UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934
January 30, 2020
(Commission File Number: 001-15128)
United Microelectronics Corporation
(Translation of registrant’s name into English)
No.3 Li Hsin Road II
Science Park
Hsinchu, Taiwan, R.O.C.
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101 (b) (1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101 (b) (7): ☐
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ☐ No ☒
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): n/a
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereto duly authorized.
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United Microelectronics Corporation |
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By: |
Chitung Liu |
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Name: |
Chitung Liu |
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Title: |
CFO |
Date: January 30, 2020
2
EXHIBIT INDEX
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Exhibit |
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Description |
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99 |
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6K on 01/30/2020 |
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www.umc.com
Exhibit
Exhibit Description
99.1 Announcement on 2020/01/06: The Change of Deputy Spokesperson
99.2 Announcement on 2020/01/21: To announce related materials on acquisition of machinery and equipment
99.3 Announcement on 2020/01/21: UMC will convene Q4 2019 Investor Conference
99.4 Announcement on 2020/01/09: December Revenue
99.5 Announcement on 2020/01/15: the trading and pledge of UMC common shares by directors, executive officers and 10% shareholders of UMC
The Change of Deputy Spokesperson
1. Type of personnel changed (please enter: spokesperson, acting spokesperson, important personnel (CEO, COO, CMO, CSO, etc.), financial officer, accounting officer, Company Secretary, research and development officer, or internal audit officer): acting spokesperson
2. Date of occurrence of the change: 2020/01/06
3. Name, title, and resume of the replaced person: Lan-Fu Tsau, Technical Manager of UMC
4. Name, title, and resume of the replacement: David Wong, Manager of UMC
5. Type of the change (please enter: “resignation”, “position adjustment”, “dismissal”, “retirement”, “death” or “new replacement”): Position adjustment
6. Reason for the change: Position adjustment
7. Effective date: 2020/01/06
8. Any other matters that need to be specified: None
To announce related materials on acquisition of machinery and equipment
1. Name and nature of the subject matter (e.g. land located at Sublot XX, Lot XX, North District, Taichung City): Machinery and equipment
2. Date of the occurrence of the event: 2019/05/08~2020/01/21
3. Transaction volume (e.g. XX square meters, equivalent to XX p’ing), unit price, total transaction price:
Transaction volume: one batch;
average unit price: $1,032,668,398 NTD;
total transaction price: $1,032,668,398 NTD
4. Counterparty to the trade and its relationship with the company (if the trading counterpart is a natural person and is not an actual related party of the Company, the name of the trading counterpart is not required to be disclosed):
Applied Materials South East Asia Pte. Ltd.; non-related party transaction
5. Where the counterparty to the trade is an actual related party, a public announcement shall also include the reason for choosing the related party as trading counterpart and the identity of the previous owner (including its relationship with the company and the trading counterpart), price of transfer and the date of acquisition: NA
6. Where a person who owned the property within the past five years has been an actual related person of the company, a public announcement shall also include the dates and prices of acquisition and disposal by the related person and the person’s relationship to the company at those times: NA
7. Anticipated loss or profit from the disposal (not applicable in cases of acquisition of assets) (where originally deferred, the status or recognition shall be stated and explained):NA
8. Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in the contract, and other important stipulations: Base on purchase order payment term
9. The manner of deciding on this transaction (such as tender invitation, price comparison, or price negotiation), the reference basis for the decision on price and the decision-making department:
transaction: price negotiation;
the reference basis for the decision on price: market price
The decision-making department: the Selection Meeting
10. Name of the professional appraisal institution and its appraisal amount: NA
11. Name of the appraiser: NA
12. Practice certificate number of the appraiser: NA
13. Is the appraisal report price a limited price or specific price?: NA
14. Has an appraisal report not yet been obtained?: NA
15. Reason for an appraisal report not been obtained: NA
16. Reason for any significant discrepancy with the transaction amount, and opinion of the certifying CPA: NA
17. Name of the CPA firm: NA
18. Name of the certifying CPA: NA
19. The practice certificate number of the CPA: NA
20. Broker and broker’s fee: None
21. Concrete purpose or use of the acquisition or disposal: For production
22. Do the directors have any objection to the present transaction?: NA
23. Is it a related party transaction?: No
24. Date of the board of directors’ resolution: NA
25. Date of the recognition of the supervisors or the board of independent directors’ resolution: NA
26. Is the transaction to acquire a real estate or right-of-use asset from the related party?: NA
27. The appraisal price conducted in accordance with the Article 16 of the “Regulations Governing the Acquisition and Disposal of Assets by Public Companies”: NA
28. Where the above appraisal price is lower than the transaction price, the appraisal price conducted in accordance with the Article 17 of the “Regulations Governing the Acquisition and Disposal of Assets by Public Companies”: NA
29. Any other matters that need to be specified: None
UMC will convene Q4 2019 Investor Conference
1. Date of the investor conference: 2020/02/05
2. Time of the investor conference: 17:00
3. Location of the investor conference: Online teleconference
4. Brief information disclosed in the investor conference: UMC Q4 2019 Financial and Operating Results
5. The presentation of the investor conference release: It will be released after the investor conference
6. Will the presentation be released in the Company’s website: Yes, please refer to the Company’s website at www.umc.com
7. Any other matters that need to be specified: None
United Microelectronics Corporation
January 9, 2020
This is to report the changes or status of 1) Sales volume, 2) Funds lent to other parties, 3) Endorsements and guarantees, and 4) Financial derivative transactions for the period of December 2019.
