SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
REPORT
OF FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13a-16 or 15d-16 OF
THE
SECURITIES EXCHANGE ACT OF 1934
Report
on Form 6-K dated February 17, 2009
STMicroelectronics
N.V.
(Name of
Registrant)
39,
Chemin du Champ-des-Filles
1228
Plan-les-Ouates, Geneva, Switzerland
(Address
of Principal Executive Offices)
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 o
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 o No
x
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 o No
x
If “Yes”
is marked, indicate below the file number assigned to the registrant in
connection with
Rule
12g3-2(b): 82- __________
Enclosure: A
press release dated February 16, 2009 announcing that the Financial Industry
Regulatory Authority (“FINRA”) awarded STMicroelectronics an amount of
approximately $406 million against Credit Suisse Securities (USA)
LLC.
PR
No. C2595C
FINRA
Awards STMicroelectronics $406 Million Against Credit Suisse Securities (USA)
LLC
Geneva,
February 16, 2009 - STMicroelectronics (NYSE: STM) announced today that an
arbitration panel of the Financial Industry Regulatory Authority (“FINRA”) - in
a full and final resolution of the issues submitted for determination - awarded
STMicroelectronics, in connection with the sales by Credit Suisse Securities
(USA) LLC ("Credit Suisse") to the Company of unauthorized “auction rate
securities,” an amount of approximately $406
million comprising compensatory damages, as well as interest, attorney's fees,
and consequential damages, which were assessed against Credit Suisse. In
addition, ST is entitled to retain the about $25 million interest award which
had already been paid.
As
previously noted in its 20-F filing of March 2008, STMicroelectronics N.V. had
instituted the arbitration against Credit Suisse in connection with the
unauthorized purchase by Credit Suisse of collateralized debt obligations and
credit link notes instead of the Federally guaranteed student loan
securities that had been specifically mandated by the Company for
purchase.
Over
time, as the credit market negatively developed, the Company recorded
other-than-temporary impairment charges for a cumulated amount
of $173 million.
Payments
by Credit Suisse pursuant to the arbitration award will result in a further
strengthening of ST's financial position by increasing current liquidity by
about $406 million, against a $242 million less balance in Non Current Assets.
At collection, ST will transfer ownership of its portfolio of unauthorized
“auction rate securities” with Credit Suisse, and should be able to record a
pre-tax gain of about $163 million to reverse impairment losses
accrued in Income Statement of prior periods.
For
additional information, please see: http://finraawardsonline.finra.org/turing.aspx?doc=41723
Some
of the statements contained in this release that are not historical facts are
statements of future expectations and other forward-looking statements (within
the meaning of Section 27A of the Securities Act of 1933 or Section 21E of the
Securities Exchange Act of 1934, each as amended) based on management’s current
views and
assumptions
and involve known and unknown risks and uncertainties that could cause actual
results, performance or events to differ materially from those in such
statements. Such forward-looking statements can be identified by the use of
forward-looking terminology such as “believes,” “may,” “will,” “should,” “would
be” or “anticipates” or similar expressions or the negative thereof or other
variations thereof, or by discussions of strategy, plans or intentions. Some of
the risk factors we face are set forth and are discussed in more detail in “Item
3. Key Information—Risk Factors” included in our Annual Report on Form 20-F for
the year ended December 31, 2007, as filed with the SEC on March 3, 2008
and in our Press release dated January 27, 2009 filed with the SEC
under form 6-K on January 28th. Should
one or more of these risks or uncertainties materialize, or should underlying
assumptions prove incorrect, actual results may vary materially from those
described in this release as anticipated, believed or expected. We do not
intend, and do not assume any obligation, to update any information or
forward-looking statements set forth in this release to reflect subsequent
events or circumstances.
Unfavorable
changes in the above or other factors listed under “Risk Factors” from time to
time in our SEC filings, including our Form 20-F, could have a material adverse
effect on our results of operations or financial condition.
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 2008, the
Company's net revenues were $9.84 billion. Further information on ST can be
found at www.st.com.
For further information,
please contact:
INVESTOR
RELATIONS:
Tait
Sorensen
Director,
Investor Relations
Tel: +1
602 485 2064
tait.sorensen@st.com
MEDIA
RELATIONS:
Maria
Grazia
Prestini
Senior
Director, Corporate Media and Public Relations
STMicroelectronics
Tel: + 41
22 929 6945
mariagrazia.prestini@st.com
SIGNATURES
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.
|
|
| |
|
|
|
|
|
Date:
February 17, 2009
|
By:
|
/s/ Carlo
Ferro |
|
| |
|
Name: |
Carlo
Ferro |
|
| |
|
Title: |
Executive
Vice President and |
|
| |
|
|
Chief
Financial Officer |
|