SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended July 2, 1995
---------------
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission File Number 1-7882
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ADVANCED MICRO DEVICES, INC
- --------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 94-1692300
- -------------------------------- ------------------------------------
State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization
One AMD Place
P. O. Box 3453
Sunnyvale, California 94088-3453
- --------------------------------------------- ---------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (408) 732-2400
--------------
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
------- -------
The number of shares of $0.01 par value common stock outstanding as of July 20,
1995: 103,772,256
ADVANCED MICRO DEVICES, INC.
- ----------------------------
INDEX
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Part I. Financial Information Page No.
--------------------- --------
Item 1. Financial Statements
Condensed Consolidated Statements of Income--
Quarters Ended July 2, 1995
and June 26, 1994, and Six Months Ended
July 2, 1995 and June 26, 1994 3
Condensed Consolidated Balance Sheets--
July 2, 1995 and December 25, 1994 4
Condensed Consolidated Statements of Cash Flows--
Six Months Ended July 2, 1995
and June 26, 1994 5
Notes to Condensed Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Results of
Operations and Financial Condition 8
Part II. Other Information
-----------------
Item 4. Submission of Matters to a Vote of Security Holders 12
Item 6. Exhibits and Reports on Form 8-K 13
Signature 14
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2
I.FINANCIAL INFORMATION
---------------------
ITEM 1. FINANCIAL STATEMENTS
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ADVANCED MICRO DEVICES, INC.
----------------------------
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
-------------------------------------------
(Unaudited)
(Thousands except per share amounts)
Quarter Ended Six Months Ended
------------------------------- -----------------------------
July 2, June 26, July 2, June 26,
1995 1994 1995 1994
--------------- ------------- ------------ -------------
Net sales $ 626,214 $ 533,297 $ 1,246,310 $ 1,046,377
Expenses:
Cost of sales 300,959 235,623 591,731 466,060
Research and development 101,032 67,889 193,532 136,110
Marketing, general, and administrative 97,364 91,731 194,310 184,625
---------- ----------- ------------ -------------
499,355 395,243 979,573 786,795
---------- ----------- ------------ -------------
Operating income 126,859 138,054 266,737 259,582
Interest income and other, net 6,657 6,366 13,370 10,548
Interest expense - (899) (1) (1,638)
---------- ----------- ------------ -------------
Income before income taxes and equity in joint
venture 133,516 143,521 280,106 268,492
Provision for income taxes 44,060 47,362 92,435 87,352
---------- ----------- ------------ -------------
Income before equity in joint venture 89,456 96,159 187,671 181,140
Equity in net income (loss) of joint venture 2,529 (2,925) 1,115 (3,319)
---------- ----------- ------------ -------------
Net income 91,985 93,234 188,786 177,821
Preferred stock dividends - 2,587 10 5,175
---------- ----------- ------------ -------------
Net income applicable to common stockholders $ 91,985 $ 90,647 $ 188,776 $ 172,646
========== =========== ============ =============
Net income per common share:
Primary $ .86 $ .93 $ 1.81 $ 1.78
========== =========== ============ =============
Fully diluted $ .86 $ .89 $ 1.76 $ 1.71
========== =========== ============ =============
Shares used in per share calculation:
Primary 107,170 97,394 104,091 96,814
========== =========== ============ =============
Fully diluted 107,306 104,249 107,011 103,959
========== =========== ============ =============
See accompanying notes
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3
ADVANCED MICRO DEVICES, INC.
