Intel is making waves about AMD's split-up

To answer my own question, Ron Dennis owns the team with 60% voting rights.

Yea, but read the license terms. If there are voting rights involved, Intel doesn't just want you to have 50% or more voting rights, they want you to have the right to pick the director and management.
Unless Ron Dennis also has that right, McLaren not be considered a valid subsidiary under Intel's terms.
Ron Dennis + a management picked by Mercedes wouldn't qualify.
 
The agreement itself states that you do not need to have voting shares

Agreed, there are two separate cases, 1) and 2).

which GF indeed does not have. A board of directors, or any other such decision making party, with which AMD retains 50% decision making power is equal in the terms of the agreement, which is why (b)(2) exists.

Here's your contradiction...
If there are no voting shares or whatever similar construction... that means the ownership translates directly to voting power (aka decision making power).
So how can AMD not own 50% and still have 50% decision making power, AND there are no voting shares?
?division by zero
 
Here's your contradiction...
If there are no voting shares or whatever similar construction... that means the ownership translates directly to voting power (aka decision making power).
So how can AMD not own 50% and still have 50% decision making power, AND there are no voting shares?
?division by zero

Easy, they have a board of directors that has decision making power not based on the amount of common stock owned by any of the involved parties. There is no law that states a company must be run based on % of common stock owned by any individual(s). This is just another way of doing things.

The common stock is there to account for profits and losses. ATIC has a greater share of any profits/losses than AMD does. The agreement says that AMD must have at least a 30% hold on the profits and/or losses of any subsidiary. AMD owns 34.2% and ATIC owns 65.8% so that agreement has been upheld.

The common stock says absolutely nothing about their decision making ability at GF, that is a wholly separate agreement between AMD and ATIC on how to run GF.
 
Easy, they have a board of directors that has decision making power not based on the amount of common stock owned by any of the involved parties. There is no law that states a company must be run based on % of common stock owned by any individual(s). This is just another way of doing things.

If it is not based on common stock, then it is based on voting shares or a similar construction, which means case 1) in the agreement.
That's exactly how Intel laid it out.
If you run based on % of common stock, it's case 2), else it's case 1).
Obviously Intel has more stringent terms in case of 1), because in 1) the amount of control you have over your subsidiary is less obvious than in case 2).
 
If it is not based on common stock, then it is based on voting shares or a similar construction, which means case 1) in the agreement.
That's exactly how Intel laid it out.
If you run based on % of common stock, it's case 2), else it's case 1).
Obviously Intel has more stringent terms in case of 1), because in 1) the amount of control you have over your subsidiary is less obvious than in case 2).

??? Clearly AMD and ATIC's agreement to have a board of directors instead of relying on % common stock ownership falls into NOT having voting shares, as in (b)(2). You can own shares of a company that are not voting shares in relation to the executive decision making process. That's entirely up to the company to decide how stocks are utilized. In GF's case it seems that those stocks are used only for the purposes of proits/losses and have no bearing on decisions.

Running based on % of common stock would be (b)(1) whereas an outstanding share would be deemed a voting share and you would have a right to vote based on how many shares of stock you owned.

I'm not quite sure how you consider it to be the opposite.
 
I think you both, Silent.Sin and Scali2, are looking at two sides of the same coin. As someone said earlier we are just seeing the small picture in all of this, the trailer if you will. I just can't wait to see the full picture so the valid questions can be answered. Hey someone pass the popcorn!
 
??? Clearly AMD and ATIC's agreement to have a board of directors instead of relying on % common stock ownership falls into NOT having voting shares, as in (b)(2). You can own shares of a company that are not voting shares in relation to the executive decision making process. That's entirely up to the company to decide how stocks are utilized. In GF's case it seems that those stocks are used only for the purposes of proits/losses and have no bearing on decisions.

Running based on % of common stock would be (b)(1) whereas an outstanding share would be deemed a voting share and you would have a right to vote based on how many shares of stock you owned.

I'm not quite sure how you consider it to be the opposite.

Regardless of which is which, the contradiction remains.
 
Regardless of which is which, the contradiction remains.

that means the ownership translates directly to voting power (aka decision making power).

