Apparently AMD has blocking rights for any acquisition of Intel. If a deal were to happen, what would AMD ask for?

Jay Goldberg

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Editor's take: We are frequently asked some version of the question, "Will someone acquire Intel?" At this point, we think it is highly unlikely, but these are unpredictable times. Setting aside all the principal considerations – like money, strategy, and regulatory approval – there are a few other hurdles. Chief among these is Intel's license for x86.

Editor's note: We published this opinion article in November 2024, ahead of most recent Intel hurdles, CEO ousting, and growing speculation about a takeover or company split. Due to increased interest in how these developments might impact AMD, we're resurfacing this article.

Apparently, when Intel and AMD resolved their multi-decade dispute over x86, the cross-license agreement included provisions about transferability. If either company is acquired, the other has the right to cancel the license, effectively blocking the deal. When this was signed, we have to think everyone involved assumed it would be AMD getting acquired, but the provision seems to be mutual, and times change.

Editor's Note:
Guest author Jonathan Goldberg is the founder of D2D Advisory, a multi-functional consulting firm. Jonathan has developed growth strategies and alliances for companies in the mobile, networking, gaming, and software industries.

So just for fun, let's think through how that would play out. Right now, the most likely potential buyer of Intel is Broadcom. What would happen if they approached AMD about this license?

AMD would have a few options. Their default position would likely be to just refuse and block the deal. Broadcom is a fearsome competitor, and even if they do not directly compete in every area, a revitalized Intel under Broadcom would be a serious threat to AMD.

That said, a failed Intel would also be a major problem for AMD, if for no other reason than the two are now linked at the hip when it comes to x86, which AMD needs to remain healthy. All of which is to say there is room for negotiation.

What would AMD ask for to grant that approval? Obviously, they would take some cash. However, there is only so much Broadcom would be willing to pay before the Intel deal becomes unappealing. That probably amounts to a few billion dollars. Beyond cash, there are things AMD could ask for that might be worth far more strategically.

For starters, they could ask Broadcom for help in their fight against Nvidia. This is an area of shared interest between the two companies, and there are likely multiple ways both could benefit from a deeper partnership. For example, Broadcom could invest more heavily in AMD's Ultra Ethernet and other networking initiatives. Alternatively, Broadcom could design an entire networking stack optimized for AMD's Mi300 series of AI accelerators.

Going further, AMD could request that Broadcom encourage its AI ASIC customers to adopt AMD-friendly networking interfaces. We imagine there are plenty of novel ways that Broadcom could promote AMD's interests in their combined fight against Nvidia.

Alternatively, AMD could ask Broadcom to steer business toward ZT Systems. After AMD acquires ZT, they plan to sell off ZT's manufacturing side. Securing a healthy backlog of Broadcom orders would certainly make that business more attractive.

AMD would also want to ensure Broadcom continues spinning off Altera, which competes with AMD's Xilinx division. They could even push Broadcom to commit to incorporating more Xilinx products into future designs and reference platforms.

The point of these demands is that they would cost Broadcom relatively little while potentially offering AMD significant strategic value.

While this thought experiment is just for kicks, it highlights one more hurdle for anyone interested in buying Intel. Few potential buyers could offer AMD comparable strategic benefits. For instance, a private equity buyer for Intel would likely have only cash to offer, which might not be enough to get AMD on board. The deal is unlikely, but if it happened, it would shake up many corners of the industry.

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AMD would refuse a takeover and let Intel rot so they can swap the entire x86 business without dropping a dime.

They don't gain anything from a new competitor, and they don't gain anything from acquiring Intel CCG and DCG divisions.

As for Broadcom, they are unlikely going to be the principal interested. With everything spinning out right now, Qualcomm is probably the most interested because of their stance with ARM. This would give Qualcomm some leverage against ARM, but their whole portfolio is not x86, which will make them fail ultimately.

