Israel Corporation, a Major Shareholder, Has Committed to Exercise in
Full and Invest Approximately $18 Million
MIGDAL HAEMEK, Israel--(BUSINESS WIRE)--May. 30, 2013--
Tower Semiconductor Ltd. (NASDAQ: TSEM) (TASE: TSEM), the global
specialty foundry leader, announced today a proposed distribution of
rights to purchase Company equity securities to an amount of $60
million. The opportunity to participate in this rights offering will be
granted to all of Tower's shareholders, as well as holders of its
capital notes and certain options and holders of the Company’s warrants,
as of the record date, yet to be determined, excluding holders of Series
7 Warrants and Series F bonds which will receive an adjustment to the
amount of shares issuable upon exercise or conversion of these
securities following the offering in accordance with the terms of their
securities.
Israel Corporation Ltd., a major shareholder of the Company, has
committed to exercise all the rights distributed to it in full and
invest approximately $18 million, representing its belief in TowerJazz.
The distribution of the rights is anticipated to be effected pursuant to
prospectus supplements to be filed by Tower in Israel and the United
States, as soon as reasonably practicable after the effective date of a
registration statement initially filed by Tower with the United States
Securities and Exchange Commission (SEC) on April 12, 2013. The record
date for the determination of shareholders and other security holders
entitled to receive rights in the distribution has not yet been set. The
terms of the distribution and the securities offered are subject to
change and there is no assurance that the Company will proceed with the
distribution. These securities may not be sold nor may offers to buy be
accepted prior to the time the registration statement becomes effective.
Tower has filed a registration statement (including a base prospectus)
and intends to file a prospectus supplement with the SEC for the
offering of the securities to which this communication relates. Before
you invest, you should read the prospectus supplement, base prospectus
and the documents incorporated by reference therein and Tower’s other
filings with the SEC for more complete information about Tower and this
offering. You may get these documents for free at the SEC web site at www.sec.gov.
Alternatively, Tower will arrange to send you the prospectus supplement,
base prospectus and/or any of the other documents filed by Tower with
the SEC at your request by contacting Tower at noit.levi@towerjazz.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy 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.
About TowerJazz
Tower Semiconductor Ltd. (NASDAQ: TSEM) (TASE: TSEM), its fully owned
U.S. subsidiary Jazz Semiconductor Ltd., and its fully owned Japanese
subsidiary TowerJazz Japan, Ltd., operate collectively under the brand
name TowerJazz, the global specialty foundry leader. TowerJazz
manufactures integrated circuits, offering a broad range of customizable
process technologies including: SiGe, BiCMOS, Mixed-Signal/CMOS, RFCMOS,
CMOS Image Sensor, Power Management (BCD), and MEMS capabilities.
TowerJazz also provides a world-class design enablement platform that
enables a quick and accurate design cycle. In addition, TowerJazz
provides (TOPS) Transfer Optimization and development Process Services
to IDMs and fabless companies that need to expand capacity. TowerJazz
offers multi-fab sourcing with two manufacturing facilities in Israel,
one in the U.S., and one in Japan. For more information, please visit www.towerjazz.com.
Safe Harbor Regarding Forward-Looking Statements
This press release includes forward-looking statements, which are
subject to risks and uncertainties. Actual results may vary from those
projected or implied by such forward-looking statements. A complete
discussion of risks and uncertainties that may affect the accuracy of
forward-looking statements included in this press release or which may
otherwise affect TowerJazz’s business is included under the heading
"Risk Factors" in Tower’s most recent filings on Forms 20-F and F-3, as
were filed with the Securities and Exchange Commission (the “SEC”) and
the Israel Securities Authority and Jazz’s most recent filings on Forms
10-K and 10-Q, as were filed with the SEC, respectively. Tower and Jazz
do not intend to update, and expressly disclaim any obligation to
update, the information contained in this release.
Source: Tower Semiconductor Ltd.
TowerJazz Investor Relations
Noit Levi, +972-4-604-7066
noit.levi@towerjazz.com
