FORM
6-K
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Report
of Foreign Private Issuer
Pursuant
to Rule 13a-16 or 15d-16
of
the Securities Exchange Act of 1934
October
31, 2007
|
Commission
File Number 001-16125
|
|
|
Advanced
Semiconductor Engineering, Inc.
|
|
|
(
Exact name of Registrant as specified in its charter)
|
|
|
26
Chin Third Road
Nantze
Export Processing Zone
Kaoshiung,
Taiwan
Republic
of China
|
|
|
(Address
of principal executive offices)
|
|
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.
|
Form
20-F X
Form 40-F
___
|
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1):
____
Note:
Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form
6-K
if submitted solely to provide an attached annual report to security
holders.
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(7):
____
Note:
Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form
6-K
if submitted to furnish a report or other document that the registrant foreign
private issuer must furnish and make public under the laws of the jurisdiction
in which the registrant is incorporated, domiciled or legally organized (the
registrant's "home country"), or under the rules of the home country exchange
on
which the registrant's securities are traded, as long as the report or other
document is not a press release, is not required to be and has not been
distributed to the registrant's security holders, and, if discussing a material
event, has already been the subject of a Form 6-K submission or other Commission
filing on EDGAR.
Indicate
by check mark whether by furnishing the information contained in this Form,
the
registrant is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
|
Yes
___ No
X
|
If
"Yes"
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b):
Not
applicable
|
Exhibit
Number
|
|
Description
|
|
1
|
|
Announcement
dated October 30, 2007 - Advanced Semiconductor Engineering, Inc.
reports
unaudited consolidated financial results for third-quarter of year
2007
|
|
2
|
Announcement
dated October 31, 2007 – ASE Inc. receives standard exemptions from the
Singapore Code on Take-overs and Mergers for proposed acquisition
of ASE
Test
|
Signatures
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
|
ADVANCED
SEMICONDUCTOR
ENGINEERING,
INC.
|
||
|
Date:
October 31,
2007 By:
|
/s/
Joseph Tung
|
|
|
Name:
|
Joseph
Tung
|
|
|
Title:
|
Chief
Financial Officer
|
|
Exhibit
1
|
|
Advanced
Semiconductor Engineering, Inc.
|
 |
FOR
IMMEDIATE RELEASE
Contact:
|
ASE,
Inc.
Room
1901, No.
333, Section 1
Keelung
Road,
Taipei, Taiwan, 110
Tel:
+
886.2.8780.5489
Fax:
+
886.2.2757.6121
http://www.aseglobal.com
|
Joseph
Tung, CFO / Vice President
Freddie
Liu, Vice President
ir@aseglobal.com
Clare
Lin, Director (US Contact)
clare.lin@aseus.com
Tel:
+
1.408.986.6524
|
ADVANCED
SEMICONDUCTOR ENGINEERING, INC. REPORTS UNAUDITED CONSOLIDATED FINANCIAL
RESULTS
FOR THIRD-QUARTER of YEAR 2007
Taipei,
Taiwan,
R.O.C., October
30, 2007
– Advanced Semiconductor Engineering, Inc. (TAIEX: 2311, NYSE: ASX) (“We”,
“ASE”, or the “Company”), the world’s largest independent provider of IC
packaging and testing services, today reported unaudited net revenues1 of NT$27,733 million for the third
quarter of
2007 (3Q07), up 4% year-over-year and up 19% sequentially. Net income
for the quarter totaled NT$4,225 million, up from NT$4,181 million in 3Q06
and
up from NT$2,575 million in 2Q07. Diluted earnings per share for the
quarter was NT$0.79 (or US$0.120 per ADS), compared to NT$0.78 for 3Q06 and
NT$0.48 for 2Q07.
For
the nine months
ended September 30, 2007, the Company reported net revenues of NT$72,188
million
and net income of NT$8,461 million. Earnings per share for the 1st nine months
of 2007
was NT$1.58, or US$0.241 per ADS.