----------------------------
CONDENSED CONSOLIDATED BALANCE SHEETS
-------------------------------------
(Thousands)
July 2, December 25,
1995 1994
(Unaudited) (Audited)
--------------- ---------------
Assets
- ------
Current assets:
Cash and cash equivalents $ 261,074 $ 121,343
Short-term investments 287,886 256,511
-------------- --------------
Total cash, cash equivalents, and
short-term investments 548,960 377,854
Accounts receivable, net 366,359 337,107
Inventories:
Raw materials 24,570 21,604
Work-in-process 68,805 72,632
Finished goods 39,829 34,454
-------------- --------------
Total inventories 133,204 128,690
Deferred income taxes 98,675 98,675
Prepaid expenses and other current assets 46,442 44,293
-------------- --------------
Total current assets 1,193,640 986,619
Property, plant, and equipment, at cost 2,691,685 2,464,929
Accumulated depreciation and amortization (1,206,603) (1,200,718)
-------------- --------------
Property, plant, and equipment, net 1,485,082 1,264,211
Investment in joint venture 144,114 124,588
Other assets 78,283 70,284
-------------- --------------
$ 2,901,119 $ 2,445,702
============== ==============
Liabilities and Stockholders' Equity
- ------------------------------------
Current liabilities:
Notes payable to banks $ 29,599 $ 32,459
Accounts payable 193,129 149,122
Accrued compensation and benefits 114,548 104,526
Accrued liabilities 92,750 82,570
Litigation settlement 20,000 58,000
Income tax payable 111,223 53,795
Deferred income on shipments to distributors 94,453 83,800
Current portion of long-term debt and capital
lease obligations 30,903 27,895
-------------- --------------
Total current liabilities 686,605 592,167
Deferred income taxes 42,518 42,518
Long-term debt and capital lease obligations, less
current portion 223,223 75,752
Commitments and contingencies - -
Stockholders' equity:
Capital stock:
Serial preferred stock, par value - 34
Common stock, par value 1,038 956
Capital in excess of par value 719,328 698,673
Retained earnings 1,228,407 1,035,602
-------------- --------------
Total stockholders' equity 1,948,773 1,735,265
-------------- --------------
$ 2,901,119 $ 2,445,702
============== ==============
See accompanying notes
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4
ADVANCED MICRO DEVICES, INC.
----------------------------
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
-----------------------------------------------
(Unaudited)
(Thousands)
Six Months Ended
----------------------------
July 2, June 26,
1995 1994
------------- --------------
Cash flows from operating activities:
Net income $ 188,786 $ 177,821
Adjustments to reconcile net income to net cash provided
by operating activities:
Depreciation and amortization 113,213 104,796
Net gain on sale of property, plant, and equipment (9) (431)
Write-down of property, plant, and equipment 380 1,044
Compensation recognized under employee stock plans 1,467 810
Undistributed (income) loss of joint venture (1,115) 3,319
Net increase in deferred income taxes - (183)
Changes in operating assets and liabilities:
Net increase in receivables, inventories, prepaid
expenses, and other assets (54,210) (69,369)
Increase in income tax payable 68,078 31,261
Net increase in payables and accrued liabilities 74,862 10,834
Litigation settlement (20,000) -
----------- ------------
Net cash provided by operating activities 371,452 259,902
----------- ------------
Cash flows from investing activities:
Purchase of property, plant, and equipment (322,814) (139,688)
Proceeds from sale of propery, plant, and equipment 1,400 1,101
Purchase of held-to-maturity debt securities (358,019) (349,157)
Maturities of held-to-maturity debt securities 326,644 284,871
Investment in joint venture (18,019) (39,453)
----------- ------------
Net cash used in investing activities (370,808) (242,326)
----------- ------------
Cash flows from financing activities:
Proceeds from borrowings 198,492 30,387
Payments on capital lease obligations and other debt (67,381) (40,618)
Net proceeds from issuance of stock 10,487 16,675
Redemption of preferred stock (2,501) -
Payments of preferred stock dividends (10) (5,175)
----------- ------------
Net cash provided by financing activities 139,087 1,269
----------- ------------
Net increase in cash and cash equivalents 139,731 18,845
Cash and cash equivalents at beginning of period 121,343 60,423
----------- ------------
Cash and cash equivalents at end of period $ 261,074 $ 79,268
=========== ============
Supplemental disclosures of cash flow information:
Cash paid during the first quarter for:
Interest (net of amounts capitalized) $ - $ 1,983
=========== ============
Income taxes $ 24,010 $ 56,272
=========== ============
Non-cash financing activities:
Equipment purchased under capital leases $ 16,508 $ 27,859
=========== ============
Conversion of preferred stock to common stock $ 164,127 $ -
=========== ============
See accompanying notes
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5
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
----------------------------------------------------
1. The results of operations for the interim periods shown in this report are
not necessarily indicative of results to be expected for the fiscal year.
