
|
$
|
1,419
|
|
|
$
|
1,653
|
|
|
$
|
1,756
|
|
|
$
|
1,647
|
|
|
$
|
1,340
|
|
|
$
|
1,584
|
|
|
$
|
1,151
|
|
|
$
|
1,178
|
|
Cost of sales
|
882
|
|
|
992
|
|
|
1,104
|
|
|
1,050
|
|
|
888
|
|
|
1,013
|
|
|
765
|
|
|
800
|
|
||||||||
Gross margin
|
537
|
|
|
661
|
|
|
652
|
|
|
597
|
|
|
452
|
|
|
571
|
|
|
386
|
|
|
378
|
|
||||||||
Research and development
|
371
|
|
|
363
|
|
|
357
|
|
|
343
|
|
|
320
|
|
|
320
|
|
|
285
|
|
|
271
|
|
||||||||
Marketing, general and administrative
|
138
|
|
|
148
|
|
|
142
|
|
|
134
|
|
|
134
|
|
|
132
|
|
|
127
|
|
|
123
|
|
||||||||
Licensing gain
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(25
|
)
|
|
(27
|
)
|
||||||||
Operating income (loss)
|
28
|
|
|
150
|
|
|
153
|
|
|
120
|
|
|
(2
|
)
|
|
119
|
|
|
(1
|
)
|
|
11
|
|
||||||||
Interest expense
|
(29
|
)
|
|
(30
|
)
|
|
(31
|
)
|
|
(31
|
)
|
|
(31
|
)
|
|
(31
|
)
|
|
(32
|
)
|
|
(32
|
)
|
||||||||
Other income (expense), net
|
4
|
|
|
(6
|
)
|
|
1
|
|
|
1
|
|
|
2
|
|
|
(3
|
)
|
|
(3
|
)
|
|
(5
|
)
|
||||||||
Income (loss) before income taxes
|
3
|
|
|
114
|
|
|
123
|
|
|
90
|
|
|
(31
|
)
|
|
85
|
|
|
(36
|
)
|
|
(26
|
)
|
||||||||
Provision (benefit) for income taxes
|
(35
|
)
|
|
12
|
|
|
6
|
|
|
8
|
|
|
(12
|
)
|
|
22
|
|
|
3
|
|
|
5
|
|
||||||||
Equity loss in investee
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
(1
|
)
|
|
—
|
|
|
(2
|
)
|
|
(3
|
)
|
|
(2
|
)
|
||||||||
Net income (loss)
|
38
|
|
|
102
|
|
|
116
|
|
|
81
|
|
|
(19
|
)
|
|
61
|
|
|
(42
|
)
|
|
(33
|
)
|
||||||||
Earnings (loss) per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Basic
|
$
|
0.04
|
|
|
$
|
0.10
|
|
|
$
|
0.12
|
|
|
$
|
0.08
|
|
|
$
|
(0.02
|
)
|
|
$
|
0.06
|
|
|
$
|
(0.04
|
)
|
|
$
|
(0.04
|
)
|
Diluted
|
$
|
0.04
|
|
|
$
|
0.09
|
|
|
$
|
0.11
|
|
|
$
|
0.08
|
|
|
$
|
(0.02
|
)
|
|
$
|
0.06
|
|
|
$
|
(0.04
|
)
|
|
$
|
(0.04
|
)
|
Shares used in per share calculation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Basic
|
1,002
|
|
|
987
|
|
|
972
|
|
|
968
|
|
|
965
|
|
|
957
|
|
|
945
|
|
|
939
|
|
||||||||
Diluted
|
1,079
|
|
|
1,076
|
|
|
1,147
|
|
|
1,039
|
|
|
965
|
|
|
1,042
|
|
|
945
|
|
|
939
|
|
(1)
|
Prior year amounts adjusted to reflect the retrospective application of ASU 2014-09,
Revenue from Contracts with Customers
. Refer to Note 2 Summary of Significant Accounting Policies.