RESULTS
OF
OPERATIONS
3Q07
Results Highlights
|
l
|
Net
revenues
contribution from IC packaging operations (including module assembly),
testing operations, and substrate sold to third parties were NT$21,644
million, NT$5,282 million and NT$807 million, respectively, and
each
represented approximately 78%, 19% and 3% respectively, of total
net
revenues for the quarter.
|
|
l
|
Cost
of
revenues was NT$19,303 million, up 4% year-over-year and up 14%
sequentially.
|
|
-
|
As
a
percentage of total net revenues, cost of revenues was 70% in 3Q07,
up
from 69% in 3Q06 and down from 73% in
2Q07.
|
|
-
|
Raw
material
cost totaled NT$7,830 million during the quarter, representing
28% of
total net revenues, compared with NT$6,356 million and 27% of net
revenues
in the previous quarter. The rise in raw material cost as
percentage of sales was primarily due to higher revenue contribution
from
flip chip packages.
|
|
-
|
Depreciation,
amortization and rental expenses totaled NT$4,100 million during
the
quarter, up 7% year-over-year and down 1%
sequentially.
|
_____________
1
All financial
information presented in this press release is unaudited, consolidated
and
prepared in accordance with accounting principles generally accepted
in the
Republic of China, or ROC GAAP. Such financial information is
generated internally by us, and has not been subjected to the same review
and
scrutiny, including internal auditing procedures and review by our independent
auditors, to which we subject our audited consolidated financial statements,
and
may vary materially from the audited consolidated financial information
for the
same period. Any evaluation of the financial information presented in
this press release should also take into account our published audited
consolidated financial statements and the notes to those
statements. In addition, the financial information presented is not
necessarily indicative of our results for any future
period.
1
October
30,
2007
|
Advanced
Semiconductor Engineering, Inc.
|
|
|
l
|
Total
operating expenses during 3Q07 were NT$2,321 million, including
NT$748
million in R&D and
NT$1,573
million
in SG&A. Compared
with operating expense
of NT$2,515
million
in 2Q07,
the
sequential decrease
was primarily attributable
to the bonus to
employee and compensation
to directors
of subsidiary in
2Q07. Total
operating expenses as a
percentage of net revenues for the current quarter were 8%,
relatively
unchanged compared to
3Q06 and down from
11% in 2Q07.
|
|
l
|
Operating
profit for the quarter
totaled NT$6,109
million, up
from NT$3,889
million in the previous
quarter. Operating margin increased
from
17%
in 2Q07 to
22%
in 3Q07.
|
|
l
|
In
terms of non-operating
items,
|
|
-
|
Net
interest expense was
NT$273 million,
down
from
NT$306 million
a quarter ago primarily
due to a decrease
in total bank
loans.
|
|
-
|
Net
exchange gain of
NT$39
million
was mainly attributable
to the exchange
gain
from the appreciation of the
Renminbi against the U.S. dollar, and partially offset by
exchange loss
from the
depreciation
of the US
dollar against the Malaysian
ringgit and Korean
won.
|
|
-
|
Gain
on
long-term investment of NT$111 million was primarily related to
investment
income of NT$82 million from USI, investment income of NT$30 million
from
Hung Ching Construction, and partially offset by investment loss
from Hung
Ching Kwan Co.
|
|
-
|
Other
non-operating expenses of NT$157 million were primarily related
to loss
from inventory provision adjustment and other miscellaneous
expenses. Together with other non-operating expenses, total
non-operating expenses for the quarter were NT$280 million, compared
to
NT$554 million for 3Q06 and NT$292 million for
2Q07.
|
|
l
|
Income
before
tax was NT$5,829 million for 3Q07, compared with NT$3,597 million
in the
previous quarter. We recorded an income tax expense of NT$1,008
million during the quarter, compared with an income tax expense
of NT$866
million in 2Q07. Minority interest adjustment was NT$596
million for 3Q07.
|
|
l
|
In
3Q07, net
income was NT$4,225 million, compared to net income of NT$4,181
million
for 3Q06 and NT$2,575 million for 2Q07. For the nine months
ended September 30, 2007, the company reported net income of NT$8,461
million, compared with net income of NT$14,682 million in the same
period
in 2006.
|
|
l
|
Our
total
number of shares (excluding treasury stock) outstanding at the
end of the
quarter was 5,237,081,632. Our diluted EPS for 3Q07 was
NT$0.79, or US$0.120 per ADS, based on 5,402,950,991 shares, being
the
weighted average number of shares outstanding during the third
quarter. EPS for the nine months ended September 30, 2007 was
NT$1.58, or US$0.241 per ADS.
|
LIQUIDITY
AND CAPITAL RESOURCES
|
l
|
As
of
September 30, 2007, our cash and other financial assets totaled
NT$24,631
million, compared to NT$26,683 million on June 30,
2007.
