ATIC again extends tender for Chartered Semiconductor's preferreds

By Susanna Moon

Chicago, Jan. 19 - Chartered Semiconductor Manufacturing Ltd. said that ATIC International Investment Co. LLC again extended the tender offer for Chartered's convertible redeemable preference shares as part of ATIC's plans to buy the company.

The offer will now end at 4:30 a.m. ET on Feb. 5, extended from 4:30 a.m. ET on Jan. 15 and, before that, 5:30 a.m. ET on Dec. 18.

As of 4:30 a.m. ET on Jan. 16, investors had tendered 24,950, or 88.01%, of the preference shares.

Chartered previously said the expiration date of the tender offer would coincide with the effective date of the merger, which had not been determined when the tender offer began on Oct. 12.

ATIC said on Dec. 9 that it will pay $9,777.82 for each of Chartered's convertible preference shares.

The price for the convertibles is equal to $10,000 divided by the allocated value of $8,443.24, raised to the power of the number of elapsed days since the convertibles were issued on a 30/360 basis divided by 1,800, all multiplied by the allocated value of $8,443.24.

The tender is dependent on the acquisition closing, but is not conditioned on any minimum level of convertibles being tendered.

ATIC is also soliciting consents to amend article 4A of the convertibles as set out in its notice for its extraordinary general meeting. The consent deadline was 11 p.m. ET on Nov. 1.

Holders who tender will be deemed to have delivered consents.

Chartered said that holders who do not take up the offer will be able to put the convertibles back to the company once the acquisition closes at the early redemption price, since the transaction counts as a fundamental change. But the company noted that the right can only be exercised if it is legally able to redeem the convertibles. The redemption price would have to be paid from: distributable profits, which Chartered does not currently have; capital, which would require the directors to sign a solvency statement; or proceeds from a share issue.

If ATIC acquires more than 90% of the convertibles, it will be able to make a compulsory acquisition of the remainder, something it intends to do if this condition is met.

Chartered pointed out that the offer does not apply to the $38,919,000 of 6% amortizing bonds due 2010 that were issued at the same time as the convertibles. Holders who still own the securities as a unit will need to separate the two parts before they can participate in the tender.

Bank of New York Mellon is the tender agent.

Chartered is a Singapore-based company that provides wafer fabrication services and technologies to semiconductor suppliers and systems companies.

ATIC is a technology investment company owned by the government of Abu Dhabi.

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