That is never stated as you are seeing it. Ownership of common stock does not equate to ownership of decision making ability in this case. The agreement is based on ownership of decision making ability, ie- "ownership interest that represents the right to make decisions for such entity". At GF the right to make decisions for the entity is represented by asses in seats at the board of directors meetings, of which AMD and ATIC seem to have agreed to have equal interests in.
 
That is never stated as you are seeing it. Ownership of common stock does not equate to ownership of decision making ability in this case. The agreement is based on ownership of decision making ability, ie- "ownership interest that represents the right to make decisions for such entity". At GF the right to make decisions for the entity is represented by asses in seats at the board of directors meetings, of which AMD and ATIC seem to have agreed to have equal interests in.

"asses in seats" is not the same as what Intel demands.
Intel demands that you have 50% or more voting power in the CHOICE of board members and director.
That means that for EACH "ass in seat", AMD gets a say, and has enough control to veto.
If half the "asses in seats" are chosen by ATIC by default, this does not meet Intel's requirements.
 
It doesn't matter what Intel demands, what does matter is what was written in the agreement and it is up to the intrepetation of the court to decide.
 
What was written in the agreement == what Intel demands.
It's Intel's agreement.

Intel wrote what they think are their demands, what is written == what is written, whether what is written == what Intel demands is up for the court to intepret. AMD agreed to what is written in the agreement, not to what Intel demands because the demands could change over time.
 
Intel wrote what they think are their demands, what is written == what is written, whether what is written == what Intel demands is up for the court to intepret. AMD agrees to what is written in the agreement, not to what Intel demands because the demands could change over time.

That doesn't make sense at all, mate.
You seem to confuse a few things here.
I was directly referring to Intel's license terms as their 'demands'.
You seem to think that Intel has different demands from those... Where do you get that?
All Intel says is that they believe that AMD breaches some of the license terms. That is not even a demand, that is an observation from Intel. Intel has not even taken legal steps, let alone that they made any kind of demands in any kind of court case.
They've just said that what they once 'demanded' in the agreement terms, seem to be violated by AMD now.
 
If half the "asses in seats" are chosen by ATIC by default, this does not meet Intel's requirements.

I don't see how that would fail to meet the requirements. If there are 10 members and 5 are chosen by AMD that is still 5 out of 10 that AMD gets to choose, therefore 50% decision making ability. On average, AMD would have 50% decision making ability for anything voted on in that situation. There is no verbage that indicates AMD is required to have overall veto rights on any decision. The fact that ATIC has the ability to control the other 50% would still fall in line here as long as each side's members have equal say in electing to make decisions. I'm sure that AMD had a say in who ATIC put into the company and vice versa otherwise the company would likely be internally hostile. Even if it went as you say and each company simply shoved a representative to the table without any say from the other, AMD would have had 100% control over their 50% of the table, 1 * .5 = .5.
 
That doesn't make sense at all, mate.
You seem to confuse a few things here.
I was directly referring to Intel's license terms as their 'demands'.
You seem to think that Intel has different demands from those... Where do you get that?
All Intel says is that they believe that AMD breaches some of the license terms. That is not even a demand, that is an observation from Intel. Intel has not even taken legal steps, let alone that they made any kind of demands in any kind of court case.
They've just said that what they once 'demanded' in the agreement terms, seem to be violated by AMD now.

It doesn't makes sense to you because you don't understand how agreement works, how the law works and how business works. It is not as straight forward as programming.

Here is a simple example, you went to a local car dealer, you saw a black 2008 Toyota Camry and you wanted to buy the car. You signed the agreement which says that you paid $40000 for a new black 2008 Toyota Camry and the car will be delivered to you later. When you got the car, you noticed that the wheels are not the same as the one you saw at the local car dealer. Did the dealer break the agreement or not?
 
The agreement doesn't say anything about voting control when you own less than 50%. It just says you have to own more than 50%, which AMD doesn't.
How does anyone other than AMD and the GFC know for sure that AMD hasn't decided to invest 50% or more now? It says you have to own >50%OR 50%. Also, how do you know for sure that AMD won't have 50% voting control? They can change that within the 60 day moratorium intel is giving them.

I honestly think intel is going to lose if they take this to court.

