GLOBALFOUNDRIES, Inc. Maple Corporate Services Limited Grand Cayman, KY1-1104, Cayman Islands March 29, 2010
Exhibit 10.1
GLOBALFOUNDRIES, Inc.
Maple Corporate Services Limited
X.X. Xxx 000, Xxxxxx Xxxxx
Xxxxx Xxxxxx, XX0-0000, Xxxxxx Xxxxxxx
March 29, 2010
Advanced Micro Devices, Inc.
0000 Xxxxxxxxx Xxxxxxx, X000.0
Xxxxxx, XX 00000
West Coast Hitech L.P.
X.X. Xxx 00000
Xxx Xxxxx, Xxxxxx Xxxx Xxxxxxxx
Advanced Technology Investment Company
Mamoura Building A
Abu Dhabi, United Arab Emirates
Ladies and Gentlemen:
Reference is made to: (a) that certain Master Transaction Agreement, dated as of October 6, 2008, as amended, among Advanced Technology Investment Company (“Oyster”), West Coast Hitech L.P. (“Pearl”), Advanced Micro Devices, Inc. (“Discovery”) and GLOBALFOUNDRIES, Inc. (as successor to The Foundry Company, “FoundryCo”)(the “MTA”); and (b) that certain Funding Agreement, dated as of March 2, 2009 among Oyster, Discovery and FoundryCo (the “Funding Agreement”). Capitalized terms used in this letter without definition herein have the meanings set forth in the MTA and the Funding Agreement, as the case may be.
The Parties hereby agree as follows with respect to certain matters set forth below:
Cash Reserve Requirement
Pursuant to Section 2.02 of the Funding Agreement, the Parties have agreed that at all times during the term of the Funding Agreement, the FoundryCo Group shall maintain Cash and Cash Equivalents in an amount equal to at least $1.0 billion (the “Cash Reserve Requirement”).
The Parties hereby agree to amend the Cash Reserve Requirement as follows:
2.02. Cash Reserve. The Parties agree that at all times during the term of the Funding Agreement, FoundryCo Group shall maintain Cash and Cash Equivalents in an amount equal to at least $850 million; provided, however, that this requirement shall no longer apply upon the earlier of (i) FoundryCo entering into a Transition Period in accordance with Article VIII hereunder and (ii) the end of Phase II.
Miscellaneous Provisions
The miscellaneous provisions of Article XIV of the MTA are incorporated by reference herein.
Please indicate your agreement to the foregoing by signing the counterpart of this letter in the signature block provided below.
2
| Yours truly, | ||
| GLOBALFOUNDRIES, Inc. | ||
| By: | /s/ Xxxxx XxXxxxxxx | |
| Name: | Xxxxx XxXxxxxxx | |
| Title: | Chief Financial Officer | |
Signature Page to Waiver Letter Agreement
| Agreed and Acknowledged: | ||
| ADVANCED TECHNOLOGY INVESTMENT COMPANY | ||
| By: | /s/ Xxxxxx Xxxxx | |
| Name: | Xxxxxx Xxxxx | |
| Title: | CEO | |
Signature Page to Letter Agreement
| Agreed and Acknowledged: | ||
| WEST COAST HITECH L.P. | ||
| By: | West Coast Hitech G.P., Ltd., its general partner | |
| By: | /s/ Xxxxxxx Xxxxx Khan | |
| Name: | Xxxxxxx Xxxxx Khan | |
| Title: | Director | |
Signature Page to Letter Agreement
| Agreed and Acknowledged: | ||
| ADVANCED MICRO DEVICES, INC. | ||
| By: | /s/ Xxxxxx X. Xxxxxxx | |
| Name: | Xxxxxx X. Xxxxxxx | |
| Title: | SVP, Chief Financial Officer | |
Signature Page to Letter Agreement
