-----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, UUfqWxEKC4OADWhXMJxLYOxP+pp4BRUltEv/85ERtTB3iL7QC3XfbqCfsQ1SR8ZD 1ppkRjCtQmMLi19Gpex6dg== 0000950124-04-004676.txt : 20041005 0000950124-04-004676.hdr.sgml : 20041005 20041005160038 ACCESSION NUMBER: 0000950124-04-004676 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20041005 DATE AS OF CHANGE: 20041005 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ASM INTERNATIONAL N V CENTRAL INDEX KEY: 0000351483 STANDARD INDUSTRIAL CLASSIFICATION: SPECIAL INDUSTRY MACHINERY, NEC [3559] IRS NUMBER: 980101743 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-11234 FILM NUMBER: 041066151 BUSINESS ADDRESS: STREET 1: JAN VAN EYCKLAAN 10 STREET 2: 3723 BC BILTHOVEN CITY: THE NETHERLANDS STATE: P7 BUSINESS PHONE: 6022434221 MAIL ADDRESS: STREET 1: JAN VAN EYCKLAAN 10 STREET 2: 3723 BC BILTHOVEN CITY: NETHERLANDS STATE: AR ZIP: 85012 FORMER COMPANY: FORMER CONFORMED NAME: ADVANCED SEMICONDUCTOR MATERIALS INTERNATIONAL N V DATE OF NAME CHANGE: 19950530 424B3 1 p69702e424b3.htm 424B3 e424b3
 

Filed pursuant to Rule 424(b)(3)
File No. 333-11234

PROSPECTUS SUPPLEMENT NO. 3
(TO PROSPECTUS DATED DECEMBER 13, 1999)

ASM INTERNATIONAL N.V.

A MAXIMUM OF 4,000,000 SHARES OF COMMON STOCK

     This prospectus supplement (the “Supplement”) supplements the prospectus dated December 13, 1999, as amended on December 27, 1999 and supplemented by prospectus supplement no. 1 dated September 28, 2000 and prospectus supplement no. 2 dated December 10, 2003 (the “Prospectus”), of ASM International N.V. (the “Company”) relating to a maximum of 4,000,000 shares of the Company’s common stock. Such shares may be offered for sale from time to time by selling shareholders named in the Prospectus and the Supplement who acquired the shares by exercising warrants issued in connection with the Company’s prior issuance of $20,000,000 in maturity value 6% zero-coupon debentures due October 2, 2004. This Supplement should be read in conjunction with the Prospectus, and is qualified by reference thereto, except to the extent that the information presented in this Supplement supersedes the information contained therein.

     No person has been authorized to give any information or to make any representation other than those contained in this Supplement or the Prospectus to which it relates in connection with the offering made pursuant to the Prospectus (as supplemented hereby), and if given or made, such information or representation must not be relied upon as having been authorized by the Company or by any other person. Neither the delivery of this Supplement and the Prospectus to which it relates nor any sale of common stock covered hereby shall, under any circumstances, create any implication that information in this Supplement is correct as of any time subsequent to the date hereof (October 5, 2004). This Supplement and the Prospectus to which it relates do not constitute an offer to, or solicitation of, any person in any jurisdiction in which such offer or solicitation may not be lawfully made.

     Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this Supplement or the Prospectus to which it relates. Any representation to the contrary is a criminal offense.

The date of this Prospectus Supplement is October 5, 2004

 

 

     The information in the table appearing under the heading “Selling Shareholders” in the prospectus dated December 13, 1999, as amended and supplemented, and the footnotes to that table, are amended to read in their entirety as follows:

                     
    No. of Shares   Percentage of   No. of Shares
    Beneficially   Shares of   Beneficially
    Owned Prior to   Common Stock   Owned After
Name
   Offering (1)
   Outstanding (2)
   Offering (3)
Halifax Fund, L.P.
   1,138,832     2.22 %     0  
DeAM Convertible Arbitrage Fund, Ltd.
   344,315     .68 %     0  
Palladin Overseas Fund Limited
   200,358     .40 %     0  
Palladin Partners I, L.P.
   223,392     .44 %     0  
Lancer Securities (Cayman Limited)
   297,270     .59 %     0  
BTOP Multi-Strategy Master Portfolio Ltd.
   33,790     .07 %     0  

(1)   Consists solely of shares of common stock issuable upon exercise of the warrants.
 
(2)   Calculated based on Rule 13d-3(d)1 under the Securities Exchange Act of 1934, as amended, using 50,107,963 shares of common stock outstanding as of March 12, 2004. In calculating this amount for each selling shareholder, we treated as outstanding the number of shares of common stock issuable upon exercise of the warrants held by such shareholder, but we did not assume the exercise of warrants owned by any other shareholder.
 
(3)   The shares may be offered from time to time by the selling shareholders. The selling shareholders are not obligated to sell all or any portion of their shares, nor are they obligated to sell any of their shares immediately pursuant to this prospectus. Because the selling shareholders may sell all or some of their shares, no estimate can be given as to the amount of common stock that will be held by the selling shareholders upon the termination of this offering.

 

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