|
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
|
|
|
||
|
|
|
|
||
|
3.2
|
|
|
||
|
|
|
|
||
|
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
|
|
|
||
|
|
|
|
||
|
4.3
|
|
|
||
|
|
|
|
||
|
4.4
|
|
|
||
|
|
|
|
||
|
4.5
|
|
|
||
|
|
|
|
||
|
4.6
|
|
|
||
|
|
|
|
||
|
4.7
|
|
|
||
|
|
|
|
||
|
4.8
|
|
|
|
|
|
|
|
|
4.9
|
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4.10
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4.11
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|
*10.1
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*10.2
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*10.3
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*10.4
|
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||
|
*10.5
|
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|
*10.6
|
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*10.7
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|
*10.8
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|
*10.9
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*10.10
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*10.11
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*10.12
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|
*10.13
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*10.14
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|
*10.15
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*10.16
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*10.17
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*10.18
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|
*10.19
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|
*10.20
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*10.21
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|
*10.22
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|
*10.23
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*10.24
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|
*10.25
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|
*10.26
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|
*10.27
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|
*10.28
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|
*10.29
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|
*10.30
|
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|
*10.31
|
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|
*10.32
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|
*10.33
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|
|
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|
*10.34
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|
|
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|
*10.35
|
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|
*10.36
|
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|
*10.37
|
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|
*10.38
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|
*10.39
|
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|
*10.40
|
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|
*10.41
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*10.42
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10.43
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10.44
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10.45
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|
**10.46
|
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**10.47
|
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|
**10.48
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**10.49
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10.50
|
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|
**10.51
|
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10.52
|
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10.53
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10.54
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10.55
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10.56
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10.57
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|
**10.58
|
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*10.59
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*10.60
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*10.61
|
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*10.62
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*10.63
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10.64
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*10.65
|
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*10.66
|
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*10.67
|
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10.68
|
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10.69
|
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|
*10.70
|
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*10.71
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*10.72
|
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*10.73
|
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*10.74
|
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10.75
|
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|
**10.76
|
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*10.77
|
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|
*10.78
|
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|
*10.79
|
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|
10.80
|
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|
10.81
|
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|
10.82
|
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|
10.83
|
|
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|
10.84
|
|
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|
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|
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|
**10.85
|
|
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|
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|
10.86
|
|
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|
|
|
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|
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|
*10.87
|
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|
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|
*10.88
|
|
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|
|
|
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|
*10.89
|
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|
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|
10.90
|
|
|
|
|
|
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|
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|
*10.91
|
|
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|
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|
|
*10.92
|
|
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|
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|
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|
*10.93
|
|
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|
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|
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|
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|
*10.94
|
|
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|
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|
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|
10.95
|
|
|
|
|
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|
|
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|
10.96
|
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|
|
|
|
|
|
|
10.97
|
|
|
|
|
|
|
|
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|
*10.98
|
|
|
|
|
|
|
|
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|
*10.99
|
|
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|
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|
|
|
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|
*10.100
|
|
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|
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|
|
|
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|
*10.101
|
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|
*10.102
|
|
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|
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|
*10.103
|
|
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|
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|
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|
*10.104
|
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|
*10.105
|
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|
21
|
|
|
|
|
|
|
|
|
|
23
|
|
|
|
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|
|
24
|
|
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|
|
|
|
|
|
|
31.1
|
|
|
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|
|
|
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|
31.2
|
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|
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|
|
|
|
|
32.1
|
|
|
|
|
|
|
|
|
|
32.2
|
|
|
|
|
|
|
|
|
101.INS
|
|
|
XBRL Instance Document
|
|
|
|
|
|
|
101.SCH
|
|
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
|
|
|
101.CAL
|
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
|
|
|
101.DEF
|
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
|
|
|
101.LAB
|
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
|
|
|
101.PRE
|
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
ITEM 16.
|
FORM 10-K SUMMARY
|
February 8, 2019
|
A
DVANCED
M
ICRO
D
EVICES
, I
NC
.
|
|
|
|
|
|
By:
|
/s/
Devinder Kumar
|
|
|
Devinder Kumar
|
|
|
Senior Vice President, Chief Financial Officer, and Treasurer
|
*By:
|
/s/Devinder Kumar
|
|
Devinder Kumar, Attorney-in-Fact
|
Participant:
|
|
|
|
||
|
|
|
|||
Employee ID:
|
|
|
|||
|
|
|
|||
Grant Date:
|
|
|
|||
|
|
|
|||
Exercise Price per Share:
|
|
$
|
|||
|
|
|
|||
Total Exercise Price:
|
|
$
|
|||
|
|
|
|||
Total Number of Shares
Subject to the Option: |
|
|
|||
|
|
|
|||
Expiration Date:
|
|
|
|
||
|
|
|
|||
Type of Option:
|
|
Non-Qualified Stock Option
|
|
||
|
|
|
|||
Vesting Schedule:
|
|
[To be specified in individual agreements], subject to Participant continuing to be an active Service Provider through each applicable vesting date.
