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- SGS-THOMSON Microelectronics N.V. public offering
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- St. Genis Pouilly, September 27, 1995 - SGS-THOMSON
- Microelectronics N.V. ("SGS-THOMSON") announced the global public
- offering of 18,000,000 Common Shares, of which 11,700,000 Common
- Shares are to be offered within the United States and Canada and
- 6,300,000 Common Shares outside these countries. Of the total
- 18,000,000 Common Shares to be offered to the public,7,610,000
- Common Shares will be newly issued by SGS-THOMSON, 6,815,000
- Common Shares will be sold by SGS-THOMSON Microelectronics
- Holding II B.V. ("SGS-THOMSON HOLDING") and 3,575,000 Common
- Shares will be sold by Thorn EMI plc. SGS-THOMSON and
- SGS-THOMSON HOLDING have also granted the underwriters the right
- to purchase up to an additional 1,350,000 and 1,350,000 Common
- Shares, respectively, to cover over-allotments in connection with
- the offering. The offering is expected to be completed toward
- the end of October.
-
- In connection with the anticipated offering, the Supervisory
- Board will call an extraordinary general meeting of shareholders
- to, among other things, provide for the waiver of preemptive
- rights and to authorize the Supervisory Board to set the terms of
- the offering. The Company's Common Shares are currently traded
- on the New York Stock Exchange and the Bourse de Paris and quoted
- on SEAQ International.
-
- In December 1994, SGS-THOMSON completed an initial public
- offering of 21 million Common Shares. The Company's majority
- shareholder is composed of a consortium of French shareholders
- (CEA Industrie, France Télécom and Thomson-CSF) and a consortium
- of Italian shareholders (I.R.I. and Comitato SIR). Approximately
- 17% of the Company's Common Shares are already owned by the
- public and 2.8% by Thorn EMI plc. After giving effect to the
- proposed offering, the majority shareholders will retain control
- of the Company.
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- SGS-THOMSON is a global independent semiconductor company that
- designs, develops, manufactures and markets a broad range of
- semiconductor integrated circuits and discrete devices used in a
- wide variety of microelectronics applications, including
- telecommunication systems, computer systems, consumer products,
- automotive products and industrial automation and control
- systems.
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- The offering will be made through Morgan Stanley & Co.
- Incorporated as Global Coordinator and Banque Indosuez, Istituto
- Mobiliare Italiano S.p.A. and Lehman Brothers Inc. as Co-Global
- Coordinators.
-
- A copy of the prospectus relating to these securities may be
- obtained in the United States from Morgan Stanley & Co.
- Incorporated, 1251 Avenue of the Americas, New York, New York
- 10020, Tel: 1 (212) 703-8570, or Lehman Brothers Inc., 3 World
- Financial Center, 200 Vesey Street, New York, NY 10285, Tel: 1
- (516) 254-7106 or in Europe from Morgan Stanley & Co.
- International Limited, 25 Cabot Square, Canary Wharf, London, E14
- 4QA, Tel: 44 (171) 425-8880, Banque Indosuez, 96 Boulevard
- Haussman, 75008 Paris, Tel: 33 (1) 44 20 40 73, Istituto
- Mobiliare Italiano, Viale dell' Arte 25, Rome, 00144, Tel: 39 (2)
- 77 51 23 08 or Lehman Brothers International (Europe), One
- Broadgate, London, EC2M 7HA, Tel: 44 (171) 260-2898.
-
- A registration statement relating to these securities has been
- filed with the Securities and Exchange Commission but has not yet
- become effective. These securities may not be sold nor may
- offers to buy be accepted prior to the time the registration
- statement becomes effective. This press release shall not
- constitute an offer to sell or a solicitation of an offer to buy
- nor shall there be any sale of securities in any State in which
- such offer, solicitation or sale would be unlawful prior to
- registration or qualification under the securities laws of any
- such State.
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