ChipMOS SELLS INTEREST IN MODERN MIND AND ChipMOS SHANGHAI TO THAILIN
25 Apr, 2011, 08:00 ET
HSINCHU, Taiwan, April 25, 2011 /PRNewswire-Asia-FirstCall/ -- ChipMOS TECHNOLOGIES (Bermuda) LTD. ("ChipMOS" or the "Company") (Nasdaq: IMOS) today announced additional measures to streamline its corporate structure, which are designed to improve its profitability and better align with shareholder interests.
Since 2002, ChipMOS has managed its Mainland China operations, ChipMOS TECHNOLOGIES (Shanghai) LTD.("ChipMOS Shanghai"), through its controlled subsidiary, Modern Mind Technology Limited ("Modern Mind'). Modern Mind is a company incorporated under the laws of the British Virgin Islands and is wholly-owned by Jesper Limited ("Jesper"), a company incorporated under the laws of the British Virgin Islands. While we do not own any equity interest in Modern Mind, we have controlled Modern Mind through our ownership of the demand notes issued by Modern Mind ("MMT Notes"), convertible into common shares with a controlling equity interest in Modern Mind.
Under an assignment and assumption agreement (the "Assignment Agreement") signed on April 22, 2011, ChipMOS will sell the MMT Notes to ThaiLin Semiconductor Corp. ("ThaiLin"), a 42.9%-owned subsidiary of ChipMOS' 84.2% owned subsidiary, ChipMOS TECHNOLOGIES INC. ("ChipMOS Taiwan"). Proceeds to ChipMOS from ThaiLin will be US$39.95 million. The completion of the Assignment Agreement is subject to a number of conditions, amongst others, (i) the approval of the shareholders of ThaiLin, which is to be rendered in its next Annual General Meeting of shareholders scheduled on June 10, 2011; and (ii) approval of the Investment Committee of Minister of Economic Affairs, R.O.C to allow ThaiLin, an ROC entity, to invest in China by converting the MMT Notes into the common shares of Modern Mind. Post completion of Assignment Agreement transaction, ThaiLin is expected to immediately convert the MMT Notes into common shares of Modern Mind and purchase all of the remaining common shares of Modern Mind from Jesper, with ChipMOS Shanghai becoming a wholly-owned subsidiary of ThaiLin.
S.J. Cheng, Chairman and Chief Executive Officer of ChipMOS, said, "This important, streamlining will be an accretive transaction to ChipMOS and will benefit our operating model and margin profile. Post transaction, there will be no change in how we report consolidated revenue from operations. We will continue to evaluate and pursue strategies that can further simplify our structure and increase return for shareholders."
About ChipMOS TECHNOLOGIES (Bermuda) LTD.:
ChipMOS (http:www.chipmos.com) is a leading independent provider of semiconductor testing and assembly services to customers in Taiwan, Japan, and the U.S. With advanced facilities in Hsinchu and Southern Taiwan Science Parks in Taiwan and Shanghai, ChipMOS and its subsidiaries provide testing and assembly services to a broad range of customers, including leading fabless semiconductor companies, integrated device manufacturers and independent semiconductor foundries.
Certain statements contained in this announcement may be viewed as "forward-looking statements" within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual performance, financial condition or results of operations of the Company to be materially different from any future performance, financial condition or results of operations implied by such forward-looking statements. Further information regarding these risks, uncertainties and other factors is included in the Company's most recent Annual Report on Form 20-F filed with the U.S. Securities and Exchange Commission (the "SEC") and in the Company's other filings with the SEC.
Dr. S.K. Chen
ChipMOS TECHNOLOGIES (Bermuda) LTD.
In the U.S.
Director of Investor Relations
Global IR Partners
SOURCE ChipMOS TECHNOLOGIES (Bermuda) LTD.
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