Debit Mileage

The nation’s largest airline rewards program and the nation’s largest bank introduced a MasterCard debit card this week. The ‘Citibank AAdvantage Debit Card’ enables users to earn American Airlines ‘AAdvantage’ miles for all off-line or signature-only debit card purchases. The cards are also the first translucent debit cards in the USA. The ‘Basic Citibank AAdvantage Debit Card’ has an annual fee of $25, earns one ‘AAdvantage’ mile for each $2 spent on qualified purchases and allows users to earn up to 60,000 ‘AAdvantage’ miles per calendar year. The ‘Premium Citibank AAdvantage Debit Card’ has an annual fee of $65, earns one ‘AAdvantage’ mile for every $1 spent and affords users the ability to earn up to 100,000 ‘AAdvantage’ miles per calendar year. New customers will receive up to 10,000 miles for opening a Citibank checking account and existing customers can receive either 2,000 or 4,000 bonus ‘AAdvantage’ miles respectively for converting. The launch of the new card is being supported with promotions including a ‘One Million AAdvantage Miles’ award to the ‘Grand Prize’ winner in an online sweepstakes which gets underway Feb 1st. The American Airlines ‘AAdvantage’ program has more than 45 million members worldwide and about 5 million Citibank credit cardholders.

Details

CyberSource 4Q/01

CyberSource Corporation, a leading provider of risk management and electronic payment solutions for enterprise businesses, reported financial results for its fourth quarter and full year ended December 31, 2001.

Revenue for the fourth quarter of 2001 was $7.7 million, as compared to last year’s fourth quarter revenues of $8.3 million. For the full year ended December 31, 2001 revenues increased 3% to $30.7 million, from $29.9 million for the full year ended December 31, 2000.

The company continued its streak of improvements in pro-forma gross margins for its 12th consecutive quarter, which rose to a record 49% compared to last year’s fourth quarter of 31%.

Pro forma net loss for the fourth quarter of 2001 was $6.0 million, or ($0.18) per share, as compared to a pro forma net loss of $15.2 million, or ($0.44) per share, in the fourth quarter of 2000. The pro forma net loss for the full year of 2001 was $32.7 million, or ($0.95) per share, compared to a net loss of $44.2 million, or ($1.55) per share, for the full year of 2000. (See Note A for definition of pro forma).

Net loss according to generally accepted accounting principles for the fourth quarter of 2001 includes a one-time, non-cash charge of approximately $91 million for the write off of goodwill and other intangible assets related to the acquisition of PaylinX Corporation in September 2000. The company also recorded a restructuring charge in the fourth quarter of approximately $2 million relating to the previously announced reduction in force. A restructuring charge of approximately $6 million was also recorded during the fourth quarter relating to the previously announced closure of the St. Louis facility and consolidation of space in our Mountain View headquarters. Net loss according to generally accepted accounting principles for the full year 2001 also includes non-recurring cash charges of $2.0 million taken in the third quarter related to the July 2001 reduction in force and $3.3 million recorded in the first quarter related to the reorganization of the company. Total transaction volume for the fourth quarter of 2001 was 62.8 million, a 7 percent increase over the fourth quarter 2000 transaction volume of 58.7 million. For the full year of 2001, transaction volume increased 50%, as the company processed 244.3 million transactions, compared to 162.5 million transactions processed for the full year of 2000.

“We are pleased that our revenue results for the fourth quarter were in line with expectations and our continued efforts in margin improvement and expense reduction allowed us to outperform the analysts’ consensus pro forma earnings per share number by $0.04 per share,” said Bill McKiernan, chairman and CEO of CyberSource. “During the course of 2001, and particularly in the fourth quarter, we have dramatically reduced the expense structure of the company. Total pro forma operating expenses were reduced by 47% and pro forma cost of revenues by 32% over the fourth quarter of last year. These reductions were the result of the completion of a number of significant development projects in the fourth quarter, as well as operating efficiencies we achieved throughout the year in all functional areas of the company.” “We have worked very hard to enhance our product and service offerings in 2001 and to make sure our value proposition resonates with our customers. Here are some of the selected highlights from last year that we believe position CyberSource for a successful 2002.”