Well, AMD may be refusing because it doesn't matter what any of the public thinks. Who knows, maybe stir up some fear, pick up more of their stock (after prices fall with imminent failure coming) and then release the ace they are hiding in their sleeve & what do you know they are off the hook. Just one possible of many reasons, who really knows. We're looking at this through a straw.

Also, isn't it true that Intel is claiming AMD broke the terms - thus they are bringing the case to them (So Intel wins & retains all IP, AMD loses all), but AMD also countered that Intel is making a false claim - thus if AMD wins they gain all IP and Intel loses it for making the false claim?

Scali2 - Good possibility that AMD is doing a sort of self-sacrifice to bring light to the Intel anti-trust case as well, because that would override/nullify any decision on the cross-agreement, correct?

Either way, it seems like a ballsy move for AMD - and they are definitely not in the position to be trying to bully anyone, so I'm going to assume there is something substantial here that we don't know about. It is also very plausible that Intel might realize what AMD is doing - and know they may have a legitimate chance at success - but Intel is going to try and hang them up in court and bleed them for cash as long as possible.

It will be interesting to see how this all plays out, although in the end I hope competition remains healthy. Otherwise, all of us are screwed.


Scali2, btw, are you from Southern California?
The reason AMD probably didn't make this public is because they want intel to take them to court, so intel will lose and look like an idiot. They're definitely not doing it to create fear; that was pretty illogical.

Finally, if AMD wins this, I doubt the courts would agree to hear intel again, so there is no way in hell that intel could bleed them for cash.

No, I think AMD knows they're wrong, but are just trying to tell the outside world that they're not.
AMD has a history of lying to its customers anyway. Just look at how they promoted Barcelona/Phenom prior to release. It was going to be the fastest, most power-efficient, most advanced x86 ever!
I'm quite sure AMD knew it was a dud even when making these statements. After all, they had engineering samples.
Basically, the Pentium D was worse than any of AMD's lines since the launch of the 1st athlon in 99. Including the B2 phenoms. Intel charged more for the pentium d's than amd did for their superior s939 athlon 64 x2 series (let me know if you'd like links), and on top of that they forced noobs who wanted to buy dells like I almost did, to not buy amd's products. That's far more of a cheat than AMD promoting the Phenom like they did.

Weren't a lot of the pentium d's so hot that they actually died after awhile, too?

You don't need a cpu as shitty as the pentium d and you don't need a cpu as fast as intel's "extreme editions" that have costed $1300 at launch. If intel makes a CPU for $1300 that has unnecessary speed which will surpassed by something 3 months later for half the price, then that proves intel only cares about making money; amd hasn't done nearly as much to rip people off. I'm not a fanboy, but I dislike intel because their ethics are worse than amd and to sweeten the situation, amd's products cost less and are sometimes better than intel's products.

While I believe that it should be legal, and hope that intel wins that particular anti-trust case, no one can deny that intel's ethics are any better than amd. Besides, a lot of companies claim they have the best product. I would say most companies claim they have the best product, and I know me and you never expected the 1st phenom's to be the fastest product.

Keep in mind, with all the resources they have, they'd have made their igp drivers good, if they wanted to please the custome and maybe even have made the igp powerful with a good feature set. after all, they have the resources to beat ibm to 32nm process by about 9-11 months.

Intel's offices in Israel were also raided by the israeli police years ago, so I think intel is the less moral company. And, just because they're in good shape now, doesn't automatically mean that 10 years from now intel will be raping the tax-payer's wallet to get bail-outs.

GM was in good shape for a long-ass time. Intel thinks that they're using the free market to their advantage, but if a free market ever existed it would some day regulate them.

I mean, when a company gets as arrogant as intel does by saying shit like "we could put amd out of business if we wanted to, but we let them survive." That's basically what GM was like for 50 years; they charge a lot of money for crap. Companies like intel tend to do that when there they feel threatened.

Finally, keep in mind how bogus intel's lawsuit against nvidia was as well.
 
<snip>


Basically, the Pentium D was worse than any of AMD's lines since the launch of the 1st athlon in 99. Including the B2 phenoms. Intel charged more for the pentium d's than amd did for their superior s939 athlon 64 x2 series (let me know if you'd like links), and on top of that they forced noobs who wanted to buy dells like I almost did, to not buy amd's products. That's far more of a cheat than AMD promoting the Phenom like they did.
Bring the links. The most expensive Pentiun D at launch was $7 cheaper than the cheapest Athlon64 X2.

