Topcell Solar Announces Plans to Merge with Motech Industries
Hsinchu, Taiwan, December 26, 2014 – Topcell Solar International Co., Ltd., a subsidiary of United Microelectronics Corporation (NYSE: UMC; TWSE: 2303) ("UMC"), today announced its plans to merge with Motech Industries, Inc., following approval during Topcell’s provisional board of directors’ meeting held today. The share exchange conversion will be six ordinary shares of Topcell Solar into one newly-issued ordinary share of Motech.
Upon completion of the merger, Motech Industries will be the surviving company while Topcell Solar will be absorbed. UMC’s estimated holdings of Motech shares will be approximately 9%, making UMC the second largest shareholder of Motech. Although the record date of the merger is currently set for July 1st, 2015, the merger proposal must receive approval from both provisional shareholder’s meeting, and follows the government authorities.
Since clean energy has become an emphasis for both policy and strategy in the developed and developing countries. Therefore, UMC has strategically invested in crystalline silicon and thin film solar industries. Significant achievements have been made by UMC partner companies in power conversion efficiency, BIPV and CIPV, which are solar techniques used to integrate building and car applications. UMC believes that future long-term solar development will be based on the current techniques and resource integration efforts that the company is engaging in today.
The main crystalline silicon solar industry has been in a gradual state of supply and demand adjustment following a period of market correction and consolidation. Companies that exhibit economies of scale and technical advantages will be the new industry frontrunners. As such, the new company will leverage Topcell’s status as a professional solar cell manufacturer to improve operational efficiency and expand business scale, strengthening its market competitiveness through effective resource integration.
Installed capacity of new company will reach 3GW, making it the largest professional solar cell manufacturer in the world. The new company will also feature leading industry talent and technology, sound financial status, solid corporate governance and a strong shareholder structure. With the improvements to operational efficiency, profitability and stockholder’s equity following the merger, the new company is expected to become the market leader in the solar industry.
UMC (NYSE: UMC, TWSE: 2303) is a leading global semiconductor foundry that provides advanced technology and manufacturing for applications spanning every major sector of the IC industry. UMC’s robust foundry solutions allow chip designers to leverage the company’s leading-edge processes, which include 28nm poly-SiON and gate-last High-K/Metal Gate technology, mixed signal/RFCMOS, and a wide range of specialty technologies. Production is supported through 10 wafer manufacturing facilities that include two advanced 300mm fabs; Fab 12A in Taiwan and Singapore-based Fab 12i. Fab 12A consists of Phases 1-4 which are in production for customer products down to 28nm. Construction has been completed for Phases 5&6, with future plans for Phases 7&8. The company employs over 15,000 people worldwide and has offices in Taiwan, mainland China, Europe, Japan, Korea, Singapore, and the United States. UMC can be found on the web at http://www.umc.com.
Note from UMC Concerning Forward-Looking Statements
Some of the statements in the foregoing announcement are forward looking within the meaning of the U.S. Federal Securities laws, including statements about future outsourcing, wafer capacity, technologies, business relationships and market conditions. Investors are cautioned that actual events and results could differ materially from these statements as a result of a variety of factors, including conditions in the overall semiconductor market and economy; acceptance and demand for products from UMC; and technological and development risks. Further information regarding these and other risks is included in UMC’s filings with the U.S. Securities and Exchange Commission, including its registration statements and reports on Forms F-1, F-3, F-6 and 20-F and 6-K, in each case as amended. UMC does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under applicable law.