AMD 品牌、制造即将分家，宣佈与 ATIC (Advanced Technology Intevestment Company of Abu Dhabi) 合组新半导体制造公司，暂名「 The Foundry Company 」。此外， Mubadala 将增加对 AMD 的投资，将有助 AMD 强化财务稳健性，解决 AMD 现金流不足的窘境。

据了解， ATIC 是阿拉伯联合大公国政府直接投资公司，目标是投资高科技上产业作长线投资，根据 AMD 与 ATIC 合作协议， AMD 将会把生产设备移交 The Foundry Company ，包括 2 座位于德国德勒斯敦晶图厂，而 ATIC 将会投资 21 亿美元，其中 14 亿元是直接投进 The Foundry Company ，其余则是付给 AMD 作为生产设备移交的代价，另外， ATIC 将会为 AMD 负担原有 12 亿美元的债务。

此外， ATIC 另签应向 The Foundry Company 投资 36 至 60 亿美元，在未来五年协助 The Foundry Company 扩充生产设备帮助 AMD 提升产能，包括为德国德勒斯敦其中一座晶圆厂升级制程生产技术，并接手 AMD 将于美国纽约兴建的晶圆厂，意味着 AMD 将成为一家 Fabless 的 IC 设计公司，未来将不会自行生产晶片及处理器。

未来， The Foundry Company 仍会是会 IBM 的 Development Alliance 一员，继续合作研发 SOI 技术及 22 奈米生产技术。

The Foundry Company 的董事人数， AMD 及 ATIC 双方将各佔一半；股权方面， AMD 将佔 The Foundry Company 44.4% 股权、 ATIC 则佔 55.6% 股权。现有 AMD 生产事业群高级副总裁 Doug Grose 将放弃现有职务，将出任 The Foundry Company 执行长职任，现有 AMD 董事长 Hector Ruiz 亦会放弃现有职务，将出任 The Foundry Company 董事长职任。

就此次交易， AMD 将即时收到 7 亿美元现金，并减少了 12 亿元债务，改善了现金流不足的财务窘境，日后将不需要投入制程研发，只需要专心设计处理器、绘图晶片及晶片组。

此外，同为阿拉伯联合大公国政府拥有的另一家投资公司 Mubadala 宣佈，将会付出 3.14 亿美元购买 AMD 5.8 千万股新发行股份及 3 千万张认股証，合共增持了 AMD 11.2% 股权，总计于 2007 年购入的 8.1% 股权， Mubadala 将佔有 AMD 共 19.3% 股权。

AMD 预计此次交易将会 2009 年初完成，并可成功得到纽约州政府同意由 The Found Company 交手兴建晶圆厂，以及取得 AMD 股东同意发行新股及认股証予 Mubadala 。

位于德国德勒斯敦晶图厂 AMD Fab 38

The Foundry Company 对晶圆代工事业信心满满，有信心在技术上不会落后 TSMC 、 UMC 及 Chartered

AMD 、 ATIC 及 Mubadala 合作协议：

Upon closing, The Foundry Company will:

• Have a total enterprise value of $5.0 billion, consisting of AMD's contribution of manufacturing assets and intellectual property, (including its fabrication facilities in Dresden), intellectual capital and employees valued together at $2.4 billion; ATIC's contribution of $1.4 billion in new capital; and $1.2 billion of debt assumed by The Foundry Company from AMD;
• Be consolidated with AMD for purposes of financial reporting;
• Have a board of directors whose membership is equally divided between representatives of AMD and ATIC;
• Have only AMD and ATIC as stockholders, each of which at the closing will have equal voting rights;
• Be owned 44.4 percent by AMD and 55.6 percent by ATIC on a fully converted to common basis. ATIC’s economic ownership will increase over time based on the differences in securities held by AMD and ATIC, and depending on whether AMD elects to invest proportionately with ATIC in future capital infusions to support The Foundry Company’s growth;
• Have its principal headquarters in Silicon Valley; and its research and development and manufacturing leadership teams and ecosystems in New York, Dresden, and Austin;
• Have an exclusive supply agreement with limited exceptions to manufacture AMD processors and to manufacture, where competitive, certain percentages of other AMD semiconductor products;
• Begin construction of the Fab 4X manufacturing facility in New York in the middle of 2009, directly employing more than 1,400 workers in Upstate New York when the facility is in full operation;
• Expect to increase capacity at one facility in Dresden and complete the conversion of a second state-of-the-art facility in Dresden in 2009;
• Join the IBM technology development alliance for both SOI and bulk silicon technology, greatly expanding the addressable market of The Foundry Company;
• After the upgrade and expansion in Dresden and the build-out of the New York facility, The Foundry Company envisions expanding its global manufacturing footprint over time, if commercially justified, to also include new fabrication facilities in Abu Dhabi; and
• Announce its permanent corporate name and identity.


Upon closing, AMD will:

• Have equal voting rights with ATIC in The Foundry Company;
• Own 44.4 percent of The Foundry Company on a fully converted to common basis;
• Improve its liquidity through The Foundry Company’s assumption of approximately $1.2 billion of AMD’s debt, ATIC’s $700 million payment to AMD for ownership interests in The Foundry Company and Mubadala’s purchase for $314 million of 58 million newly issued AMD shares and warrants for 30 million additional shares;
• Tightly focus on the design and development of the next generation of innovation based on the fusion of computing and graphics processing;
• Elect a Mubadala designee as a member of its Board of Directors;
• Excluding its consolidation of The Foundry Company for financial reporting purposes, improve its net cash position by $2.1 billion, through The Foundry Company’s assumption of approximately $1.1 billion in debt (net of approximately $100 million cash transferred by AMD to The Foundry Company) and cash payments from ATIC and Mubadala aggregating $1.0 billion;
• Have the option, but not any requirement, to provide additional capital funding to The Foundry Company in response to future capital calls; and
• Have an exclusive supply agreement with The Foundry Company, with limited exceptions, to manufacture AMD processors and an agreement with The Foundry Company to manufacture, where competitive, certain percentages of other AMD semiconductor products.


Upon closing, ATIC will:

• Have equal voting rights with AMD in The Foundry Company;
• Own 55.6 percent of The Foundry Company on a fully converted to common basis;
• 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;
• Commit a minimum of $3.6 billion and up to $6.0 billion in additional funds over the next five years for the upgrade and expansion of fabrication facilities in Dresden and construction of a new facility in Upstate New York.
Upon closing, Mubadala will:
• Purchase for an aggregate of $314 million 58 million newly issued AMD shares and warrants for 30 million additional shares, giving it a total stake in AMD of approximately 19.3 percent on a fully diluted basis; and
• Have a right to designate a representative for election as a member of the board of directors of AMD.