SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15D-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of June, 2003
Commission File Number: 000-30540
GIGAMEDIA LIMITED
122 TunHua North Road, 14th Floor
Taipei, Taiwan (R.O.C.)
(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 [ ]
(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]
(If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b) :82- .)
GIGAMEDIA LIMITED is furnishing under cover of Form 6-K:
GIGAMEDIA ANNOUNCES IMPENDING DEPARTURE OF BOARD CHAIRMAN
(GIGAMEDIA LOGO)
GIGAMEDIA ANNOUNCES IMPENDING DEPARTURE
OF BOARD CHAIRMAN
TAIPEI, Taiwan, June 5, 2003 - GigaMedia Limited ("GigaMedia") (Nasdaq: GIGM,
www.giga.net.tw), a diversified provider of online and offline entertainment
services in Taiwan, today announced the impending departure from the board of
directors of GigaMedia of the company's chairman. The chairman of the board of
GigaMedia, Mr. Nelson Chang, has tendered his resignation as chairman and as a
director, effective as of a future date yet to be determined.
The timing of Mr. Chang's resignation as chairman of the board is contingent
upon the resolution of the pending offer from GigaMedia's senior management team
to privatize the company. Mr. Chang's resignation will be effective immediately
following the occurrence of the earlier of: a) the closing of the currently
pending management buyout ("MBO"); or b) the rejection of the MBO by the board
of directors or shareholders of GigaMedia (assuming that, in the case of a
rejection by the board, that the MBO is not put forward to shareholders for
their consideration) and clear indication being received from the management
buyout group that no revised offer will be made in response to such rejection.
Mr. Chang joined GigaMedia's board in March 2001 and became chairman in November
2001. In tendering his resignation, Mr. Chang cited a growing need to devote
more time and effort to his numerous other long-standing business interests.
The company thanks Mr. Chang for his significant contributions and commitment
over the past two years to align the company's operating philosophy with market
conditions and to improve GigaMedia's financial performance.
ABOUT GIGAMEDIA
GigaMedia Limited (Nasdaq: GIGM) is a diversified provider of entertainment
services in Taiwan. The company's online/offline business model provides the
company multiple distribution channels, deep customer relationships and the
ability to meet future market demands as technology drives new media and
entertainment industry change.
Offline, GigaMedia operates Taiwan's two largest music store chains, Rose
Records and Tachung Records through its subsidiary G-Music. These businesses
were acquired in February and September of 2002, respectively, and together hold
approximately 50% market share in Taiwan.
Online, the company operates a leading broadband ISP, providing Internet access
service and broadband content with multiple delivery technologies. The company's
access products consist of premium cable modem and ADSL offerings, giving the
company the ability to deliver
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superior broadband connections island-wide. GigaMedia's cable modem is a
world-class platform capable of offering broadband Internet access at speeds of
up to 100 times faster than traditional dial-up services. With 21 cable system
partners, the company's cable modem business passes more than 3.1 million Taiwan
households, as well as 417,000 small and medium businesses. In addition, the
company offers interactive Chinese-language multimedia Web sites through its Web
destination http://www.gigigaga.com.
Other subsidiary companies of GigaMedia include Koos Broadband Telecom Limited,
a broadband service provider focused exclusively on corporate subscribers in
Taiwan.
Strategic investors of GigaMedia include the Koos Group, a major player in
Taiwan's manufacturing, finance, telecommunications, media, and cable
industries.
More information on GigaMedia can be obtained from < http://ir.giga.net.tw >.
The statements included above and elsewhere in this press release that are not
historical in nature are "forward-looking statements" within the meaning of the
"safe harbor" provisions of the Private Securities Litigation Reform Act of
1995. GigaMedia cautions readers that forward-looking statements are based on
the company's current expectations and involve a number of risks and
uncertainties. Actual results may differ materially from those contained in such
forward-looking statements. Information as to those factors that could cause
actual results to vary can be found in GigaMedia's Registration Statement on
Form 20-F filed with the United States Securities and Exchange Commission in
June 2002.
CONTACT:
GIGAMEDIA LIMITED
Brad Miller, Investor Relations Director
886-2-8770-7966 ext. 1107
bradley_miller@corp.giga.net.tw
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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.
GigaMedia Limited
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(Registrant)
Date: June 6, 2003 By: /s/ Hsia, Winston
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(Signature)
Name: Hsia, Winston
Title: Chief Financial Officer