Services

— Launched CyberSource Risk Management Solutions, the cornerstone of a new portfolio of CyberSource risk management products.

— Expanded international presence with direct link to Barclaycard Merchant Services.

— Added new Denied Parties Check service as an integrated part of our payment and risk management solutions.

— Released two significant upgrades to payment processing software, CyberSource Payment Manager.

— Released new payment cartridges for seamless integration with Intershop’s Enfinity(TM) eCommerce platform and IBM’s WebSphere Commerce.

— Developed interoperability with Siebel 7. Strategic Alliances

— Introduced advanced fraud detection service with Visa U.S.A.

— Aligned with Aspect Communications to provide integrated real-time payment processing functionality for call centers.

— Selected by BEA as a preferred application provider for payment and transaction risk management solutions.

— Entered strategic alliance with Arcot Systems to provide “Verified by Visa” functionality to online businesses.

— Teamed with TeleKnowledge to offer an end-to-end online billing and automated payment solution.

— Entered into an agreement with Register.com to deliver enterprise-class eCommerce transaction and domain name services. Customers Maintained solid “blue chip” customer base including:

— Over half of the Dow Jones Industrial Average companies.

— Eight of the top 10 Fortune 500 companies.

— Five of the top 10 US National retailers.

— Three of the top five US property and casualty insurance companies.

“In 2002 we intend to continue to leverage the strengths of our people, technology, installed base and reputation to advance our leadership position in enterprise payment and risk solutions,” continued McKiernan.

Stock Buyback

The Board of Directors has authorized the use of up to $10 million for the repurchase of CyberSource common stock. The purchases will be made in the open market from time to time over the next 12 months as market and business conditions warrant. All purchases are subject to the availability of shares and, accordingly, there is no guarantee as to the timing or number of shares to be repurchased.

During 2001, the company repurchased 2,840,000 shares of common stock at an average per share price of $1.03 for a total cost of $2,980,000.

About CyberSource

CyberSource Corporation is a leading provider of risk management and electronic payment solutions for enterprise businesses selling via multiple sales channels. CyberSource solutions manage transaction risk and enable electronic payment processing for Web, call center/IVR, and POS environments. CyberSource professional services designs, integrates and optimizes enterprise-wide commerce transaction systems. Approximately 3,000 businesses use CyberSource solutions, including over half of the Dow Jones Industrial companies. The company is headquartered in Mountain View, California, and has sales and service facilities in Japan, the United Kingdom, and other locations in the United States.

For more information on CyberSource’s 4Q/01 performance visit CardData ([www.carddata.com][1])

[1]: http://www.carddata.com

Details

GPN OPS CTR

Global Payments Inc. announced the migration of over 100,000 merchant accounts
to Global Payments’ state-of-the-art processing facilities.

As a result, Canadian merchants will begin seeing multiple enhancements
that will help simplify their businesses including superior chargeback
resolution, improved chargeback monitoring and enhanced statement details.
Currently serving over one million merchant locations across the United States
and Canada and processing 2.7 billion transactions a year, Global Payments is
one of North America’s leading electronic commerce and payment solution
providers.

The migrated accounts were from the recently acquired CIBC Merchant
Services business and will be supported at Global’s advanced operations
centers in Owings Mills, Maryland; Cleveland, Ohio; Don Mills, Ontario,
Canada; and St. Louis, Missouri.

“We are committed to delivering on our promise of providing Canadian
merchants with enhanced services and convenience,” said Global Payments’
President and CEO, Paul R. Garcia. “This migration marks the completion of a
critical step in our ongoing plans to maximize opportunities from our recent
Canadian expansion.”

“This was truly a team effort, with our Canadian and US offices working
closely together to ensure the migration was successful,” said Global
Payment’s Vice President for Canadian Operations and Technology, Bruce Nanton.
“Our Canadian merchants will now be offered expanded reporting capabilities
and detailed summary statements,” said Senior Vice President of Customer
Support, Vincent Perrelli. “Our main goal is to provide the finest service
and support for all our merchant customers,” Perrelli said.