In the opinion of management, the information contained herein reflects all
adjustments necessary to make the results of operations for the interim
periods a fair statement of such operations. All such adjustments are of a
normal recurring nature.
The company uses a 52 to 53 week fiscal year ending on the Sunday closest
to December 31. The quarters ended July 2, 1995 and June 26, 1994 included
13 weeks. The six months ended July 2, 1995 and June 26, 1994 included 27
and 26 weeks, respectively.
Certain prior year amounts on the Condensed Consolidated Financial
Statements have been reclassified to conform to the 1995 presentation.
2. AMD has three groundwater contamination sites that are on the Federal
Superfund list. The company is in the process of an extensive clean-up and
studies of its sites.
3. The effective tax rate used for the first quarters and first half of 1995
and 1994 was approximately 33 percent.
4. In 1993, the company and Fujitsu Limited established a joint venture,
"Fujitsu AMD Semiconductor Limited (FASL)." AMD's share of FASL is 49.95
percent, and this investment is being accounted for under the equity
method. For the second quarter of 1995, the company's share of FASL's
income was $3.9 million, which was reduced by an estimated income tax
provision of approximately $1.4 million.
5. The following is a summary of held-to-maturity securities as of July 2,
1995 (in thousands):
Cash and cash equivalents
Money market preferreds $ 117,400
Commercial paper 49,926
Security repurchase agreements 38,300
Other 10,215
-------------
Total cash equivalents 215,841
Cash 45,233
-------------
Total cash and cash equivalents $ 261,074
=============
Short-term investments
Commercial paper $ 119,629
Certificates of deposit 110,583
Corporate notes 40,114
Other 17,560
-------------
Total short-term investments $ 287,886
=============
Since held-to-maturity securities are short-term in nature, changes in
market interest rates would not have a significant impact on the fair value
of these securities. These securities are carried at amortized cost which
approximates fair value.
6
As of July 2, 1995, the company held $12.1 million of available-for-sale
equity securities with a fair value of $31.7 million which is included in
other assets. The net unrealized holding gain on these equity securities is
included in retained earnings.
6. The primary net income per common share computation is based on the
weighted average number of common shares outstanding plus dilutive common
share equivalents. The fully diluted computation also includes other
dilutive convertible securities. In the first quarter of 1995, the company
called for redemption all outstanding shares of its Convertible Preferred
Stock. As a result, all of its outstanding Preferred Stock was either
redeemed or converted to the company's common stock. Shares used in the per
share computations are as follows:
Quarter Ended Six Months Ended
-------------------------------- --------------------------------
July 2, June 26, July 2, June 26,
1995 1994 1995 1994
--------------- --------------- --------------- ---------------
(Thousands) (Thousands)
Primary:
Common shares outstanding 103,437 93,617 100,394 93,096
Employee stock plans 3,733 3,777 3,697 3,718
--------------- --------------- --------------- ---------------
107,170 97,394 104,091 96,814
=============== =============== =============== ===============
Fully diluted:
Common shares outstanding 103,437 93,617 100,394 93,096
Employee stock plans 3,869 3,778 3,931 4,008
Preferred stock - 6,854 2,686 6,855
--------------- --------------- --------------- ---------------
107,306 104,249 107,011 103,959
=============== =============== =============== ===============
7
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
- ------- -----------------------------------------------------------------
FINANCIAL CONDITION
-------------------
The following discussion should be read in conjunction with the attached
condensed consolidated financial statements and notes thereto, and with the
company's audited financial statements and notes thereto for the fiscal year
ended December 25, 1994.
RESULTS OF OPERATIONS
- ---------------------
Net sales for the second quarter and first half of 1995, rose by 17 percent and
19 percent, respectively from the corresponding periods of 1994. These increases
were primarily attributable to growth in flash memory sales and secondarily due
to an increase in Am486(R) sales. Net sales for the second quarter of 1995 grew
slightly over the immediate prior quarter. This increase was primarily
attributable to increased flash memory sales and secondarily due to increased
sales of communication products, offset by a decline in Am486 sales.
The increase in Am486 microprocessor sales in the second quarter and first six
months of 1995 compared to the same periods a year ago was attributable to unit
shipment growth while average selling prices declined. The decrease in Am486
microprocessor sales from first quarter 1995 to second quarter 1995 was due to
continued price declines while unit shipments remained relatively flat primarily
because of production constraints early in the quarter. Further price declines
of Am486 products are anticipated to continue.
