ASTT Asat Hldg Ltd American Dep (MM)

HONG KONG and MILPITAS, Calif., Aug. 24 /PRNewswire-FirstCall/ -- ASAT Holdings Limited (NASDAQ:ASTT), on behalf of its wholly-owned subsidiary, New ASAT (Finance) Limited (the "Company"), announced today that as of August 23, 2007, holders of approximately 98% of its outstanding 9.25% Senior Notes due 2011 (the "Senior Notes") had delivered consents in connection with the consent solicitation commenced on August 1, 2007, for the purpose of amending certain provisions of the indenture, dated as of January 26, 2004, pursuant to which the Senior Notes were issued. Accordingly, the Company and the trustee for the Senior Notes will execute and deliver a second supplemental indenture containing the amendments described in the Amended Consent Solicitation Statement dated August 17, 2007 (the "Amended Consent Solicitation Statement"). Also, warrants for ordinary shares of the Company will be duly issued to consenting holders of Senior Notes, in accordance with the Amended Consent Solicitation Statement. (Logo: http://www.newscom.com/cgi-bin/prnh/20030414/ASATLOGO ) The Company also announced today that as of August 23, 2007, the Company and the lenders under the purchase money loan agreement, dated July 31, 2005, agreed to certain waivers of and amendments to the terms and conditions of such purchase money loan agreement. In connection with above changes, warrants for ordinary shares of the Company will be duly issued to the lenders. The warrants referenced above and the ordinary shares into which they will be exercisable have not been registered under the Securities Act of 1933, or any state securities laws, and will be sold in a private transaction under Regulation D and Regulation S. Unless the warrants and ordinary shares are registered, they may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state laws. This press release is not an offer to purchase or sell, a solicitation of an offer to purchase or sell, or a solicitation of consents with respect to any securities. The consent solicitation, as amended, was made solely on the terms and subject to the conditions set forth in the Amended Consent Solicitation Statement, dated August 17, 2007, and the accompanying the Second Supplemental Indenture. First and Second Quarter Fiscal 2008 Guidance "Our bondholders' overwhelming support in allowing us to successfully complete the consent solicitation strengthens our position to obtain new financing," said Tung Lok Li, acting chief executive officer of ASAT Holdings Limited. "While we are still compiling our preliminary numbers, we expect to meet our previously communicated outlook for the quarter ended July 31, 2007 of net sales increasing to approximately $37.7 million. Gross margin is expected to be approximately 12%. We are also confident that our positive momentum for the October quarter will result in a revenue increase of 3 percent to 8 percent above our July quarter results." Piper Jaffray & Co. served as Solicitation Agent for the consent solicitation, and The Bank of New York served as Information Agent, Tabulation Agent and Payment Agent for the consent solicitation. About ASAT Holdings Limited ASAT Holdings Limited is a global provider and leading developer of semiconductor package design, assembly, and test services. With 18 years of experience, ASAT offers a definitive selection of semiconductor packages and world-class manufacturing lines. ASAT's advanced package portfolio includes standard and high thermal performance ball grid arrays, leadless plastic chip carriers, thin array plastic packages, system-in-package technology, and flip chips. ASAT was the first company to develop moisture-sensitive level one capability on standard leaded products. Today, ASAT has operations in the United States, Asia, and Europe. For more information, visit http://www.asat.com/. Safe Harbor This press release may contain statements of a forward-looking nature. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. You can identify these forward-looking statements by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates," and similar statements. The accuracy of these statements may be impacted by a number of business risks and uncertainties that could cause actual results to differ materially from those projected or anticipated, including the ability of ASAT's management to effectively lead the company, the risk that ASAT may not be able to attract qualified people to its management team or retain its existing management and employees, possible disruptions to its business and operations caused by changes in senior management, the possible delisting of ASAT's securities from Nasdaq, and those risks outlined in ASAT's filings with the Securities and Exchange Commission. ASAT does not undertake any obligation to update this forward-looking information, except as required under applicable law. http://www.newscom.com/cgi-bin/prnh/20030414/ASATLOGODATASOURCE: ASAT Holdings Limited CONTACT: Jim Fanucchi of Summit IR Group Inc., +1-408-404-5400, Web site: http://www.asat.com/

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