1934 Act Registration No. 1-15128
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
Dated January 3, 2003
For the month of December 2002
United Microelectronics Corporation
(Translation of Registrant's Name into English)
No. 3 Li Hsin Road II
Science-Based Industrial Park
Hsinchu, Taiwan, R.O.C.
(Address of Principal Executive Office)
(Indicate by check mark whether the registrant files or will file annual
reports under cover of form 20-F or Form 40-F.)
Form 20-F V 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 V
--------
(If "Yes" is marked, indicated below the file number assigned to the registrant
in connection with Rule 12g3-2(b): Not applicable)
--------------
This current report on Form 6-K is hereby incorporated by reference into our
Registration Statement on Form F-3 filed with the Commission on January 2, 2002,
as amended (File No.333-14256).
Exhibit
Exhibit Description
99.1 Announcement on Dec 3, 2002: UMC ADOPTS ORIDUS' MEBESCRUISER FOR
INTERACTIVE, ONLINE REVIEW OF INTEGRATED CIRCUIT MASK DATA
99.2 Announcement on Dec 9, 2002: To respond to the 2002/12/09 Economic
Daily News report on Sec 25.
99.3 Announcement on Dec 9, 2002: November Sales
99.4 Announcement on Dec 12, 2002: UMC and Micronas Enhance Foundry
Relationship
99.5 Announcement on Dec 13, 2002: disposal of Sampo Corporation securities
99.6 Announcement on Dec 15, 2002: 1) the trading and pledge of UMC common
shares by directors, supervisors, executive officers and 10%
shareholders of UMC 2) the acquisition and disposition of assets by UMC
99.7 Announcement on Dec 17, 2002: UMC AND XILINX ON TRACK TO MANUFACTURE
90NM PROGRAMMABLE CHIPS ON 300MM WAFERS IN 2003
99.8 Announcement on Dec 24, 2002: UMC AND SiS ANNOUNCE INTENTION TO FORM
LONG-TERM STRATEGIC PARTNERSHIP
99.9 Announcement on Dec 26, 2002: acquisition of Silicon Integrated
Systems Corporation securities
99.10 Announcement on Dec 27, 2002: Clarification to United Evening News
report on 12/27/02 Sec 14
99.11 Announcement on Dec 30, 2002: acquisition of Silicon Integrated Systems
Corporation securities
SIGNATURE
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.
United Microelectronics Corporation
Date: January 3, 2003 By /s/ Stan Hung
--------------- ---------------------------------
Stan Hung
Chief Financial Officer
Exhibit 99.1
Subject: UMC ADOPTS ORIDUS' MEBESCRUISER FOR INTERACTIVE, ONLINE REVIEW OF
INTEGRATED CIRCUIT MASK DATA
To which item it meets--article 2 paragraph xx:47
Date of events: 2002/12/03
Contents:
1. Date of occurrence of the event:2002/12/03
2. Cause of occurrence: FREMONT, Calif.-Oridus, Inc., provider of powerful,
secure enterprise collaboration software solutions, and UMC (NYSE: UMC), a
world-leading foundry, announced today that UMC has expanded its online
customer-oriented services with Oridus' Web-based mask data MEBES (Manufacturing
Electronic Beam Exposure System 2) reader tool, MebesCruiser. Now, UMC customers
can independently view and browse their MEBES database of an integrated circuit
(IC), or join teams of engineers for collaboration via Web conferencing in a
highly secure, online mask data environment. Oridus' technology virtually
eliminates the costly travel and time barriers associated with traditional IC
manufacturing.
3. Countermeasures: none
4. Any other matters that need to be specified: none
Exhibit 99.2
Subject: To respond to the 2002/12/09 Economic Daily News report on Sec 25.
To which item it meets--article 2 paragraph xx:31
Date of events:2002/12/09
Contents:
1. Name of the reporting media: Economic Daily News
2. Date of the report: 2002/12/09
3. Content of the report: UMC might won the ruling against Taiwan's Silicon
Integrated Systems ("SiS") using a patented UMC process
4. Summary of the information provided by investors: Not Applicable
5. Company's explanation of the reportage or provided information: We have not
received the result of Presidential review, but ITC's decision is fianl, and the
Presidential review is a subsequent formal procedure, and should maintain ITC
decision that UMC won.
