Slaughter and May, Hong Kong, is advising Semiconductor Manufacturing International Corporation - issue of US$450 million zero coupon convertible bonds

Slaughter and May, Hong Kong, is advising Semiconductor Manufacturing International Corporation (SMIC) in relation to its issue of US$450 million zero coupon convertible bonds due 2022 (the Bonds). The lead manager and sole bookrunner for the issue is J.P. Morgan Securities plc. The Bonds will be listed on the Singapore Stock Exchange.

Based on the initial conversion price (subject to adjustments) of HK$0.9250 and assuming full conversion of the Bonds at the initial conversion price, the Bonds will be convertible into approximately 3,778,881,081 shares, representing approximately 8.96% of the existing issued share capital of SMIC and approximately 8.22% of the issued share capital of SMIC as enlarged by the issue of the conversion shares. The conversion shares will be issued pursuant to the general mandate granted to the directors by the shareholders at SMIC’s annual general meeting held on 26 June 2015. The net proceeds from the issue amount to approximately US$441 million, which SMIC intended to use for capital expenditure in relation to capacity expansion and general corporate purposes.

SMIC is principally engaged in semiconductor manufacturing and sales and is listed on the Hong Kong Stock Exchange and the NYSE. SMIC is one of the leading semiconductor foundries in the world and the largest and most advanced foundry in Mainland China. Slaughter and May previously advised SMIC on its dual listing in Hong Kong and New York in March 2004, and has since been acting as SMIC’s general legal counsel in Hong Kong.

Benita Yu Partner