SOURCE: STATS ChipPAC

STATS ChipPAC

September 28, 2015 11:47 ET

STATS ChipPAC Ltd. Announces Early Results of the Tender Offer and Consent Solicitation for Its Existing Notes

SINGAPORE--28 SEPTEMBER 2015, UNITED STATES--(Marketwired - Sep 28, 2015) - STATS ChipPAC Ltd. ("STATS ChipPAC" or the "Company") (SGX-ST: STATSChP) (SGX: S24), a leading semiconductor test and advanced packaging service provider, wishes to announce the early results of the cash tender offer and consent solicitation in respect of its $200 million 5.375% Senior Notes due 2016 (the "2016 Notes") and $611.152 million 4.5% Senior Notes due 2018 (the "2018 Notes" and, together with the 2016 Notes, the "Existing Notes").

All capitalised terms used but not defined herein shall have the same meaning ascribed to them in the Company's Offer to Purchase and Consent Solicitation Statement dated 4 September 2015 (the "Offer to Purchase").

As of the Early Tender Date, on September 25, 2015, 5:00 p.m., New York City time, 76.09% of the principal amount of the 2016 Notes and 83.07% of the principal amount of the 2018 Notes have been validly tendered and the related consents have been validly delivered. As the Requisite Consents have been delivered in respect of both series of Existing Notes, the release of the rights of Holders of both series of Existing Notes in the Common Security and the Proposed Amendments to the 2016 Notes Indenture and the 2018 Notes Indenture will be effective upon execution of the Supplemental Indentures and payment for the tendered Existing Notes pursuant to the terms of the Offer. The tender offer for the Existing Notes will expire on October 9, 2015, at 5:00 p.m., New York City time, unless extended.

The Company intends to accept for purchase the Existing Notes of both series that have been validly tendered at or prior to the Early Tender Date (subject to the satisfaction or waiver of the General Conditions with respect to such series of Existing Notes). The Company expects to announce whether it will be electing to exercise the early purchase option with respect to either or both series of the Existing Notes and the Early Settlement Date in respect of such exercise no later than October 1, 2015.

The terms and conditions of the tender offer and consent solicitation, including the Company's obligation to accept and pay the applicable consideration for Existing Notes tendered are set forth in the Offer to Purchase. The Company may amend or extend the tender offer with respect to either series of Existing Notes as permitted and in accordance with the Offer to Purchase.

The Company has appointed Barclays Bank PLC, Singapore Branch ("Barclays"), DBS Bank Ltd. ("DBS") and ING Bank N.V., Singapore Branch ("ING") as the Dealer Managers and The Bank of New York Mellon as the Tender Agent for the tender offer and consent solicitation. Requests for documents may be directed to the Tender Agent:

The Bank of New York Mellon
Corporate Trust - Reorg
111 Sanders Creek Pkwy
East Syracuse, NY 13057
United States of America

Attention: CT-Reorg - STATS ChipPAC Ltd.
Telephone: (313) 414 3349
Facsimile: (732) 667 9408
E-mail: CT_REORG_UNIT_INQUIRIES@bnymellon.com

Any questions or requests for assistance regarding the tender offer and consent solicitation may be directed at the Dealer Managers:

         
Barclays Bank PLC, Singapore Branch   DBS Bank Ltd.   ING Bank N.V., Singapore Branch
         
10 Marina Boulevard, #23-01
Marina Bay Financial Centre Tower 2
Singapore 018983
  12 Marina Boulevard, Level 42
Marina Bay Financial Centre Tower 3
Singapore 018982
  9 Raffles Place, #19-02
Republic Plaza
Singapore 048619
         
Attention: Liability Management Group
Telephone: +65 6308 2605
Facsimile: +65 6308 3079
Email: asialiabilitymgmt@barclayscapital.com
  Attention: Treasury & Markets - Fixed Income
Telephone: +65 6222 4261
Facsimile: +65 6225 7464
Email: liabilitymanagement@dbs.com
  Attention: Debt Capital Markets
Telephone: +65 6535 3688
Facsimile: +65 6533 1190
Email: projectsdcmhg@asia.ing.com
         

