-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SobUmnYbdNMzzBsIwihVc4hB4TT8tQPsANC0+PftEhs9reFEKmknCTg99wRclq8L 4E4DnIZ9PXFMlLt63g/60A== 0001145549-04-000972.txt : 20040728 0001145549-04-000972.hdr.sgml : 20040728 20040728062713 ACCESSION NUMBER: 0001145549-04-000972 CONFORMED SUBMISSION TYPE: 425 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040728 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CHIPPAC INC CENTRAL INDEX KEY: 0001093779 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 770463048 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 425 SEC ACT: 1934 Act SEC FILE NUMBER: 000-31173 FILM NUMBER: 04934452 BUSINESS ADDRESS: STREET 1: 47400 KATO ROAD CITY: FREMONT STATE: CA ZIP: 94538 BUSINESS PHONE: 5109798000 MAIL ADDRESS: STREET 1: 47400 KATO ROAD CITY: FREMONT STATE: CA ZIP: 94538 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ST ASSEMBLY TEST SERVICES LTD CENTRAL INDEX KEY: 0001101873 STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 425 BUSINESS ADDRESS: STREET 1: 5 YISHUN ST 23 CITY: SINGAPORE STATE: U0 ZIP: 768442 BUSINESS PHONE: 657555885 MAIL ADDRESS: STREET 1: 5 YISHUN ST 23 CITY: SINGAPORE STATE: U0 ZIP: 768442 425 1 u92363e425.htm ST ASSEMBLY TEST SERVICES LTD ST Assembly Test Services Ltd
 

This communication is filed pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended.

Subject Company: ChipPAC, Inc.
Commission File Number: 000-31173
Date: July 28, 2004

The following is a press release, dated July 28, 2004, issued by ST Assembly Test Services Ltd (“STATS”) announcing STATS’ second quarter 2004 results.

EARNINGS RELEASE

STATS REPORTS SECOND QUARTER 2004 RESULTS

Net Revenues up 59% from Year-Ago-Quarter
Improving Gross and Operating Margins

  Net revenues of $139.0 million

  Earnings per ADS of $0.04

Singapore and Milpitas, California, July 28, 2004 — ST Assembly Test Services Ltd (“STATS” — Nasdaq: STTS and SGX: ST Assembly), a leading semiconductor test and assembly service provider, today reported second quarter net revenues of $139.0 million, an increase of 59% over the same quarter a year ago and an increase of 5% over the prior quarter.

Net income for the second quarter 2004 was $4.7 million compared to a net loss of $0.7 million in the same quarter a year ago, and net income of $4.1 million in the prior quarter. Diluted earnings per American Depositary Share (“ADS”) was $0.04 and diluted earnings per ordinary share was $0.004 in the second quarter compared to a loss of $0.01 per ADS and $0.001 per ordinary share in the same quarter a year ago, and earnings per ADS and earnings per ordinary share of $0.04 and $0.004, respectively, in the prior quarter.

Tan Lay Koon, President and Chief Executive Officer, commented “Our second quarter was our eleventh consecutive quarter of sequential revenue growth. The sequential revenue growth of 5%, after an 11% sequential growth in the first quarter, was notable. Revenue growth in the second quarter was impacted by late releases of orders and a focus on higher margin business. In terms of end markets, we saw strength in broadband access but weakness in the data storage and certain parts of the wireless business.”

Gross margin improved to 18% in this quarter from the 11% in the quarter a year ago and 15% in the prior quarter due to better utilization and product mix.

Operating margin was 8% in this quarter compared to negative 3% in the same quarter a year ago and 5% in the prior quarter. Operating income in this quarter of $10.6 million was the

 


 

highest since the fourth quarter of 2000. A better gross margin and modest increase in operating expenses contributed to the operating margin improvement in this quarter as compared to the prior quarter. As a result, net income was $4.7 million in the second quarter compared to net loss of $0.7 million in the quarter a year ago and net income of $4.1 million in the prior quarter. Despite the significant increase in operating income over the prior quarter, net income in the second quarter was impacted by higher non-operating expense, mainly due to a higher foreign exchange translation loss.

Winstek Semiconductor Corporation (“Winstek”) contributed $11.2M, or 8% of our revenues this quarter, an increase of 42% over the same quarter a year ago, and 24% over the prior quarter.

STATS ended the quarter with a strong balance sheet and our cash, cash equivalents and marketable securities balance was $259.3 million as of June 30, 2004.