|
|
l
|
Capital
expenditures in 3Q07 totaled US$140 million, of which US$83 million
was
for IC packaging, US$55 million was for testing, and US$2 million
was for
interconnect materials.
|
|
l
|
For
the nine
months ended September 30, 2007, the Company spent US$284 million
for
capital expenditures, including US$165 million for IC packaging,
US$118
million for testing, and US$1 million for interconnect
material.
|
|
l
|
Total
unused
credit lines were NT$50,912
million.
|
2
October
30,
2007
|
Advanced
Semiconductor Engineering, Inc.
|
|
|
Total
unused
credit lines were NT$50,912 million.
|
|
l
|
Current
ratio
as of September 30, 2007 was 1.69, compared to 1.54 as of June
30, 2007
and net debt to equity ratio was 0.16 as of September 30,
2007.
|
|
l
|
Total
number
of employees was 28,553 as of September 30,
2007.
|
BUSINESS
REVIEW
IC
Packaging Services2
|
l
|
Net
revenues
generated from our IC packaging operations were NT$21,644 million
during
the quarter, up by NT$1,270 million or 6% year-over-year and up
by
NT$3,615 million or 20% sequentially. On a sequential basis,
the increase in packaging net revenue was primarily due to volume
increase.
|
|
l
|
Net
revenues
from advanced substrate and leadframe-based packaging accounted
for 85% of
total IC packaging net revenues during the quarter, relatively
unchanged
compared with the previous quarter.
|
|
l
|
Gross
margin
for our IC packaging operations was 26%, up by 1 percentage point
year-over-year and up by 2 percentage points
sequentially.
|
|
l
|
Capital
expenditure for our IC packaging operations amounted to US$83 million
during the quarter, of which US$81 million was for wirebonding
packaging
capacity, and US$2 million was for wafer bumping and flip chip
packaging
equipment.
|
|
l
|
As
of
September 30, 2007, there were 7,649 wirebonders in
operation. 645 wirebonders were added, of which 20 wirebonders
were from the formation of ASEN (our joint venture with
NXP). 36 wirebonders were disposed of during the
quarter.
|
|
l
|
Net
revenues
from flip chip packages and wafer bumping services accounted for
11% of
total packaging net revenues, up by one percentage point from the
previous
quarter.
|
Testing
Services
|
l
|
Net
revenues
generated from our testing operations were NT$5,282 million, down
by
NT$528 million or 9% year-over-year and up by NT$558 million or
12%
sequentially. The increase in testing net revenues was
primarily due to an increase in testing volume and average selling
prices
(ASP).
|
|
l
|
Final
testing
contributed 76% to total testing net revenues, relatively unchanged
compared with the previous quarter. Wafer sort contributed 21%
to total testing net revenues, up by one percentage point from
the
previous quarter. Engineering testing contributed 3% to total
testing net revenues, down by one percentage point from the previous
quarter.
|
|
l
|
Depreciation,
amortization and rental expense associated with our testing operations
amounted to NT$1,517 million, down from NT$1,597 million in 3Q06
and down
from NT$1,574 million in 2Q07.
|
|
l
|
In
3Q07, gross
margin for our testing operations was 41%, down by three percentage
points
year-over-year and up by six percentage points
sequentially. The sequential increase in gross margin was
primary due to the increase of sales and
utilization.
|
|
l
|
Capital
spending on our testing operations amounted to US$55 million during
the
quarter.
|
|
l
|
As
of
September 30, 2007, there were 1,502 testers in operations, of
which 138
testers were added and 21 testers were disposed of during the
quarter. The added 138 testers consist of 16 testers from our
joint venture with NXP, 86 testers from consignment, and 36 testers
from
purchase and lease
|
__________
2
IC
packaging services include module assembly services.