Global Payments significantly broadened its presence in North America in
2001 with the acquisition of the merchant card services business of Canadian
Imperial Bank of Commerce and the merchant services business of National Bank
of Canada. Global also formed ten-year marketing alliances with the banks.
These transactions made Global Payments the largest publicly traded,
independent MasterCard and Visa acquirer in Canada and gave Global Payments
the capability to provide Canadian businesses one source for all of their
Visa, MasterCard, debit and other payment processing requirements.

Global Payments Inc. is a leading provider of electronic transaction
processing services to merchants, Independent Sales Organizations (ISOs),
financial institutions, government agencies and multi-national corporations
located throughout the United States, Canada and the United Kingdom and
Europe. Global Payments offers a comprehensive line of payment solutions,
including credit and debit cards, business-to-business purchasing cards, gift
cards, Electronic Benefits Transfer (EBT) cards, check guarantee, check
verification and recovery, terminal management and funds transfer services.

Details

Delinquencies Ramp-Up

Delinquency among credit card-backed securities rose to 5.32% in November, the highest level in nearly four years. November was also the 12th consecutive month in which the delinquency rate was higher than the year-ago period. According to Moody’s Investors Service, the charge-off rate increased to 6.11% in November, the 10th straight month above prior year levels. The yield for November was 18.52% compared to 19.16% one year ago. The monthly payment rate was 14.28% compared to 14.52% for November 2000. According to Standard & Poor’s ‘Credit Card Quality Index’ the monthly charge-off rate among 60% of the major trusts, with more than $5 billion in receivables, dropped 30 bp-90 bp during November from October. Of the five largest master trusts, with more than $20 billion in receivables, Chase, First USA, Citibank and MBNA experienced lower losses. (CF Library 1/17/02)

Details

WORLD CUP MASTERCARD

Citibank and MasterCard launched the ‘Citibank FIFA World Cup’ card in Dubai
this week. The news comes from Cards Middle East and AMEInfo.com.
CME says the news attests to the potential for bank cards in the Middle East.
Card Middle East is hosting a major conference in Dubai between May 13-15.
Speakers at the conference include representatives from organizations such as
the Saudi Arabian Monetary Agency, American Express, Spinneys Dubai, Credit
Libanais, Banque Misr, Banque du Caire, Banque de France, Comtrust/Etisalat,
NatHealth, Sweden Post, and DNATA. Sponsors and exhibitors at Cards Middle
East
include S2 Systems, ACI Worldwide, Fujitsu, Intercard Wireless, Giesecke &
Devrient, IOCard, Veritas, First Data, Card Tech Ltd, Prism, DZ Card, OmniPay,
and Narboni. For more information:
http://www.cards-worldwide.com/

Details

ValiCert 4Q/01

ValiCert, Inc. a leading provider of secure solutions for paperless e-Business, announced financial results for the fourth quarter and year ended December 31, 2001. Total revenues for the quarter were $6.3 million, which is consistent with the Company’s revised projections, and represented a 51% increase over revenues of $4.1 million in the quarter ended December 31, 2000. For the year ended December 31, 2001, total revenues were $24.2 million, a 105% increase over revenues of $11.8 million for the prior year.

The pro forma loss for the quarter ended December 31, 2001, excluding amortization of intangibles and stock compensation, was $3.8 million, or $0.16 per pro forma share, as compared with a pro forma loss of $6.6 million or $0.27 per share in the fourth quarter a year ago. The net loss for the quarter, including the amortization of intangibles and stock compensation, was $5.0 million or $0.22 per share as compared to a net loss of $8.4 million or $0.40 per share in the year ago quarter.

The pro forma loss for the year ended December 31, 2001, excluding amortization of intangibles and stock compensation, was $23.2 million or $0.99 per pro forma share. The net loss for the year ended December 31, 2001, including the amortization of intangibles and stock compensation, was $28.4 million, or $1.27 per share. For all periods presented, pro forma share information assumes conversion of preferred stock into common and the exercise of options and warrants using the treasury stock method. The company reported cash and equivalents of $23.6 million at the end of the fourth quarter of 2001.

