STMicroelectronics — Foreign Filer Report 2005

Apr 29, 2005

6-K 1 f6k_042805.htm REPORT OF FOREIGN PRIVATE ISSUER Report of Foreign Private Issuer MARKER FORMAT-SHEET="Head Major Center Bold-TNR" FSL="Project"

SECURITIES AND EXCHANGE COMMISSION

MARKER FORMAT-SHEET="Head Major Center Bold 1-TNR" FSL="Project"

Washington, D.C. 20549

MARKER FORMAT-SHEET="Head Major Center Bold-TNR" FSL="Project"

FORM 6-K

MARKER FORMAT-SHEET="Head Major Center Bold-TNR" FSL="Project"

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 or 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934

MARKER FORMAT-SHEET="Head Major Center Bold 1-TNR" FSL="Default"

Report on Form 6-K dated April 29, 2005

MARKER FORMAT-SHEET="Center Rule" FSL="Default"

---

MARKER FORMAT-SHEET="Head Major Center Bold 1-TNR" FSL="Project"

STMicroelectronics N.V. (Name of Registrant)

MARKER FORMAT-SHEET="Head Minor Center-TNR" FSL="Project"

39, Chemin du Champ-des-Filles 1228 Plan-les-Ouates, Geneva, Switzerland

MARKER FORMAT-SHEET="Head Minor Center-TNR" FSL="Default"

(Address of Principal Executive Offices)

MARKER FORMAT-SHEET="Center Rule" FSL="Default"

---

MARKER FORMAT-SHEET="Para Indent Lv 0-TNR" FSL="Project"

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

MARKER FORMAT-SHEET="Head Minor Center-TNR" FSL="Project"

Form 20-F X Form 40-F ___

MARKER FORMAT-SHEET="Para Flush Lv 0-TNR" FSL="Default"

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes___ No X MARKER FORMAT-SHEET="Para Flush Lv 0-TNR" FSL="Default"

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

MARKER FORMAT-SHEET="Para Large Indent Lv 0-TNR" FSL="Project"

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with

MARKER FORMAT-SHEET="Head Minor Center-TNR" FSL="Project"

Rule 12g3-2(b): 82- ____

MARKER FORMAT-SHEET="Para Flush Lv 0-TNR" FSL="Default"

Enclosure: A press release dated April 28, 2005 regarding joint venture between STMicroelectronics and Hynix Semiconductors.

*********** MARKER PAGE="sheet: 3; page: 3"

MARKER FORMAT-SHEET="Head Right-TNR" FSL="Project"

PR No. C1639C

MARKER FORMAT-SHEET="Head Major Center Bold 1-TNR" FSL="Project"

Hynix and STMicroelectronics Lay First Stone for Memory Manufacturing Fab in China

MARKER FORMAT-SHEET="Para Hang Lv 5-TNR" FSL="Project"

The new fab will position ST and Hynix to better meet the growing demands of their customers in China and around the world

MARKER FORMAT-SHEET="Para Flush Lv 0-TNR" FSL="Project"

Geneva, Switzerland, and Seoul, Korea, April 28, 2005 — Following the announcement on November 16, 2004, of the signing of a joint venture agreement between two of the world’s largest semiconductor manufacturers, STMicroelectronics (NYSE:STM) and Hynix Semiconductors (Bloomberg: 000660 KS), the companies today laid the first stone at the site of their front-end memory-manufacturing facility in Wuxi City, Jiangsu Province, China, in the presence of high-level municipal, regional, and state officials of China and Korea.

MARKER FORMAT-SHEET="Para Flush Lv 0-TNR" FSL="Project"

The new fab, which will manufacture both DRAM and NAND Flash memories, is a logical extension of the existing successful manufacturing relationship between Hynix and ST and will provide both companies with front-row access to the rapidly growing Chinese market. It will also position ST to better serve its key customers, especially in the Telecom and Consumer markets, allowing delivery of complete memory, multimedia processor, and system solutions in single packages, with leading-edge technologies and cost-competitive products. In particular, the new fab will give ST access to high performance, low-cost DRAM chips, further enhancing its world-leading capabilities in delivering MCP (Multi Chip Package) stacked memories and SiP (System-in-Package) solutions. The Joint Venture is expected to be a firm base for Hynix’s long-term competitiveness as the Company will be able to secure 12-in. manufacturing facilities with a minimum investment, utilize a cost effective manufacturing environment and maintain its leading position in the fast-growing Chinese market. The new semiconductor fab will also provide another global manufacturing facility to Hynix that will resolve trade issues including countervailing duties imposed on the Company’s products in the U.S. and Europe.

MARKER FORMAT-SHEET="Para Flush Lv 0-TNR" FSL="Project"

Ideally sited in Wuxi City, two hours from China’s most cosmopolitan and advanced city, Shanghai, the location features access to a large and highly-skilled labor pool, a robust and well-developed infrastructure, and room for expansion.

MARKER FORMAT-SHEET="Para Flush Lv 0-TNR" FSL="Default"

At the new fab site, an 8-in. wafer line is scheduled to begin production by the end of this year, initially with a stable manufacturing process transferred from Hynix’ existing fabs in Korea. Shortly thereafter, a 12-in. wafer line will begin production in late 2006. Each line will supplement the world-class capabilities of both companies with extremely cost-competitive manufacturing capacity in the world’s fastest growing semiconductor and electronics market.

