-----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, AZbaV0CIzATW6JEKwwQN7VsZ0GH9EK9O8cPCkliGkGRWA7WcxHJOA04Q3GSQYd1w 3Mk65WMdrkIWu9hbF85fsw== 0001145549-06-001443.txt : 20061011 0001145549-06-001443.hdr.sgml : 20061011 20061011065039 ACCESSION NUMBER: 0001145549-06-001443 CONFORMED SUBMISSION TYPE: POS AM PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20061011 DATE AS OF CHANGE: 20061011 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STATS CHIPPAC 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: POS AM SEC ACT: 1933 Act SEC FILE NUMBER: 333-119705 FILM NUMBER: 061139093 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 FORMER COMPANY: FORMER CONFORMED NAME: ST ASSEMBLY TEST SERVICES LTD DATE OF NAME CHANGE: 19991227 POS AM 1 u92855posam.htm STATS CHIPPAC LTD. STATS ChipPAC Ltd.
 

As filed with the Securities and Exchange Commission on October 11, 2006
Registration No. 333 — 119705
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Post-Effective Amendment No. 1
to
Form F-3
Form S-3
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
     

STATS ChipPAC Ltd.
(Exact name of registrant as specified in its charter) 		 
STATS ChipPAC, Inc.
(formerly ChipPAC, Inc.)
(Exact name of registrant as specified in its charter)
     
Republic of Singapore
(State or other jurisdiction of incorporation or organization) 		  Delaware
(State or other jurisdiction of incorporation or organization)
     
Not Applicable
(I.R.S. Employer Identification Number) 		  77-0463048
(I.R.S. Employer Identification Number)
     
10 Ang Mo Kio Street 65
#05-17/20 Techpoint
Singapore 569059
(65) 6824-7888
(Address and Telephone Number of registrant’s
principal executive offices) 		  47400 Kato Road
Fremont, California 94538
(510) 979-8000
(Address and Telephone Number of registrant’s
principal executive offices)
 
Company Secretary
STATS ChipPAC, Inc.
47400 Kato Road
Fremont, California 94538
(510) 979-8000
(Name, address and telephone number of agent for service)
 
With a copy to:
Michael W. Sturrock, Esq.
Latham & Watkins LLP
80 Raffles Place #14-20
UOB Plaza 2
Singapore 048624
(65) 6536-1161
 
     Approximate date of commencement of proposed sale to the public: Not applicable, as ordinary shares are being removed from registration.
     If only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. o
     If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. o
     If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o
     If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o
     If this Form is a registration statement pursuant to General Instruction I.C. of Form F-3 or General Instruction I.D. of Form S-3 or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box. o
     If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.C. of Form F-3 or General Instruction I.D. of Form S-3 filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box. o
 
 

 

 

TERMINATION OF OFFERING AND
REMOVAL OF SECURITIES FROM REGISTRATION
     STATS ChipPAC Ltd. (“STATS ChipPAC”) and STATS ChipPAC, Inc. (formerly ChipPAC, Inc.) (“ChipPAC” and together with STATS ChipPAC, the “Registrants”) filed with the Securities and Exchange Commission on October 13, 2004 a Registration Statement on
Form F-3/S-3 (File No. 333-119705) (the “Registration Statement”) which registered the resale by the security holders named therein of:
  (i)   $150 million aggregate principal amount of ChipPAC’s 2.50% Convertible Subordinated Notes due 2008 (the “Notes”);
  (ii)   the guarantee by STATS ChipPAC of the Notes; and
  (iii)   STATS ChipPAC’s Ordinary Shares, including Ordinary Shares represented by STATS ChipPAC’s American Depositary Shares, issuable upon conversion of the Notes.
     The Registrants have resolved to terminate the offering made under the Registration Statement. Pursuant to the undertaking contained in the Registration Statement, the Registrants are filing this Post-Effective Amendment No. 1 to remove from registration such amount or number of these securities which remain unsold as of the termination of the offering.

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SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the Republic of Singapore on the 11th day of October, 2006.
         
  STATS ChipPAC, Inc.


 		  
  By   /s/ Tan Lay Koon    
    Name:   Tan Lay Koon   
    Title:   President and Chief Executive Officer   
 
     Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities indicated below on the 11th day of October, 2006.
     
Name   Title
     
/s/ Tan Lay Koon
 
Tan Lay Koon
 		   Director, President and Chief Executive Officer
(principal executive officer)
/s/ Michael G. Potter
 
Michael G. Potter		   Director, Vice President, Treasurer and Chief Financial Officer
(principal financial officer and principal accounting officer)

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SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form F-3 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the Republic of Singapore on the 11th day of October, 2006.
         
  STATS ChipPAC Ltd.
 		  
  By   /s/ Tan Lay Koon    
    Name:   Tan Lay Koon   
    Title:   President and Chief Executive Officer   
 
     
  By   /s/ Michael G. Potter    
    Name:   Michael G. Potter   
    Title:   Chief Financial Officer   
 
     Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities indicated below on the 11th day of October, 2006.
     
Name   Title
     
/s/ Charles R. Wofford *
 
Charles R. Wofford		   Chairman of the Board of Directors
     
/s/ Lim Ming Seong *
 
Lim Ming Seong		   Deputy Chairman of the Board of Directors
     
/s/ Tan Lay Koon
 
Tan Lay Koon		   Director, President and Chief Executive Officer
(principal executive officer)
     
/s/ Peter Seah Lim Huat *
 
Peter Seah Lim Huat		   Director
     
/s/ Steven H. Hamblin *
 
Steven H. Hamblin		   Director

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Name   Title
     
/s/ Richard J. Agnich
 
Richard J. Agnich		   Director
     
/s/ Robert W. Conn *
 
Robert W. Conn		   Director
     
/s/ R. Douglas Norby *
 
R. Douglas Norby		   Director
     
/s/ Park Chong Sup *
 
Park Chong Sup		   Director
     
/s/ Teng Cheong Kwee
 
Teng Cheong Kwee		   Director
     
/s/ Michael G. Potter
 
Michael G. Potter		   Chief Financial Officer
(principal financial officer and principal accounting officer)
     
         
By:   /s/ Drew Davies
 
Drew Davies
Secretary, STATS ChipPAC, Inc. 		  Authorized Representative in the United States
     
* /s/ Michael G. Potter
 
Michael G. Potter
Attorney-in-fact		    

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