“While we are disappointed by our fourth quarter revenue shortfall we are pleased that we again reduced our operating losses and met our bottom-line guidance,” said Yosi Amram, president and chief executive officer of ValiCert, Inc. “Despite difficult economic conditions we were successful in signing up 13 new users across several of our key verticals. Following the preliminary announcement of our results we moved swiftly to implement our restructuring initiatives, and now with a leaner and more focused organization, we feel we are better positioned to deliver on our plan and continue our growth moving forward.”

Quarterly Highlights:

New Products/Solutions

ValiCert e-Pay Secure(TM) — October 15, ValiCert announced ValiCert e-Pay Secure, a new solution designed specifically for banks, payment networks and payment processors to allow them to develop secure payment solutions for trusted business-to-business and consumer e-Payments. ValiCert e-Pay Secure helps banks, financial institutions and payment networks, streamline payment processes, improve productivity and reduce overall costs associated with manual payment methods. Customers utilizing this solution include Bank of Tokyo Mitsubishi, Industrial Bank of Japan, Sanwa Bank and Sumitomo Mitsui Banking Corporation. Partners announced in conjunction with this new offering included IBM, Unisys and SWIFT.

Affiliate Program

During the quarter, ValiCert announced Andersen (formerly Arthur Andersen) of Spain as a new member of the ValiCert Affiliate Network(TM). This newest member of the ValiCert Affiliate Network will now offer ValiCert trusted transaction solutions as part of their e-Business security infrastructure.

Partnerships/Strategic Alliances

Arcot — November 7, ValiCert and Arcot Systems, Inc., a leading provider of solutions for securing e-Business, announced that their products are interoperable and they are jointly promoting them to member banks participating in the Visa Authenticated Payment Program. Authenticated payments and digital receipts enable Visa International’s 21,000 issuing financial institutions and merchants to ensure safe and secure Internet payments, reduce online fraud and boost consumer confidence in e-Commerce.

Microsoft — October 25, ValiCert announced that it is collaborating with Microsoft on delivering the Trusted Community Solution (TCS), a packaged solution of an Identrus compliant architecture for the Microsoft(R) Windows(R) 2000 platform. The Trusted Community Solution was developed in an alliance among Unisys, Microsoft and Baltimore Technologies and will enable financial institutions to rapidly create a secure environment for high-value transactions on the Windows 2000 server family.

XRT — October 3, ValiCert announced that it has formed a partnership with XRT that will incorporate ValiCert e-Treasury Secure(TM) into its XRT’s Pilot V Enterprise Applications to enable the delivery of secure financial transaction capabilities to the desks of corporate treasurers. This integration of complementary technologies is expected to allow enterprises to safely and securely exchange financial information via electronic messaging across multiple conduits and platforms.

Corporate News

Tradenable Acquisition — December 24, ValiCert announced a definitive agreement to acquire business payments and settlement intellectual property, key personnel and other assets from privately held Tradenable Inc., of Redwood Shores, Calif., a leader in online financial settlement services. The payments-related intellectual property includes, but is not limited to, software code, trademarks and technical expertise. The acquisition of these assets builds on ValiCert’s strategy of providing leading solutions to specific industries including the financial services and healthcare insurance markets.

Palo Alto Investors — November 15, ValiCert announced that it completed a $5,000,000 equity investment from Palo Alto Investors, a private investment firm. This deal strengthened the ValiCert corporate balance sheet and provided flexibility for future opportunities.

About ValiCert

ValiCert is a leading provider of secure solutions for paperless e-Business. ValiCert Global 2000 customers in financial services, healthcare, manufacturing and government sectors realize significant ROI from deploying ValiCert solutions to help migrate costly or inefficient business processes to the Internet, without losing any trust and security in the process. ValiCert’s family of products conforms to the guidelines of the e-Sign legislation and provides a secure, legal-grade environment for conducting online commerce.

ValiCert has technology and marketing alliances with a range of security, e-Commerce, systems integrators and application specific companies. With its products and services available through a worldwide direct sales force, resellers and global affiliate network, ValiCert is headquartered in Mountain View, California and has operations throughout the Americas, Europe and Asia. More information about ValiCert’s 4Q/01 performance is available at CardData ([www.carddata.com][1]).

