HSINCHU, TAIWAN: ChipMOS TECHNOLOGIES (Bermuda) Ltd announced that in a private placement it has entered into Convertible Bond Purchase Agreements with seven investors for the purchase of 8 percent Convertible Senior Bonds to be issued by the Company.
The Company expects to raise US$9,620,000 in aggregate, which will be used for general corporate purposes. The Purchasers include the Chairman and Chief Executive Officer of the Company, Shih-Jye Cheng, who will purchase Bonds in the aggregate principal amount of $1,000,000 on the same terms and conditions as the other Purchasers. The purchase agreements include customary closing conditions.
Closing is expected to occur on or about December 29, 2009 for all Purchasers other than PacMOS Technologies Holdings Ltd and the Chairman of PacMOS, Chi Hung Yip. The closing for the purchase of the Bonds by PacMOS and Chi Hung Yip (in the aggregate amount of $4,500,000) is expected to occur in February 2010 and are conditioned on PacMOS receiving shareholders' approval for its purchase of the Bonds.
The Bonds are convertible into common shares, par value US$0.01, of the Company at a conversion price of US$1.25 per share, subject to adjustment under certain circumstances. The Bonds pay interest on a quarterly basis and the Company has the option, subject to the satisfaction of certain conditions, of paying interest and other amounts in common shares or a combination of common shares and cash. The Company expects to enter into registration rights agreements with the Purchasers on customary terms.
The Bonds issued in the transaction and the Company's common shares issuable upon conversion of these Bonds have not been registered under the United States Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements and applicable state securities laws.
This press release is not an offer to sell or the solicitation of an offer to buy any securities, nor shall it constitute an offer, solicitation, or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.