Highlights of Financial Performance

    Net revenues for the second quarter were $139.0 million compared to $87.6 million in the same quarter a year ago, and $132.3 million in the prior quarter. Revenues from assembly business were $66.9 million, or 48% of net revenues, and revenues from test business were $71.6 million, or 52% of net revenues and $0.5 million from other revenues. Revenues from array packages were 55% of assembly revenues.

    Gross profit for second quarter 2004 was $24.6 million or a gross margin of 18% compared to gross profit of $9.9 million or gross margin of 11% in the same quarter a year ago and gross profit of $20.4 million or gross margin of 15% in the prior quarter.

    Operating profit for second quarter 2004 was $10.6 million or an operating margin of 8% compared to a negative operating profit of $2.4 million or negative operating margin of 3% in the same quarter a year ago and operating profit of $7.1 million or operating margin of 5% in the prior quarter.

    Depreciation expense and the cost of leasing production equipment was $45.1 million in the second quarter 2004 compared to $32.6 million in the same quarter a year ago, and $40.3 million in the prior quarter.

    Operating expenses in the second quarter 2004 were $14.0 million compared to $12.3 million in the same quarter a year ago, and $13.3 million in the prior quarter.

    Selling, general and administrative (“SG&A”) expenses for the second quarter of 2004 were $11.6 million or 8% of net revenues compared to $8.3 million or 9% of net revenues in the same quarter a year ago, and $10.3 million or 8% of net revenues in the prior quarter.

    Research and development (“R&D”) expenses were $2.9 million in the second quarter or 2% of net revenues compared to $3.7 million or 4% of net revenues in the same quarter a year ago, and $3.1 million or 2% of net revenues in the prior quarter.

    Unit shipments for the test business in first quarter 2004 increased by 59% over the same quarter a year ago, and increased 8% sequentially. Unit shipments in our assembly business increased by 54% over the same quarter a year ago, but decreased 3% sequentially.

    Average selling prices (“ASPs”) for the test business decreased 5% compared to the prior quarter due principally to test time reduction. ASPs in the assembly business increased 6% compared to the prior quarter because of favorable mix of more advanced packages.

    Capital expenditures, including that of Winstek and FastRamp, were $67.0 million in this quarter principally for new capabilities and production equipment. As of June 30, 2004, the company had 451 testers, including 100 testers at Winstek, 17 testers at FastRamp and 1,210 wirebonders.

 


 

Mixed Signal Expertise

Mixed signal devices continued to be the largest contributor to our test revenues, comprising 84% of total test revenues in the second quarter 2004. During the quarter, revenues from high-end digital testing increased over the prior quarter and increased as a percentage of test revenues to 16%.

Test Revenues Breakdown by Testing Type

                 
    Three Months Ended
    March 31, 2004   June 30, 2004
Type of Testing
  % of Test Revenues
  % of Test Revenues
Mixed Signal
    85.2       83.8  
Digital
    14.8       16.2  

Market Dynamics

The communications segment continued to be our largest revenue contributor in this quarter accounting for 66% of net revenues. Net revenues from integrated device manufacturers (“IDMs”) and fabless semiconductor companies were about the same from the prior quarter at 50% and 39% of net revenues, respectively.

The United States remained our largest revenue contributor by region, contributing 80% of net revenues and revenues from Europe and Asia increased slightly as a percentage of net revenues in this quarter.

Revenues Breakdown by Market Segment

                 
    Three Months Ended
    March 31, 2004   June 30, 2004
Market Segment
  % of Net Revenues
  % of Net Revenues
Communications
    65.7       66.2  
Computer
    24.0       22.6  
Consumer/Others
    10.3       11.2  

Revenues Breakdown by Region

                 
    Three Months Ended
    March 31, 2004   June 30, 2004
Region
  % of Net Revenues
  % of Net Revenues
United States
    82.9       79.6  
Europe
    4.8       5.3  
Asia
    12.3       15.1  

Revenues Breakdown by Customer Type

                 
    Three Months Ended
    March 31, 2004   June 30, 2004
Customer Type
  % of Net Revenues
  % of Net Revenues
Foundries
    9.6       10.7  
Fabless
    42.9       39.5  
IDMs
    47.5       49.8  

 


 

Business Outlook

The following statements are based on current expectations. These statements are forward-looking and actual results may differ materially.

“Based on current customer forecasts, we expect continued revenue growth in the second half of 2004, and the third quarter revenue to be marginally better than the prior quarter. STATS plans to provide formal guidance for the combined company for the third quarter as soon as possible after the closing of the merger with ChipPAC,” said Tan Lay Koon.

