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Thread: Special Meeting of Stockholders of AMD

  1. #26
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    Quote Originally Posted by Shintai View Post
    But they also need cash now to handle operations. And its something they could sell off without putting the core business at risk.
    since you obviously know everything about AMD, why don't you just try to become their new CEO
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  2. #27
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    k10 sample give away?

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    Quote Originally Posted by Shintai View Post
    But they also need cash now to handle operations. And its something they could sell off without putting the core business at risk.
    Believe me the core business isnt worth half of CE estimates. In fact many have said that from CE is where intel will get the money to keep their high R&D investment going.

    I didnt know about the X86 licence limit, interesting, is that 20% per CPU or per Core?

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    Quote Originally Posted by nn_step View Post
    since you obviously know everything about AMD, why don't you just try to become their new CEO
    I leave that to all the financial experts that says it. But they were obviously wrong?

    http://eetimes.com/news/latest/showA...leID=199200164
    http://www.eetimes.com/showArticle.j...leID=198900098
    http://www.vnunet.com/crn/news/21887...poor-quarterly

    But maybe the special meeting is about Hector got so much cash he dont know what to use it on, right?
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  5. #30
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    Quote Originally Posted by metro.cl View Post
    I didnt know about the X86 licence limit, interesting, is that 20% per CPU or per Core?
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  6. #31
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    Quote Originally Posted by Shintai View Post
    CPU

    Nice info, do you have a link where i could find out more info about the x86 license?

    I'm not so sure if even AMD needs it that much now

  7. #32
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    Special means that this isnt the planned yearly meeting.

    these meetings are usualy done for several reasons.
    When the company is losing marketshare or has product delays they make these meetings to ensure the stockholders that stuff isnt going like planned but that it isnt going as bad as the media says, so simply to keep confidence up.

    another reason todo these kind of meetings is to tell the shareholders about a big change for wich they need the stockholders permission.
    Like AMD is gonna ask them permission to sell AMD to another party.

    lets hope they are gonna anounce plans to be taken over or fuse with IBM.
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  8. #33
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    Quote Originally Posted by metro.cl View Post
    Nice info, do you have a link where i could find out more info about the x86 license?

    I'm not so sure if even AMD needs it that much now
    If they loose their x86 license, they can't make or sell x86 CPUs! Thats basically their entire business. If they loose that license, AMD is basically done
    Fold for XS!
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  9. #34
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    Quote Originally Posted by metro.cl View Post
    Nice info, do you have a link where i could find out more info about the x86 license?

    I'm not so sure if even AMD needs it that much now
    There is an censored part here:
    http://techdeals.startup.findlaw.com...001.01.01.html

    But the number aint in that ofcourse.
    However there is a limitation also pointed out here on XS and other places, just to list a few links:
    http://www.aceshardware.com/forums/r...3309&forumid=1
    http://www.aceshardware.com/forums/r...3312&forumid=1
    http://blogs.barrons.com/techtraderd...t-helps-intel/
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  10. #35
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    Quote Originally Posted by [XC] Lead Head View Post
    If they loose their x86 license, they can't make or sell x86 CPUs! Thats basically their entire business. If they loose that license, AMD is basically done
    Lol i know about that, it came wrong if intel didn't want AMD to produce more CPUs instead of beating them with a better process/CPU/etc... they could just stop renovating the license right? so 20% doesn't seem that strict.

    AMD has the license since 1994, i bet i has been renewed in all this years that is why i wondered / asked for a link to the original license to read it.

  11. #36
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    This was brought up and discussed ad-nauseum at another forum:

    http://www.xcpus.com/forums/showthread.php?t=256
    Specifically Post #50

    It turns out the "special meeting" is for the discussion of Employee Stock compensation (guess ole Hector wants more $$$ ?)
    Last edited by mstp2009; 06-17-2007 at 06:52 AM.

  12. #37
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    Quote Originally Posted by metro.cl View Post
    Lol i know about that, it came wrong if intel didn't want AMD to produce more CPUs instead of beating them with a better process/CPU/etc... they could just stop renovating the license right? so 20% doesn't seem that strict.