Weren't a lot of the pentium d's so hot that they actually died after awhile, too?
No, as long as you kept them properly cooled anway. Their were some Athlons that ran the risk of cooking themselves because the temp diode built into the core couldn't respond to temperature changes greater than 1ºC/second, something the Pentium III had no problem shutting down for.

You don't need a cpu as shitty as the pentium d and you don't need a cpu as fast as intel's "extreme editions" that have costed $1300 at launch. If intel makes a CPU for $1300 that has unnecessary speed which will surpassed by something 3 months later for half the price, then that proves intel only cares about making money; amd hasn't done nearly as much to rip people off. I'm not a fanboy, but I dislike intel because their ethics are worse than amd and to sweeten the situation, amd's products cost less and are sometimes better than intel's products.
AMD has shown that they are more than willing to play ball the way Intel does when in the position too.

<babbling nonsense snipped>.
 
It doesn't makes sense to you because you don't understand how agreement works, how the law works and how business works. It is not as straight forward as programming.

Don't break the forum rules by insulting people's intelligence. Reported.
 
As I understand it, Scali's hitting the essence of the AMDs breach.

And there's no legal way to explain how AMD has 50% of the voting rights without 50% ownership in the company. AMD can dance around it anyway they choose to, but at the end of the day, legally, AMD does not have 50% ownership of the foundry, which is what is spelled out in the agreement.

If this goes before a judge that interprets the agreement as its written, AMD loses. Period, end of story.

Now, as to why AMD did it, there could be a myriad of reasons, but I'm going to guess it had something to do with the influx of capital coming in from Abu Dhabi.
 
As I understand it, Scali's hitting the essence of the AMDs breach.

And there's no legal way to explain how AMD has 50% of the voting rights without 50% ownership in the company. AMD can dance around it anyway they choose to, but at the end of the day, legally, AMD does not have 50% ownership of the foundry, which is what is spelled out in the agreement.

If this goes before a judge that interprets the agreement as its written, AMD loses. Period, end of story.

Now, as to why AMD did it, there could be a myriad of reasons, but I'm going to guess it had something to do with the influx of capital coming in from Abu Dhabi.
The same way Ron Dennis has a bigger voting rights in McLaren Group than Mercedes eventhough his share is much smaller.
 
The same way Ron Dennis has a bigger voting rights in McLaren Group than Mercedes eventhough his share is much smaller.

The question isn't not whether or not you can have more voting rights than your ownership share, but whether or not the current AMD/ATIC structure adheres to Intel's license agreement terms.
Ron Dennis doesn't have to adhere to an x86 license.
 
The question isn't not whether or not you can have more voting rights than your ownership share, but whether or not the current AMD/ATIC structure adheres to Intel's license agreement terms.
Ron Dennis doesn't have to adhere to an x86 license.


The correct question is:
Whether or not the current AMD/ATIC structure adheres to the cross license agreement terms.

The answer is no according to Intel and yes according to AMD, however none of them can really decide on the matter. Even if the terms were written by Intel, if the terms are open to an intrepetation, only the intrepetaion from the court will matter, not Intel, not AMD.
 
The correct question is:
Whether or not the current AMD/ATIC structure adheres to the cross license agreement terms.

That is the same, because the cross-license is Intel's license. AMD wanted to license technology from Intel. As such, Intel compiled this license.
Why is this so hard to get? AMD wanted something from Intel... AMD basically has 0 rights itself, it's Intel licensing technology to AMD, under payment of royalties and various restrictions. There are no restrictions to Intel. Intel calls the shots.

Even if the terms were written by Intel, if the terms are open to an intrepetation, only the intrepetaion from the court will matter, not Intel, not AMD.

Legal speak is aimed at not leaving any room for interpretation. Intel's lawyers did a good job at that.
 
Bring the links. The most expensive Pentiun D at launch was $7 cheaper than the cheapest Athlon64 X2.

No, as long as you kept them properly cooled anway. Their were some Athlons that ran the risk of cooking themselves because the temp diode built into the core couldn't respond to temperature changes greater than 1ºC/second, something the Pentium III had no problem shutting down for.

