STATS ChipPAC Announces Private Exchange Offer for Its 7.5% Senior Notes Due 2015 and Potential Concurrent Private Placement of

STATS ChipPAC Announces Private Exchange Offer for Its 7.5% Senior Notes Due 
2015 and Potential Concurrent Private Placement of New
Notes 
SINGAPORE--14 FEBRUARY 2013, UNITED STATES -- (Marketwire) --
02/14/13 --  STATS ChipPAC Ltd. ("STATS ChipPAC" or the "Company")
(SGX-ST: STATSChP) (SGX: S24), a leading provider of advanced
semiconductor packaging and test services, today announced that it
has commenced a private offer to exchange (the "Exchange Offer") any
and all of its outstanding $600.0 million in principal amount of 7.5%
Senior Notes due 2015 (the "Existing Notes") for U.S.
dollar-denominated fixed rate senior notes due 2018 with a coupon of
not less than 4.00% (the "New Notes"). Concurrently with the Exchange
Offer, the Company may also offer New Notes in a private placement
(the "Concurrent Offering"). The primary purpose of the Exchange
Offer and the Concurrent Offering is to extend the Company's debt
maturity profile by refinancing the Existing Notes with the New Notes
and proceeds from any Concurrent Offering. We expect the New Notes to
be issued in the Exchange Offer, together with any Additional New
Notes issued in the Concurrent Offering, not to exceed $640 million. 
Exchange Offer 
The Exchange Offer is being made only to holders of Existing Notes
that (i) (A) are qualified institutional buyers (as defined in Rule
144A under the Securities Act of 1933, as amended (the "Securities
Act"), or (B) persons located outside the United States and (ii) are
not a disqualified holder, which refers to certain persons resident
or located in Hong Kong, Singapore, Belgium, Italy, Luxembourg,
Switzerland and the United Kingdom (such holders that meet the
preceding qualifications are collectively referred to herein as
"Eligible Holders"). 
The New Notes will constitute senior, unsecured obligations of the
Company and be guaranteed by all of the Company's wholly-owned
subsidiaries, except its China subsidiaries and, if required
regulatory approvals are not obtained, its Korea subsidiary and
Malaysia subsidiary. 
The following table sets forth certain terms of the Exchange Offer:  


 
                                                                            
                                                  Exchange Consideration    
                     
                            (principal amount of New   
                                                Notes) per $1,000 principal 
                                                 amount of Existing Notes   
----------------------------------------------------------------------------
                                    Aggregate                               
                                    Principal   Principal   Early    Total  
Existing    CUSIP/ISIN   Maturity    Amount     Exchange   Exchange Exchange
  Notes      Numbers       Date    Outstanding   Amount    Premium  Amount* 
----------------------------------------------------------------------------
7.5%      85771TAH7,   12 August  $600,000,000  $1,037.50   $25.82 $1,063.32
Senior    Y8162BAE5,   2015                                                 
Notes     US85771TAH77                                                      
due 2015  and                                                               
          USY8162BAE57                                                      