6. Countermeasures: None
7. Any other matters that need to be specified:None
Exhibit 99.3
United Microelectronics Corporation
December 9, 2002
This is to report the changes or status of 1) Sales volume 2) Funds lent to
other parties 3) Endorsements and guarantees 4) Financial derivative
transactions for the period of November 2002
1) Sales volume (NT$ Thousand)
------------------------------------------------------------------------------------------------
Period Items 2002 2001 Changes %
------------------------------------------------------------------------------------------------
November Invoice amount 5,968,645 4,735,606 1,233,039 26.04%
------------------------------------------------------------------------------------------------
Jan -Nov Invoice amount 66,323,359 62,334,463 3,988,896 6.40%
------------------------------------------------------------------------------------------------
November Net sales 6,002,983 4,806,799 1,196,184 24.89%
------------------------------------------------------------------------------------------------
Jan -Nov Net sales 61,922,565 60,080,178 1,842,387 3.07%
------------------------------------------------------------------------------------------------
2) Funds lent to other parties (NT$ Thousand)
-----------------------------------------------------------------------------------------------
Limit of lending November Bal. as of period end
-----------------------------------------------------------------------------------------------
UMC 30,949,691 0 0
-----------------------------------------------------------------------------------------------
UMC's subsidiaries 2,019,674 3,351 1,942,367
-----------------------------------------------------------------------------------------------
3) Endorsements and guarantees (NT$ Thousand)
---------------------------------------------------------------------------------------------------
Limit of endorsements November Bal. as of period end
---------------------------------------------------------------------------------------------------
UMC 61,899,383 0 0
---------------------------------------------------------------------------------------------------
UMC's subsidiaries 32,582 0 0
---------------------------------------------------------------------------------------------------
UMC endorses for subsidiaries 0 0
---------------------------------------------------------------------------------------------------
UMC's subsidiaries endorse for UMC 0 0
---------------------------------------------------------------------------------------------------
UMC endorses for PRC companies 0 0
---------------------------------------------------------------------------------------------------
UMC's subsidiaries endorse for PRC companies 0 0
---------------------------------------------------------------------------------------------------
4) Financial derivatives transactions
a-1 Hedging purpose (for assets/liabilities denominated in foreign currencies)
---------------------------------------------------------------------------------------------------
Underlying assets / liabilities N/A
---------------------------------------------------------------------------------------------------
Financial instruments
---------------------------------------------------------------------------------------------------
Realized profit (loss)
---------------------------------------------------------------------------------------------------
a-2 Hedging purpose (for the position of floating rate liabilities)
---------------------------------------------------------------------------------------------------
Underlying assets / liabilities N/A
---------------------------------------------------------------------------------------------------
Financial instruments
---------------------------------------------------------------------------------------------------
Realized profit (loss)
---------------------------------------------------------------------------------------------------
b Trading purpose : None
Exhibit 99.4
Subject: UMC and Micronas Enhance Foundry Relationship
To which item it meets--article 2 paragraph xx: 47
Date of events: 2002/12/12
Contents:
1. Date of occurrence of the event: 2002/12/12
2. Cause of occurrence: Hsinchu, Taiwan and Freiburg, Germany - Following an
agreement made earlier this year, Micronas (SWX Swiss Exchange: MASN, Neuer
Market Frankfurt: MNSN), a leading supplier of cutting-edge IC solutions for
consumer and automotive electronics, and UMC (NYSE: UMC), a world-leading
semiconductor foundry, today reaffirmed their foundry partnership by defining
the terms of a new and mutually agreed-upon plan.