The problem is, no one will win from acquiring Intel. On the contrary, everyone will lose from the acquisition.
 
"Broadcom is a fearsome competitor, and even if they do not directly compete in every area, a revitalized Intel under Broadcom would be a serious threat to AMD."

Yeah, because money was the right answer huh...

intel-money.jpg
 
The idea of AMD having blocking rights over Intel acquisitions is wild, considering how the tables have turned. It wasn’t long ago that AMD was the underdog, and now they could theoretically dictate the future of their biggest competitor. Poetic justice, or just good business?
 
"Broadcom is a fearsome competitor, and even if they do not directly compete in every area, a revitalized Intel under Broadcom would be a serious threat to AMD."

Yeah, because money was the right answer huh...

intel-money.jpg

As someone who worked for broadcom for 5 years .. no they would not. they would do what they always do, kill the best talent, drive off customers and charge 1200$ per chip while doing it .. broadcom paid me 900,000$ in stock to babysit a top 5 financial customer because the customer requested me to stay..they fired everyone lese I knew. thats broadcoms culture. squeeze, cut until there is nothing left and sodomize the customers who CANT go to another product, then sell the IP. Intel would be the chip-street walker in 4 years giving out handies in the carl's jr parking lot if bcom bought them
 
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"Broadcom is a fearsome competitor, and even if they do not directly compete in every area, a revitalized Intel under Broadcom would be a serious threat to AMD."

Yeah, because money was the right answer huh...

intel-money.jpg
the best part of that picture is amd kicking the teeth out of intel for 3 years running and not making chips that explode
 
As someone who worked for broadcom for 5 years .. no they would not. they would do what they always do, kill the best talent, drive off customers and charge 1200$ per chip while doing it .. broadcom paid me 900,000$ in stock to babysit a top 5 financial customer because the customer requested me to stay..they fired everyone lese I knew. thats broadcoms culture. squeeze, cut until there is nothing left and sodomize the customers who CANT go to another product, then sell the IP. Intel would be the chip-street walker in 4 years giving out handies in the carl's jr parking lot if bcom bought them

This pretty much the state of engineering in America these days. I don't know an engineering firm that *doesnt* do exactly this.

Getting ready for an expected 2nd mass layoff of the year within the next few weeks myself. Because who needs product development? [Thankfully, we have a local competitor that's more then happy to hire all the engineering :D]
 
Something to consider is that the US government may decide Intel needs to be taken over to save its fabs (for national security reasons), and that for said national security reasons it would be well within the government's power to declare that acquisition approval clause AMD & Intel have is null & void.
 
Ultimately, it's in AMD's interest to keep the Intel fab business healthy. If the industry loses that, it will mean more competition for the remaining fab capacity and higher prices all around. On the other hand,. AMD has little interest in the health of Intel's design portion: their CPUs, GPUs, and the Altera FPGA business.

AMD would not stand in the way of some healthy company that actually seems likely to invest in the fabs taking over that part of the business. (But not a company like Broadcom that would just milk it as a cash cow as long as they could and then discard the carcass.) The fabs being in the hands of somebody that is not in business lines that directly compete with them would be good for AMD, as it would mean another company that they could get to manufacture their parts. (AMD will never use an intact Intel as a foundry, because if that foundry were to run into capacity or yield problems it would always favor Intel's own products.)

It's even conceivable that they might want to take over the fabs themselves, if they believe they can figure out how to get that part of Intel's business working properly again. For years, Intel's competitive advantage was their skill at MANUFACTURING chips, not designing them, and perhaps that can be restored.

If Intel can't make a go of it as an intact business, another course they could consider is shutting down the design portion of the company (or spinning it off) and concentrating on manufacturing. That's the part that they will get government assistance for, as it's important to the US military to keep advanced chip manufacturing alive in the US.
 
Intel has some work that is right about to make them considerably [if it matures] more helpful to the integrated systems market. I hope to see their CPU > GPU fast interface put them in on every graphical system on the market.
 
