ProMOS Technologies settles delayed tender offer for zero-coupon convertibles due 2012

By Angela McDaniels

Tacoma, Wash., April 28 - ProMOS Technologies Inc. made the payments needed to settle the tender offer for its $350 million zero-coupon convertible bonds due 2012 on April 28, according to a company announcement.

Holders received $250 per $1,000 principal amount of convertibles.

"The company would like to urge the remaining small minority of bondholders who have missed the opportunity to participate in the tender offer to contact the company and accept at the tender offer price," ProMOS said in the announcement.

As reported on April 27, the boards of ProMOS' syndicate banks approved the NT$3 billion syndicated loan the company needed in order to close the tender offer, and it was working to complete the drawdown that day.

The company began the tender offer on Feb. 19 after holders of 97.4% of the convertibles exercised their Feb. 14 put option. By tendering, holders were deemed to have revoked the right to put the convertibles on Feb. 14.

The tender offer expired on March 27, and ProMOS announced on March 30 that it had received an 80.34% response in the offer.

The 80.34% response includes convertibles tendered, convertibles for which previously exercised puts were revoked and the convertibles not tendered, and convertibles for which the puts were not exercised and the convertibles not tendered.

Excluded is the 12% of the convertibles held by banks in ProMOS' lending syndicate.

Settlement was expected to occur April 3 but was delayed in order to give the syndicate banks time to "further assess recent developments at the company and the DRAM industry," according to a previous news release.

When the tender offer had still not settled by April 17, the bondholders were given a second put right on May 29. This put right, however, was extinguished once the tender offer settled and the tendered bonds were repurchased.

The new NT$3 billion syndicated loan facility was arranged by Bank of Taiwan and is secured against assets with a book value of NT$15 billion.

The dealer manager was Citigroup Global Markets Inc. (call Pamela Yeung at +852 2501 2695 or Timothy Wee at +852 2501 2134 or e-mail promos.tender.offer@citi.com). The information and tender agent was Bank of New York Mellon (fax 44 20 7964 6369/65 6883 0338 or e-mail gtsaprm@bnymellon.com with copy to gtsapta@bnymellon.com).

ProMOS is a Hsin-chu, Taiwan-based chipmaker.

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