FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
For the month of July 2003
TOWER SEMICONDUCTOR LTD.
(Translation of registrant's name into English)
P.O. BOX 619, MIGDAL HAEMEK, ISRAEL 10556
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.
Form 20-F x Form 40-F
--- ---
Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the information to
the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.
Yes No x
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On June 24, 2003, the Registrant announced the release of its 0.18 and
0.35 micron process design kits. A copy of the press release is attached hereto
as Exhibit 1.
On July 2, 2003, the Registrant announced the hiring of Rafi Nave as
vice president of customer services. A copy of the press release is attached
hereto as Exhibit 2.
On July 9, 2003, the Registrant announced that legal action had been
filed against it and certain of its directors and shareholders. A copy of the
press release is attached hereto as Exhibit 3.
This Form 6-K is being incorporated by reference in all effective
registration statements filed by us under the Securities Act of 1933.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
TOWER SEMICONDUCTOR LTD.
Date: July 22, 2003 By: /s/ Sheldon Krause
-----------------------------------
Sheldon Krause
Assistant Secretary
TOWER SEMICONDUCTOR RELEASES 0.18 AND 0.35 MICRON PROCESS DESIGN KITS
MIGDAL HAEMEK, Israel & SAN JOSE, Calif--June 24, 2003--
Cadence-Developed PDKs Reduce Risk and Simplify the Silicon Design Process for
Tower's Customers
Tower Semiconductor Ltd. (Nasdaq:TSEM), an independent pure-play wafer
manufacturer, and Cadence Design Systems Inc. (NYSE:CDN), today announced the
immediate availability of the new Tower TSL018 and TSL035 foundry-level Process
Design Kits (PDKs) developed by Cadence Design Systems. The new PDKs eliminate
the need for Tower customers to create their own "views" of the Tower
technologies in their design environments, thereby reducing design time and
risk. Through this development, Tower and Cadence are enabling a key component
of the silicon design chain for their mutual customers.
"The ability to support custom design methodologies with silicon-validated
process design kits is a strong benefit to companies working with these complex
designs," said Sergio Kusevitzky, vice president of IP and design services,
Tower Semiconductor. "Cadence's track record of expertise and commitment to
customer support has proved to be the most effective choice for our customers."
The PDKs include a device and symbol library, technology file, physical
verification decks, and design-rule-correct parameterized cells (P-cells) to
automate device layout. The PDKs are compatible with the Cadence Spectre(R)
models provided by Tower Semiconductor and are tailored for use in the Cadence
RF/analog mixed-signal design solution consisting of AMS Designer, Composer,
Analog Design Environment, Spectre/Spectre-RF, Virtuoso(R) Layout Editor and XL,
Custom Router and the Assura(TM)/Diva(R) physical verification suites.
"The development work with Tower Semiconductor demonstrates our on-going
commitment to the foundry market and the silicon design chain. The PDKs we have
supplied provide a silicon foundation for Tower customers to design in the Tower
process," said Guillaume d'Eyssautier, senior vice president and general
manager, Europe, Cadence Design Systems.
About Tower Semiconductor Ltd.
Tower Semiconductor Ltd. is a pure-play independent wafer foundry established in
1993. The company manufactures integrated circuits with geometries ranging from
1.0 to 0.18 microns; it also provides complementary manufacturing services and
design support. In addition to digital CMOS process technology, Tower offers
advanced non-volatile memory solutions, mixed-signal and CMOS image-sensor
technologies. To provide world-class customer service, the company maintains two
manufacturing facilities: Fab 1 has process technologies from 1.0 to 0.35
microns and can produce up to 20,000 150mm wafers per month. Fab 2 features
0.18-micron and below process technologies, including foundry-standard
technology, and will offer full production capacity of 33,000 200mm wafers per
month. The Tower Web site is located at www.towersemi.com.
About Cadence
Cadence is the world's leader in electronic design technologies, methodology
services, and design services. Cadence solutions are used to accelerate and
manage the design of semiconductors, computer systems, networking and
telecommunications equipment, consumer electronics, and a variety of other
electronics-based products. With approximately 5,200 employees and 2002 revenues
of approximately $1.3 billion, Cadence has sales offices, design centers, and
research facilities around the world. The company is headquartered in San Jose,
Calif, and traded on the New York Stock Exchange under the symbol CDN. More
information about the company, its products and services is available at
www.cadence.com.
