Davis Polk is advising Advanced Semiconductor Engineering Inc. (“ASE”) in connection with its joint share exchange agreement with Siliconware Precision Industries Co., Ltd (“SPIL”) and agreement to establish a new holding company (the “Holdco”). The share exchange will be conducted at an exchange ratio of one ASE common share for 0.5 HoldCo common share, and at NT$55 in cash for each of SPIL’s common shares, subject to adjustment, with ASE and SPIL becoming wholly owned subsidiaries of HoldCo. The closing of the transaction will be subject to necessary approvals by relevant domestic and foreign competent authorities, approvals by ASE and SPIL’s respective shareholders’ meetings and satisfaction of other conditions.

ASE is the world’s largest provider of independent semiconductor manufacturing services in assembly and test. SPIL has become one of the leading providers of comprehensive semiconductor assembly and test services.

The Davis Polk corporate team includes partners George R. Bason Jr. and James C. Lin, associates Daniel Brass and Shaun Levor and foreign registered lawyers Meng Ding and Sabrina Lin. Members of the Davis Polk team are based in the Hong Kong and New York offices.

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