A significant portion of the company's revenues, profits, and margins in 1995
have been and are expected to be attributable to Am486 products. The future
outlook for AMD's microprocessor business is highly dependent upon
microprocessor market conditions, which are subject to price declines and
changes in demand. The company anticipates that any growth in existing and
future generation microprocessor products will depend on market demand and the
company's ability to meet this demand.
Sales of flash memory devices for the second quarter and first six months of
1995 increased significantly as compared to the same periods in the prior year
primarily due to increased unit shipments. The company plans to meet projected
long-term demand for flash memory devices primarily through a manufacturing
joint venture, Fujitsu AMD Semiconductor Limited (FASL). The company began
purchasing products from FASL in the first quarter of 1995.
Revenues from communication products for the second quarter and first six months
of 1995 increased as compared to the same periods a year ago primarily due to
growth in the Ethernet family of products. For the second quarter and first six
months of 1995, EPROM sales decreased as compared to the same periods in 1994
primarily because of pricing pressures caused by increased competition. Sales of
CMOS programmable logic devices (PLDs) in the second quarter and first half of
1995 increased from comparable periods in 1994 primarily due to increased unit
shipments.
International sales for the second quarter and first half of 1995 were 58
percent of total sales as compared to 52 percent and 54 percent, respectively
for the comparable periods in 1994.
Am486 is a registered trademark of Advanced Micro Devices, Inc.
K86 RISC SUPERSCALAR and AMD-K5 are trademarks of Advanced Micro Devices, Inc
8
Gross margins of 52 percent and 53 percent for the second quarter and first half
of 1995 declined approximately 4 percent and 2 percent, respectively, from
comparable periods in 1994. The decrease in gross margin was attributable
primarily to Am486 pricing pressures and secondarily to purchase of FASL
products, which are purchased at higher costs compared to similar products
manufactured internally. The impact of gross margin declines caused by purchase
of FASL products was partially offset by the company's share of FASL income in
the second quarter of 1995. Pricing pressures on Am486 microprocessors are
expected to continue. Gross margin is also anticipated to decline further
through 1995 due to increasing purchases from FASL and the transition of Fab 25
costs from research and development to cost of sales when production for revenue
begins in the third quarter of 1995.
Research and development expenses increased in the second quarter and first six
months of 1995 from the corresponding periods in the prior year. These increases
were primarily due to higher Fab 25 spending and secondarily due to increased
microprocessor development cost. The company anticipates that research and
development expenses may decline for the remainder of 1995 as compared to the
first half of 1995, depending on the rate of transition of Fab 25 costs from
research and development to cost of sales.
Marketing, general, and administrative expenses remained relatively flat in the
second quarter and first six months of 1995 from the corresponding periods a
year ago.
The income tax rates have remained constant at approximately 33 percent for the
second quarter and the first six months of 1995 compared to the same periods in
1994. The company anticipates that the income tax rate will be approximately 33
percent for the remainder of 1995.
The company enters into foreign exchange forward contracts to buy and sell
currencies as economic hedges of the company's foreign net monetary asset
position. In the second quarter of 1995, these hedging transactions were
denominated in lira, yen, French franc, deutsche mark, and pound sterling. The
maturities of these contracts are generally short-term in nature. The company
believes its foreign exchange contracts do not subject the company to material
risk from exchange rate movements because gains and losses on these contracts
are designed to offset losses and gains on the net monetary asset position being
hedged. Net foreign currency gains and losses have not been material. As of July
2, 1995, the company had approximately $42.9 million (notional amount) of
foreign exchange forward contracts.
In the second quarter of 1995, approximately 19 percent of the company's net
sales were denominated in foreign currencies. The company does not have sales
denominated in local currencies in those countries which have highly
inflationary economies. The impact on the company's operating results from
changes in foreign currency rates individually and in the aggregate has not been
material.
The company has engaged in interest rate swaps primarily to reduce its interest
rate exposure by changing a portion of the company's interest rate obligation
from a floating rate to a fixed rate basis. At the end of the second quarter of
1995, the net outstanding notional amount of interest rate swaps was $40
million, which will mature in 1997. Gains and losses related to these interest
rate swaps have been immaterial.