During a meeting at Micronas' operational headquarters in Freiburg, Germany,
which included Micronas' CEO Wolfgang Kalsbach and UMC's Chairman Robert Tsao,
the two companies discussed a wide range of topics to enhance their five-year
agreement. Under the terms of the original agreement, made in June 2002, UMC
became the principal supplier of mixed-mode ICs for Micronas, while Micronas
gained access to UMC's advanced technologies and foundry capacity. UMC is
currently manufacturing the DPS 9450 video controller chip and the MDE 9500
hybrid analog/digital TV decoder chip for Micronas using its 0.18 um mixed-mode
process. The two companies are continuing their cooperative efforts in this area
with the mutual development of 0.13 um mixed-mode technology based on UMC's
standard 0.13 um CMOS process.
3. Countermeasures: none
4. Any other matters that need to be specified: none
Exhibit 99.5
Subject: To announce related materials on disposal of Sampo Corporation
securities
To which item it meets--article 2 paragraph xx: 20
Date of events: 2002/12/13
Contents:
1. Name of the security: common shares of Sampo Corporation
2. Trading date: 2002/01/02~2002/12/13
3. Trading volume, unit price, and total monetary amount of the transaction:
trading volume: 9,980,000 shares; average unit price: $13.10 NTD; total amount:
$130,742,450 NTD
4. Gain (or loss) on disposal (not applicable in cases of acquisition of
securities): $4,936,920 NTD
5. Relationship with the underlying company of the trade: Sampo Corporation,
investee company under cost method
6. Current cumulative volume, amount, and shareholding percentage of holdings
of the security being traded (including the current trade) and status of
restriction of rights: cumulative volume: 25,210,137 shares;amount: $317,793,046
NTD; percentage of holdings: 2.45%; status of restriction of rights: no
7. Current ratio of long or short term securities investment (including the
current trade) to the total assets and shareholder's equity as shown in the most
recent financial statement and the operational capital as shown in the most
recent financial statement: ratio of total assets: 19.10%; ratio of
shareholder's equity: 26.51%; the operational capital as shown in the most
recent financial statement: $61,639,615 thousand NTD
8. Concrete purpose/objective of the acquisition or disposal: financing
operation
9. Opinions of directors expressing opposition to the current trade: none
10. Any other matters that need to be specified: none
Exhibit 99.6
United Microelectronics Corporation
For the month of November, 2002
This is to report 1) the trading of directors, supervisors, executive officers
and 10% shareholders of United Microelectronics Corporation ("UMC") (NYSE : UMC)
2) the pledge and clear of pledge of UMC common shares by directors,
supervisors, executive officers and 10% shareholders of UMC 3) the acquisition
assets by UMC 4) the disposition of assets by UMC for the month of November,
2002
1) The trading of directors, supervisors, executive officers and 10%
shareholders
-------------------------------------------------------------------------------------------------------------------
Title Name Number of shares held Number of shares Number of shares Changes
when elected (for held as of held as of
Directors, October 31, 2002 November 30, 2002
Supervisors and
Executive Officers)
or as May 30, 2001
-------------------------------------------------------------------------------------------------------------------
Director Chris Chi 0 3,592,640 3,547,640 -45,000
-------------------------------------------------------------------------------------------------------------------
Director Fu-Tai Liou 0 5,762,301 5,692,301 -70,000
-------------------------------------------------------------------------------------------------------------------
2) The pledge and clear of pledge of UMC common shares by directors,
supervisors, executive officers and 10% shareholders:
-------------------------------------------------------------------------------------------------------------------
Title Name Number of Number of Changes
shares pledge shares pledge
as of as of
October 31, November 30,
2002 2002
-------------------------------------------------------------------------------------------------------------------
Director Chuin Tsie Investment Corporation 18,100,000 61,300,612 43,200,612
-------------------------------------------------------------------------------------------------------------------
Director Chuin Li Investment Corporation 20,704,990 25,542,088 4,837,098
-------------------------------------------------------------------------------------------------------------------
Director Shieh Li Investment Corporation 22,220,000 39,553,518 17,333,518
-------------------------------------------------------------------------------------------------------------------
3) The acquisition assets (NT$ Thousand)