Our merger with ChipPAC Inc. (“ChipPAC”) is expected to close in early August, as soon as possible after the shareholder meetings scheduled for August 4, 2004. Completion of the merger is subject to approval from the shareholders of STATS and ChipPAC and other customary conditions.

Highlights of Second Quarter Achievements

During the quarter, STATS expanded its die stacking capabilities to include exposed pad leadframe packages, enabling higher thermal performance and cost-effective solutions for wireless handheld and portable consumer applications with the introduction of the Stacked Die Exposed Pad Low Profile Quad Flat Pack (“SDepLQFP”).

During the quarter, STATS launched its silicon based system-in-package solution, an innovative modular technology delivering extreme miniaturization and superior electrical performance for wireless markets. Called the Chip Scale Module Package (“CSMP”), the new technology involved the fabrication of passive devices such as resistors, capacitors, inductors, filters, baluns and interconnects directly onto a silicon substrate. CSMP enables analog and digital functions to be independently optimized and combined for a distinct performance and cost advantage over System-on-Chip implementations. The result is a high performance system level solution which provides a significant reduction in die size, weight, number of interconnections, and system board space requirements.

In June, STATS announced the offering of lead-free and “green” material options for its entire package portfolio. STATS’ lead-free and “green” packages are qualified with enhanced moisture sensitivity level to withstand the higher reflow temperature at board assembly that is required for lead-free solders, complying with current JEDEC (Joint Electron Device Engineering Council) and JEITA (Japan Electronics & Information Technology Industries Association) standards for lead-free reflow profile with a peak temperature of 260 degrees Celsius. STATS’ green initiative is developed in accordance with a number of international standards including the European Commission’s Directive on Waste from Electrical and Electronic Equipment (“WEEE”) and Restriction on Hazardous Substances (“RoHS”).

 


 

ST ASSEMBLY TEST SERVICES LTD AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three Months Ended June 30, 2003 and 2004
In thousands of U.S. Dollars, except per share and per ADS amounts

                 
    For the three months
    ended June 30,
    2003
  2004
Net revenues
  $ 87,602     $ 138,995  
Cost of revenues
    (77,677 )     (114,358 )
 
   
 
     
 
 
Gross profit
    9,925       24,637  
 
   
 
     
 
 
Operating expenses:
               
Selling, general and administrative
    8,273       11,648  
Research and development
    3,749       2,903  
Other general expenses (income), net
    281       (511 )
 
   
 
     
 
 
Total operating expenses
    12,303       14,040  
 
   
 
     
 
 
Operating income (loss)
    (2,378 )     10,597  
Other income (expense), net:
               
Interest income
    1,398       1,111  
Interest expense
    (3,309 )     (4,731 )
Foreign currency exchange gain (loss)
    389       (1,299 )
Other non-operating income (expense), net
    4,889       (435 )
 
   
 
     
 
 
Total other income (expense), net
    3,367       (5,354 )
 
   
 
     
 
 
Income before income taxes
    989       5,243  
Income tax expense
    (1,273 )     (123 )
 
   
 
     
 
 
Income (loss) before minority interest
    (284 )     5,120  
Minority interest
    (418 )     (463 )
 
   
 
     
 
 
Net income (loss)
  $ (702 )   $ 4,657  
 
   
 
     
 
 
Basic net income (loss) per ordinary share
  $ (0.001 )   $ 0.00  
Diluted net income (loss) per ordinary share
  $ (0.001 )   $ 0.00  
Basic net income (loss) per ADS
  $ (0.01 )   $ 0.04  
Diluted net income (loss) per ADS
  $ (0.01 )   $ 0.04  
Ordinary shares (in thousands) used in per ordinary share calculation:
               
- basic
    992,301       1,076,823  
 
   
 
     
 
 
- diluted
    992,301       1,077,776  
 
   
 
     
 
 
ADS (in thousands) used in per ADS calculation:
               
- basic
    99,230       107,682  
 
   
 
     
 
 
- diluted
    99,230       107,778  
 
   
 
     
 
 

 


 

ST ASSEMBLY TEST SERVICES LTD AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF
COMPREHENSIVE INCOME (LOSS)
For the Three Months Ended June 30, 2003 and 2004
In thousands of U.S. Dollars

                 
    For the three months
    ended June 30,
    2003
  2004
Net income (loss)
  $ (702 )   $ 4,657  
Other comprehensive income (loss):
               