AMD has shown that they are more than willing to play ball the way Intel does when in the position too.
Keep in mind intel got more money from the pentium d though, 2 very important reasons: 1, b/c it didn't cost 1/2 as much to make and create, and 2, they were guaranteed making more money from it because the one of the biggest oems was paid to sell it exclusively.

Also, keep in mind that the pentium d was the worst line made by either company since amd started trying to compete after they quit the k6 series c. 1999.

also, keep in mind that with the exception of the fx series,

[i'm against using the majority and minority to illustrate a point that's correct, but I'm going to break my principles here]: for most users, be they even an "enthusiast", intel's performance has never been worth the much higher prices their highest end products cost. Basically, if the highest end i7 costed 4-6x as much the 940, then it should have offered 4-6x better results in every benchmark against the 940 and it should be faster than products released in the next 1-3 years that will be about 1/2 the price.

Trust me, people would be a lot better; amd only tried it with their fx line while intel's tried it their whole existence.

Intel didn't even care to entertain when making their brand name recognized when they advertised; all they did was boost the strength of their ego with "intel inside" logos and the "intel sound" on ancient commercials neither of which ever got style/cool points from me.

As I understand it, Scali's hitting the essence of the AMDs breach.

And there's no legal way to explain how AMD has 50% of the voting rights without 50% ownership in the company. AMD can dance around it anyway they choose to, but at the end of the day, legally, AMD does not have 50% ownership of the foundry, which is what is spelled out in the agreement.

If this goes before a judge that interprets the agreement as its written, AMD loses. Period, end of story.

Now, as to why AMD did it, there could be a myriad of reasons, but I'm going to guess it had something to do with the influx of capital coming in from Abu Dhabi.
Unless you're an AMD employee or a member of their legal team, you do not know for 100% sure that AMD has less than 50% ownership in the Foundry; why wouldn't they have just secretly put a little more in, knowing that they would violate the contract if they didn't and secretly so intel would look like an idiot for taking them to court out of ignorance as to how much amd owns?

AMD is refusing to release the info, because they know that if intel does not know that AMD has invest at least 50% in GFC, then they will have tricked intel into losing a court case.

AMD owns at least 50% of GFC; it only makes sense.
 
Unless you're an AMD employee or a member of their legal team, you do not know for 100% sure that AMD has less than 50% ownership in the Foundry
Uhhh, yes we do. This is public knowledge.
AMD is refusing to release the info, because they know that if intel does not know that AMD has invest at least 50% in GFC, then they will have tricked intel into losing a court case.
Of course! AMD is playing charades when they really can't afford to, brilliant!
so intel would look like an idiot for taking them to court out of ignorance as to how much amd owns?
Yes, let's waste time playing games.
 
That is the same, because the cross-license is Intel's license. AMD wanted to license technology from Intel. As such, Intel compiled this license.
Why is this so hard to get? AMD wanted something from Intel... AMD basically has 0 rights itself, it's Intel licensing technology to AMD, under payment of royalties and various restrictions. There are no restrictions to Intel. Intel calls the shots.



Legal speak is aimed at not leaving any room for interpretation. Intel's lawyers did a good job at that.
Judges try to interpret things anyway they want, even if something is clear on it's face. Just like how Roe v. Wade blatantly violated the 10th amendment; Madison explained in a Federalist Paper how the 10th amendment was to be used as he knew there would be some future justices that would also be incapable of understanding the already 100% unambiguous text of the 10th Amendment itself; most people involved with law, be they politicians, judges, lawyers, or even people for jury duty interpret things differently from how it appears on its face and basically, that's why there should be a reform of all the justice systems.

Since we don't know that AMD doesn't have 50% or more invested in the Foundry, then this is not apparent by its face, unless one only looks at what intel has to say. CA's proposed and recently defeated game ban legislation is an example in which everything was known as soon as the proposal of the law became known.
 
Guys I dont know why you continue to argue with Scali2, he thinks Intel is right no matter what and will tell you, that you are wrong on any of your points. You guys are right as the contract is open for interpretation by both sides and then a court decides who is right on that interpretation. Course that only matters if they deicde to head this all the way to court tho.
Corporate pissing matches happen all the time, usually somone gives in and things roll on. Basically Intel is upset cause Amd has found a way to cut cost on fabs. I look forward to seeing who blinks first in this one.
 