--------------------------------------------------------------------------------------------------
Description of assets November Jan -November
--------------------------------------------------------------------------------------------------
Semiconductor Manufacturing Equipment 1,140,489 24,510,949
--------------------------------------------------------------------------------------------------
Fixed assets 12,437 134,969
--------------------------------------------------------------------------------------------------
4) The disposition of assets (NT$ Thousand)
--------------------------------------------------------------------------------------------------
Description of assets November Jan -November
--------------------------------------------------------------------------------------------------
Semiconductor Manufacturing Equipment 184,902 578,964
--------------------------------------------------------------------------------------------------
Fixed assets 2,356 38,698
--------------------------------------------------------------------------------------------------
Exhibit 99.7
Subject: UMC AND XILINX ON TRACK TO MANUFACTURE 90NM
PROGRAMMABLE CHIPS ON 300MM WAFERS IN 2003
To which item it meets--article 2 paragraph xx: 47
Date of events: 2002/12/17
Contents:
1. Date of occurrence of the event: 2002/12/17
2. Cause of occurrence: UMC (NYSE: UMC) and Xilinx, Inc.(NASDAQ: XLNX) today
reported that the companies are on track to produce a new family of Xilinx
programmable chips in the second half of 2003 using UMC's advanced 90 nanometer
(nm) chip-making process technology.
UMC is preparing to manufacture the line of Xilinx field programmable gate
arrays (FPGAs) at its 300mm fabrication facility and has produced an FPGA test
chip. At 90nm, Xilinx engineers can pack more transistors, layers, interconnect
and product features into a single chip, reducing die size by 50 to 80 percent,
compared to any competing FPGA solution. UMC's L90 process integrates nine
layers of high-speed copper interconnect, 1.2V high performance transistors and
low-k dielectric material into a single manufacturing process. Xilinx's
investment in 90nm manufacturing technology with UMC will enable the company to
drive pricing down to under $25 for a one-million-gate FPGA (approximately
17,000 logic cells)*, which represents a savings of 35 to 70 percent compared to
any competitive offering. A smaller die size results in moredie per wafer, which
improves device densities and yields, thereby reducing overall production costs.
This in turn leads to a more highly integrated, less expensive product that
takes up less board space when designed by a customer into an end product.
For nearly a decade, Xilinx has successfully partnered with UMC as its primary
semiconductor manufacturing partner for high-volume production of the company's
programmable chips. Over the past several years, UMC and Xilinx have aligned to
target a number of programmable devices to UMC's deep submicron processes. Most
recently, the Virtex-II FPGAs were targeted to 130nm - and now the two companies
are working to target specific designs to the 90nm manufacturing processes. Due
to the regular structure and reprogrammability of Xilinx devices, defects can be
more easily identified and isolated during manufacturing than with traditional,
fixed semiconductor device architectures, making it an ideal process migration
partner for a manufacturer such as UMC.
3. Countermeasures: none
4. Any other matters that need to be specified: none
Exhibit 99.8
Subject: UMC AND SiS ANNOUNCE INTENTION TO FORM LONG-TERM STRATEGIC PARTNERSHIP
To which item it meets--article 2 paragraph xx: 47
Date of events: 2002/12/24
Contents:
1. Date of occurrence of the event: 2002/12/24
2. Cause of occurrence: December 24, 2002 -- United Microelectronics Corporation
(UMC), a world leading semiconductor foundry, and Silicon Integrated Systems
Corporation(SiS), a leading core logic and graphics chip company, today jointly
announced their preliminary agreement to form a long- term strategic partnership
aimed at maximizing the benefits to their respective customers. Specific terms
were not released. The preliminary consensus includes three major points:
1. UMC and SiS intend to negotiate a cross-licensing arrangement in order to
create positive synergies between the companies.
2. UMC and SiS will cooperate on capacity and process technology to better meet
the requirements of their customers.
3. UMC and SiS will form a long-term strategic alliance to explore further
business opportunities.
Based upon the preliminary consensus, customers of both companies will benefit
from greater manufacturing capacity and process technology support and under a
broader umbrella of intellectual property. UMC and SiS contemplate resolution of
certain issues in the pending litigation in a mutually acceptable manner that
benefits their respective customers.
