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 March 12, 2003
For the month of February 2003
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 __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__
(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).
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: -------- 3/13/2003 --- By /s/ Stan Hung
-------------------------------
Stan Hung
Chief Financial Officer
Exhibit
Exhibit Description
99.1 Announcement on Feb 15, 2003: 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
99.2 Announcement on Feb 21, 2003: To announce related materials on
acquisition of Silicon Integrated Systems Corporation securities
99.3 Announcement on Feb 27, 2003: Clarification to Economics Daily News
report on 02/24/03 Sec 3
99.4 Announcement on Mar 4, 2003:To announce related materials on the Board
Meeting's resolution for the 6th time Company treasury share
repurchase program
99.5 Announcement on Mar 5, 2003: To announce related materials on
acquisition of Silicon Integrated Systems Corporation securities
99.6 Announcement on Mar 10, 2003: Oki Electric Enhances its ASIC Product
Offerings Through Collaboration with UMC
99.7 Announcement on Mar 10, 2003: February Sales
EXHIBIT 99.1
United Microelectronics Corporation
For the month of January, 2003
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 January, 2003
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, Supervisors December 31, January 31, 2003
and Executive 2002
Officers) or as
May 30, 2001
N/A N/A
2) The pledge and clear of pledge of UMC common shares by directors,
supervisors, executive officers and 10% shareholders : None
3) The acquisition assets (NT$ Thousand)
Description of assets January Jan-Jan
Semiconductor Manufacturing Equipment 652,039 652,039
Fixed assets 781 781
4) The disposition of assets (NT$ Thousand)
Description of assets January Jan-Jan
Semiconductor Manufacturing Equipment 436 436
Fixed assets 0 0
EXHIBIT 99.2
To announce related materials on acquisition of Silicon Integrated Systems
Corporation securities
1.Name of the security: common shares of Silicon Integrated Systems Corp.
2.Trading date:2003/02/17~2003/02/21
3.Trading volume, unit price, and total monetary amount of the transaction:
trading volume:5,440,000 shares;average unit price:$28.20 NTD;total amount:
$153,425,876NTD
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:63,223,000 shares;amount:
$1,714,034,414NTD; percentage of holdings:5.81%; 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:20.99%; ratio of
shareholder's equity:29.13%; 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 99.3
Clarification to Economics Daily News report on 02/24/03 Sec 3
1.Date of occurrence of the event:2003/02/27
2.Cause of occurrence:none
3.Countermeasures:none
4.Any other matters that need to be specified:About the 02/24/03
report in Economics Daily News report on
"UMC forces clients to choose between UMC and TSMC; Qualcomm
switches orders to IBM and TSMC", this report is not a fact
and the Company officially denies.
EXHIBIT 99.4
To announce related materials on the Board Meeting's resolution for the 6th time
Company treasury share repurchase program
1.Date of the board of directors resolution:2003/03/04
2.Purpose of the share repurchase:To transfer to employees
3.Type of shares to be repurchased:Common Stock
4.Ceiling on total monetary amount of the share repurchase:
$15,500,000 thousand NTD
5.Scheduled period for the repurchase:2003/03/05~2003/05/04
6.Number of shares to be repurchased:500,000,000 shares
7.Repurchase price range:$31~$13.8 per share.If the market price
of the Company stock is below the above range, the Company
will continue to repurchase shares.
8.Method for the repurchase:Purchase directly from the
Taiwan Securities Exchange
9.Ratio of the shares to be repurchased to total issued shares of the Company:
3.23%
10.Number and monetary amount of the Company's own shares held at the time or
reporting:236,267,000 shares
11.Status of repurchases within three years prior to the time of reporting:
From 2000/12/27 to 2002/10/11 236,267,000 Company shares were repurchased.
12.Status of repurchases that have been reported but not yet completed:
The 1st repurchase is planned at 400,000,000 shares, but actually repurchased
37,425,000 shares. The reason for incomplete repurchase is to consider the
stablization of share price during the repurchase period, and to consider
shareholder's rights, and employee's willingness to exercise the option in
the future.
The 2th repurchase is planned at 400,000,000 shares, but actually repurchased
0 shares. The reason for incomplete repurchase is to consider the
stablization of share price during the repurchase period, and to consider
shareholder's rights, and employee's willingness to exercise the option in
the future.
The 3th repurchase is planned at 130,000,000 shares, but actually repurchased
129,035,000 shares. The reason for incomplete repurchase is because on the
last repurchase date(9/28),the Company failed to repurchase 965,000 shares
out of the 22,023,000 shares planned to repurchase at that date.
The 4th repurchase is planned at 100,000,000 shares, but actually repurchased
49,114,000 shares. The reason for incomplete repurchase is to consider the
stabilization of share price during the repurchase period, and to consider
shareholder's rights, and employee's willingness to exercise the option in
the future.