|
|||
|
|
|
(a)
|
withholding from your wages or other cash compensation paid to you by the Company and/or the Employer;
|
(b)
|
withholding from the proceeds of the sale of Shares acquired upon exercise of the Option, either through a voluntary sale (specifically including where you exercise this Option in accordance with Section 3(b) above) or through a mandatory sale arranged by the Company (on your behalf pursuant to this authorization) without your further consent or direction;
|
(c)
|
withholding in Shares to be issued upon exercise of the Options; or
|
(d)
|
requiring you to make a payment in cash by certified check or wire transfer.
|
•
|
your Data to be transferred 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;
|
•
|
the Company, its Plan broker and any other possible recipients which may assist the Company (presently or in the future) with implementing, administering and managing the Plan, to receive, possess, use, retain and transfer your Data, in electronic or other form, for the sole purpose of implementing, administering and managing your participation in the Plan; and
|
•
|
your Data to be held only as long as is necessary to implement, administer and manage your participation in the Plan.
|
Participant:
|
|
|
|
|
|
|
|
Employee ID:
|
|
|
|
|
|
|
|
Grant Date:
|
|
|
|
|
|
|
|
Target Number of PRSUs:
|
|
|
|
|
|
|
|
Performance Period:
|
|
|
|
|
|
|
|
Intended Award Value:
|
|
|
|
|
|
|
|
EPS Performance Period:
|
|
|
|
|
|
|
|
Vesting Date:
|
|
|
|
|
|
|
|
Settlement Date:
|
|
|
|
6.
|
Other Terms and Conditions
.
|
7.
|
Nature of Grant
. In accepting this Award, you acknowledge, understand and agree that:
|
•
|
your Data to be transferred 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;
|
•
|
the Company, its Plan broker and any other possible recipients which may assist the Company (presently or in the future) with implementing, administering and managing the Plan, to receive, possess, use, retain and transfer your Data, in electronic or other form, for the sole purpose of implementing, administering and managing your participation in the Plan; and
|
•
|
your Data to be held only as long as is necessary to implement, administer and manage your participation in the Plan.
|
Participant:
|
|
|
|
|
|
Employee ID:
|
|
|
|
|
|
Grant Date:
|
|
|
|
|
|
Number of Restricted Stock Units:
|
|
|
|
|
|
Vesting Schedule:
|
|
[To be specified in individual agreements], subject to Participant continuing to be an active Service Provider through each applicable vesting date.
|
(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 issuable or issued to you upon vesting and/or settlement of the RSUs either through a voluntary sale or through a mandatory sale arranged by the Company (on your behalf pursuant to this authorization without your further consent or direction); or
|
(c)
|
withholding in Shares to be issued upon vesting and/or settlement of the RSUs; or
|
(d)
|
requiring you to make a payment in cash by certified check or wire transfer.
|
•
|
your Data to be transferred 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 that the recipients’ country (
e.g.
, the United States) may have different data privacy laws and protections than your country. the Company, its Plan broker and any other possible recipients which may assist the Company (presently or in the future) with implementing, administering and managing the Plan, to receive, possess, use, retain and transfer your Data, in electronic or other form, for the sole purpose of implementing, administering and managing your participation in the Plan; and
|
•
|
your Data to be held only as long as is necessary to implement, administer and manage your participation in the Plan.
|
(a)
|
You are acting contrary to the long-term interests of the Company if you fail to comply with any agreement or undertaking regarding inventions, intellectual property rights, and/or proprietary or confidential information or material that you signed or otherwise agreed to in favor of the Company.