[1]: http://www.carddata.com

Details

AmEx/Hyatt Extend

Spring has sprung at Hyatt with an extension of great deals through “Hyatt’s Hometown Getaways” program. Hyatt and American Express are extending the successful winter promotion, as well as including all Hyatt resorts in the offer. Originally slated to end January 31, the promotion will now be extended until April 14, 2002. The great “Hyatt’s Hometown Getaways” rates will still be available and qualified guests will still receive a $50 American Express Gift Cheque to spend however and whenever the choose – a great reason to spend a little something on yourself after a busy holiday season.

“The promotion was a great success and we hope we were able to get families together for the holidays while injecting extra spending money into the cities where guests visited,” said Wendy Falk, vice president of marketing programs for Hyatt Hotels Corporation. “By extending the program into the spring, we want to encourage people to take advantage of these rates and getaway for a weekend, or even take a spring vacation.”

Hyatt guests will experience great low rates at commercial Hyatt hotels, as well as resort properties. Gold Passport members checking in on a Friday or Saturday for two nights who pay the Hyatt Hometown Getaways rate with their American Express Card will receive a $50 American Express Gift Cheque upon check-in. At Hyatt resorts in the U.S. and Canada, guests can qualify after any two-night stay during the week. If a guest is not currently enrolled in Gold Passport, Hyatt’s frequent guest program, they can receive an instant membership by signing up at the time of reservation or the front desk. Gift Cheques can be used anywhere, have no expiration date and can be replaced if lost or stolen.

Below is a sampling of “Hyatt’s Hometown Getaway” rates at hotels and
resorts:

——————————- ———————————–
Hotel Feb. 1-Apr. 14 Hotel Feb. 1-Apr. 14
——————————- ———————————–
Harborside Grand Cypress
(Boston) (Orlando)
Midweek $179 Midweek $279
Weekend $119 Weekend $279

——————————- ———————————–
Maui Los Angeles
Midweek $280 Midweek $161
Weekend $280 Weekend $139

——————————- ———————————–
Washington Key West
D.C.
Midweek $189 Midweek $290
Weekend $125 Weekend $290

——————————- ———————————–
Tamaya Seattle
(New Mexico)
Midweek $135 Midweek $189
Weekend $135 Weekend $179

——————————- ———————————–
Chicago Pittsburgh
Airport
Midweek $157 Midweek $125
Weekend $130 Weekend $79

——————————- ———————————–

Currently, there are 204 Hyatt hotels and resorts around the world. Hyatt Corporation manages franchises or operates 124 hotels and resorts in the U.S., Canada and the Caribbean. Affiliates of Hyatt International Corporation manages, franchises or operates 80 hotels and resorts in 36 countries. In the U.S., Hyatt worldwide reservations for individuals and groups can be reached at 800-233-1234. Outside the U.S., contact the local Hyatt sales office or representative. For more information about Hyatt hotels and resorts, consult Hyatt through the Internet at [http://www.hyatt.com][1].

[1]: http://www.hyatt.com/

Details

ICBA Currency Service

Travelex and the Independent Community Bankers of America are expanding on their 20-year relationship by launching a new service for community banks, My Travel Wallet. My Travel Wallet allows consumers to purchase foreign travel cash and other international travel essentials online through community bank Web sites.

Through My Travel Wallet, community banking customers can choose from more than 70 foreign currencies, foreign currency travelers cheques and TravelSolve, a travel assistance program that provides access to a wide range of emergency, travel, financial and concierge services for a full 90 days — all for home delivery as quickly as overnight.

“Traditionally many community banks have had to choose between the expense and risk of offering foreign currency themselves, or referring customers to larger financial institutions to meet the needs of their customers. We feel that My Travel Wallet offers a better solution for the bank, while delivering enhanced convenience to the customer,” said Robert Gulledge, ICBA chairman.

“We are pleased to be able to offer this new service to ICBA members. My Travel Wallet strongly complements the existing Visa Travelers Cheque program and offers community banks the opportunity to broaden their foreign exchange services at no cost and with no impact on their branch operations,” Tom Tucker, Travelex senior vice president of sales development.

