SHANGHAI, July 15, 2011 /PRNewswire-Asia/ -- Semiconductor Manufacturing International Corporation (NYSE: SMI; SEHK: 981) ("SMIC" or the "Company"), one of the leading semiconductor foundries in the world, today announced the following.
Reference is made to the announcement of Semiconductor Manufacturing International Corporation (the "Company") dated 29 and 30 June 2011 in relation to the passing away of the Chairman of the board of directors of the Company (the "Board") and independent non-executive director of the Company and member of the Audit Committee of the Company and Authorised Representative of the Company and suspension of trading of the shares of the Company respectively.
APPOINTMENT OF CHAIRMAN AND AUTHORISED REPRESENTATIVE
The Board is pleased to announce that Mr. Zhang Wenyi ("Mr. Zhang") has been appointed as the chairman and authorised representative of the Company for the purpose of the Listing Rules with effect from 15 July 2011.
REDESIGNATION OF DIRECTOR AND INDEPENDENT NON-EXECUTIVE DIRECTOR
The Board is pleased to announce that Mr. Zhang has been redesignated as an executive director of the Company with effect from 2 July 2011. Mr. Zhang was appointed as the director of the Company with effect from 30 June 2011. Further details regarding Mr. Zhang are contained in the Company's announcement dated 23 June 2011.
Following the redesignation of Mr. Zhang as the executive director of the Company, the position of the third independent non-executive director of the Company as required by Rule 3.10(1) of the Listing Rules has been vacated. The Company will take steps to arrange for the appointment of the third independent non-executive director of the Company as soon as practicable.
RESIGNATION OF CHIEF EXECUTIVE OFFICER
The Board announces that Mr. David N. K. Wang ("Mr. Wang") has resigned as the chief executive officer of the Company with effect from 13 July 2011. The Company would like to take this opportunity to thank Mr. Wang for his valuable service and contribution to the Company.
APPOINTMENT OF ACTING CHIEF EXECUTIVE OFFICER
The Board is pleased to announce that Mr. Zhang has been appointed as the acting chief executive officer of the Company with effect from 15 July 2011. The Company will continue to seek a candidate to fill the role of chief executive officer.
CLARIFICATION
The Board notices recent press commentaries regarding staff departures including almost 100 middle management employees over the past nine months. The Company considers that such departures have occurred in the normal course of business due to the competitive business nature of the industry in which the Company operates. The Company has approximately 11,000 employees in total, of which the members of the middle management consist of approximately 1,000 employees. The Company is of the view that the departures described above constituted a small proportion of its employees, and involved primarily employees on the Company's operations level. The Company promotes internally as well as hires externally to deal with employee turnover. The Company does not believe its operations have been significantly impacted by such departures. The Company further confirms that, apart from Mr. Wang referred to above, no member of the senior management has departed from the Company recently.
RESUMPTION OF TRADING
Trading in the shares of the Company was suspended with effect from 9:00 a.m. on Thursday, 30 June 2011 at the request of the Company pending the publication of this announcement. The Company has applied to the Stock Exchange for resumption of trading in the shares of the Company effective from 9:00 a.m. on Monday, 18 July 2011.
About SMIC
Semiconductor Manufacturing International Corporation ("SMIC"; NYSE: SMI; SEHK: 981) is one of the leading semiconductor foundries in the world and the largest and most advanced foundry in Mainland China, providing integrated circuit (IC) foundry and technology services at 0.35-micron to 45/40-nanometer. Headquartered in Shanghai, China, SMIC has a 300mm wafer fabrication facility (fab) and three 200mm wafer fabs in its Shanghai mega-fab, two 300mm wafer fabs in its Beijing mega-fab, a 200mm wafer fab in Tianjin, a 200mm fab under construction in Shenzhen. SMIC also has customer service and marketing offices in the U.S., Europe, and Japan, and a representative office in Hong Kong. In addition, SMIC manages and operates a 300mm wafer fab in Wuhan owned by Wuhan Xinxin Semiconductor Manufacturing Corporation.
For more information, please visit www.smics.com
Safe Harbor Statements
(Under the Private Securities Litigation Reform Act of 1995)
This press release contains, 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. 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 the best 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, the downturn in the global economy and the impact on China's economy, intense competition, timely wafer acceptance by SMIC's customers, timely introduction of new technologies, SMIC's ability to capture growth opportunities in China, supply and demand for semiconductor foundry services, industry overcapacity, shortages in equipment, components and raw materials, orders or judgments from pending litigation, availability of manufacturing capacity and financial stability in end markets.
Investors should consider the information contained in SMIC's filings with the U.S. Securities and Exchange Commission (SEC), including its annual report on 20-F filed with the SEC on June 28, 2011, especially in the "Risk Factors" and "Management's Discussion and Analysis of Financial Condition
and Results of Operations" sections, and such other documents that SMIC may file with the SEC or The Hong Kong Stock Exchange Limited ("SEHK") from time to time, including on Form 6-K. Other unknown or unpredictable factors also could have material adverse effects on SMIC's future results, performance or achievements. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this press release may not occur. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date stated, or if no date is stated, as of the date of this press release. 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.
SMIC has filed with the U.S. Securities and Exchange Commission its annual report on Form 20-F for the year ended December 31, 2010. The annual report is available on our website at www.smics.com. In addition, all SMIC ADR holders have the ability, upon request, to receive a hard copy of our complete audited financials free of charge.