|
(b)
|
You are acting contrary to the long-term interests of the Company if, during the restricted period set forth below, you engage in any of following activities in, or directed into, any State, possession or territory of the United States of America or any country in which the Company operates, sells products or does business:
|
(i)
|
while employed by the Company, you render services to or otherwise directly or indirectly engage in or assist, any Competitive Organization or Business;
|
(ii)
|
while employed by the Company or at any time thereafter, without the prior written consent of the CLRC, you (A) use any confidential information or trade secrets of the Company to render services to or otherwise engage in or assist any Competitive Organization or Business or (B) solicit away or attempt to solicit away any customer or supplier of the Company if in doing so, you use or disclose any of the Company’s confidential information or trade secrets;
|
(iii)
|
while employed by the Company or during a period of twelve (12) months thereafter, without the prior written consent of the Board, you carry on any business or activity (whether directly or indirectly, as a partner, shareholder, principal, agent, director, affiliate, employee or consultant) that is a Competitive Organization or Business (as conducted now or during the term of this Agreement);
|
(iv)
|
while employed by the Company or during the period of twelve (12) months thereafter, without the prior written consent of the Board, you solicit away or influence or attempt to influence or solicit away any client, customer or other person either directly or indirectly to direct his/her or its purchase of the Company’s products and/or services to any Competitive Organization or Business; or
|
(v)
|
while employed by the Company or during a period of twelve (12) months thereafter, without the prior written consent of the Board, you solicit or influence or attempt to influence or solicit any person employed by the Company or any consultant then retained by the Company to terminate or otherwise cease his/her employment or consulting relationship with the Company or become an
|
(c)
|
If the Company determines, in its sole and absolute discretion, that: (i) you have violated any of the requirements set forth in Section 27(a) above or (ii) you have engaged in any Activities Against the Company’s Interest (the date on which such violation or activity first occurred being referred to as the “
Trigger Date
”), then the Company will, in its sole and absolute discretion, impose a Termination, Rescission and/or Recapture of any or all of the RSUs, Shares issued or issuable pursuant to the RSUs, or the proceeds you received therefrom, provided, that such Termination, Rescission and/or Recapture shall not apply to the RSUs to the extent that such RSUs vested earlier than one year prior to the Trigger Date. Within ten days after receiving notice from the Company that Rescission or Recapture is being imposed on any RSU, you shall deliver to the Company the Shares acquired pursuant to the RSUs, or, if you have sold such Shares, the gain realized, or payment received as a result of the rescinded payment or delivery. Any payment by you to the Company pursuant to this Section 27(c) shall be made either in cash or by returning to the Company the number of Shares that you received in connection with the rescinded payment or delivery. It shall not be a basis for Termination, Rescission or Recapture if after your termination of employment, you purchase, as an investment or otherwise, stock or other securities of a Competitive Organization or Business, so long as (x) such stock or other securities are listed upon a recognized securities exchange or traded over-the-counter, and (y) such investment does not represent more than a one percent equity interest in the organization or business.
|
(d)
|
Upon payment or delivery of Shares pursuant to the RSUs, you shall, if requested by the Company, certify on a form acceptable to the Company that you are in compliance with the terms and conditions of this Agreement and, if you are no longer a Service Provider, shall state the name and address of your then-current employer or any entity for which you perform business services and your title, and shall identify any organization or business in which you own a greater-than-one-percent equity interest.
|
(e)
|
Notwithstanding the foregoing provisions of this Section 27, in exceptional cases, the Company has sole and absolute discretion not to require Termination, Rescission and/or Recapture, and its determination not to require Termination, Rescission and/or Recapture with respect to any particular act by you or the RSUs shall not in any way reduce or eliminate the Company’s authority to require Termination, Rescission and/or Recapture with respect to any other act by you or other equity awards.
|
(f)
|
Nothing in this Section 27 shall be construed to impose obligations on you to refrain from engaging in lawful competition with the Company after the termination of employment. For the avoidance of doubt, you acknowledge that this Section 27(f) shall not limit or supersede any other agreement between you and the Company concerning restrictive covenants.
|
(g)
|
All administrative and discretionary authority given to the Company under this Section 27 shall be exercised by the Compensation Committee of the Board, or an executive officer of the Company as the Compensation Committee may designate from time to time.
|
(h)
|
Notwithstanding any provision of this Section 27, if any provision of this Section 27 is determined to be unenforceable or invalid under any Applicable Laws, such provision will be applied to the maximum extent permitted by Applicable Laws, and shall automatically be deemed amended in a manner consistent with its objectives to the extent necessary to conform to any limitations required under Applicable Laws.
|
(i)
|
Notwithstanding the foregoing, this Section 27 shall not be applicable to you from and after your termination of employment if such termination of employment occurs after a Change of Control.
|
|
|
|
Domestic Subsidiaries
|
|
State or Jurisdiction Which
Incorporated or Organized
|
Advanced Micro Ltd.*
|
|
California
|
AMD Corporation
|
|
California
|
HiAlgo Inc.