Cadence and the Cadence logo are registered trademarks and Virtuoso Custom
Design, Virtuoso-XL and Cadence Chip Assembly Router are trademarks of Cadence
Design Systems, Inc. All other trademarks are the property of their respective
owners.
Contact:
Cadence Design Systems Inc.
Andrea Huse, +49 (0) 89.4563.1726
ahuse@cadence.com
or
Tower Semiconductor USA
L.T. Guttadauro, 408/557-2690 lt@tower-usa.com
NEWS RELEASE
TOWER REINFORCES COMMITMENT TO CUSTOMER SERVICE WITH NEW APPOINTMENT
INTEL VETERAN RAFI NAVE TO SERVE AS VP OF CUSTOMER SERVICES
MIGDAL HAEMEK, ISRAEL - July 2, 2003 - Tower Semiconductor Ltd. (NASDAQ: TSEM;
TASE: TSEM) announced today that Rafi Nave will join the company as vice
president of customer services. This appointment will take effect in mid-August
2003.
In this position, Nave will oversee all areas of customer service, including
account management, project management, IP and design services, the VLSI design
center and customer support. He will report directly to Carmel Vernia, chairman
of the board and CEO of Tower. Nave is the first senior appointment since Vernia
joined the company a month ago.
"Tower has long been recognized and rewarded by customers for providing
exceptional service and support," said Vernia. "Taking our customer-service
organization to new heights of achievement is essential to enhancing our global
market position, and I am confident that Rafi is the person to lead that effort.
With over 20 years of experience gained from working at Intel, he is familiar
with customer needs and knows how to provide customers with the best possible
service solutions. Rafi is a welcome addition to the Tower team."
Creating the position of vice president of customer services is the most recent
action that Tower has taken as part of its broader customer relationship
management initiative. Earlier this year, Tower opened a new office near Boston
to support customers in the eastern United States and hired Harold Blomquist to
direct the company's global business development activities from Israel and the
United States. As well, the company has built an extensive IP portfolio and has
developed various design support services to make it easier for customers to
achieve first-time silicon success.
"Having worked in the semiconductor industry for most of my career, I have
watched with great interest Tower's inception and evolution. The company has
overcome myriad obstacles, including the most recent downturn, through the
intelligence, hard work and perseverance of its people. Tower has reached a very
exciting juncture in its history, and I am honored that I will have the
opportunity to play a key role in its next phase of development and growth,"
said Nave.
Nave joins Tower after six years of serving as vice president of R&D for NDS
Group (NASDAQ: NNDS), where he managed a group of 300 engineers and scientists.
Prior to that, he spent most of his career at Intel Corporation in a variety of
positions of increasing responsibility. He started as a chip design engineer,
and then went on to manage the
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TOWER REINFORCES COMMITMENT TO CUSTOMER SERVICE WITH NEW APPOINTMENT
PAGE 2 OF 2
development of Intel's family of 8XX87 math co-processors. Next, he served for
five years as the general manager of Intel's design center in Israel, employing
200 engineers and designing Intel's leading products. Nave earned master's and
bachelor's degrees in electrical engineering (with honors) from the Technion in
Haifa, Israel.
ABOUT TOWER SEMICONDUCTOR LTD.
Tower Semiconductor Ltd. is a pure-play independent wafer foundry established in
1993. The company manufactures integrated circuits with geometries ranging from
1.0 to 0.18 microns; it also provides complementary manufacturing services and
design support. In addition to digital CMOS process technology, Tower offers
advanced non-volatile memory solutions, mixed-signal and CMOS image-sensor
technologies. To provide world-class customer service, the company maintains two
manufacturing facilities: Fab 1 has process technologies from 1.0 to 0.35
microns and can produce up to 20,000 150mm wafers per month. Fab 2 features
0.18-micron and below process technologies, including foundry-standard
technology, and will offer full production capacity of 33,000 200mm wafers per
month. The Tower Web site is located at www.towersemi.com.
# # #
PR Agency Contact Investor Relations Contact Corporate Contact
JULIE LASS SHELDON LUTCH L.T. GUTTADAURO
Loomis Group Fusion IR & Communications Tower Semiconductor USA.
