SHANGHAI, May 24, 2019 /PRNewswire/ -- Semiconductor
Manufacturing International Corporation ("SMIC" or the "Company";
NYSE: SMI; SEHK: 981) today announced that the Company has notified
the New York Stock Exchange ("NYSE") on May 24, 2019 (Eastern Time in the U.S.) that it will
apply for the voluntary delisting of its American depositary shares
("ADSs") from the NYSE and the deregistration of such ADSs and
underlying ordinary shares under the U.S. Securities Exchange Act
of 1934, as amended (the "Exchange Act"). The Board of
Directors of SMIC approved the delisting of its ADSs from NYSE and
the deregistration of such ADSs and the underlying ordinary shares
under the Exchange Act due to a number of considerations, including
the limited trading volume of its ADSs relative to its worldwide
trading volume, and the significant administrative burden and costs
of maintaining the listing of the ADSs on the NYSE, the
registration of the ADSs with the United States Securities and
Exchange Commission (the "SEC") and complying with the periodic
reporting and related obligations of the Exchange Act.
As such, SMIC intends to file a Form 25 with the SEC on or about
June 3, 2019 to de-list its ADSs from
the NYSE. The delisting of the ADSs from the NYSE is expected to
become effective ten days thereafter. The last day of trading of
the ADSs on the NYSE will be on or about June 13, 2019. From and after that, SMIC will no
longer list its ADSs evidenced by American Depositary Receipts
("ADRs") on the NYSE.
Once the delisting has become effective and SMIC has met the
criteria for deregistration, SMIC intends to file a Form
15F with the SEC on or about June
14, 2019 to deregister its ADSs and the underlying ordinary
shares under the Exchange Act. Thereafter, all of SMIC's reporting
obligations under the Exchange Act will be suspended unless the
Form 15F is subsequently withdrawn or denied. Deregistration with
the SEC and termination of SMIC's reporting obligations under the
Exchange Act are expected to become effective 90 days after its
filing of Form 15F with the SEC. Once the Form 15F is filed, SMIC
will publish the information required under Rule 12g3-2(b) of the
Exchange Act on its website, www.smics.com. SMIC will also
continue to comply with its financial reporting and other
obligations as a listed-issuer under the Rules Governing the
Listing of Securities on The Stock Exchange of Hong Kong
Limited (the "Listing Rules").
After delisting its ADSs from the NYSE, SMIC remains committed
to serve its investor and intends to maintain its ADR program as a
Level I program, which will enable American investors and current
holders of SMIC ADSs to continue to hold and trade SMIC ADSs in the
US over-the-counter market. As a result of the delisting of the
ADSs, the trading of SMIC's securities will be concentrated on
SMIC's primary market (The Stock Exchange of Hong Kong
Limited).
SMIC reserves its rights in all respect to delay or withdraw the
aforementioned filings prior to their effectiveness and will issue
any further announcement if required under the Listing Rules or
other applicable laws.
SMIC has filed with the SEC its annual report on Form 20-F for
the year ended December 31,
2018. The annual report is available on its website at
www.smics.com. SMIC will provide hard copies of the annual
report, free of charge, to its shareholders and ADS holders upon
request.
About SMIC
Semiconductor Manufacturing International Corporation ("SMIC";
NYSE: SMI; SEHK: 981), one of the leading foundries in the world,
is Mainland China's largest foundry in scale, broadest in
technology coverage, and most comprehensive in semiconductor
manufacturing services. SMIC provides integrated circuit (IC)
foundry and technology services on process nodes from 0.35 micron
to 28 nanometer. Headquartered in Shanghai, China, SMIC has an international
manufacturing and service base. In China, SMIC has a 300mm wafer fabrication
facility (fab) and a 200mm fab in Shanghai; a 300mm fab and a majority-owned
300mm fab for advanced nodes in Beijing; 200mm fabs in Tianjin and Shenzhen; and a majority-owned joint-venture
300mm bumping facility in Jiangyin; additionally, in Italy SMIC has a majority-owned 200mm fab.
SMIC also has marketing and customer service offices in the U.S.,
Europe, Japan, and Taiwan, and a representative office in
Hong Kong.
CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR"
PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995
This press release may contain, in addition to historical
information, "forward-looking statements" within the meaning of the
"safe harbor" provisions of the U.S. Private Securities Litigation
Reform Act of 1995 and Section 27A of the U.S. Securities Act of
1933 and Section 21E of the U.S. Securities Exchange Act of 1934.
These forward- looking statements are based on SMIC's current
assumptions, expectations and projections about future events. SMIC
uses words like "believe", "anticipate", "intend", "estimate",
"expect", "project" and similar expressions to identify forward
looking statements, although not all forward-looking statements
contain these words. These forward-looking statements are
necessarily estimates reflecting judgment of SMIC's senior
management and involve significant risks, both known and unknown,
uncertainties and other factors that may cause SMIC's actual
performance, financial condition or results of operations to be
materially different from those suggested by the forward-looking
statements including, among others, risks associated with
cyclicality and market conditions in the semiconductor industry,
intense competition, timely wafer acceptance by SMIC's customers,
bad debt risk, timely introduction of new technologies, SMIC's
ability to ramp new products into volume, supply and demand for
semiconductor foundry services, industry overcapacity, shortages in
equipment, components and raw materials, availability of
manufacturing capacity and financial stability in end markets.
Except as required by law, SMIC undertakes no obligation and
does not intend to update any forward-looking statement, whether as
a result of new information, future events or otherwise.
For more information, please visit www.smics.com.
Contact:
Investor Relations
+86-21-2081-2804
ir@smics.com
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SOURCE Semiconductor Manufacturing International Corporation