|
|
California
|
AMD Advanced Research LLC
|
|
Delaware
|
AMD (EMEA) LTD.
|
|
Delaware
|
AMD Far East Ltd.
|
|
Delaware
|
AMD International Sales & Service, Ltd.
|
|
Delaware
|
AMD Latin America Ltd.
|
|
Delaware
|
SeaMicro, Inc.
|
|
Delaware
|
|
|
|
Foreign Subsidiaries
|
|
|
ATI International SRL
(1)
|
|
Barbados
|
ATI Technologies (Bermuda) Limited
(1)
|
|
Bermuda
|
Advanced Micro Devices Belgium N.V.
(2)
|
|
Belgium
|
AMD South America LTDA
(3)
|
|
Brazil
|
1252986 Alberta ULC
|
|
Canada
|
ATI Technologies ULC
(4)
|
|
Canada
|
Advanced Micro Devices (China) Co. Ltd.
|
|
China
|
Advanced Micro Devices (Shanghai) Co. Ltd.
(5)
|
|
China
|
AMD Products (China) Co., Ltd
(5)
|
|
China
|
AMD Technology Development (Beijing) Co., Ltd.
(6)
|
|
China
|
Chengdu Haiguang Microelectronics Technology Co., Ltd.
(7)
|
|
China
|
Advanced Micro Devices S.A.S.
|
|
France
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Advanced Micro Devices GmbH
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Germany
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AMD 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 Global Services (M) Sdn. Bhd.
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Malaysia
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ATI Technologies (L) Inc.
(9)
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Malaysia
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Advanced Micro Devices Malaysia Ltd.
(10)
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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)
|
100% owned by ATI Technologies ULC
|
(2)
|
99.9952% owned by Advanced Micro Devices, Inc., .0048% owned by AMD International Sales & Service, Ltd.
|
(3)
|
99.9% owned by AMD International Sales & Service, Ltd., 0.1% owned by AMD Far East Ltd.
|
(4)
|
Subsidiary of 1252986 Alberta ULC.
|
(5)
|
Subsidiary of Advanced Micro Devices (China) Co. Ltd.
|
(6)
|
51% owned by Advanced Micro Devices, Inc., 49% owned by Advanced Micro Devices (China) Co. Ltd.
|
(7)
|
51% owned by Advanced Micro Devices, Inc.
|
(8)
|
47.18% owned by ATI Technologies ULC, 52.82% owned by Advanced Micro Devices, Inc., less than 0.01% owned by 1252986 Alberta ULC and AMD Far East Ltd.
|
(9)
|
Subsidiary of ATI Technologies (Bermuda) Limited
|
(10)
|
Subsidiary of ATI Technologies (L) Inc.
|
•
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Registration Statement on Form S-8 (No. 333- 166616) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan;
|
•
|
Registration Statement on Form S-8 (No. 333-159367) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan;
|
•
|
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;
|
•
|
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;
|
•
|
Registration Statement on Form S-8 (No. 333-145187) pertaining to the Advanced Micro Devices, Inc. 2000 Employee Stock Purchase Plan;
|
•
|
Registration Statement on Form S-8 (No. 333-115474) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan;
|
•
|
Registration Statement on Form S-8 (No. 33-55107) pertaining to the Advanced Micro Devices, Inc. 1992 Stock Incentive Plan;
|
•
|
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;
|
•
|
Registration Statements on Forms S-8 (Nos. 333-04797 and 333-57525) pertaining to the Advanced Micro Devices, Inc. 1996 Stock Incentive Plan;
|
•
|
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;
|
•
|
Registration Statement on Form S-8 (No. 333-68005) pertaining to the Advanced Micro Devices, Inc. 1998 Stock Incentive Plan;
|
•
|
Registration Statements on Form S-8 (Nos. 333-55052 and 333-74896) pertaining to the Advanced Micro Devices, Inc. 2000 Stock Incentive Plan;
|
•
|
Registration Statement on Form S-8 (No. 333-108217) pertaining to the Advanced Micro Devices, Inc. 2000 Employee Stock Purchase Plan;
|
•
|
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;
|
•
|
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;
|
•
|
Registration Statements on Forms S-8 (Nos. 333-77495 and 333-33855) pertaining to the Advanced Micro Devices, Inc. 1991 Stock Purchase Plan;
|
•
|
Registration Statement on Form S-4 (No. 333-170527) pertaining to senior notes issued by Advanced Micro Devices, Inc.;
|
•
|
Registration Statement on Form S-4 (No. 333-187768) pertaining to senior notes issued by Advanced Micro Devices, Inc.;
|
•
|
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.;
|
•
|
Registration Statement on Form S-3 (No. 333-157640) pertaining to common stock issued or issuable by Advanced Micro Devices, Inc.;
|
•
|
Registration Statement on Form S-3 (No. 333-147426) pertaining to common stock issued or issuable by Advanced Micro Devices, Inc.;
|
•
|
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.;
|
•
|
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.;
|
•
|
Registration Statement on Form S-8 (No. 333-180320) pertaining to SeaMicro, Inc. Amended and Restated 2007 Equity Incentive Plan; and
|
•
|
Registration Statement on Form S-8 (No. 333-181451) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan;
|
•
|
Registration Statement on Form S-8 (No. 333- 190039) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan.