No offer to purchase Existing Notes

This release does not constitute an offer to purchase, a solicitation of an offer to purchase, or a solicitation of tenders or consents with respect to, any Existing Notes. The tender offer and consent solicitation are being made solely pursuant to the Offer to Purchase and related materials. Holders of the Existing Notes should read the Offer to Purchase and related materials carefully prior to making any decision with respect to the tender offer and consent solicitation because they contain important information. Holders of the Existing Notes and investors may obtain a free copy of the Offer to Purchase from the Tender Agent or any of the Dealer Managers specified above.

Forward-looking statements

Certain statements in this release, including statements regarding the tender offer and consent solicitation in respect of the Existing Notes are forward-looking statements that involve a number of risks and uncertainties that could cause actual events or results to differ materially from those described in this release. Factors that could cause actual results to differ include, but are not limited to, market conditions; the success of the tender offer and consent solicitation in respect of the Existing Notes; changes in our credit ratings; changes in our cash requirements, financial position or industry conditions that affect our ability or willingness to consummate the above-described transactions on the terms described above or at all; our continued access to credit markets on favorable terms; and other risks such as the general business and economic conditions and the state of the semiconductor industry; prevailing market conditions; demand for end-use applications products such as communications equipment, consumer and multi-applications and personal computers; decisions by customers to discontinue outsourcing of test and packaging services; level of competition; our reliance on a small group of principal customers; our continued success in technological innovations; pricing pressures, including declines in average selling prices; intellectual property rights disputes and litigation; our ability to control operating expenses; our substantial level of indebtedness and access to credit markets; potential impairment charges; availability of financing; changes in our product mix; our capacity utilisation; delays in acquiring or installing new equipment; limitations imposed by our financing arrangements which may limit our ability to maintain and grow our business; returns from research and development investments; changes in customer order patterns; customer credit risks; disruption of our operations shortages in supply of key components and disruption in supply chain;; disruption of our operations and other difficulties related to the relocation of our China operations; loss of directors, key management or other personnel; defects or malfunctions in our testing equipment or packages; rescheduling or canceling of customer orders; adverse tax and other financial consequences if the taxing authorities do not agree with our interpretation of the applicable tax laws; our ability to develop and protect our intellectual property; changes in environmental laws and regulations; exchange rate fluctuations; regulatory approvals for further investments in our subsidiaries; beneficial majority ownership by Jiangsu Changjiang Electronics Technology Co., Ltd. ("JCET") of the Company that may result in conflicting interests with other holders of our securities; our inability to capture all or any of the benefits from acquisitions and investments in other companies and businesses or from the acquisition of us by JCET; loss of customers or failure to compete effectively with our former Taiwan subsidiaries which we have recently divested; labor union problems in South Korea; uncertainties of conducting business in China and changes in laws, currency policy and political instability in other countries in Asia; natural calamities and disasters, including outbreaks of epidemics and communicable diseases; and the expected delisting of the Company's ordinary shares from the Singapore Exchange Securities Trading Limited. STATS ChipPAC does not intend, and does not assume any obligation to update any forward-looking statements to reflect subsequent events or circumstances. References to "$" are to the lawful currency of the United States of America.

Disclaimer

This release has been issued by and is the sole responsibility of STATS ChipPAC. In accordance with normal practice, Barclays, DBS and ING express no opinion on the merits of the tender offer or the consent solicitation, nor do they accept any responsibility for the accuracy or completeness of this release or any other document prepared in connection with the tender offer or the consent solicitation.

Contact Information

  • Investor Relations Contact:

    Low Yen Ling
    Director, Corporate Finance
    Tel: (65) 6824 7788
    Fax: (65) 6720 7826
    e-mail: Email Contact

    Media Contact:

    Lisa Lavin
    Deputy Director of Marketing Communications
    Tel: (208) 867-9859
    e-mail: Email Contact