FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
For the month of September 2007
TOWER SEMICONDUCTOR LTD.
(Translation of registrant's name into English)
RAMAT GAVRIEL INDUSTRIAL PARK
P.O. BOX 619, MIGDAL HAEMEK, ISRAEL 23105
(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]
On September 10, 2007, Tower Semiconductor announced that it signed and
closed credit agreements for the execution of its capacity ramp-up plan for
Fab2. Attached hereto is a copy of the press release.
This Form 6-K is being incorporated by reference into 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: September 10, 2007 By: /s/ Nati Somekh Gilboa
--------------------------
Nati Somekh Gilboa
Corporate Secretary
TOWER SEMICONDUCTOR SIGNS AND
CLOSES CREDIT AGREEMENTS FOR THE EXECUTION OF ITS
CAPACITY RAMP-UP PLAN FOR FAB2
DEFINITIVE AGREEMENTS SECURE $60 MILLION OF CREDIT LINES
COMMENCES TO EXECUTE SIGNIFICANT CAPACITY EXPANSION PLAN IN ADVANCED
TECHNOLOGIES IN A COST EFFECTIVE MANNER
MIGDAL HAEMEK, Israel - September 10, 2007 - Tower Semiconductor Ltd. (NASDAQ:
TSEM; TASE: TSEM), a pure-play independent specialty foundry, today announced
that it has closed definitive agreements with its lender banks, Bank Leumi and
Bank Hapoalim, and with Israel Corporation, a major shareholder, to secure $60
million of credit lines, comprised of $30 million from the Banks and $30 million
from Israel Corporation. These definitive agreements are based on the terms of
the previously announced letters of intent.
The credit lines, together with the, approximately, $40 million that were raised
in June 2007 through the issuance of long-term bonds, are to be used for the
execution of the Company's ramp-up plan. This expansion plan will increase
significantly Fab2 capacity beyond the current 24,000 wafers per month,
primarily in advanced technologies, as was initially announced on July 16, 2007.
"Fab2 continues to run at a utilization rate of higher than 90%, with customer
forecasted demand exceeding the current capacity level", said Russell Ellwanger,
chief executive officer of Tower Semiconductor. "In order to meet this demand,
we have commenced the execution of the ramp-up plan which, when completed, will
further increase the potential of our sales, cash flow and operational results,
with a fast pay-back-period and a high rate of return-on-investment (ROI). We
have placed purchase orders for a portion of the manufacturing tools and are in
the final stages of negotiation with several equipment suppliers for the
complete current set of tools for this stage of the expansion plan. The tools
are predominantly used equipment originating from certain integrated device
manufacturers (IDMs), such as AMD and Intel 200 millimeter copper manufacturing
facilities. This enables us to purchase the manufacturing tools at low prices,
as compared to purchasing them from the original equipment manufacturers. We
expect the equipment to roll into Fab2 during the coming few quarters, with the
first tools arriving next month".
ABOUT TOWER SEMICONDUCTOR LTD.
Tower Semiconductor Ltd. is a pure-play independent specialty wafer foundry
established in 1993. The company manufactures integrated circuits with
geometries ranging from 1.0 to 0.13-micron; it also provides complementary
technical services and design support. In addition to digital CMOS process
technology, Tower offers advanced non-volatile memory solutions, mixed-signal &
RF-CMOS, and CMOS image-sensor technologies. To provide world-class customer
service, the company maintains two manufacturing facilities, each with standard
and specialized process technology processes: Fab 1 ranging from 1.0 to 0.35 and
Fab 2 featuring 0.18 and 0.13-micron. Tower's web site is located at
http://www.towersemi.com.
SAFE HARBOR
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. Potential risks and uncertainties include,
without limitation, risks and uncertainties associated with: (i) the completion
of the equipment installation, technology transfer and ramp-up of production in
Fab 2 and raising the funds therefore, (ii) the cyclical nature of the
semiconductor industry and the resulting periodic overcapacity, fluctuations in
operating results, future average selling price erosion that may be more severe
than our expectations, (iii) having sufficient funds to operate the company in
the short-term and the funding needs for its ramp-up plan, (iv) operating our
facilities at satisfactory utilization rates which is critical in order to
defray the high level of fixed costs associated with operating a foundry and
reduce our losses, (v) our ability to satisfy the covenants stipulated in our
credit facility agreement, as amended, (vi) our ability to capitalize on
increases in demand for foundry services, (vii) meeting the conditions to
receive Israeli government grants and tax benefits approved for Fab 2 and
obtaining the approval of the Israeli Investment Center for a new expansion
program, (viii) attracting additional customers, (ix) not receiving orders from
our wafer partners and customers, (x) failing to maintain and develop our
technology processes and services, (xi) competing effectively, (xii) our large
amount of debt and our ability to repay our short-term and long-term debt on a
timely basis, (xiii) achieving acceptable device yields, product performance and
delivery times, (xiv) the timely development, internal qualification and
customer acceptance of new processes and products, (xv) the entering into and
the consummation of agreements to purchase the equipment to increase Fab2
capacity and the timely and successful installation thereof, and (xvi) and
business interruption due to terror attacks, earthquakes, other acts of God and
the security situation in Israel.
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 under the heading "Risk Factors"
in our most recent filings on Forms 20-F, F-3 and 6-K, as were filed with the
Securities and Exchange Commission and the Israel Securities Authority. Future
results may differ materially from those previously reported. We do not intend
to update, and expressly disclaim any obligation to update, the information
contained in this release.
CONTACT:
Tower Semiconductor
Noit Levi, +972 4 604 7066
noitle@towersemi.com
or:
Shelton Group
Jim Mathias, (972) 239-5119 ext. 115
jmathias@sheltongroup.com