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19596 FS 1TSMC (PROJECT TALLY
ADR
21-Oct-2003 05:59 EST
CLN HTMHKG
R.R. Donnelley ProFile HKG ngoch0hk 22*
PMT 1C
172.21.85.181
7.9.16
g65h68
Page 1 of 2
As filed with the Securities and Exchange Commission on October 21, 2003
Registration No. 333-
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM F-3
REGISTRATION STATEMENT
Under
The Securities Act of 1933
(Exact Name of Registrant as Specified in Its Charter)
Taiwan Semiconductor Manufacturing Company Limited
(Translation of Registrant’s Name into English)
Republic of China
(State or Other Jurisdiction of
Incor
p
oration or Or
g
anization
)
3674
(Primary Standard Industrial
Classification Code Number
)
Not applicable
(IRS Employer
Identification Number
)
No. 8, Li-Hsin Road 6
Science-Based Industrial Park
Hsinchu, Taiwan
(886-3) 563-6688
(Address and Telephone Number of Registrant’s Principal Executive Offices)
TSMC North America
2585 Junction Avenue
San Jose, CA 95134, USA
(408) 382-8000
(Name, Address, and Telephone Number of Agent for Service)
With copies to:
John D. Young, Jr., Esq.
Sullivan & Cromwell LLP
Otemachi First Square, East Tower 16F
5-1, Otemachi 1-chome
Chiyoda-ku, Tokyo 1000004, Japan
81-3-3213-6140
Sebastian R. Sperber, Esq.
Cleary, Gottlieb, Steen & Hamilton
39th Floor, Bank of China Tower
One Garden Road, Central
Hong Kong
852-2521-4122
Approximate date of commencement of proposed sale to the public:
As soon as practicable after the Registration Statement becomes effective.
If the only securities being registered on this Form are being offered pursuant to dividend or Interest reinvestment plans, please check the following box.
If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, please check the following box.
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list
the Securities Act registration statement number of the earlier effective registration statement for the same offering.
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement for the same offering.
If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box.
CALCULATION OF REGISTRATION FEE
Title of Each Class of
Securities to be Registered
Amount to be Registered
(1)
Proposed Maximum
Offering Price Per Share
(2)
Proposed Maximum
Aggregate Offering Price
(2)
Amount of
Registration Fee
(3)
Common Shares, par value
NT$10 per share
(4)
500,000,000
Common Shares
US$2.239 US$1,119,500,000 US$90,568
(1) Includes all common shares represented by American depositary shares initially offered and sold outside the United States but that may be resold from time
to time in the United States either as part of the distribution or within 40 days after the later of the effective date of this registration statement and the date
the common shares are first bona fide offered to the public. The common shares are not being registered for the purpose of sales outside the United States.
(2) Estimated solely for the purpose of determining the amount of the registration fee in accordance with Rule 457(c) under the Securities Act of 1933 on the
basis of the average of the high and low prices of the common shares represented by American depositary shares on The New York Stock Exchange on
October 20, 2003.

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