8-K: Current report filing
Published on January 19, 1995
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: December 30, 1994
ADVANCED MICRO DEVICES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-7882 94-1692300
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
One AMD Place
P.O. Box 3453
Sunnyvale, California 94088-3453
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(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (408) 732-2400
Exhibit Index
located on sequential page 5 Page 1 of 12
Item 5. Other Events
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On December 30, 1994, Advanced Micro Devices, Inc. (the "Company") issued a
press release announcing that the California Supreme Court upheld an
arbitrator's award of technology rights to the Company in a long-running legal
battle with Intel Corporation concerning a 1982 technology exchange agreement
between the two companies (the "AMD/Intel Technology Agreement Arbitration").
Prior to the settlement with Intel next discussed, the press release also
advised that Intel was expected to continue to challenge the validity of the
award in federal court.
On January 11, 1995, the Company issued a press release announcing that it had
reached agreement with Intel Corporation to settle all current outstanding legal
disputes (the "AMD/Intel Litigations") which include: (1) the AMD/Intel
Technology Agreement Arbitration; (2) the '287 Microcode Litigation; (3) the
'386 Microcode Litigation; (4) the '486 Microcode Litigation; (5) the Anti-trust
Litigation; (6) the Business Interference Litigation and (7) the ITC Action.
The settlement agreement terms include:
1. AMD will have a perpetual license to the microcode in the Intel
386(TM) and Intel 486(TM) microprocessors.
2. AMD agrees that it has no right to copy any other Intel microcode
including the Pentium(TM) Processor, P6 microcode and 486 ICE (in
circuit emulation) microcode.
3. The companies will negotiate a new patent cross-license agreement to
become effective 1/1/96.
4. Intel will receive $58 million as settlement for past damages related
to the ICE module of the '486 Microcode Litigation case. As ordered in
the 1992 arbitration between the two companies, Intel will pay AMD
approximately $18 million in damages (which includes interest) awarded
by the arbitrator for breach of contract and will not contest the
rights granted AMD in the AMD/Intel Technology Agreement Arbitration.
The damages amount of $18 million was previously recorded by the
Company in the third quarter of 1994.
5. Intel and AMD will drop all cases including appeals currently pending
in the courts.
6. AMD will have the right to use foundries for Am486(R) products
containing Intel microcode for up to 20 percent of its 486 production.
7. AMD and its customers will get a license for Intel's "Crawford '338"
patent, covering memory management.
8. The two companies agree not to initiate legal action against one
another for any activity occurring prior to January 6, 1995.
2
On January 12 , 1995, the Company issued a press release announcing that it had
restated its 1994 financial results as a result of the settlement of the
AMD/Intel litigations, specifically the agreement to pay Intel $58 million for
past damages in the ICE module of the 486 Microcode Litigation. Thus, the
Company recorded a $58 million charge in its fourth quarter of 1994 and revised
its previously released 1994 results. Net income for the quarter and the year
end was reduced by $35,877,000 from the originally reported amounts because of
the tax benefit of the settlement and an accrual made for the AMD/Intel
Litigations previously recorded in the fourth quarter.
Currently, assuming the Intel settlement is fully consummated, the Company does
not anticipate that the AMD/Intel Litigations or the foregoing settlement will
have a material adverse impact on the Company's financial condition or results
of operations for fiscal year 1995.
3
SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ADVANCED MICRO DEVICES, INC
(Registrant)
Date: January 19, 1995 By: /s/ Larry R. Carter
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Larry R. Carter
4
Exhibit Index
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