9
The company primarily addresses market risk by participating as an end-user in
various derivative markets to manage its exposure to interest and foreign
currency exchange rate fluctuations. The counterparties to the company's foreign
exchange forward contracts, foreign currency options, and interest rate swaps
consist of a number of major high credit quality international financial
institutions. The company does not believe that there is significant risk of
nonperformance by these counterparties because the company continually monitors
the credit ratings of such counterparties, and limits the financial exposure and
the amount of agreements entered into with any one financial institution.
FINANCIAL CONDITION
Cash, cash equivalents, and short-term cash investments increased by $171.1
million from the end of 1994 to July 2, 1995. This increase was primarily
attributable to a $150 million term loan obtained in January of 1995. Cash
generated from operating activities in the first half of 1995 was offset by
investments in property, plant and equipment to expand manufacturing capacity
primarily related to Fab 25. The company plans to continue to make significant
capital investments throughout 1995, including an estimated $150 million for Fab
25.
Working capital increased by $112.5 million from $394.5 million at the end of
1994 to $507.0 million in the second quarter of 1995. This increase was
primarily due to higher cash, cash equivalents, and short-term investments.
At the end of the second quarter of 1995, the company's total cash investment in
FASL was $160.4 million as compared to $142.3 million at the end of 1994. No
additional cash investment is currently planned for the remainder of 1995.
As of the end of the second quarter of 1995, the company had the following
financing arrangements: unsecured committed bank lines of credit of $250
million, unutilized; long-term secured equipment lease lines of $125 million, of
which $123 million were utilized; short-term, unsecured uncommitted bank credit
in the amount of $131 million, of which $33 million was utilized; and an
outstanding $150 million four-year term loan.
The company's current capital plan and requirements are based on various
product-mix, selling-price and unit-demand assumptions and are, therefore,
subject to revision due to future market conditions.
On May 25, 1994, the Securities and Exchange Commission declared effective the
company's shelf registration statement covering up to $400 million of its
securities, which may be either debt securities, preferred stock, depositary
shares representing fractions of shares of preferred stock, common stock,
warrants to purchase common stock, or any combination of the foregoing which the
company may offer from time to time in the future. To date, the company has not
offered or sold any securities registered under the $400 million registration
statement. The nature and terms of the securities will be established at the
time of their sale. The company may offer the securities through underwriters to
be named in the future, through agents or otherwise. It is presently expected
that the net proceeds of any offering would be used for general corporate
purposes including but not limited to the reduction of outstanding indebtedness,
working capital increases and capital expenditures.
The company believes that cash flows from operations and current cash balances,
together with current and anticipated available long-term financing, will be
sufficient to fund operations, capital investments, and research and development
projects currently planned for the remainder of 1995.
10
FACTORS THAT MAY AFFECT FUTURE RESULTS OF OPERATIONS AND FINANCIAL CONDITION
The semiconductor industry is generally characterized by a highly competitive
and rapidly changing environment in which operating results are often subject to
the effects of new product introductions, manufacturing technology innovations,
rapid fluctuations in product demand, the availability of manufacturing
capacity, and the ability to secure and maintain intellectual property rights.
While the company attempts to identify and respond to rapidly changing events
and conditions as soon as possible, the anticipation of and reaction to such
events are an ongoing challenge.
The company believes that its future results of operations and financial
condition could be impacted by any of the following factors: market acceptance
and timing of new products; continued market acceptance of personal computer
industry standards applicable to the company's products; trends in the personal
computer marketplace; capacity constraints; intense price competition;
interruption in procuring needed manufacturing materials; disruption of
manufacturing facilities; and changes in domestic and international economic
conditions.