Unrealized gain (loss) on available-for-sale marketable securities
    4,186       (1,332 )
Realized loss (gain) on available-for-sale marketable securities included in net income (loss)
    (4,854 )     72  
Foreign currency translation adjustment
    113       (930 )
 
   
 
     
 
 
Comprehensive income (loss)
  $ (1,257 )   $ 2,467  
 
   
 
     
 
 

 


 

ST ASSEMBLY TEST SERVICES LTD AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
For the Six Months Ended June 30, 2003 and 2004
In thousands of U.S. Dollars, except per share and per ADS amounts

                 
    For the six months
    ended June 30,
    2003
  2004
Net revenues
  $ 163,133     $ 271,323  
Cost of revenues
    (149,689 )     (226,306 )
 
   
 
     
 
 
Gross profit
    13,444       45,017  
 
   
 
     
 
 
Operating expenses:
               
Selling, general and administrative
    16,977       21,901  
Research and development
    7,513       5,989  
Other general income, net
    (106 )     (548 )
 
   
 
     
 
 
Total operating expenses
    24,384       27,342  
 
   
 
     
 
 
Operating income (loss)
    (10,940 )     17,675  
Other income (expense), net:
               
Interest income
    3,015       2,334  
Interest expense
    (6,592 )     (9,282 )
Foreign currency exchange gain (loss)
    153       (273 )
Other non-operating income (expense), net
    5,148       (354 )
 
   
 
     
 
 
Total other income (expense), net
    1,724       (7,575 )
 
   
 
     
 
 
Income (loss) before income taxes
    (9,216 )     10,100  
Income tax expense
    (162 )     (632 )
 
   
 
     
 
 
Income (loss) before minority interest
    (9,378 )     9,468  
Minority interest
    (951 )     (745 )
 
   
 
     
 
 
Net income (loss)
  $ (10,329 )   $ 8,723  
 
   
 
     
 
 
Basic net income (loss) per ordinary share
  $ (0.01 )   $ 0.01  
Diluted net income (loss) per ordinary share
  $ (0.01 )   $ 0.01  
Basic net income (loss) per ADS
  $ (0.10 )   $ 0.08  
Diluted net income (loss) per ADS
  $ (0.10 )   $ 0.08  
Ordinary shares (in thousands) used in per ordinary share calculation:
               
- basic
    992,273       1,076,768  
 
   
 
     
 
 
- diluted
    992,273       1,079,371  
 
   
 
     
 
 
ADS (in thousands) used in per ADS calculation:
               
- basic
    99,227       107,677  
 
   
 
     
 
 
- diluted
    99,227       107,937  
 
   
 
     
 
 

 


 

ST ASSEMBLY TEST SERVICES LTD AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF
COMPREHENSIVE INCOME (LOSS)
For the Six Months Ended June 30, 2003 and 2004
In thousands of U.S. Dollars

                 
    For the six months
    ended June 30,
    2003
  2004
Net income (loss)
  $ (10,329 )   $ 8,723  
Other comprehensive income (loss):
               
Unrealized gain (loss) on available-for-sale marketable securities
    4,500       (779 )
Realized (gain) loss on available-for-sale marketable securities included in net income (loss)
    (4,837 )     73  
Foreign currency translation adjustment
    116       252  
 
   
 
     
 
 
Comprehensive income (loss)
  $ (10,550 )   $ 8,269  
 
   
 
     
 
 

 


 

ST ASSEMBLY TEST SERVICES LTD AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
As of December 31, 2003 and June 30, 2004
In thousands of U.S. Dollars

                 
    December 31,   June 30,
    2003
  2004
ASSETS
               
Current assets:
               
Cash and cash equivalents
  $ 313,163     $ 121,531  
Marketable securities
    11,144       116,682  
Accounts receivable, net
    79,899       101,202  
Amounts due from ST and ST affiliates
    7,050       5,632  
Other receivables
    2,773       4,197  
Inventories
    19,839       29,156  
Prepaid expenses and other assets
    14,863       39,654  
 
   
 
     
 
 
Total current assets
    448,731       418,054  
Marketable securities
    23,313       21,083  
Prepaid expenses
    6,283       18,904  
Property, plant and equipment, net
    476,073       534,658  
Goodwill and other assets
    39,452       48,334  
 
   
 
     
 
 
Total Assets
  $ 993,852     $ 1,041,033  
 
   
 
     
 
