AMD to spin off manufacturing

Update Tuesday 4:12 a.m. PDT: AMD has made the official announcement of the manufacturing spin-off.

On Tuesday, Advanced Micro Devices will announce a long-expected restructuring, according to sources familiar with the deal.

As expected, the No. 2 supplier of PC processors will split into two companies: one for designing chips, the other for manufacturing them. The capital-intensive business of manufacturing chips is weighing on AMD as it reels under a $5 billion debt load.

The investment is expected to allow AMD to remain directly involved in chip manufacturing--crucial for competing with Intel, which has used its manufacturing prowess to great advantage.

AMD would not comment Monday.

The company has secured about $5.7 billion of "confirmed, pledged investment," with some of the money earmarked for a future manufacturing facility in Malta, New York, according to sources.

AMD will own part of the new manufacturing entity, for the time being to be called The Foundry Company, while Advanced Technology Investment Co. (ATIC) will own the rest. One of the investors, Abu Dhabi-based Mubadala Development Co., invested approximately $622 million in AMD last November.

Mubadala already holds an 8.1 percent stake in AMD. Upon closing the deal, Mubadala will own 19.3 percent of AMD, according to sources.

ATIC--also based in Abu Dhabi--will have equal voting rights with AMD in The Foundry Company and own 55.6 percent of the new entity. ATIC will invest an initial $2.1 billion, of which $1.4 billion will be invested directly in the new company and $700 million will be paid directly to AMD, according to sources close to the deal.

In addition, ATIC will commit a minimum of $3.6 billion and up to $6 billion in additional funds over the next five years for the upgrade and expansion of fabrication facilities in Dresden, Germany, and construction of a new facility in upstate New York, near the town of Malta.

Mubadala, for its part, will purchase 58 million newly issued AMD shares valued at $314 million and warrants for 30 million additional shares, giving it a total stake in AMD of approximately 19.3 percent on a fully diluted basis, sources said.

Mubadala will also have the right to designate a representative for election as a member of the board of directors of AMD.

All of this is expected to greatly improve AMD's liquidity.

AMD CEO Dirk Meyer and other company executives are expected to make the announcement Tuesday.

The investment is characterized by one source as coming from investors with "a long-term vision, who want to help (AMD) scale the foundry operations to compete globally." A foundry is a manufacturing facility.

AMD has been laboring for months over details of the restructuring, which it has termed "Asset Smart." AMD Chief Financial Officer Bob Rivet said during AMD's second-quarter earnings conference call that Asset Smart would be "a major reformation of the company."

Also, at that time, AMD announced that Meyer would take over as CEO and Hector Ruiz would relinquish that post but remain as chairman to oversee AMD's transition to Asset Smart.

AMD already has a relationship with IBM in which AMD uses IBM's advanced test manufacturing facilities.

[Jim Hubbard]

AMD will do anything it has to do.....except exactly what it should do - invent and innovate to really challenge Intel.

From way outside the AMD sandbox, it looks like the corporate heads are running the show instead of the developers.

A sure way to kill a technology company.

Is there somewhere we can put AMD on a deathwatch list?

[fxober]

This is probably a smart move for AMD under the circumstances. AMD made a costly move in purchasing ATI for arguably too much money looking back. This move seemed inevitable as the smaller rival to Intel being in the foundry business for semiconductors was simply too much for them financially. Now they can focus on design primarily.

[sythara]

This is a good move for AMD, kinda reminds me of RAMBUS but not entirely. Now I just hope they can beat Intel juggernaught(sp) to the reliable 32nm processors.