    AMD has the license since 1994, i bet i has been renewed in all this years that is why i wondered / asked for a link to the original license to read it.
    FYI, there is no renewal of the license. It is a PERPETUAL, ROYALTY FREE license. And Intel can't change that (legally binding contract/settlement).

    In exchange for that, Intel gets free use of ANY additions to the x86 architecture that AMD makes (a la x64).

  13. #38
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    And this licence can't be transfer by amd neither by selling AMD itself, neither by outsourcing too much (which is about giving a x86 licence to somebody else...)

  14. #39
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    Quote Originally Posted by Shintai View Post
    That must be why they posted such a big profit last quarter
    AMD said themselves that they will sell at a loss in order to gain more marketshare. thier current strategy involves short term losses in favor of long term gains. Personally i think this is not a good strategy for AMD because AMD doesn't have the cash to fight intel in pricewar. They need barcelona to to be a real winner so they can start building cash again, hopefully thier marketshare gamlble pays off.

  15. #40
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    that stategy worked fine, when amd had a better product... since conroe, amd has been cuttin prices and losing marketshare... they're not cutting to gain,they're cutting to stop the bleeding... where are you, sanders....
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    Quote Originally Posted by Cooper View Post
    AMD needs new fabs. That's the only problem.
    I think AMD should care more about keeping its current FABs full.

  17. #42
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    Quote Originally Posted by Revv23 View Post
    AMD said themselves that they will sell at a loss in order to gain more marketshare. thier current strategy involves short term losses in favor of long term gains. Personally i think this is not a good strategy for AMD because AMD doesn't have the cash to fight intel in pricewar. They need barcelona to to be a real winner so they can start building cash again, hopefully thier marketshare gamlble pays off.
    Currently AMD is losing both marketshare and cash. So its a double failure if thats Hectors plan.
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  18. #43
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    Quote Originally Posted by mstp2009 View Post
    FYI, there is no renewal of the license. It is a PERPETUAL, ROYALTY FREE license. And Intel can't change that (legally binding contract/settlement).

    In exchange for that, Intel gets free use of ANY additions to the x86 architecture that AMD makes (a la x64).
    Thats not true, AMD has to pay Intel royalties.

    4. ROYALTY PAYMENTS BY AMD

    4.1. AMD agrees to pay INTEL a royalty on the Net Revenue from sales and
    other dispositions of Royalty-Bearing Units as a percentage of such
    Net Revenue according to the following schedule:

    Disposition Date of Royalty-Bearing Unit Royalty Rate
    ---------------------------------------- ------------

    ***** *****%
    ***** *****%
    ***** *****%
    ***** *****%

    Confidential treatment has been requested for portions of this exhibit. The
    copy filed herewith omits the information subject to the confidentiality
    request. Omissions are designated as *****. A complete version of this exhibit
    has been filed separately with the Securities and Exchange Commission.


    - 7 -

    <PAGE>

    INTEL & AMD CONFIDENTIAL
    ------------------------


    4.2. Intel represents that for the term of this Agreement, *****. The
    parties agree that in no event shall Intel's performance under the
    terms of this provision or Intel's breach of this representation be
    a cause of legal action or termination for material breach.

    4.3. Within ***** (*****) days of the end of each calendar quarter, AMD
    shall pay the full amount of royalties due with respect to such
    quarter to Intel by wire transfer for the account of Intel to *****,
    or such other account as Intel may indicate from time to time. Along
    with each such payment, AMD shall deliver to Intel a detailed
    written royalty statement, in a form reasonably acceptable to Intel,
    which shows the sum of the ***** each allowed deduction applied by
    AMD to arrive at the ***** sold or otherwise disposed of, the
    royalty rate in effect, and the total royalty due to Intel. All
    royalty notices and reports shall be delivered to Intel at the
    following address, until such address is changed by notice from
    Intel:

    Intel Corp
    2111 NE 25th Ave
    Hillsboro, OR 97124
    MS JF3-149

    4.4. All payments shall be made free and clear without deduction for any
    and all present and future taxes imposed by any taxing authority. In
    the event that AMD is prohibited by law from making such payments
    unless such deductions are made or withheld therefrom, then AMD
    shall pay such additional amounts as are necessary in order that the
    net amounts received by INTEL, after such deduction or withholding,
    equal the amounts which would have been received if such deduction
    or withholding had not occurred. AMD shall promptly furnish INTEL
    with a copy of an official tax receipt or other appropriate evidence
    of any taxes imposed on payments made under this Agreement,
    including taxes on any additional amounts paid. In cases other than
    taxes referred to above including but not limited to sales and use
    taxes, stamp taxes, value added taxes, property taxes and other
    taxes or duties imposed by any taxing authority on or with respect
    to the Agreement, the costs of such taxes or duties shall be borne
    by AMD. In the event that such taxes or duties are legally imposed
    initially on INTEL or INTEL is later assessed by any taxing
    authority, then INTEL will be promptly reimbursed by AMD for such
    taxes or duties together with any penalties, fines and interest
    thereon, except for interest, fines and/or penalties assessed due to
    the negligence, failure or fault of INTEL which interest, fines
    and/or penalties remain the sole obligation of INTEL. This clause
    shall survive the termination of the Agreement. Notwithstanding the
    foregoing, AMD shall not be responsible for taxes on or measured by
    Intel's net income.

    4.5. INTEL agrees to make every good faith effort to notify AMD's tax
    department within ten (10) days of any audit, notice, assessment or
    other action affecting sales, use, stamp, value added, property or
    other taxes to be paid directly or indirectly by AMD. INTEL grants
    AMD the right to pursue a separate action against any governmental
    unit that asserts such taxes against INTEL and INTEL agrees to
    cooperate in a reasonable manner with AMD for the purpose of
    minimizing taxes, that pursuant to this section are to be paid
    directly or indirectly by AMD.

    Confidential treatment has been requested for portions of this exhibit. The
    copy filed herewith omits the information subject to the confidentiality
    request. Omissions are designated as *****. A complete version of this exhibit
    has been filed separately with the Securities and Exchange Commission.


    - 8 -

    <PAGE>

    INTEL & AMD CONFIDENTIAL
    ------------------------

    4.6. AMD agrees that any payments required under the terms of this
    Agreement which are not paid when due will accrue interest at the
    ***** rate established by ***** (on the first business day after any
    such payment is due), where such interest shall accrue starting
    ***** (*****) days after the due date as established by this
    Agreement. The right to collect interest on such late payments shall
    be in addition to any other rights that INTEL may have herein.

    4.7. AMD covenants that it will maintain adequate accounting records of
    all production, sales, leases or other dispositions of ***** for
    purposes of audit sufficient to permit a reasonable confirmation of
    AMD's compliance with its royalty obligations herein for a period of
    three (3) years after sale or other disposition of each *****. The
    foregoing information shall be used solely for audit purposes.

    4.8. The parties agree that INTEL shall have the right to conduct audits
    of AMD for the purpose of determining that the terms of this
    Agreement are being met. Such audits shall be held at any reasonable
    time during business hours but no more than once in each calendar
    year. An independent certified public accounting firm selected and
    paid by INTEL and reasonably satisfactory to AMD shall conduct such
    audits. The purpose of such audits shall be to verify that the terms
    of this Agreement are being met, including the royalty statements
    and payments provided herein. AMD agrees to provide such accounting
    firm with reasonable access to accounting records and information
    requested during an audit. The information will be made available to
    the accounting firm under conditions of confidentiality and it will
    report to INTEL and to AMD only whether the terms of this Agreement
    are being met, including without limitation that payments have been
    properly reported on and paid or, if not, the amount of any
    overpayment or underpayment. This provision will survive the last
    payment of a royalty under this Agreement for a period of three (3)
    years. Should the audit discover any errors or omissions by AMD
    resulting in an underpayment of more than five percent (5%) of the
    amount due with respect to any reporting period, AMD shall reimburse
    Intel for the full costs of such audit.