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1) |
Sales volume (NT$ Thousand) |
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Period |
Items |
2019 |
2018 |
Changes |
% |
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December |
Net sales |
13,370,032 |
11,385,275 |
1,984,757 |
17.43% |
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Year-to-Date |
Net sales |
148,201,641 |
151,252,571 |
(3,050,930) |
(2.02)% |
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2) |
Funds lent to other parties (NT$ Thousand) |
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Balance as of period end |
This Month (actual amount provided) |
Last Month (actual amount provided) |
Limit of lending |
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UMC |
7,507,500 |
7,610,000 |
20,463,890 |
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Note : On March 6,2019, the board of directors resolved to lend funds to USC(Xiamen) for the amount up to US$ 250 million. The actual amount lent to USC(Xiamen) as of December 31, 2019 was US$ 40 million.
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3) |
Endorsements and guarantees (NT$ Thousand) |
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Balance as of period end |
This Month (actual amount provided) |
Last Month (actual amount provided) |
Limit of lending |
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UMC (Note1) |
748,000 |
748,000 |
92,087,503 |
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UMC (Note2) |
13,933,920 |
14,519,880 |
92,087,503 |
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Note1 : On December 12, 2018, the board of directors resolved to provide endorsement to Nexpower’s syndicated loan from banks including Bank of Taiwan for the amount up to NT$ 748 million. Note2 : On February 22, 2017, March 7, 2018, October 24, 2018, July 24,2019 and December 18, 2019, the board of directors resolved to provide endorsement to USC(Xiamen)’s syndicated loan from banks for the amount up to US$ 464 million. |
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4) |
Financial derivatives transactions : |
aNot under hedging accounting : NT$ thousand
UMC
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Financial instruments |
Option |
Forwards |
IRS |
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Put |
Call |
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Deposit Paid |
0 |
0 |
0 |
0 |
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Royalty Income (Paid) |
0 |
0 |
0 |
0 |
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Unwritten-off Trading |
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Contracts |
0 |
0 |
0 |
0 |
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Fair Value |
0 |
0 |
0 |
0 |
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Net profit (loss) from Fair Value |
0 |
0 |
(3,561) |
0 |
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Written-off Trading |
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Contracts |
0 |
0 |
28,995,752 |
0 |
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Realized profit (loss) |
0 |
0 |
(21,177) |
0 |
United Microelectronics Corporation
For the month of December, 2019
This is to report 1) the trading of directors, executive officers and 10% shareholders of United Microelectronics Corporation (“UMC”) (NYSE: UMC); 2) the pledge and clear of pledge of UMC common shares by directors, executive officers and 10% shareholders of UMC;
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1) |
The trading of directors, executive officers and 10% shareholders |
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Title |
Name |
Number of shares as of November 30, 2019 |
Number of shares as of December 31, 2019 |
Changes |
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President President Executive Vice President Senior Vice President Senior Vice President Vice President Technology Vice President Vice President Vice President Vice President Vice President Vice President Vice President Vice President Vice President Vice President Associate Vice President Associate Vice President Associate Vice President Associate Vice President Associate Vice President Associate Vice President Associate Vice President Associate Vice President Associate Vice President Associate Vice President Associate Vice President Associate Vice President Associate Vice President |
SC Chien Jason Wang Ming Hsu Chitung Liu Lucas S Chang Wenchi Ting MC Lai Jerry CJ Hu Y S Shen Steven S Liu M L Liao Eric Chen TS Wu S S Hong G C Hung Francia Hsu Steven Hsu Le Tien Jung S F Tzou Mindy Lin Ji Fu Kung Remi Yu Yau Kae Sheu J Y Wu Osbert Cheng C P Yen Pang Min Wang Victor Chuang Chuck Chen |
6,994,648 8,400,000 1,123,000 2,890,217 450,000 900,000 1,076,863 595,000 525,000 450,000 3,090,809 800,000 559,809 616,406 1,050,791 510,000 550,000 550,000 1,579,108 927,925 550,741 120,000 550,000 550,191 550,938 652,645 298,126 244,671 388,201 |
7,894,648 10,200,000 1,873,000 3,340,217 900,000 1,350,000 1,526,863 1,045,000 975,000 900,000 3,540,809 1,250,000 1,009,809 1,066,406 1,500,791 960,000 850,000 850,000 1,879,108 1,227,925 850,741 240,000 850,000 850,191 850,938 952,645 598,126 364,671 508,201 |
900,000 1,800,000 750,000 450,000 450,000 450,000 450,000 450,000 450,000 450,000 450,000 450,000 450,000 450,000 450,000 450,000 300,000 300,000 300,000 300,000 300,000 120,000 300,000 300,000 300,000 300,000 300,000 120,000 120,000 |
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2) |
The pledge and clear of pledge of UMC common shares by directors, executive officers and 10% shareholders: |
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Title |
Name |
Number of shares as of November 30, 2019 |
Number of shares as of December 31, 2019 |
Changes |
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