13.Minutes of the board of directors meeting that resolved for the share
repurchase:8th term, 20th Board Meeting Minutes on 2003/03/04
14.The rules for transfer of shares set forth in Article 10 of the Guidelines
for Repurchase of Shares by Listed and OTC Companies:
The repurchased shares within three years after the repurchase execution
complete date, will be authorized to the Chairman to transfer to employees
for one time or for several times. The eligibility is as follows:full-time
regular employees of the Company who serve in the Company for at least one
year from the base record date;the employees of Company or its subsidiaries
who devoted special contribution and approved by the Chairman. The number of
options that can be granted to an employee will be determined by a number
of factors, including seniority, job grade, contribution,or other conditions
deemed relevant by the management. The exercise price is the average
repurchase execution price. If the exercise price is below the closing price
of the date this plan is finalized, the closing price of the date of this
plan will become the exercise price. If before the option can be exercised,
the company's common share volume increases, the Company should adjust the
exercise price accordingly.
15.The rules for conversion or subscription of shares set forth in Article 11
of the Guidelines for Repurchase of Shares by Listed and OTC Companies:
Not Applicable
16.Declaration that the financial state of the Company has been considered by
the board of directors and that its capital maintenance will not be affected:
The aforesaid total volume of the repurchase accounts for 3.23% of the
Company's outstanding shares,and the maximum dollar amount needed accounts
for 18.3% of the Company's current assets. The board of directors has
considered the financial situation of the Company. The repurchase plan
will not hurt the capital maintenance of the Company.
17.Appraisal by a CPA or securities underwriter of the reasonableness of the
share repurchase price:The CPA firm of the Company considers the repurchase
volume and price of this repurchase plan to transfer to employees will have
no major influence to the Company's financial structure, repayment ability,
profitability and cash flow.
18.Other particular specified by the Securities and Futures Commission:
Not applicable
EXHIBIT 99.5
To announce related materials on acquisition of Silicon Integrated Systems
Corporation securities
1.Name of the security:common shares of Silicon Integrated Systems Corp.
2.Trading date:2003/02/24~2003/03/05
3.Trading volume, unit price, and total monetary amount of the transaction:
trading volume:4,232,000 units;unit price:NTD$27.86;total amount:
NTD$117,888,196
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:67,455,000 units;amount:
NTD1,831,922,610; percentage of holdings:5.04%; 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:21.03%; ratio of
shareholder's equity:29.19%; 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 99.6
Oki Electric Enhances its ASIC Product Offerings Through Collaboration with UMC
1.Date of occurrence of the event:2003/03/10
2.Cause of occurrence:Oki Electric Industry Co., Ltd. (TSE 6703),
Japan's leading electronics manufacturing company, and world
leading semiconductor foundry UMC (NYSE UMC) announced today that
a new ASIC product line will be introduced by Oki. This marks the first
result of comprehensive business partnership between the two companies
announced on September 4, 2002. The new ASIC product line from Oki,
the MG7xK family, uses UMC's 0.15(mu)m process.
Under the alliance with UMC, Oki Electric will provide its entire portfolio
of strategic IP for use in the foundry's Gold IP program.
Customers can access various Oki IP offerings through UMC's Gold IP
program, including the licensed ARM (mu)Processor cores and its (mu)PLAT design
platform, as well as standard Gold IP offerings such as high performance
ADCs and DACs, SERDES, and high-speed I/Os. The partnership allows Oki
customers to reduce the cost and time of their design efforts by giving
them proven IP solutions with UMC's qualified silicon cores, which
are already in volume production.
By integrating design rules and process parameters with UMC under
the partnership, Oki's new ASICs, the MG7xK family (MG74K/75K/76K),
benefits Oki's customers, cutting the time to production to less than
six months for development and release of a fully tested, production
ready 0.15(mu)mless than half the industry norm of 12-18 months. This
shortened time-to-production is achieved by using UMC's proven 0.15(mu)m
manufacturing process which allows Oki to bypass the production ramp-up
stage and the learning curve typically needed during the transition to
smaller geometries.
The new MG7xK family improves speed per gate for more than 30% and 20%
higher integration. It also offers a 25% reduction in power consumption.
This system ASIC is ideal for use in network equipment, PC peripherals,
and general electronic appliances. For dramatically shorter development
times, it supports the (mu)PLAT, Oki's integrated platform solution for
system LSI development, which is based on ARM7TDMI and ARM946E-S.
Oki will begin marketing the new MG7xK family in April 2003.
As an added benefit of the foundry relationship, Oki plans to migrate
to 0.13(mu)m ASIC products within the next year.
3.Countermeasures:none
4.Any other matters that need to be specified:none
EXHIBIT 99.7
United Microelectronics Corporation
March 10, 2003
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 February 2003
5) Sales volume (NT$ Thousand)
Period Items 2003 2002 Changes %
February Invoice amount 5,618,074 3,436,489 2,181,585 63.48%
Jan-Feb Invoice amount 10,765,659 10,120,886 644,773 6.37%
February Net sales 5,438,406 3,601,266 1,837,140 51.01%
Jan-Feb Net sales 10,842,109 7,610,564 3,231,545 42.46%
6) Funds lent to other parties (NT$ Thousand)
Limit of Bal. as of
lending January period end
UMC 30,949,691 0 0
UMC's subsidiaries 1,940,958 7,039 1,940,958
7) Endorsements and guarantees (NT$ Thousand)
Limit of endorsements Demcmber Bal. as of period end
UMC 61,899,383 0 0
UMC's subsidiaries 0 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
8) 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