FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
For the month of March 2005 No. 2
TOWER SEMICONDUCTOR LTD.
(Translation of registrant's name into English)
P.O. BOX 619, MIGDAL HAEMEK, ISRAEL 23105
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover 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]
On March 29, 2005, the Registrant announced that its Board approved the
2005 operating plan that focused on maximizing operational efficiencies.
Attached hereto is a copy of the press release.
This Form 6-K is being incorporated by reference into all effective
registration statements filed by us under the Securities Act of 1933.
SIGNATURES
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.
TOWER SEMICONDUCTOR LTD.
Date: March 29, 2005 By: /s/ Tamar Cohen
-------------------
Tamar Cohen
Corporate Secretary
TOWER SEMICONDUCTOR BOARD APPROVES 2005 OPERATING PLAN
FOCUSED ON MAXIMIZING OPERATIONAL EFFICIENCIES
WORK FORCE REDUCTION COMPLETE; PLAN REITERATES PRIOR GUIDANCE FOR
POSITIVE EBITDA DURING SECOND HALF OF 2005
MIGDAL HAEMEK, Israel -- March 29, 2005 -- Tower Semiconductor Ltd. (NASDAQ:
TSEM; TASE: TSEM), a pure-play wafer foundry, announced today that its board of
directors approved the 2005 operating plan, which expects improvement in revenue
during the second half of the year and reaching positive EBITDA through
additional operating efficiencies and other cost reduction measures. The board
is encouraged by the outlook for the company in the second half of the year and
is fully supportive of the management's plan.
As part of the 2005 operating plan, Tower concluded a workforce reduction
resulting in a cutback of approximately 70 employees. This staff reduction is
part of the company's adjustment of the head count to its workload in specific
areas and consolidation of certain departments between its two fabs. The company
continues to implement additional cost-reduction measures focused on
manufacturing efficiencies, materials usage and other cost savings.
"The operating plan approved by the board sets the course for achieving
operational efficiencies in the near term as well as ramping our operations to
meet forecasted accelerated demand for the second half of the year," commented
Udi Hillman, acting CEO. "Among the factors affecting our operating plan were
our determination to keep our exceptional level of customer service and support,
minimization of damage to cash flow and the positions of the Israeli Ministry of
Industry, Trade and Labor and the Mayor of Migdal Haemek regarding the
vicinity's employment needs."
ABOUT TOWER SEMICONDUCTOR LTD.
Tower Semiconductor LTD. is a pure-play independent wafer foundry established in
1993. The company manufactures integrated circuits with geometries ranging from
1.0 to 0.13 micron; it also provides complementary technical services and design
support. In addition to digital CMOS process technology, Tower offers advanced
non-volatile memory solutions, mixed-signal and CMOS image-sensor technologies.
To provide world-class customer service, the company maintains two manufacturing
facilities: Fab 1 has process technologies from 1.0 to 0.35 micron and can
produce up to 16,000 150mm wafers per month. Fab 2 features 0.18-micron and
below process technologies, including foundry-standard technology and can
produce today up to 15,000 200mm wafers per month. The Tower Web site is located
at www.towersemi.com.
SAFE HARBOR
THIS PRESS RELEASE INCLUDES FORWARD-LOOKING STATEMENTS, WHICH ARE SUBJECT TO
RISKS AND UNCERTAINTIES. ACTUAL RESULTS MAY VARY FROM THOSE PROJECTED OR IMPLIED
BY SUCH FORWARD-LOOKING STATEMENTS. POTENTIAL RISKS AND UNCERTAINTIES INCLUDE,
WITHOUT LIMITATION, RISKS AND UNCERTAINTIES ASSOCIATED WITH: (I) THE COMPLETION
OF THE EQUIPMENT INSTALLATION, TECHNOLOGY TRANSFER AND RAMP-UP OF PRODUCTION IN
FAB 2, (II) HAVING SUFFICIENT FUNDS TO COMPLETE THE FAB 2 PROJECT, (III) THE
CYCLICAL NATURE OF THE SEMICONDUCTOR INDUSTRY AND THE RESULTING PERIODIC
OVERCAPACITY, FLUCTUATIONS IN OPERATING RESULTS, FUTURE AVERAGE SELLING PRICE
EROSION THAT MAY BE MORE SEVERE THAN OUR EXPECTATIONS (IV) OPERATING OUR
FACILITIES AT SATISFACTORY UTILIZATION RATES, (V) OUR ABILITY TO MEET CERTAIN OF
THE COVENANTS STIPULATED IN OUR AMENDED FACILITY AGREEMENT, (VI) OUR ABILITY TO
CAPITALIZE ON INCREASES IN DEMAND FOR FOUNDRY SERVICES, (VII) MEETING THE
CONDITIONS TO RECEIVE ISRAELI GOVERNMENT GRANTS AND TAX BENEFITS APPROVED FOR
FAB 2 AND OBTAINING THE APPROVAL OF THE ISRAELI INVESTMENT CENTER TO EXTEND THE
FIVE-YEAR INVESTMENT PERIOD UNDER OUR FAB 2 APPROVED ENTERPRISE PROGRAM, (VIII)
ATTRACTING ADDITIONAL CUSTOMERS, (IX) NOT RECEIVING ORDERS FROM OUR WAFER
PARTNERS AND TECHNOLOGY PROVIDERS, (X) FAILING TO MAINTAIN AND DEVELOP OUR
TECHNOLOGY PROCESSES AND SERVICES, (XI) COMPETING EFFECTIVELY, (XII) OUR LARGE
AMOUNT OF DEBT, (XIII) ACHIEVING ACCEPTABLE DEVICE YIELDS, PRODUCT PERFORMANCE
AND DELIVERY TIMES, (XIV) THE TIMELY DEVELOPMENT, INTERNAL QUALIFICATION AND
CUSTOMER ACCEPTANCE OF NEW PROCESSES AND PRODUCTS, (XV) BUSINESS INTERRUPTION
DUE TO EARTHQUAKES, TERROR ATTACKS AND OTHER ACTS OF GOD.
A MORE COMPLETE DISCUSSION OF RISKS AND UNCERTAINTIES THAT MAY AFFECT THE
ACCURACY OF FORWARD-LOOKING STATEMENTS INCLUDED IN THIS PRESS RELEASE OR WHICH
MAY OTHERWISE AFFECT OUR BUSINESS IS INCLUDED UNDER THE HEADING "RISK FACTORS"
IN OUR MOST RECENT ANNUAL REPORT ON FORMS 20-F AND 6-K, AS WERE FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION AND THE ISRAEL SECURITIES AUTHORITY. FUTURE
RESULTS MAY DIFFER MATERIALLY FROM THOSE PREVIOUSLY REPORTED. WE DO NOT INTEND
TO UPDATE THE INFORMATION CONTAINED IN THIS RELEASE.
CORPORATE CONTACT
Michael Axelrod
Tower Semiconductor USA
+1 (408) 330-6871
pr@towersemi.com
AGENCY CONTACT
Mary Curtis
Pacifico Inc.
+1 (408) 293-8600
mcurtis@pacifico.com
INVESTOR RELATIONS CONTACT
Sheldon Lutch
Fusion IR & Communications
+1 (212) 268-1816
Sheldon@fusionir.com