3
October
30,
2007
|
Advanced
Semiconductor Engineering, Inc.
|
|
Substrate
Operations
|
l
|
PBGA
substrate
manufactured by ASE amounted NT$2,612 million for the quarter,
up by
NT$439 million or 20% from a year-ago quarter, and up by NT$565
million or
28% from the previous quarter. Of the total output of
NT$2,612 million, NT$807 million was from sales to external
customers.
|
|
l
|
Gross
margin
for substrate operations was 24% during the quarter, up by one
percentage
point compared with the year-ago quarter, and up by three percentage
points compared with the previous
quarter.
|
|
l
|
In
3Q07, the
Company’s internal substrate manufacturing operations supplied 52% (by
value) of our total substrate
requirements.
|
|
l
|
As
of
September 30, 2007, the Company’s PBGA capacity was at 48 million units
per month.
|
Customers
|
l
|
Our
five
largest customers together accounted for approximately 26% of our
total
net revenues in 3Q07, compared to 28% in 3Q06 and 27% in
2Q07. No single customer accounted for more than 10% of our
total net revenues.
|
|
l
|
Our
top 10
customers contributed 43% of our total net revenues during the
quarter,
compared to 44% in 3Q06 and 2Q07.
|
|
l
|
Our
customers
that are integrated device manufacturers, or IDMs, accounted for
38% of
our total net revenues in 3Q07, compared to 44% in 3Q06 and 39%
in
2Q07.
|
About
ASE, Inc.
ASE,
Inc. is the
world's largest independent provider of IC packaging services and, together
with
its subsidiary ASE Test Limited (Nasdaq: ASTSF), the world's largest independent
provider of IC testing services, including front-end engineering testing,
wafer
probing and final testing services. ASE, Inc.’s international
customer base of more than 200 customers includes such leading names as ATI
Technologies Inc., CSR plc, Freescale Semiconductor, Inc., MediaTek Inc.,
NEC
Corporation, NVIDIA Corporation, NXP Semiconductors, Qualcomm Incorporated,
RF
Micro Devices Inc., STMicroelectronics N.V. and VIA Technologies,
Inc. With advanced technological capabilities and a global presence
spanning Taiwan, Korea, Japan, Singapore, Malaysia and the United States,
ASE,
Inc. has established a reputation for reliable, high quality products and
services. For more information, visit our website at
http://www.aseglobal.com.
Safe
Harbor
Notice
This
press release
contains “forward-looking statements” within the meaning of Section 27A of the
Securities Act and Section 21E of the Exchange Act, including statements
regarding our future results of operations and business
prospects. Although these forward-looking statements, which may
include statements regarding our future results of operations, financial
condition or business prospects, are based on our own information and
information from other sources we believe to be reliable, you should not
place
undue reliance on these forward-looking statements, which apply only as of
the
date of this annual report. We were not involved in the preparation
of these projections. The words “anticipate”, “believe”, “estimate”,
“expect”, “intend”, “plan” and similar expressions, as they relate to us, are
intended to identify these forward-looking statements in this press
release. Our actual results of operations, financial condition or
business prospects may differ materially from those expressed or implied
in
these forward-looking statements for a variety of reasons, including risks
associated with cyclicality and market conditions in the semiconductor industry;
demand for the outsourced semiconductor packaging and testing services we
offer
and for such outsourced services generally; the highly competitive semiconductor
industry; our ability to introduce new packaging, interconnect materials
and
testing technologies in order to remain competitive; international business
activities; our business strategy; our future expansion plans and capital
expenditures; the strained relationship between the ROC and the PRC; general
economic and political conditions; possible disruptions in commercial activities
caused by natural or human-induced disasters; fluctuations in foreign currency
exchange rates; and other factors. For a discussion of these risks
and other factors, please see the documents we file from time to time with
the
Securities and Exchange Commission, including our 2006 Annual Report on Form
20-F filed on June 25, 2007.
