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AMD asks to double common stock to 1.5 billion shares

Not an anti-takeover move
Sat Mar 03 2007, 15:37
CHIP FIRM AMD said its authorised capital stock is 750 million shares of common stock and 1,000,000 preferred shares.

But, it said in an SEC filing it made yesterday, that the board of directors approved an amendment to double the shares from 750 million to 1.5 billion. That needs shareholder consent.

The AMD SEC filing said the motivation wasn't to prevent a takeover. "Our Board of Directors believes that it is in the best interests of the stockholders for the Board of Directors to have the flexibility to issue additional shares of Common Stock in any or all of the above circumstances. Although the issuance of additional shares of Common Stock could, in certain instances, discourage an attempt by another person or entity to acquire control of us, we have not proposed the increase in the number of authorized shares of common stock with the intention of using the additional authorized shares for anti-takeover purposes."

But, to the extent that the additional shares are issued they might decrease shareholders' percentage equity and dilute voting rights, earnings, and book value. The board recommends that shareholders vote "for" this proposal.

The shareholders' meeting is on May 3rd. If shareholders don't vote, a "for" will be presumed.

Currently the following outfits own more than five per cent of common stock as of this coming Monday: Capital Research Management Company of LA (57,267,600), Oppenheimer (42,722,190) and AXA of Paris, France (28,182,589). µ

* MEANWHILE A SET of separate SEC filings was made yesterday. Harry Wolin disposed of 2,380 shares at $15.07 and took options* of 9,000 shares at $0; Martin Seyer disposed of 2,500 shares at $15.07 and acquired 9,000 options at $0; Hector Ruiz disposed of 16,663 shares at $15.07 and took options on 63,000 at $0; Robert River disposed of 18,000 shares at between $14.66 and $14.99 and took options of 18,000 at $0; Henri Richard disposed of 6,435 shares at $15.07 and took options of 18,000 at $0; Derrick Meyer disposed of 4,761 shares at $15.07 and took options of 18,000 at $0; and Thomas McCoy disposed of 12,000 shares at $15.0359 and took options of 12,000 at $0.

* CORRECTION These are restricted stock units (RSUs), less risky than options.

 

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