The company's microprocessor products, and more specifically the company's
current generation of 486 microprocessors, have significantly contributed, and
are expected to significantly contribute in 1995 to the company's revenues,
margins and profits. There can be no assurance that there will be continued
market acceptance of Am486 microprocessors, or that the Am486 microprocessors
will continue to generate profits and margins for the remainder of 1995 at the
levels experienced to date. The company's 486 microprocessors are re-engineered
versions of 486 microprocessors originally developed by Intel, and contain and
use, under license with Intel, its 486 microcode. The company's next generation
K86 RISC SUPERSCALAR(TM) products are being designed to be Microsoft(R)
Windows(R)-compatible and compete with Intel's post-486 generations of X86
microprocessors, including the Pentium and the P6. The company's K86 products
will not be re-engineered versions of microprocessors developed by Intel, and
pursuant to the litigation settlement agreement with Intel the company does not
have the right to use Intel microcodes in AMD product generations following the
486. Volume production of the initial K86 products, known as AMD-K5(TM), is
anticipated to begin in the first half of 1996. There can be no assurance that
the company will be able to introduce its K86 products in a timely manner to
meet competition, that these microprocessors will not face severe price
competition, or that superior competitive products will not be introduced. There
can be no assurance that the K86 products will achieve market acceptance or
desired operating results, including but not limited to profitability. Any such
failure could adversely affect the company's future operations.
The company has entered into a number of licenses and cross-licenses relating to
several of the company's products. As is common in the semiconductor industry,
from time to time the company has been notified that it may be infringing other
parties' patents or copyrights. While patent and copyright owners in such
instances often express a willingness to resolve the dispute or grant a license,
no assurance can be given that all necessary licenses will be honored or
obtained on satisfactory terms, nor that the ultimate resolution of any material
dispute concerning the company's present or future products will not have an
adverse impact on the company's future results of operations or financial
condition.
Due to the factors noted above, the company's future operations, financial
condition, and stock price may be subject to volatility. In addition, an actual
or anticipated shortfall in revenue, gross margins, or earnings from securities
analysts' expectations could have an immediate adverse effect on the trading
price of the company's common stock in any given period.
11
II. OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The company's annual meeting of stockholders, at which the proposals
described below were submitted to stockholders, was held on May 9,
1995.
Proposal No. 1 - Election of Directors. The following individuals, who
received the votes indicated, were elected as directors:
NAME FOR WITHHELD
W. J. Sanders III 88,827,903 352,282
Friedrich Baur 88,804,773 375,412
Charles M. Blalack 88,849,214 330,971
R. Gene Brown 88,865,038 315,147
Anthony B. Holbrook 88,815,619 364,566
Richard Previte 88,849,649 330,536
Joe L. Roby 88,856,350 323,835
Leonard Silverman 88,801,257 378,928
Proposal No. 2 - The proposal to ratify the appointment of Ernst &
Young LLP, as the company's independent auditors for the current
fiscal year was approved. The results of the voting were as follows:
For: 88,656,660 Against: 414,199 Abstain: 112,326
Proposal No. 3 - The stockholders disapproved a stockholder proposal
requesting that the Board of Directors establish a nominating
committee composed solely of independent directors (as defined in the
stockholder proposal). The results of the voting were as follows:
For: 12,395,510 Against: 58,926,237 Abstain: 2,516,156
Broker Non-votes: 15,342,282
12
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
A. Exhibits
--------
3.1 Certificate of Incorporation as amended
3.2 Certificate of Elimination of $30.00 Convertible Exchangeable
Preferred Shares
3.3 Certificate of Elimination of Series A Junior Participating
Preferred Stock
27.1 Financial Data Schedule
B. Report on Form 8-K
------------------
The following report on Form 8-K was filed during the quarter for
which this report is filed:
1. Current Report on Form 8-K, dated April 17, 1995, filed April 19,
1995, reporting under Item 5, that the Board of Directors, acting
through its Stockholder Rights Committee, ordered the redemption
of the company's preferred stock purchase rights to occur on May
3, 1995.
13
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 thereunto duly authorized.
ADVANCED MICRO DEVICES, INC.
Date: July 24,1995 By: /s/ Marvin Burkett
--------------- ------------------
Marvin Burkett
Senior Vice President,
Chief Financial and
Administrative Officer.
Signing on behalf of the
registrant and as the principal
financial officer
14
EXHIBIT INDEX
-------------
Exhibits
- --------
3.1 Certificate of Incorporation as amended
3.2 Certificate of Elimination of $30.00 Convertible Exchangeable
Preferred Shares
3.3 Certificate of Elimination of Series A Junior Participating
Preferred Stock
27.1 Financial Data Schedule