Issuer Free Writing Prospectus
Filed Pursuant to Rule 433
Registration Statement No. 333-265433
Advanced Micro Devices, Inc.
$875,000,000 4.212% Senior Notes due 2026
$625,000,000 4.319% Senior Notes due 2028
March 10, 2025
Pricing Term Sheet
The information in this pricing term sheet relates only to the offering of the Securities (as defined below) and should be read together with the preliminary prospectus supplement of Advanced Micro Devices, Inc. (the “Company”) dated March 10, 2025 (the “Preliminary Prospectus Supplement”) to its prospectus dated June 6, 2022, and supersedes the information in the Preliminary Prospectus Supplement to the extent inconsistent with the information in the Preliminary Prospectus Supplement. In all other respects, this pricing term sheet is qualified in its entirety by reference to the Preliminary Prospectus Supplement. Terms used herein but not defined herein shall have the respective meanings as set forth in the Preliminary Prospectus Supplement. All references to dollar amounts are references to U.S. dollars.
| Terms Applicable to the Securities | ||
| Issuer | Advanced Micro Devices, Inc. | |
| Trade Date | March 10, 2025 | |
| Settlement Date | March 24, 2025 (T+10)** | |
| Joint Book-Running Managers | J.P. Morgan Securities LLC | |
| BofA Securities, Inc. Barclays Capital Inc. Citigroup Global Markets Inc. Wells Fargo Securities, LLC Goldman Sachs & Co. LLC Morgan Stanley & Co. LLC MUFG Securities Americas Inc. BNY Mellon Capital Markets, LLC Loop Capital Markets LLC Standard Chartered Bank*** BNP Paribas Securities Corp. HSBC Securities (USA) Inc. TD Securities (USA) LLC | ||
| Terms Applicable to the 4.212% Senior Notes due 2026 | ||
| Anticipated Ratings | A2 / A (Moody’s / S&P)* | |
| Description of Security | 4.212% Senior Notes due 2026 (the “2026 Notes”) | |
| Security Type | Senior Unsecured Notes | |
| Legal Format | SEC Registered | |
| Principal Amount | $875,000,000 | |
| Maturity Date | September 24, 2026 | |
| Interest Payment Dates | Semi-annually on March 24 and September 24 of each year, commencing on September 24, 2025 | |
| Record Dates | March 9 and September 9 | |
| Interest Rate | 4.212% | |
| Benchmark Treasury | 4.125% due February 28, 2027 | |
| Benchmark Treasury Price & Yield | 100-12 3⁄4 / 3.912% | |
| Spread to Benchmark Treasury | +30 basis points | |
| Yield to Maturity | 4.212% | |
| Public Offering Price | 100.000% of the principal amount, plus accrued interest, if any | |
| Optional Redemption | The Company may redeem the 2026 Notes at the Company’s option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of:
(1) (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 5 basis points, less (b) interest accrued to the date of redemption, and
(2) 100% of the principal amount of the 2026 Notes to be redeemed,
plus, in either case, accrued and unpaid interest thereon to, but excluding, the redemption date.
See the Preliminary Prospectus Supplement for the definition of “Treasury Rate” and for further terms and provisions applicable to optional redemption. | |
| CUSIP Number | 07903 BH9 | |
| ISIN | US007903BH94 | |
| Terms Applicable to the 4.319% Senior Notes due 2028 | ||
| Anticipated Ratings | A2 / A (Moody’s / S&P)* | |
| Description of Security | 4.319% Senior Notes due 2028 (the “2028 Notes,” and together with the 2026 Notes, the “Securities”) | |
| Security Type | Senior Unsecured Notes | |
| Legal Format | SEC Registered | |
| Principal Amount | $625,000,000 | |
| Maturity Date | March 24, 2028 | |
| Interest Payment Dates | Semi-annually on March 24 and September 24 of each year, commencing on September 24, 2025 | |
| Record Dates | March 9 and September 9 | |
| Interest Rate | 4.319% | |
| Benchmark Treasury | 4.250% due February 15, 2028 | |
| Benchmark Treasury Price & Yield | 100-29 / 3.919% | |
| Spread to Benchmark Treasury | +40 basis points | |
| Yield to Maturity | 4.319% | |
| Public Offering Price | 100.000% of the principal amount, plus accrued interest, if any | |
| Optional Redemption | Prior to February 24, 2028 (the date that is one month prior to the maturity date of the 2028 Notes (the “2028 Notes Par Call Date”), the Company may redeem the 2028 Notes at the Company’s option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of:
(1) (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming the notes matured on the 2028 Notes Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 10 basis points, less (b) interest accrued to the date of redemption, and
(2) 100% of the principal amount of the 2028 Notes to be redeemed,
plus, in either case, accrued and unpaid interest thereon to, but excluding, the redemption date.
On or after the 2028 Notes Par Call Date, the Company may redeem the 2028 Notes, in whole or in part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the 2028 Notes being redeemed plus accrued and unpaid interest thereon to, but excluding, the redemption date.
See the Preliminary Prospectus Supplement for the definition of “Treasury Rate” and for further terms and provisions applicable to optional redemption. | |
| CUSIP Number | 007903 BJ5 | |
| ISIN | US007903BJ50 | |
* A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal by the assigning rating organization at any time. Each rating should be evaluated independently of any other rating.
** Under Rule 15c6-1 under the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in one business day, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes prior to the first business day preceding the settlement date will be required, by virtue of the fact that the notes initially will settle T+10, to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade the notes prior to the first business day preceding the settlement date should consult their own advisors.
*** Standard Chartered Bank will not effect any offers or sales of any notes in the United States unless it is through one or more U.S. registered broker-dealers as permitted by the regulations of FINRA.
The issuer has filed a registration statement (including a prospectus) and a preliminary prospectus supplement with the U.S. Securities and Exchange Commission (“SEC”) for this offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement, the preliminary prospectus supplement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting the SEC web site at www.sec.gov. Alternatively, the issuer, the underwriter or any dealer participating in the offering will arrange to send you the prospectus, the preliminary prospectus supplement and, when available, the final prospectus supplement if you request it by calling J.P. Morgan Securities LLC at 1-212-834-4533 (toll free), BofA Securities, Inc. at 1-800-294-1322 (toll free), Barclays Capital Inc. at 1-888-603-5847 (toll free), Citigroup Global Markets Inc. at 1-800-846-5200 (toll free) and Wells Fargo Securities, LLC at +1-800-645-3751 (toll free).
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