 
LIABILITIES AND SHAREHOLDERS’ EQUITY
               
Current liabilities:
               
Accounts payable
  $ 8,042     $ 24,922  
Payables related to property, plant and equipment purchases
    54,089       62,017  
Accrued operating expenses
    40,661       39,501  
Income taxes payable
    3,383       2,429  
Amounts due to ST and ST affiliates
    1,836       310  
Short term borrowings
           
Current obligations under capital leases
    5,296       1,983  
Current installments of long-term debt
    6,841       14,354  
 
   
 
     
 
 
Total current liabilities
    120,148       145,516  
Obligations under capital leases, excluding current portion
    812       40  
Long-term debt, excluding current installments
    31,410       34,461  
Convertible notes
    327,379       333,284  
Other non-current liabilities
    4,463       7,958  
 
   
 
     
 
 
Total liabilities
    484,212       521,259  
Minority interest
    33,684       35,620  
Shareholders’ equity:
               
Share capital
    172,434       172,467  
Additional paid-in capital
    489,355       489,250  
Accumulated other comprehensive loss
    (9,921 )     (10,374 )
Accumulated deficit
    (175,912 )     (167,189 )
 
   
 
     
 
 
Total shareholders’ equity
    475,956       484,154  
 
   
 
     
 
 
Total Liabilities and Shareholders’ Equity
  $ 993,852     $ 1,041,033  
 
   
 
     
 
 

 


 

ST ASSEMBLY TEST SERVICES LTD AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2003 and 2004
In thousands of U.S. Dollars

                 
    For the six months
    ended June 30,
    2003
  2004
CASH FLOWS FROM OPERATING ACTIVITIES
               
Net income (loss)
  $ (10,329 )   $ 8,723  
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
               
Depreciation and amortization
    59,010       73,431  
Amortization of leasing prepayments
    6,136       10,803  
Gain on sale of property, plant and equipment
    (56 )     (547 )
Accretion of discount on convertible notes
    3,283       5,905  
(Gain) loss on sale or maturity of marketable securities
    (4,835 )     (72 )
Foreign currency exchange loss (gain)
    (413 )     (366 )
Deferred income taxes
    (1,793 )     276  
Minority interest in income of subsidiary
    951       745  
Others
          533  
Changes in operating working capital:
               
Accounts receivable
    (11,745 )     (21,337 )
Amounts due from ST and ST affiliates
    (748 )     1,566  
Inventories
    (3,312 )     (9,317 )
Other receivables, prepaid expenses and other assets
    1,086       (47,746 )
Accounts payable, accrued operating expenses and other payables
    393       14,910  
Amounts due to ST and ST affiliates
    243       (1,711 )
 
   
 
     
 
 
Net cash provided by operating activities
    37,871       35,796  
 
   
 
     
 
 
CASH FLOWS FROM INVESTING ACTIVITIES
               
Proceeds from sale or maturity of marketable securities
    64,714       50,304  
Purchases of marketable securities
    (11,819 )     (150,007 )
Purchases of property, plant and equipment
    (73,665 )     (122,669 )
Others, net
    (4,417 )     (13,942 )
 
   
 
     
 
 
Net cash used in investing activities
    (25,187 )     (236,314 )
 
   
 
     
 
 
CASH FLOWS FROM FINANCING ACTIVITIES
               
Repayment of short-term debt
    (144 )     (12,895 )
Repayment of long-term debt
    (7,397 )     (2,439 )
Proceeds from issuance of shares
    99       123  
Proceeds from bank borrowings
    8,950       25,778  
Decrease in restricted cash
    1,486       2,770  
Capital lease payments
    (4,263 )     (4,146 )
 
   
 
     
 
 
Net cash provided by (used in) financing activities
    (1,269 )     9,191  
 
   
 
     
 
 
Net increase (decrease) in cash and cash equivalents
    11,415       (191,327 )
Effect of exchange rate changes on cash and cash equivalents
    417       (304 )
Cash and cash equivalents at beginning of the period
    167,661       313,162  
 
   
 
     
 
 
Cash and cash equivalents at end of the period
  $ 179,493     $ 121,531  
 
   
 
     
 
 
SUPPLEMENTARY CASH FLOW INFORMATION
               
Cash paid for:
               
Interest
  $ 3,606     $ 2,568  
Income taxes
  $ 343     $ 992  
Non-cash item:
               
Share issue by retained earnings
  $     $ 5,716  

 


 

About ST Assembly Test Services Ltd. (STATS)