My Travel Wallet also features an unlimited exchange rate calculator and offers free 2-day shipping for orders over $500. Orders placed through My Travel Wallet can be paid for using a Visa or MasterCard credit or debit card.

ICBA is the primary voice for the nation’s community banks, representing 5,000 institutions at nearly 17,000 locations nationwide. Community banks are independently owned and operated and are characterized by attention to customer service, lower fees and small business, agricultural and consumer lending. ICBA’s members hold more than $486 billion in insured deposits, $592 billion in assets and more than $355 billion in loans for consumers, small businesses and farms. They employ nearly 239,000 citizens in the communities they serve. For more information, visit [http://www.icba.org][1].

Travelex, founded in 1976, is a diversified money business offering retail, corporate and commercial currency services to consumers, corporations and institutions throughout the world. The Travelex Group acquired Thomas Cook Global & Financial Services, the financial services division of Thomas Cook, on March 27, 2001, solidifying the company’s position as the world’s largest foreign currency specialist. Headquartered in London, Travelex is privately owned and employs approximately 5000 staff around the world. 3i, Europe’s largest venture capital company, is a 33% shareholder.

[1]: http://www.icba.org/

Details

NAC MasterCard

MasterCard has partnered with the National Association of Cities to launch a co-branded corporate card geared specifically toward municipal governments. The new card will include fleet and purchasing capabilities similar to MasterCard’s other public sector cards. The corporate card was introduced in conjunction with the launch of the NAC ‘Building America’ program which promotes more than 10,000 U.S. cities, towns and villages through a central Web site. The Web site, which took two years to build, offers information about individual towns, including business resources, points of interest and recreational activities. The new ‘Building America.org MasterCard’ is being issued through AmSouth and ComData. The NAC was founded in 1999 with 68 municipal members and has grown to represent more than 5,000 municipalities.

Details

NOVA Lands Regis

NOVA Information Systems announced Wednesday that it signed a multi-year agreement with Regis Corporation to provide merchant processing services for its corporate store locations in the United States.

NOVA — one of the country’s largest merchant payment processors — will begin implementation of its merchant-processing contract, valued at $256 million in charge volume, with Minneapolis-based Regis in Jan. 2002. Utilizing NOVA’s merchant-processing services will allow Regis — the world’s largest owner, operator, franchiser and consolidator of hair and retail product salons — to save time and money associated with processing credit cards in its salons.

“Regis is very excited about expanding our relationship with NOVA,” said Kyle P. Didier, vice president finance at Regis Corporation. “During the past several years, credit card usage in our salons has continued to grow as a percentage of our overall business and so have the costs associated with accepting credits. Our partnership with NOVA will help us better manage and mitigate future costs associated with credit card acceptance.”

“We are thrilled to provide Regis with the best possible merchant payment services available today,” said Pamela Joseph, senior executive vice president at NOVA. “We look forward to providing Regis with the industry-leading banking services that will help the company better serve its clientele.”

Regis Corporation (NASDAQ:RGIS), based in Minneapolis, is the largest owner, operator, franchiser and acquirer of hair and retail product salons in the world. Regis operates and franchises nearly 7,400 salons in six divisions: Regis Salons, Strip Center Salons (primarily Supercuts and Cost Cutters), MasterCuts, Trade Secret, WalMart/SmartStyle Family Hair Salons, and International, and has 41,000 employees worldwide.

Atlanta-based NOVA Information Systems manages and transports payment and other business information on behalf of retailers, community banks and regional financial institutions. NOVA specializes in providing integrated credit and debit card payment processing services, related software application products and value-added services to more than 650,000 merchant locations in the United States. For more information on the company, visit [http://www.novainfo.com][1].

[1]: http://www.novainfo.com/

Details

STM 4Q/01

STMicroelectronics reported financial results for the fourth
quarter and year ended December 31, 2001.

Fourth Quarter 2001 Results

Net revenues for the fourth quarter were $1,447.9 million, a 3.4 % sequential
increase over the $1,400.7 million reported in the 2001 third quarter.
Sales of
differentiated products totaled $1,012.1 million, a 3.9% increase over the
previous quarter, and accounted for 69.9% of fourth quarter revenues. In last
year’s fourth quarter, net revenues were $2,191.7 million, and differentiated
product sales equaled $1,367.1 million.