|
•
|
Registration Statement on Form S-8 (No. 333-195984) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan
|
•
|
Registration Statement on Form S-8 (No. 333- 204166) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan
|
•
|
Registration Statement on Form S-4 (No. 333-197806) pertaining to senior notes issued by Advanced Micro Devices, Inc.
|
•
|
Registration Statement on Form S-8 (No. 333-211438) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan
|
•
|
Registration Statement on Form S-3 (No. 333-215279) pertaining to common stock issued or issuable by Advanced Micro Devices, Inc.;
|
•
|
Registration Statement on Form S-3 (No. 333-213513) pertaining to convertible senior notes and common stock issued or issuable by Advanced Micro Devices, Inc.;
|
•
|
Post-Effective Amendment No. 1 to Registration Statement on Form S-8 (No. 333-204166) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan
|
•
|
Registration Statement on Form S-8 (No. 333-217784) pertaining to the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan and 2017 Employee Stock Purchase Plan
|
Signature
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Title
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Date
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/s/Lisa T. Su
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President and Chief Executive Officer, Director
|
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February 8, 2019
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Lisa T. Su
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/s/Devinder Kumar
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|
Senior Vice President, Chief Financial Officer and Treasurer
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February 8, 2019
|
Devinder Kumar
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/s/Darla Smith
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Corporate Vice President, Chief Accounting Officer
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February 8, 2019
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Darla Smith
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/s/John E. Caldwell
|
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Director, Chairman of the Board
|
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February 7, 2019
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John E. Caldwell
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/s/Nora M. Denzel
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Director
|
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February 6, 2019
|
Nora M. Denzel
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/s/Mark Durcan
|
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Director
|
|
February 7, 2019
|
Mark Durcan
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/s/Joseph A. Householder
|
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Director
|
|
February 6, 2019
|
Joseph A. Householder
|
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/s/Michael J. Inglis
|
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Director
|
|
February 6, 2019
|
Michael J. Inglis
|
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/s/John W. Marren
|
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Director
|
|
February 7, 2019
|
John W. Marren
|
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/s/Abhi Y. Talwalkar
|
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Director
|
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February 6, 2019
|
Abhi Y. Talwalkar
|
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/s/Ahmed Yahia
|
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Director
|
|
February 6, 2019
|
Ahmed Yahia
|
|
|
Date: February 8, 2019
|
|
|
|
/s/Lisa T. Su
|
|
|
Lisa T. Su
President and Chief Executive Officer
(Principal Executive Officer)
|
|
Date: February 8, 2019
|
|
|
|
/s/Devinder Kumar
|
|
|
Devinder Kumar
Senior Vice President,
Chief Financial Officer and Treasurer
(Principal Financial Officer)
|
|
(i.)
|
the Annual Report on Form 10-K of the Company for the period ended December 29, 2018 (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
|
(ii.)
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date: February 8, 2019
|
|
|
|
/s/Lisa T. Su
|
|
|
Lisa T. Su
President and Chief Executive Officer
(Principal Executive Officer)
|
|
(i.)
|
the Annual Report on Form 10-K of the Company for the period ended December 29, 2018 (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
|
(ii.)
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date: February 8, 2019
|
|
|
|
/s/Devinder Kumar
|
|
|
Devinder Kumar
Senior Vice President,
Chief Financial Officer and Treasurer
(Principal Financial Officer)
|
|