ST Assembly Test Services Ltd. (“STATS” — NNM: STTS and SGX: ST Assembly) is a leading semiconductor test and assembly service provider to fabless companies, integrated device manufacturers and wafer foundries. With its principal operations in Singapore and global operations in the United States, United Kingdom, Japan, China and Taiwan, STATS offers full back-end turnkey solutions to customers worldwide. STATS’ expertise is in testing mixed-signal semiconductors, which are extensively used in fast growing communications applications such as data networking, broadband and mobile communications. STATS also offers advanced assembly services and has developed a wide array of traditional and advanced leadframe and laminate based products, including various ball grid array packages to serve some of the world’s technological leaders. STATS was listed on the Nasdaq National Market and The Singapore Exchange in January 2000 and is in the Morgan Stanley Capital International (MSCI) Index and the Straits Times Industrial Index. Further information is available at www.stts.com

Certain statements in this press release including statements regarding our business outlook and industry growth are forward-looking statements that involve a number of risks and uncertainties that could cause actual results to differ materially. Factors that could cause actual results to differ include general business and economic conditions and the state of the semiconductor industry; the impact of our proposed merger with ChipPAC, Inc.: demand for end-use applications products such as communications equipment and personal computers; reliance on a small group of principal customers; decisions by customers to discontinue outsourcing of test and assembly services; changes in customer order patterns; rescheduling or canceling of customer orders; changes in product mix; capacity utilization; level of competition; pricing pressures including declines in average selling prices; continued success in technological innovations; delays in acquiring or installing new equipment; shortages in supply of key components; availability of financing; exchange rate fluctuations; litigation and other risks described from time to time in STATS’ SEC filings, including its annual report on Form 20-F dated March 19, 2004. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Unless otherwise specified, references to “$” are to the lawful currency of the United States of America.

Additional Information about the Proposed Merger and Where to Find It

STATS and ChipPAC have filed with the SEC a proxy statement/prospectus and other relevant materials in connection with the proposed merger (the “Merger”) involving STATS and ChipPAC pursuant to the terms of an Agreement and Plan of Merger and Reorganization among STATS, Camelot Merger, Inc., a wholly owned subsidiary of STATS, and ChipPAC. A shareholders’ circular issued by STATS has been mailed to the shareholders of STATS and the proxy statement/prospectus has been mailed to the stockholders of ChipPAC. Investors and security holders of STATS and ChipPAC are urged to read the STATS shareholders’ circular and the ChipPAC proxy statement/prospectus and the other relevant materials because they contain important information about STATS, ChipPAC and the proposed Merger. The proxy statement/prospectus and other relevant materials, and any other documents filed by STATS or ChipPAC with the SEC, may be obtained free of charge at the SEC’s web site at www.sec.gov. In addition, investors and security holders may obtain free copies of the documents filed with the SEC by STATS by contacting STATS Investor Relations in the United States at telephone (408) 586-0608 or email daviesd@statsus.com or in Singapore at telephone (65) 6824-7705 or email angelaine@stats.st.com.sg. Investors and security holders may obtain free copies of the documents filed with the SEC by ChipPAC by contacting ChipPAC Investor Relations, ChipPAC Incorporated, 47400 Kato Road, Fremont, CA 94538, telephone (510) 979-8220 or email ir@chippac.com or David Pasquale at telephone (646) 536-7006 or email dpasquale@theruthgroup.com. Investors and security holders of STATS and ChipPAC are urged to read the STATS shareholders’ circular, the proxy statement/prospectus and the other relevant materials before making any voting or investment decision with respect to the proposed Merger.

STATS, ChipPAC and certain of each of their executive officers and directors may be deemed to be participants in the solicitation of proxies of ChipPAC’s stockholders in connection with the proposed Merger. Investors and security holders may obtain more detailed information regarding the names, affiliations and interests of such persons in the solicitation by reading the proxy statement/prospectus statement when it becomes available.

Singapore Contacts:
Elaine Ang
Manager, Investor Relations / Corporate Communications
Tel: (65) 6824 7705, Fax: (65) 6720 7826
email: angelaine@stats.st.com.sg

     
US Contacts:
   
Drew Davies
  Lisa Lavin
Director, Investor Relations
  Marcom Manager
Tel: (408) 586 0608, Fax: (408) 586 0652
  Tel: (208) 939 3104, Fax: (208) 939 4817
email: daviesd@statsus.com
  email: lavinl@statsus.com

 

-----END PRIVACY-ENHANCED MESSAGE-----