 
* The Total Exchange Amount includes the Early Exchange Premium, which
Eligible Holders will be eligible to receive only if they validly
tender their Existing Notes at or prior to the Early Exchange
Deadline described below. 
The coupon for the New Notes will be determined and announced by the
Company during the New York business day on 27 February 2013.  
The Exchange Offer will expire at 11:59 pm, New York City time, on 15
March 2013, unless extended by the Company (such time and date, as it
may be extended, the "Expiration Date"). Eligible Holders shall be
eligible to receive an early exchange premium if such Eligible
Holders validly tender their Existing Notes at or prior to 5:00 p.m.,
New York City time, on 1 March 2013, unless extended by the Company
(such date and time, as it may be extended, the "Early Exchange
Deadline"). 
The exchange consideration will decrease to $1,037.50 for each $1,000
in principal amount of the Existing Notes validly tendered subsequent
to the Early Exchange Deadline but prior to the Expiration Date. 
The Existing Notes validly tendered at or prior to 5:00 p.m., New
York City time, on 1 March 2013 (such date and time, as it may be
extended, the "Withdrawal Deadline") may be withdrawn at any time
prior to the Withdrawal Deadline. Existing Notes validly tendered
after the Withdrawal Deadline may not be withdrawn and revoked,
except in limited circumstances. 
In addition to the relevant Exchange Amount set forth in the table
above, the Company will pay in cash accrued and unpaid interest on
the Existing Notes accepted in the Exchange Offer to, but not
including, the date of issuance of the New Notes ("Settlement Date").
Interest will begin to accrue on the Settlement Date, which is
currently expected to be on or about 20 March 2013. 
As described more fully in the Exchange Offer Memorandum (as defined
below), the Exchange Offer is subject to certain conditions, which
the Company may, at its discretion, assert or waive.  
The Exchange Offer is being made on the terms and subject to the
conditions set forth in the Company's Exchange Offer Memorandum dated
14 February 2013 (the "Exchange Offer Memorandum") and is subject to
the offer restrictions described therein. The Company may amend,
extend or terminate the Exchange Offer at any time. 
Concurrent Offering 
Concurrently with the Exchange Offer, the Company may offer, subject
to market conditions and other factors, US-dollar denominated senior
notes (the "Additional New Notes") to qualified institutional buyers
pursuant to Rule 144A under the Securities Act and to persons outside
the United States in reliance on Regulation S under the Securities
Act.  
Any Additional New Notes issued in the Concurrent Offering will
constitute a single series with, and will be issued under the same
indenture and have the same terms and conditions as, the New Notes. 
The Company intends to use the net proceeds from any offering of such
New Notes to refinance the balance of the Existing Notes that are not
exchanged for New Notes in the Exchange Offer. 
Completion of the Concurrent Offering (if made) is conditioned upon
the completion of the Exchange Offer. 
SGX-ST Listing 
Approval in-principle has been obtained for the listing and quotation
of the New Notes on the Singapore Exchange Securities Trading Limited
(the "SGX-ST"). The SGX-ST assumes no responsibility for the
correctness of any of the statements made or opinions expressed in
this release. Admission of the New Notes to the Official List of the
SGX-ST is not to be taken as an indication of the merits of the
Company or the New Notes. 
No Offering of New Notes and No Offer to Purchase Existing Notes 
This release does not constitute an offer of securities for sale in
the United States. The New Notes will not be registered under the
Securities Act and may not be offered or sold in the United States
absent registration or an applicable exemption from registration
requirements.  
This release also does not constitute an offer to purchase, a
solicitation of an offer to purchase, or a solicitation of exchange
with respect to, any Existing No
tes. The Exchange Offer is being made
solely pursuant to the Exchange Offer Memorandum and related
materials. Eligible Holders should read the Exchange Offer Memorandum
and related materials carefully prior to making any decision with
respect to the Exchange Offer because they contain important
information. Lucid Issuer Services Limited is serving as the
information and exchange agent in connection with the Exchange Offer
and Eligible Holders can contact the information and exchange agent
to obtain a free copy of the Exchange Offer Memorandum and related
materials at statschippac@lucid-is.com or +44 20 7704 0880
(telephone). 
Forward-looking Statements 
Certain statements in this release, including statements regarding
the Exchange Offer and the Concurrent Offering, are forward-looking
statements. Forward-looking statements include, but are not limited
to, any statements of the Company's plans, strategies or objectives
for future operations; statements regarding future economic
conditions or performance; and any statements of belief or
expectation. All forward-looking statements involve a number of risks
and uncertainties that could cause actual results to differ
materially from expectations. There can be no assurance that the
Exchange Offer or the Concurrent Offering will be completed. Factors
that could cause actual results to differ include, but are not
limited to, the Company's ability to refinance its debt; the amount
of recovery from the business interruption insurance claim due to
flooding of the Thailand plant; the shortages in supply of key
components and disruption in supply chain; general business and
economic conditions and the state of the semiconductor industry;
prevailing market conditions; demand for end-use applications
products such as communications equipment, consumer and
multi-applications and personal computers; decisions by customers to
discontinue outsourcing of test and packaging services; level of
competition; our reliance on a small group of principal customers;
our continued success in technological innovations; pricing
pressures, including declines in average selling prices; intellectual
property rights disputes and litigation; our ability to control
operating expenses; our substantial level of indebtedness and access
to credit markets; potential impairment charges; availability of
financing; changes in our product mix; our capacity utilisation;
delays in acquiring or installing new equipment; limitations imposed
by our financing arrangements which may limit our ability to maintain
and grow our business; returns from research and development
investments; changes in customer order patterns; customer credit
risks; disruption of our operations; loss of key management or other
personnel; defects or malfunctions in our testing equipment or
packages; rescheduling or cancelling of customer orders; adverse tax
and other financial consequences if the taxing authorities do not
agree with our interpretation of the applicable tax laws;
classification of the Company as a passive foreign investment
company; our ability to develop and protect our intellectual
property; changes in environmental laws and regulations; exchange
rate fluctuations; regulatory approvals for further investments in
our subsidiaries; majority ownership by Temasek Holdings (Private)
Limited ("Temasek") that may result in conflicting interests with
Temasek and our affiliates; unsuccessful acquisitions and investments
in other companies and businesses; labour union problems in South
Korea; uncertainties of conducting business in China and changes in
laws, currency policy and political instability in other countries in
Asia; natural calamities and disasters, including floods, outbreaks
of epidemics and communicable diseases; the continued trading and
listing of our ordinary shares on the SGX-ST. You should not unduly
rely on such statements. We do not intend, and do not assume any
obligation, to update any forward-looking statements to reflect
subsequent events or circumstances. 
References to "$" are to the lawful currency of the United States of
America. 
About STATS ChipPAC Ltd.  
STATS ChipPAC Ltd. (SGX-ST Code: S24) is a leading service provider
of semiconductor packaging design, assembly, test and distribution
solutions in diverse end market applications including
communications, digital consumer and computing. With global
headquarters in Singapore, STATS ChipPAC has design, research and
development, manufacturing or customer support offices throughout
Asia, the United States and Europe. STATS ChipPAC is listed on the
SGX-ST. Further information is available at www.statschippac.com.
Information contained in this website does not constitute a part of
this release.  
Investor Relations Contact:
Tham Kah Locke
Vice President of Corporate Finance 
Tel: (65) 6824 7788
Fax: (65) 6720 7826
email: kahlocke.tham@statschippac.com  
Media Contact:
Lisa Lavin
Deputy Director of Marketing Communications
Tel: (208) 867-9859
email: lisa.lavin@statschippac.com 
 
 
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