4
October
30,
2007
Supplemental
Financial Information
Consolidated
Operations
|
Amounts
in NT$
Millions
|
3Q/07
|
2Q/07
|
3Q/06
|
|
Net
Revenues
|
27,733
|
23,362
|
26,726
|
|
Revenues
by End Application
|
|||
|
Communication
|
44%
|
46%
|
38%
|
|
Computer
|
22%
|
22%
|
21%
|
|
Automotive
and
Consumers
|
33%
|
32%
|
40%
|
|
Others
|
1%
|
0%
|
1%
|
|
Revenues
by Region
|
|||
|
North
America
|
49%
|
48%
|
53%
|
|
Europe
|
13%
|
12%
|
14%
|
|
Taiwan
|
22%
|
23%
|
17%
|
|
Japan
|
8%
|
9%
|
11%
|
|
Other
Asia
|
8%
|
8%
|
5%
|
IC
Packaging
Services
|
Amounts
in NT$
Millions
|
3Q/07
|
2Q/07
|
3Q/06
|
|
Net
Revenues
|
21,644
|
18,029
|
20,374
|
|
Revenues
by Packaging
Type
|
|||
|
Advanced
substrate & leadframe based
|
85%
|
85%
|
84%
|
|
Traditional
leadframe based
|
4%
|
5%
|
5%
|
|
Module
assembly
|
6%
|
6%
|
6%
|
|
Others
|
5%
|
4%
|
5%
|
|
Capacity
|
|||
|
CapEx
(US$
Millions) *
|
83
|
49
|
47
|
|
Number
of
Wirebonders
|
7,649
|
7,040
|
6,544
|
Testing
Services
|
Amounts
in NT$
Millions
|
3Q/07
|
2Q/07
|
3Q/06
|
|
Net
Revenues
|
5,282
|
4,724
|
5,810
|
|
Revenues
by Testing
Type
|
|||
|
Final
test
|
76%
|
76%
|
76%
|
|
Wafer
sort
|
21%
|
20%
|
19%
|
|
Engineering
test
|
3%
|
4%
|
5%
|
|
Capacity
|
|||
|
CapEx
(US$
Millions) *
|
55
|
20
|
29
|
|
Number
of
Testers
|
1,502
|
1,385
|
1,296
|
*
Capital expenditure amounts exclude building construction costs.
Advanced
Semiconductor Engineering, Inc.
Summary
of
Consolidated Income Statements Data
(In
NT$
millions, except per share data)
(Unaudited)
|
For
the three
months ended
|
For
the period
ended
|
||||||||
|
Sep.
30
2007
|
Jun.
30
2007
|
Sep.
30
2006
|
Sep.
30
2007
|
Sep.
30
2006
|
|||||
|
Net
revenues:
|
|||||||||
|
IC
Packaging
|
21,644
|
18,029
|
20,374
|
55,956
|
59,635
|
||||
|
Testing
|
5,282
|
4,724
|
5,810
|
14,331
|
16,633
|
||||
|
Others
|
807
|
609
|
542
|
1,901
|
1,582
|
||||
|
Total
net
revenues
|
27,733
|
23,362
|
26,726
|
72,188
|
77,850
|
||||
|
Cost
of
revenues
|
19,303
|
16,958
|
18,479
|
52,358
|
55,467
|
||||
|
Gross
profit
|
8,430
|
6,404
|
8,247
|
19,830
|
22,383
|
||||
|
Operating
expenses:
|
|||||||||
|
Research
and
development
|
748
|
720
|
663
|
2,157
|
1,942
|
||||
|
Selling,
general and administrative
|
1,573
|
1,795
|
1,491
|
4,905
|
4,217
|
||||
|
Total
operating expenses
|
2,321
|
2,515
|
2,154
|
7,062
|
6,159
|
||||
|
Operating
income (loss)
|
6,109
|
3,889
|
6,093
|
12,768
|
16,224
|
||||
|
Net
non-operating (income) expenses:
|
|||||||||
|
Interest
expenses - net
|
273
|
306
|
303
|
932
|
1,000
|
||||
|
Foreign
exchange loss (gain)
|
(39)
|
(147)
|
89
|
(205)
|
66
|
||||
|
Loss
(gain) on
long-term investment
|
(111)
|
(65)
|
(219)
|
(252)
|
(363)
|
||||
|
Others
|
157
|
198
|
381
|
597
|
(2,692)
|
||||
|
Total
non-operating (income) expenses
|
280
|
292
|
554
|
1,072
|
(1,989)
|
||||
|
Income
(loss)
before tax
|
5,829
|
3,597
|
5,539
|
11,696
|
18,213
|
||||
|
Income
tax
expense (benefit)
|
1,008
|
866
|
751
|
2,193
|
1,318
|
||||
|
Income
(loss)
from continuing operations
|
4,821
|
2,731
|
4,788
|
9,503
|
16,895
|
||||
|
Cumulative
effect of change in accounting principle
|
-
|
-
|
-
|
-
|
343
|
||||
|
Income
(loss)
before minority interest
|
4,821
|
2,731
|
4,788
|
9,503
|
16,552
|
||||
|
Minority
interest
|
596
|
156
|
607
|
1,042
|
1,870
|
||||
|
Net
income
(loss)
|
4,225
|
2,575
|
4,181
|
8,461
|
14,682
|
||||
|
Per
share
data:
|
|||||||||
|
Earnings
(loss) per share
|
|||||||||
|
–
Basic
|
NT$0.81
|
NT$0.50
|
NT$0.82
|
NT$1.63
|
NT$2.88
|
||||
|
–
Diluted
|
NT$0.79
|
NT$0.48
|
NT$0.78
|
NT$1.58
|
NT$2.74
|
||||
|
Earnings
(loss) per pro forma equivalent ADS
|
|||||||||
|
–
Basic
|
US$0.123
|
US$0.075
|
US$0.125
|
US$0.248
|
US$0.445
|
||||
|
–
Diluted
|
US$0.120
|
US$0.073
|
US$0.119
|
US$0.241
|
US$0.424
|
||||
|
Number
of
weighted average shares used in diluted EPS calculation (in
thousands)
|
5,402,951
|
5,433,905
|
5,418,637
|
5,421,150
|
5,404,775
|
||||
|
Exchange
rate
(NT$ per US$1)
|
32.86
|
33.11
|
32.70
|
32.94
|
32.36
|
||||
Advanced
Semiconductor Engineering, Inc.