MARKER PAGE="sheet: 1; page: 1" MARKER FORMAT-SHEET="Para Flush Lv 0-TNR" FSL="Project"

The Chinese market is currently about 15% of the worldwide semiconductor market and is projected to grow at an annual rate of more than 20% through 2008.

MARKER FORMAT-SHEET="Para Flush Lv 0-TNR" FSL="Project"

“With this Joint Venture, STMicroelectronics is further reinforcing its strong integrated presence in the world’s most exciting semiconductor market. Building on the successful collaboration that Hynix and ST have already achieved in process and product developments that serve out complementary interests, this new venture in Wuxi City will make ST, which is already the second largest semiconductor supplier in China, even more competitive both here and around the world,” said Carlo Bozotti, President and CEO of STMicroelectronics.

MARKER FORMAT-SHEET="Para Flush Lv 0-TNR" FSL="Project"

“Hynix Semiconductor has obtained solid footing to be a global memory manufacturer as we have established a global manufacturing network that connects Korea, the United States and China. Through the Joint Venture, Hynix believes the cooperative relationship between ST, Wuxi and Hynix will be further strengthened, and the new fab will be mutually beneficial for each party’s long-term growth,” said Eui-Jei Woo, Chairman and CEO of Hynix Semiconductor.

MARKER FORMAT-SHEET="Para Flush Lv 0-TNR" FSL="Project"

The total investment planned for the project is US$2 billion. It will be financed with equity from both partners (Hynix 67%, ST 33%), US$250M of long-term debt from ST, as well as a financing package from Chinese local financial institutions, which will involve debt and a long leasehold. ST and Hynix are in the process of securing the required governmental approvals and financing package. In 2005, the equity investment from ST and Hynix is expected to teach around US$375 million, split on a 1/3 – 2/3 basis.

MARKER FORMAT-SHEET="Head Major Left Bold-TNR" FSL="Project"

About Hynix Hynix Semiconductor Inc. (“HSI”) of Ichon, Korea, is the world’s top tier memory semiconductor supplier offering Dynamic Random Access Memory chips (“DRAMs”), Static Random Access Memory chips (“SRAMs”), and Flash memory chips to a wide range of established, international customers. The Company’s shares are traded on the Korea Stock Exchange, and the Global Depositary Shares are listed on the Luxembourg Stock Exchange. Further information about Hynix is available at www.hynix.com.

MARKER FORMAT-SHEET="Head Major Left Bold-TNR" FSL="Project"

About STMicroelectronics STMicroelectronics is a global leader in developing and delivering semiconductor solutions across the spectrum of microelectronics applications. An unrivalled combination of silicon and system expertise, manufacturing strength, Intellectual Property (IP) portfolio and strategic partners positions the Company at the forefront of System-on-Chip (SoC) technology and its products play a key role in enabling today’s convergence markets. The Company’s shares are traded on the New York Stock Exchange, on Euronext Paris and on the Milan Stock Exchange. In 2004, the Company’s net revenues were $8.76 billion and net earnings were $601 million. Further information on ST can be found at www.st.com .

MARKER FORMAT-SHEET="Para Flush Lv 0-TNR" FSL="Project" MARKER FORMAT-SHEET="Head Major Left Bold-TNR" FSL="Project"

For further information, please contact:

MARKER FORMAT-SHEET="Head Major Left Bold-TNR" FSL="Project"

STMicroelectronics Media Contacts Joanne Tan Director, Corporate Communications Asia Pacific Tel : +65 6216 5522 Fax : +65 6427 6410 Email : joann.tan@st.com

*********** MARKER PAGE="sheet: 4; page: 4" MARKER FORMAT-SHEET="Head Major Left Bold-TNR" FSL="Project"

STMicroelectronics Maria Grazia Prestini Director, Corporate Media Relations Tel: +41.2.29.29.69.45 Email: mariagrazia.prestini@st.com

MARKER FORMAT-SHEET="Head Major Left Bold-TNR" FSL="Project"

Financial Dynamics Emma Rutherford Tel: + 33 147 03 68 10 Email : Emma.Rutherford@fd.com

Hynix Ah-Young Kim Manager, Corporate Communications Tel : +82 2 3459 5355 Fax : +82 2 3459 5333 Email : ahyoung.kim@hynix.com

MARKER PAGE="sheet: 2; page: 2" MARKER FORMAT-SHEET="Head Major Center Bold-TNR" FSL="Project"

SIGNATURES

MARKER FORMAT-SHEET="Para Large Indent Lv 0-TNR" FSL="Default"

Pursuant to the requirements of the Securities Exchange Act of 1934, STMicroelectronics N.V. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

STMicroelectronics N.V. — By:
Name: Carlo Ferro Title: Executive Vice President and Chief Financial Officer

MARKER FORMAT-SHEET="Para Flush Lv 0-TNR" FSL="Default"

Enclosure: A press release dated April 28, 2005 regarding joint venture between STMicroelectronics and Hynix Semiconductors.