The differentiated product sales increase was the major contributor to
sequential fourth quarter revenue growth. Logic and memories were $203.1
million or 14% of net revenues, essentially flat with the prior period.
Discretes grew 6.7% from the third quarter, to $151.8 million (10.5% of net
revenues) and Standard and Commodities was $81.0 million (5.6% of net
revenues), declining 1.1% from the third quarter.

With respect to applications, Computer registered the highest sequential
revenue gain in the period, increasing 13.9% and accounting for 23.1% of
fourth
quarter net revenues. Consumer rose 1.9% from the third quarter and 19.6% of
fourth quarter net revenues. Telecom was virtually flat on a sequential basis
and comprised 34.2% of net revenues. Automotive was up 0.8% over the prior
quarter and represented 11.1% of net sales. Industrial products, which include
smart cards and distribution, accounted for 12.0% of net revenues rising 1.3%
sequentially.

Pasquale Pistorio, President & Chief Executive Officer, commented: “Fourth
quarter performance was in line with the guidance we provided in our third
quarter earnings release of October 18, 2001. The 3.4% sequential revenue
increase posted in this difficult market environment reflected a more
favorable
product mix as well as the sales gains in computer peripherals and the
continued growth of the wireless portion of our telecom business.”

“Gross profit edged down slightly on a sequential basis, but gross margin was
penalized by low utilization rates, as a consequence of the Company’s
accelerated inventory reduction program which succeeded in paring $134.5
million from 2001 third quarter inventory levels,” Mr. Pistorio noted.
Selling, general, and administrative expenses were $140.3 million, 9.7% of net
revenues, for the 2001 fourth quarter. This compares to $144.2 million in the
third quarter and $193.1 million in the year ago quarter.

Research and Development expenses totaled $220.8 million or 15.2% of net
revenues. This compares to $229.2 million in the 2001 third quarter and $286.4
million in the 2000 fourth quarter.

Operating income in the fourth quarter was $70.6 million, including the impact
of $10.9 million in impairment and restructuring charges relating to the
previously announced closings of the Company’s manufacturing facilities in
Ottawa, Canada and Rancho Bernardo, California. On a comparable basis, 2001
third quarter operating income was $48.2 million, including $23.3 million of
impairment and restructuring charges, and 2000 fourth quarter operating income
was $563.2 million.

Net income for the 2001 fourth quarter was $45 million or $0.05 per diluted
share, increasing from the $35.8 million, or $0.04 per diluted share reported
in the third quarter of 2001. In last year’s fourth quarter, net income was
$461.9 million, or $0.50 per diluted share. Pro forma net income for the 2001
fourth quarter was $55.2 million, or $0.06 per diluted share.

Summarizing ST’s 2001 fourth quarter results, Mr. Pistorio stated: “Within a
poor industry environment, characterized by significant overcapacity and
pricing pressures, ST continued to outperform the industry in the markets it
serves and to further strengthen its financial position.”
Pro forma Full Year 2001 Results Excluding Restructuring and Excess Inventory
Charges
Net revenues for the year ended December 31, 2001 were $6,356.9 million, an
18.6% decrease from $7,813.2 million in 2000. Gross profit was $2,380.6
million, or 37.4% of net revenues, down from the $3,596.3 million, or 46% of
net revenues, reported in 2000. Operating income and net income, which include
pro forma results for the 2001 second, third and fourth quarters, were $755.2
million and $600.8 million, respectively.

Selling, general and administrative expenses decreased 8.9% to $641.4 million
in 2001, and increased to 10.1% of net revenues from 9.0% in 2000.
Research and development expenditures were $977.9 million for the year 2001
compared to $1,026.3 million in 2000. As a percentage of revenues, R&D
expenditures increased to 15.4% from 13.1% in 2000.

Reviewing the Company’s comparative full year financial performance, Mr.
Pistorio noted: “ST’s year-over-year revenue decline of 18.6% compares to
estimated declines of 32% and 26%, respectively, for the industry and ST’s
served market. Importantly, the Company remained profitable during the worst
downturn in the history of the semiconductor industry. This was achieved
through a combination of cost reduction programs, yield improvements, and
optimization measures that enabled ST to avoid the major employee lay-offs
that
characterized most of our industry.”