Summary
of
Consolidated Balance Sheet Data
(In
NT$
millions)
(Unaudited)
|
As
of Sep. 30,
2007
|
As
of Jun. 30,
2007
|
|||||||||
|
Current
assets:
|
||||||||||
|
Cash
and cash
equivalents
|
16,990
|
13,294
|
||||||||
|
Financial
assets – current
|
7,641
|
13,389
|
||||||||
|
Notes
and
accounts receivable
|
18,074
|
13,813
|
||||||||
|
Inventories
|
5,740
|
5,586
|
||||||||
|
Others
|
3,788
|
3,835
|
||||||||
|
Total
current
assets
|
52,233
|
49,917
|
||||||||
|
Financial
assets – non current
|
4,813
|
4,802
|
||||||||
|
Properties
–
net
|
80,056
|
77,564
|
||||||||
|
Other
assets
|
9,762
|
9,870
|
||||||||
|
Total
assets
|
146,864
|
142,153
|
||||||||
|
Current
liabilities:
|
||||||||||
|
Short-term
debts – revolving credit
|
7,279
|
4,966
|
||||||||
|
Short-term
debts – current portion of long-term
debts
|
2,382
|
2,425
|
||||||||
|
Short-term
debts – current portion of bonds payable
|
0
|
0
|
||||||||
|
Notes
and
accounts payable
|
9,709
|
7,616
|
||||||||
|
Others
|
11,624
|
17,273
|
||||||||
|
Total
current
liabilities
|
30,994
|
32,280
|
||||||||
|
Long-term
debts
|
20,817
|
22,034
|
||||||||
|
Long-term
bonds payable
|
7,667
|
9,271
|
||||||||
|
Other
liabilities
|
3,097
|
3,029
|
||||||||
|
Total
liabilities
|
62,575
|
66,614
|
||||||||
|
Minority
interest
|
13,260
|
11,760
|
||||||||
|
Shareholders’
equity
|
71,029
|
63,779
|
||||||||
|
Total
liabilities & shareholders’ equity
|
146,864
|
142,153
|
||||||||
|
Current
Ratio
|
1.69
|
1.55
|
||||||||
|
Net
Debt to
Equity
|
0.16
|
0.16
|
||||||||
|
Exhibit
2
|
|
 |
|
Press
Release
October
31,
2007
ASE
INC.
RECEIVES STANDARD EXEMPTIONS FROM THE SINGAPORE CODE ON
TAKE-OVERS
AND MERGERS FOR PROPOSED ACQUISITION OF ASE TEST
October
31, 2007 –
Advanced Semiconductor Engineering, Inc. (“ASE Inc.”) today announced that the
Securities Industry Council of Singapore (“SIC”) has ruled that the proposed
acquisition by ASE Inc. of the remaining shares of its majority-owned subsidiary
ASE Test Limited (“ASE Test”), which ASE Inc. does not directly or indirectly
own, through a scheme of arrangement under Singapore law (the “Proposed
Scheme”), will be conditionally exempted from certain rules of the Singapore
Code on Take-overs and Mergers (the “Code”).