3. Countermeasures: none
4. Any other matters that need to be specified: none
Exhibit 99.9
Subject: To announce related materials on acquisition of Silicon Integrated
Systems Corporation securities
To which item it meets--article 2 paragraph xx:20
Date of events: 2002/12/26
Contents:
1. Name of the security: common shares of Silicon Integrated Systems Corp.
2. Trading date: 2002/12/10~2002/12/26
3. Trading volume, unit price, and total monetary amount of the transaction:
trading volume: 25,253,000 shares; average unit price: $25.44 NTD; total amount:
$642,544,689 NTD
4. Gain (or loss) on disposal (not applicable in cases of acquisition of
securities): not applicable
5. Relationship with the underlying company of the trade: Silicon Integrated
Systems Corp., investee company under cost method
6. Current cumulative volume, amount, and shareholding percentage of holdings of
the security being traded (including the current trade) and status of
restriction of rights: cumulative volume: 25,253,000 shares; amount:
$642,544,689 NTD; percentage of holdings: 2.32%; status of restriction of
rights: no
7. Current ratio of long or short term securities investment (including the
current trade) to the total assets and shareholder's equity as shown in the most
recent financial statement and the operational capital as shown in the most
recent financial statement: ratio of total assets: 19.29%; ratio of
shareholder's equity: 26.76%; the operational capital as shown in the most
recent financial statement: $61,639,615 thousand NTD
8. Concrete purpose/objective of the acquisition or disposal: long-term
investment
9. Opinions of directors expressing opposition to the current trade: none
10. Any other matters that need to be specified: none
Exhibit 99.10
Subject: Clarification to United Evening News report on 12/27/02 Sec 14
To which item it meets--article 2 paragraph xx:31
Date of events: 2002/12/27
Contents:
1. Name of the reporting media: United Evening News Sec 14
2. Date of the report: 2002/12/27
3. Content of the report: The common shares price of Silicon Integrated Systems
Corp. had increased for four days might due to a insider tranding.
4. Summary of the information provided by investors: Not Applicable
5. Company's explanation of the reportage or provided information:
(1) This report is not fact and the Company officially denies.
(2) The Company announced related material on acquisition of SiS 25,253,000
common shares on Dec. 26, 2002. including 200,000 shares on
Dec. 10, 2002 and 25,053,000 shares on Dec. 26, 2002 respectively.
6. Countermeasures: None
7. Any other matters that need to be specified: None
Exhibit 99.11
Subject: To announce related materials on acquisition of Silicon Integrated
Systems Corporation securities
To which item it meets--article 2 paragraph xx:20
Date of events: 2002/12/27
Contents:
1. Name of the security: common shares of Silicon Integrated Systems Corp.
2. Trading date: 2002/12/27
3. Trading volume, unit price, and total monetary amount of the transaction:
trading volume: 23,230,000 shares; average unit price: $26.91 NTD; total amount:
$625,035,128 NTD
4. Gain (or loss) on disposal (not applicable in cases of acquisition of
securities): not applicable
5. Relationship with the underlying company of the trade: Silicon Integrated
Systems Corp., investee company under cost method
6. Current cumulative volume, amount, and shareholding percentage of holdings of
the security being traded (including the current trade) and status of
restriction of rights: cumulative volume: 48,483,000 shares; amount:
$1,267,579,817 NTD; percentage of holdings: 4.46%; status of restriction of
rights: no
7. Current ratio of long or short term securities investment (including the
current trade) to the total assets and shareholder's equity as shown in the most
recent financial statement and the operational capital as shown in the most
recent financial statement: ratio of total assets: 19.49%; ratio of
shareholder's equity: 27.05%; the operational capital as shown in the most
recent financial statement: $61,639,615 thousand NTD
8. Concrete purpose/objective of the acquisition or disposal: long-term
investment
9. Opinions of directors expressing opposition to the current trade: none
10. Any other matters that need to be specified: none