I did hear it. Did you read this?
Corporate Background
International Semiconductor Corporation (formerly Israel Semiconductor Corp.), is
a development stage corporation (the "Company"). The Company was
incorporated on March 13, 1987, under the name "Lewis Resources, Inc." On
September 28, 1993, the Company acquired from Lema Investments, Ltd. all of
the issued and outstanding shares of Gallium Arsenide Industries, Ltd. ("Gallium
Industries" or "GAI"), a development stage Israeli company, by issuing 3,982,190
shares of its common stock (after giving effect to the one-to-six reverse split
described below) to Lema Investments, Ltd. in exchange for the stock of GAI. After
sustaining large losses, GAI was subsequently sold back to its former
shareholders on July 1, 1995, primarily for assumption of existing debt. In
connection with the GAI and GAD acquisitions, the board of directors of the
Company increased the number of authorized common shares to 26,000,000,
and changed the Company's name from Lewis Resources to Israel
Semiconductor Corp. (effective December 21, 1993), and later to International
Semiconductor Corporation (effective July, 1994). A reverse stock split (6 for 1)
was effective for shareholders of record as of November 30, 1993.
Also in September, 1993, the Company committed to invest in shares of a newly-
founded Israeli development stage company, GAD Semiconductors, Ltd. ("GAD").
The commitment was in an amount of up to $1,000,000 and the Company
undertook to raise additional funds by means of commercial banking loans, grants
and special loans which GAD is qualified to receive as a recognized Approved
Enterprise under the Israeli Encouragement of Capital Investment-1959 Law. See
Item 6, Management's Discussion and Analysis or Plan of Operation. Together
with the initial investment, the total investment would aggregate approximately
$3,100,000. In return, GAD issued to the Company 60% of its common stock, par
value $2,033. The major part of the investment, up to the amount which the
Company undertakes to invest in GAD's shares, is considered as premium on the
shares. In January, 1994, GAD was granted the status of "Approved Enterprise"
by the Israeli Investment Center in accordance with the Law for the
Encouragement of Capital Investments - 1959. Under the approved capital
investment program, GAD received, during 1994, State guaranteed loans in the
amount of $1,172,962. During, 1995, the Company invested approximately
$860,000 in GAD, primarily in the form of share capital, with an additional
$182,000 tendered during the first quarter of 1996. The total cumulative Company
investment in GAD is over $1,675,000. Based upon a failure of the minority
shareholders of GAD to meet their investment commitments, the Company now
controls 80% of the shareholdings of GAD. Because of its Approved Enterprise
status, GAD is entitled to reduced tax rates, varying between 10 to 25%,
depending upon the respective percentage of non-Israeli shareholdings, for 10 to
14 years, and to apply for Israeli Government investment grants and guaranteed
loans and certain tax benefits.
ISSM is the developer of a new generation of stable low cost Gallium
Arcinide products for the electronic, defense and telecommunications
industries. Datapower is licensed to manufacture and markets Video
Telephony products in Canada, Australia New Zealand and South Africa
under an exclusive agreement with World Wide Video, Inc. Under the
terms of the License agreement Datapower can “Private Label” these
products for distribution through out the world. DataPower products use
proprietary compression programs and hardware that allow the
transmission of Video, Voice and Data over POTS lines and the internet
at speeds of up to 15 clear frames per second.
Robert M. Terry, ISSM Chairman said “This transaction now gives our
company two major opportunities in one of the fastest growing markets
in the world. We believe that telecommunications companies will be
demanding Video and Data transmission products that are superior and
more reliable than high heat effected silicon based chips and diodes.
Cost effective , high speed, reliable Gallium Arcinide based components
are the wave of the future for burgeoning Telecommunications and
Computer industries.”
It seem consistant with the news coming out of Israel Are you say that a Man like BRIAN HARRIS would be suckered into Merging with a company that has nothing???? Is that what you are saying???? |