The
SIC has ruled
that the Code generally applies to the Proposed Scheme, but has granted certain
standard exemptions, subject to the following conditions: (1) that ASE Test
shareholders acting in concert with ASE Inc. abstain from voting on the Proposed
Scheme; (2) that directors of ASE Test who are also directors of ASE Inc.
abstain from making a recommendation on the Proposed Scheme to ASE Test
shareholders; (3) that ASE Test appoint an independent financial adviser to
advise ASE Test shareholders on the Proposed Scheme; and (4) that ASE Inc.
consult with the SIC prior to invoking any of the conditions to the consummation
of the Proposed Scheme.
The
Proposed Scheme
is subject to the requisite approval of ASE Test shareholders and other
customary closing conditions. If the requisite approval of ASE Test
shareholders is obtained and the other closing conditions are met, the Proposed
Scheme is currently expected to be consummated during the first quarter of
2008.
ASE
Inc. today
also
announced that it does not intend
to revise the consideration offered in the Proposed Scheme (the “Scheme Consideration”).
Accordingly, pursuant to the
provisions of Rule 20.2 of the Code, ASE Inc. will not be permitted under the
provisions of the Code to
increase the Scheme Consideration or
amend the terms
of the offer made by it to ASE
Test shareholders
in
connection with the Proposed
Scheme.
Further, in the event the Scheme
fails due to insufficient
votes required to
obtain the requisite approval of ASE
Test shareholders, pursuant
to the provisions of Rule 33.1 of the Code, ASE Inc. will not be permitted
to make
a further or new offer
1
|
|
|
for
the shares of ASE Test for
a period of 12
months from the date the Scheme fails, unless
the consent of the SIC is
obtained.
In
connection with
the Proposed Scheme, ASE Inc. and ASE Test will file a statement on Schedule
13E-3 with the U.S. Securities and Exchange Commission, which will contain
the
disclosure document for the Proposed Scheme (the “Scheme
Document”). The final Scheme Document will be mailed to ASE Test
shareholders when it is available. ASE Test shareholders are
encouraged to read the Scheme Document, which will contain important information
regarding the Proposed Scheme.
About
ASE
Inc.
ASE
Inc. is one of the world's largest
independent provider of integrated circuit (“IC”)
packaging services and, together
with its approximately 51%
owned subsidiary ASE Test Limited (NASDAQ:
ASTSF), the world's largest
independent provider of IC testing services, including front-end engineering
test, wafer probe and final test services. ASE Inc. currently has
approximately
more than 200 international
customers. With
advanced technological capabilities and a global presence spanning Taiwan,
Korea,
Japan,
Singapore,
Malaysia
and the United States, ASE Inc. has
established a reputation for reliable, high quality products and
services. For more
information, visit our website at http://www.aseglobal.com.
The
common shares of ASE Inc. are listed
on the Taiwan Stock Exchange under the symbol “2311”. The
American Depository
Receipts
of
ASE Inc. are listed on the New York
Stock Exchange under the
symbol “ASX”.
The
directors of ASE Inc. (including any
director who may have delegated detailed supervision of this press release)
have
taken all reasonable care to ensure that the facts stated and opinions expressed
in this press release are fair or accurate and that
no material facts
have been omitted from this press release and they jointly and severally accept
responsibility accordingly. Where
any information has been extracted
from published or publicly available sources the sole responsibility of the directors
of ASE Inc. has
been to ensure, through reasonable enquiries, that such information is
accurately extracted from such sources or, as the case may be, reflected or
reproduced in this press release.
2
|
|
|
Forward-Looking
Statements
All
statements
other than statements of historical facts included in this press release are
or
may be forward looking statements. Forward-looking statements include but are
not limited to those using words such as "seek", "expect", "anticipate",
"estimate", "believe", "intend", "project", "plan", "strategy", "forecast"
and
similar expressions or future or conditional verbs such as "will", "would",
"should", "could", "may" and "might". These statements reflect ASE Inc.'s
current expectations, beliefs, hopes, intentions or strategies regarding the
future and assumptions in light of currently available information. Such
forward-looking statements are not guarantees of future performance or events
and involve known and unknown risks and uncertainties. Accordingly, actual
results may differ materially from those described in such forward-looking
statements. Shareholders and investors should not place undue reliance on such
forward-looking statements, and ASE Inc. and Citi undertake no obligation to
update publicly or revise any forward-looking statements.
For
further
information please contact:
ASE
Inc.
Citigroup
Global
Markets Taiwan Ltd.
Tel:
+852-2501-2035
Freddie
Liu (Vice
President)
Tel:
+8862-8780-5489
3