AMD (NASDAQ: AMD) today announced the signing of a definitive
agreement to acquire ZT Systems, a leading provider of AI
infrastructure for the world’s largest hyperscale computing
companies. The strategic transaction marks the next major step in
AMD’s AI strategy to deliver leadership AI training and inferencing
solutions based on innovating across silicon, software and systems.
ZT Systems’ extensive experience designing and optimizing cloud
computing solutions will also help cloud and enterprise customers
significantly accelerate the deployment of AMD-powered AI
infrastructure at scale.
AMD has agreed to acquire ZT Systems in a cash and stock
transaction valued at $4.9 billion, inclusive of a contingent
payment of up to $400 million based on certain post-closing
milestones. AMD expects the transaction to be accretive on a
non-GAAP basis by the end of 2025.
“Our acquisition of ZT Systems is the next major step in our
long-term AI strategy to deliver leadership training and
inferencing solutions that can be rapidly deployed at scale across
cloud and enterprise customers,” said AMD Chair and CEO Dr. Lisa
Su. “ZT adds world-class systems design and rack-scale solutions
expertise that will significantly strengthen our data center AI
systems and customer enablement capabilities. This acquisition also
builds on the investments we have made to accelerate our AI
hardware and software roadmaps. Combining our high-performance
Instinct AI accelerator, EPYC CPU, and networking product
portfolios with ZT Systems’ industry-leading data center systems
expertise will enable AMD to deliver end-to-end data center AI
infrastructure at scale with our ecosystem of OEM and ODM
partners.”
Headquartered in Secaucus, New Jersey, ZT Systems has more than
15 years of experience designing and deploying data center AI
compute and storage infrastructure at scale for the largest global
cloud companies. ZT Systems’ design, integration, manufacturing and
deployment capabilities have made them one of the leading providers
of AI training and inference infrastructure.
“We are excited to join AMD and together play an even larger
role designing the AI infrastructure that is defining the future of
computing,” said Frank Zhang, CEO of ZT Systems. “For almost 30
years we have evolved our business to become a leading provider of
critical computing and storage infrastructure for the world’s
largest cloud companies. AMD shares our vision for the important
role our technology and our people play designing and building the
computing infrastructure powering the largest data centers in the
world.”
Following transaction close, ZT Systems will join the AMD Data
Center Solutions Business Group. ZT CEO Frank Zhang will lead the
manufacturing business and ZT President Doug Huang will lead the
design and customer enablement teams, both reporting to AMD
Executive Vice President and General Manager Forrest Norrod. AMD
will seek a strategic partner to acquire ZT Systems’
industry-leading U.S.-based data center infrastructure
manufacturing business.
The acquisition of ZT Systems marks the latest in a series of
investments by AMD to significantly strengthen the company’s AI
capabilities. In the last 12 months, in addition to increasing
organic R&D activities, AMD has invested more than $1 billion
to expand the AMD AI ecosystem and strengthen the company’s AI
software capabilities.
Additional Transaction Details The
transaction has been unanimously approved by the AMD Board of
Directors. The acquisition is currently expected to close in the
first half of 2025, subject to certain regulatory approvals and
other customary closing conditions.
Conference Call and Webcast Details AMD
will hold a conference call for the financial community at 8:30 am
EDT today to discuss the transaction. AMD will provide a real-time
audio broadcast of the teleconference on the Investor
Relations page of its website at ir.amd.com. The webcast will be
available for 12 months after the conference call.
Advisors Citi is acting as exclusive
financial advisor to AMD and Latham & Watkins LLP is serving as
its legal advisor. Goldman Sachs & Co. LLC is acting as
exclusive financial advisor to ZT Systems and Paul, Weiss, LLP is
serving as its legal advisor.
About AMD For more than 50 years AMD has
driven innovation in high-performance computing, graphics and
visualization technologies. AMD employees are focused on building
leadership high-performance and adaptive products that push the
boundaries of what is possible. Billions of people, leading Fortune
500 businesses and cutting-edge scientific research institutions
around the world rely on AMD technology daily to improve how they
live, work and play. For more information about how AMD is enabling
today and inspiring tomorrow, visit the AMD (NASDAQ: AMD) website,
blog, LinkedIn and X pages.