This pretty much the state of engineering in America these days. I don't know an engineering firm that *doesnt* do exactly this.

Getting ready for an expected 2nd mass layoff of the year within the next few weeks myself. Because who needs product development? [Thankfully, we have a local competitor that's more then happy to hire all the engineering :D]
@gamerk, you mean a 2nd ml @ BC or IN?
 
I wish Blizzard buy Intel, so every month there would be a new bug making my CPU run faster on some game and every month a nerf. You will never know what's next. So exciting.



 
I couldn't think of many more reprehensible companies than Broadcom to take over Intel. Hell I'd rather Nvidia took them over.

Any idea Broadcom would be one of the potential buyers needs to be killed off immediately. Intel needs to stay independent with a ruthless new management structure, get rid of the old risk averse fat cats and become more focused.
 
Considering AMD only got the license in the the first place because iirc the US army demanded there'd be a second supplier... I highly doubt the US government wouldn't get involved and force AMDs hand in having to allow it.

Still, it is likely AMD could reap some benefits. And with the x86-64 license they showed they can make smart choices for the long term rather than short sighted quick money grabs. I'm just not sure what any potential Intel buyers could offer AMD.
Some deal to get cheap console chip manufacturing in the Intel Fabs could be interesting. Other than that I can only think of a whole grab bag of free use of patents or integration with AMD systems from whoever.

If it were to be Samsung perhaps some kind of memory deal. Qualcomm for getting AMD graphics into the mobile market. Like they already did with Samsung or network tech like AMDs deal with Mediatek. Or worst case imagine NVIDIA buying out Intel on the condition of largely starting out of the graphics and x86 market making AMD the ordinary player by 95% if AMD reigns in its AI ambitions, both markets messed up even worse ;)
 
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Didn't read the last few comments. Article was an interesting read! I think what a lot of people ain't saying here is that a far better option is to breakup Intel into segments and sell off those segments. Maybe even a partnership between AMD and Intel might be beneficial in the US domestic fab market, and to be honest if I was mega rich, I'd just turn the fabs in the US into the equivalent of a TSMC, just fab production for various x nm, for companies to request production of their chips. Neutral territory is why TSMC got big, they just manufacture for everyone else.
 
Any potential deal involving Intel would likely face significant regulatory scrutiny, especially given the strategic importance of Intel's manufacturing capabilities to the US government. These regulatory hurdles would be crucial for any acquisition, whether by Broadcom, Qualcomm, or any other potential buyer.

I understand the hype and the 'Intel is dying' bandwagon group, but Intel is not getting acquired by anyone any time soon. They will bounce back.

I'm puzzled why TS and other outlets continue to report on this over discussed topic.
 
I had no idea that clause was part of the licensing agreement. Veeerrry interesting.

ohh yeah that cross licensing thing has been in place since the days of the 386.. both amd and intel ripped each other off multiple times.

As for Broadcom, they'd offer to buy the license outright if the price was right.. because as a former Broadcom employee I can tell you they DO NOT like to share their toys.. but Broadcom would also offer to lower the cross license fees to basically zero to get their hands in Intel's customer base because in the end while getting a hold of a forever x86 license is good, all Broadcom REALLY wants is *hostages* ... I mean their customers.
 
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"Broadcom is a fearsome competitor, and even if they do not directly compete in every area, a revitalized Intel under Broadcom would be a serious threat to AMD."

Yeah, because money was the right answer huh...

intel-money.jpg

My favorite intel slide of all time. It has aged like wine.
 
My favorite intel slide of all time. It has aged like wine.
Can't beat that... it is going to get even worst when the cashflow is going to stop for all these bribes for OEMs. Not to mention getting rid of their fabs for flooding the market with cheap silicon.

They are losing their 2 main advantages, Volume and Money.

Their mobile market is going to get crushed at the minute their house of cards start falling apart.
 
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