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17.08.2005 14:34:00
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Chartered Completes Private Placement of US$300 Million of Units
The Units comprise convertible redeemable preference shares of parvalue US$0.01 each (the "Preference Shares") and amortizing bonds due2010 (the "Amortizing Bonds"), with an aggregate issue price of US$300million. The US$300 million Units issuance comprises US$250 million ofUnits previously announced and US$50 million of additional Unitspurchased. The completion of the Units Private Placement has allowedChartered to increase equity without immediately diluting Chartered'sordinary shares ("Ordinary Shares").
The Preference Shares will be convertible into new Ordinary Sharesor, subject to certain limitations, American Depositary Shares ofChartered at the election of their holders, at a conversion price ofUS$0.8719 per Ordinary Share versus today's closing share price ofUS$0.7185 (based on yesterday's US$/S$ exchange rate of US$0.6038 perS$1.00) per Ordinary Share. The conversion premium of the PreferenceShares results in less dilution to the Ordinary Shares compared to anoffering of Ordinary Shares.
Chartered issued an initial principal amount of approximatelyUS$47 million of Amortizing Bonds. The Amortizing Bonds will paysemi-annual cash payments of US$5.47 million per payment, as acombination of principal and interest, on February 17 and August 17 ofeach year, beginning on February 17, 2006, and will amortize to zeroat maturity on August 17, 2010.
Chartered intends to use the net proceeds from the Units PrivatePlacement primarily to repay some of its current debt with theremainder to be used for other working capital and general corporatepurposes.
At the EGM which concluded today, Chartered's shareholdersapproved (1) an increase in Chartered's authorized share capital bythe creation of the new Preference Shares, (2) an amendment toChartered's articles of association to incorporate the terms of thePreference Shares and (3) the issuance of the Preference Shares andthe Ordinary Shares issuable upon conversion of the Preference Shares.
This press announcement does not constitute an offer of anysecurities for sale. The Units, and the Preference Shares (and theOrdinary Shares issuable upon conversion thereof) and the AmortizingBonds comprising the Units, have not been and will not be registeredunder the U.S. Securities Act of 1933 as amended (the "SecuritiesAct") and may not be offered or sold in the United States absentregistration under the Securities Act or an applicable exemption fromsuch registration requirements.
About Chartered
Chartered Semiconductor Manufacturing (Nasdaq: CHRT, SGX-ST:CHARTERED), one of the world's top dedicated semiconductor foundries,offers leading-edge technologies down to 90 nanometer (nm), enablingtoday's system-on-chip designs. Chartered further serves the needs ofcustomers through its collaborative, joint development approach on atechnology roadmap that extends to 45nm. Chartered's strategy is basedon open and comprehensive design enablement solutions, manufacturingenhancement methodologies, and a commitment to flexible sourcing. InSingapore, Chartered operates a 300mm fabrication facility and four200mm facilities.
Unless otherwise specified, references to "US$" are to the lawfulcurrency of the United States of America and references to "S$" are tothe lawful currency of the Republic of Singapore.
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