    4.9. The parties hereby agree that the above royalty rates are a
    reasonable compromise for ease of accounting and administration
    based on the fact that neither party wishes to keep strict records
    of the Intel Patents that each Royalty-Bearing Unit or the
    manufacturing processes therefor infringes based on AMD's constantly
    changing product mix, manufacturing technology and the likelihood
    that Intel will receive new patents covering both such products and
    processes during the term of this Agreement.
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  19. #44
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    Quote Originally Posted by freeloader View Post
    Fire Hector! Fire Hector! Fire Hector! Fire Hector! Fire Hector! Fire Hector!
    Fire Hector! Fire Hector! Fire Hector! Fire Hector! Fire Hector! Fire Hector!
    Fire Hector! Fire Hector! Fire Hector! Fire Hector! Fire Hector! Fire Hector!
    Fire Hector! Fire Hector! Fire Hector! Fire Hector! Fire Hector! Fire Hector!
    Fire Hector! Fire Hector! Fire Hector! Fire Hector! Fire Hector! Fire Hector!
    ...and take AMD's money back

    Hector de J Ruiz's Compensation Vs. Semiconductors Medians
    Salary $0.95 mil Vs. $0.83 mil
    Bonus $4.00 mil Vs. $1.28 mil
    Other $0.94 mil Vs. $0.12 mil
    Stock Gains $3.13 mil Vs. $0.00 mil
    Total Compensation $9.02 mil Vs. $3.25 mil


    That's about 200&#37; above average.
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  20. #45
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    Quote Originally Posted by savantu View Post
    I think AMD should care more about keeping its current FABs full.
    Believe me they are full

  21. #46
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    Quote Originally Posted by Cooper View Post
    Believe me they are full
    Given their current MS and inventory problems , allow me to express my doubts
    If anything , I expect AMD to downsize their production at least for a while.

  22. #47
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    Quote Originally Posted by NoX View Post
    ...and take AMD's money back

    Hector de J Ruiz's Compensation Vs. Semiconductors Medians
    Salary $0.95 mil Vs. $0.83 mil
    Bonus $4.00 mil Vs. $1.28 mil
    Other $0.94 mil Vs. $0.12 mil
    Stock Gains $3.13 mil Vs. $0.00 mil
    Total Compensation $9.02 mil Vs. $3.25 mil


    That's about 200% above average.
    Not to be rude but who are you to judge him because he is getting paid above average? Before C2D Hector lead a company posting record profits every quarter and boasting huge marketshare gains. If you ran a business well for years how would you feel if your stockholder took you to a lynching after two weak quarters? No doubt AMD underestimated intel's capabilities, but you haven't even given them a chance to launch thier response to C2D yet. It took intel 3 years to respond to the clawhammer effetively, i think we can give amd a little time too.

  23. #48
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    Quote Originally Posted by Shintai View Post
    Currently AMD is losing both marketshare and cash. So its a double failure if thats Hectors plan.
    I thought from the beggining that a marketshare game would drown AMD. Even when they were top performers, IMO they grew too fast for the company to keep up.

  24. #49
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    Quote Originally Posted by Revv23 View Post
    Not to be rude but who are you to judge him because he is getting paid above average? Before C2D Hector lead a company posting record profits every quarter and boasting huge marketshare gains. If you ran a business well for years how would you feel if your stockholder took you to a lynching after two weak quarters? No doubt AMD underestimated intel's capabilities, but you haven't even given them a chance to launch thier response to C2D yet. It took intel 3 years to respond to the clawhammer effetively, i think we can give amd a little time too.
    Hector got a golden cow handed to him after Sanders, and all he did was to butcher it. Not in a million years is he worth what he get paid. To compare he gets over 4 times of what Intels CEO gets. Hector cashed in about 16million in 2006. Atleast 10 of those could be used to keep some people employed. or lessen the new burden from the 500million R&D cut in the budget.

    Hector simply made one mistake after another and have never proven his worth of such an overpaid wage.
    Sanders knew AMDs role and position, Hector never understood it and started the crusade into the lands that couldnīt be conquered yet. It took intel 1 quarter to gain back all the marketshare K8 took from them over 3 years.

    Hector had hybris and got nemesis.
    Last edited by Shintai; 06-17-2007 at 11:37 AM.
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  25. #50
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    AMD needs Jerry back Hector has done nothing for the company.
    "To exist in this vast universe for a speck of time is the great gift of life. Our tiny sliver of time is our gift of life. It is our only life. The universe will go on, indifferent to our brief existence, but while we are here we touch not just part of that vastness, but also the lives around us. Life is the gift each of us has been given. Each life is our own and no one else's. It is precious beyond all counting. It is the greatest value we have. Cherish it for what it truly is."

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