+1 (713) 526 3737 +1 (212) 268 1816 +1 (408) 557-2690
lassj@loomisgroup.com sheldon@fusionir.com lt@tower-usa.com
NEWS RELEASE
TOWER SEMICONDUCTOR LTD. ANNOUNCES
IT HAS LEARNED THAT ACTION HAS BEEN FILED AGAINST IT
MIGDAL HAEMEK, ISRAEL -- JULY 09, 2003 -- Tower Semiconductor Ltd. (NASDAQ:
TSEM; TASE: TSEM) today announced that it has learned, based on a press release
issued to the news services, that an action has been filed in the United States
District Court for the Southern District of New York on behalf of the holders of
Tower Semiconductor Ltd., against Tower and certain of its directors and
shareholders, asserting claims arising under Sections 14(a) and 20(a) of the
Securities Exchange Act of 1934 and Rule 14a-9 promulgated thereunder.
While the company has not received a copy of the lawsuit, based on the
information appearing in the press release issued today, it believes that this
lawsuit is without merit.
ABOUT TOWER SEMICONDUCTOR LTD.
Tower Semiconductor Ltd. is a pure-play independent wafer foundry established in
1993. The company manufactures integrated circuits with geometries ranging from
1.0 to 0.18 microns; it also provides complementary manufacturing services and
design support. In addition to digital CMOS process technology, Tower offers
advanced non-volatile memory solutions, mixed-signal and CMOS image-sensor
technologies. To provide world-class customer service, the company maintains two
manufacturing facilities: Fab 1 has process technologies from 1.0 to 0.35
microns and can produce up to 20,000 150mm wafers per month. Fab 2 features
0.18-micron and below process technologies, including foundry-standard
technology, and will offer full production capacity of 33,000 200mm wafers per
month. The Tower Web site is located at www.towersemi.com.
SAFE HARBOR
This press release includes forward-looking statements, which are
subject to risks and uncertainties. Our actual results may vary from those
projected or implied by such forward-looking statements. Potential risks and
uncertainties include, without limitation, risks and uncertainties associated
with (i) Our need to complete our 2003 financing package with our banks, which
is a condition to receipt of the remainder of the first installment of our fifth
milestone payment from our wafer and equity investors in the amount of $11.2
million, (ii) raising at least $26 million of additional funding for Fab 2
before the end of 2003, which is a condition to completion of the fifth
milestone investment by our major wafer and equity partners in the amount of
$16.4 million, (iii) obtaining the approval of the Israeli Investment Center to
extend the five-year investment period under our Fab 2 approved enterprise
program and of amendments to our modified business plan, (iv) with the lawsuit
filed against us in the southern district of New York, (v) market acceptance and
competitiveness of the products to be manufactured by us for customers using
these technologies, as well as obtaining additional business from new and
existing customers, (vi) our need to renegotiate our Fab 2 credit facility to
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TOWER SEMICONDUCTOR LTD. ANNOUNCES FIRST QUARTER OF 2003 RESULTS
PAGE 2 OF 2
extend the deadlines by which we were and are required to meet the fifth and
sixth milestones, which, in the absence of a renegotiated agreement, would
result in an event of default under the credit facility in which event our banks
would have the right to call our loans and exercise their liens against our
assets and we would most likely face claims from our wafer partners, financial
investors and the Investment Center, (vii) our ability to obtain additional
financing for the Fab 2 project from equity and/or wafer partners, the Israeli
Investment Center, our banks, and/or other sources, as required under the Fab 2
business plan and pursuant to our agreements with our wafer and equity partners,
banks and the Israeli Investment Center, (viii) ramp-up of production at Fab 2,
(ix) completion of the development and/or transfer of advanced process
technologies to be utilized in our existing facility and in Fab 2, (x)
conditions in the market for foundry manufacturing services and for
semiconductor products generally and (xi) possible loss of our exclusive foundry
license with Saifun if we fail to meet certain sales levels and other
conditions. A more 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 our business is included at "Risk Factors" in our
most recent Annual Report on Form 20-F, as filed with the Securities and
Exchange Commission and the Israel Securities Authority.
# # #
PR Agency Contact Investor Relations Contact Corporate Contact
JULIE LASS SHELDON LUTCH TAMAR COHEN
Loomis Group Fusion IR & Communications Tower Semiconductor
+1 (713) 526 3737 +1 (212) 268 1816 +011 972 4 650 6998
lassj@loomisgroup.com sheldon@fusionir.com pr@towersemi.com