I think intel is killing their x86 architecture by doing this.

AMD wouldn't have broken the contract if it didn't benefit themselves.

Look at how much amd is to gain by their deal with GFC; read about it, if you haven't. You'll imply some serious advantages that they never had before.

Maybe AMD even plans to kill the x86 architecture and make something new, more competitive and better. They have ati, whereas intel does not.

intel is scared because they rely completely on the x86 architecture; that's why they've taken forever with larrabee--it a "many x86 core" architecture, which have proven inferior to shaders for games; no matter how many x86 cores you pit against the flexibility of ati's shaders (nvidia's might be most flexible, but that's a little OffT). Games are the most taxing of all tasks, if they were the first to be offloaded to 3d accellerators, and

I think this could be the beginning of intel's death--unless they've started some serious work on a non-x86 architecture of their own; but even if they have, then they'll never have dominance again, because they won't be the master's of any widely used architecture anymore. It's possible that their only claim could be backwards compatibility.

By the time this lawsuit will be settled, amd will also have 32nm tech through ibm; that was a deal AMD got with the Foundry, if people read about it. They'll basically have access to ibm's tech and ibm will have access to theirs. And we know ibm couldn't care less about their brand. That's why they left desktop industry altogether and have been willing to make less money making cpu'd for all 3 current gen consoles. AND, their cell is said by developers to be better for games than the x86 architecture.

I honestly think intel will win without a free market, but amd will win ultimately by having a better product. If anarchocapitalism were in place in a nation as large as the u.s., intel would be dead 10 years from now, probably. Why would they usually charge a price:quality ratio that's not lopsided? It's rare when they have a good price:quality ratio. The "low-end" i7 does, but that won't apply to the majority of products they make.

AMD has had a tough time, but with their deal with GFC, their hard times are over and intel's could start.

Basically, it's a fallacy to say that intel could never go out of business, or if the world had any true free markets, but everywhere is advancing toward a slave market. Intel is the greedy ones who have sat on their ass longer with an x86 architecture than amd (and intel hasn't announced anything non x86-based IIRC), and they've charged more for products that aren't necessary to 95-98% of users, even enthusiasts, (like people here at [H]forum). At least from the k6 on, amd has charged far less for products they knew wouldn't benchmark as well.

This is a debate, so I want to hear where I could be wrong. All sides of the argument need to be explored.
 
BTW, isn't intel's name egocentric? Intel (does not) equal intelligence; people back in the day would describe the cpu as the brain of the PC--so intel started the ego-centric "intel inside" shit that everyone once fell for. Unfortunately, some people still fall for that and think amd is counterfeit because intel makes more money. It used to make me so mad in high school, when my stubborn friend who always wore a shirt saying "i'm not opinionated, I'm right" used to always say the reason his winME computer crashed was only because it had an amd cpu, which he told me was an athlon xp; he believed AMD to only make fake and rebranded intel chips. He acknowledged he wasn't a pc enthusiast, but still continued to argue that he was right against myself and everyone else who was a pc enthusiast that told him was wrong. At least he acknowledged he wasn't a pc enthusiast though.

nvidia, matrox, ati, sega, sony, mircosoft etc., and 3dfx clearly don't have egocentric names, or at least no one could argue any of the former do.
AMD is advanced micro devices, but they don't ever boost their ego by always saying they're the most "advanced."

Not trying to troll more than anyone else in this thread did, just thought it could be relevant to discuss whether intel has an ego centric name.
 
The plot thickens...
http://www.tweaktown.com/news/11688/amd_8_k_on_intel_s_threat_to_pull_cross_license/

Apparently Intel put a 60-day ultimatum on AMD... Going to be an exciting 2 months.

Two months already gone, so much for the ultimatum. Let's see what has happened after the two months ultimatum... yeah right, Intel is fined by the EU. I guess that Intel lawyers are too busy with the anti trust case ;)

AMD on the other hand:
AMD CEO: Restructuring complete
The CEO of chipmaker Advanced Micro Devices Inc. told those gathered at a technology summit in New York on Monday that his company is done with layoffs and restructuring
 
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