About ZT Systems ZT Systems is a leading
supplier of hyperscale server solutions for cloud computing and
artificial intelligence. With over 29 years of experience, ZT
Systems is headquartered in Secaucus, NJ. Global manufacturing
spanning the US, EMEA and APAC helps ZT Systems deliver on our
mission of empowering our digital world with the most advanced
technology infrastructure for cloud and AI. Learn more
at ztsystems.com.
Cautionary Statement The statements in
this press release include forward-looking statements concerning
Advanced Micro Devices, Inc. (AMD), ZT Systems, the proposed
transaction described herein and other matters. Forward-looking
statements may discuss goals, intentions and expectations as to
future plans, trends, events, results of operations or financial
condition, or otherwise, based on current beliefs and involve
numerous risks and uncertainties that could cause actual results to
differ materially from expectations. Forward-looking statements
speak only as of the date they are made or as of the dates
indicated in the statements and should not be relied upon as
predictions of future events, as there can be no assurance that the
events or circumstances reflected in these statements will be
achieved or will occur. Forward-looking statements can often, but
not always, be identified by the use of forward-looking terminology
including “believes,” “expects,” “may,” “will,” “should,” “seeks,”
“intends,” “plans,” “pro forma,” “estimates,” “anticipates,”
“designed,” or the negative of these words and phrases, other
variations of these words and phrases or comparable terminology.
The forward-looking statements in this press release relate to,
among other things, data center AI accelerator opportunity,
obtaining applicable regulatory approvals, satisfying other closing
conditions to the transaction, the expected timing of the
transaction, and the integration of the businesses, sale of ZT
Systems’ manufacturing business, and the expected benefits,
accretion, synergies and growth to result therefrom. These
forward-looking statements involve risks and uncertainties that
could cause actual results to differ materially from those
contemplated by the statements. These risks include, among other
things: failure to obtain applicable regulatory approvals in a
timely manner or otherwise; failure to satisfy other closing
conditions to the transaction or to complete the transaction on
anticipated terms and timing; negative effects of the announcement
of the transaction; risks that the businesses will not be
integrated successfully, the ability of AMD to sell ZT Systems’
manufacturing business on a timely basis or at all, or that AMD
will not realize expected benefits, cost savings, accretion,
synergies and/or growth, or that such benefits may take longer to
realize than expected; the risk that disruptions from the
transaction will harm business plans and operations; risks relating
to unanticipated costs of integration and sale of ZT Systems’
manufacturing business; significant transaction, integration and
separation costs, or difficulties and/or unknown or inestimable
liabilities in connection with the transaction or sale of ZT
Systems’ manufacturing business; restrictions during the pendency
of the transaction that may impact the ability to pursue certain
business opportunities or strategic transactions; the potential
impact of the announcement or consummation of the transaction or
sale of ZT’s System’s manufacturing business on AMD’s, ZT Systems’
or the combined company’s relationships with suppliers, customers,
employees and regulators; and demand for AMD’s, ZT Systems’, or the
combined company’s products. For a discussion of factors that
could cause actual results to differ materially from those
contemplated by forward-looking statements, see the section
captioned “Risk Factors” in AMD’s Annual Report on Form 10-K for
the fiscal year ended December 30, 2023, subsequent Quarterly
Reports on Form 10-Q and other filings with the SEC. While the list
of factors presented here is considered representative, no such
list should be considered to be a complete statement of all
potential risks and uncertainties. Unlisted factors may present
significant additional obstacles to the realization of forward
looking statements. AMD does not assume, and hereby disclaims, any
obligation to update forward-looking statements, except as may be
required by law.
© 2024 Advanced Micro Devices, Inc. All rights reserved. AMD,
the AMD Arrow logo, AMD Instinct, AMD EPYC and combinations thereof
are trademarks of Advanced Micro Devices, Inc.
Media Contact: Drew
Prairie AMD
Communications 512-602-4425 drew.prairie@amd.com
Investor
Contact: Mitch Haws AMD
Investor Relations 408-749-3124 mitch.haws@amd.com
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