Mr. Pistorio continued: “ST ended 2001 in a strong financial position, posting
positive operating cash flow of $225.4 million and with the flexibility
provided by a cash position in excess of $2.4 billion.”

Full Year 2001 Results on an As-Reported Basis

Net revenues for the 2001 period were $6,356.9 million. Gross profit was
$2,309.9 million. Operating income was $339.0 million, and net income was
$257.1 million, or $0.29 per diluted share.

Balance Sheet Highlights

At December 31, 2001, cash and cash equivalents and marketable securities
totaled $2.4 billion; long-term debt was $2.8 billion (83% of which consisted
of convertible debt). Capital expenditures were $1.7 billion in 2001, compared
to $3.3 billion in 2000.

Recent Developments

During the fourth quarter, the Company completed both of its previously
announced stock repurchase programs, bringing the total number of shares
purchased during 2001 to 9.4 million. In addition, on December 11, 2001 the
Company’s principal shareholder, STMicroelectronics Holding II B.V., completed
the private placement of 69 million of the Company’s Common Shares, for the
final benefit of Finmeccanica and France Telecom, two of its ultimate
shareholders. France Telecom also completed the offering of EUR 1.5 billion
notes exchangeable into 30 million existing underlying common shares of
STMicroelectronics on or after January 2, 2004.

Summary & Outlook

All indications are that in 2001 ST was one of only a handful of broadline
semiconductor manufacturers to report profits. This achievement is closely
linked to the Company’s longstanding strategy of emphasizing differentiated
products destined for specific high growth applications within focused market
segments. Strategic customer alliances, sales from which accounted for 47% of
2001 net revenues, have been important contributors to ST’s solid track
record.

Mr. Pistorio commented, “First quarter 2002 visibility remains limited, and
industry-wide overcapacity is causing greater than anticipated pricing
pressures across most of ST’s product families. This, combined with seasonal
factors, leads the Company to expect first quarter 2002 revenues to be 3%-7%
below those of the 2001 fourth quarter.”

“Gross margin, already depressed by declining prices, will continue to be
penalized by the underutilization rates that are particularly severe in the
Company’s more mature 6″ wafer fabs. As previously reported, ST has been
reviewing its strategy with respect to these facilities in order to maintain
its flexibility and efficiency within this difficult market environment. Our
present expectations, based on improving market conditions in 2002 do not
contemplate any further closures or downsizing. However, without the expected
pick up in demand and/or pricing, the Company could incur further impairment
and restructuring charges with respect to its more mature 6″ Fabs in 2002,”
Mr.
Pistorio said.

“It is expected that firs_ quarter 2002 gross margin will bottom-out somewhere
around 31% with gross margin progressively increasing in 2002 as industry
capacity becomes more aligned with demand,” Mr. Pistorio noted.

ST’s capital expenditures for 2002 should be approximately $1.2 billion, one
half of which is related to maintenance and optimization of existing plants.
The remaining amount will be primarily allocated to R&D, 12″ wafer projects
and
expansion of leading-edge technology capacity. “These investments, in concert
with ongoing product development and strategic initiatives will enable ST
to be
in a strong position to capture additional and profitable market share as
global economic and business conditions improve,” Mr. Pistorio concluded.

Products, Technology and Design Wins

During the fourth quarter, ST continued to introduce innovative products and
technology, with particular emphasis on digital consumer and security
applications that will accelerate the era of convergence, which ST expects
will
power the next cycle of the semiconductor market.

In the field of digital consumer and multimedia applications, ST made several
important announcements during the quarter that will strengthen its
position as
a leader in this market. Notable achievements included the introduction of a
new System-on-Chip (SoC) device that combines a 32-bit SuperH(TM)
microprocessor with high-performance graphics for next-generation set-top box,
Internet and interactive TV applications. ST also added a new device to its
industry-leading OMEGA family of set-top box decoder chips that integrates
additional features and reduces system cost in sophisticated high-volume
applications such as Personal Video Recorders (PVR). Together, these two new
chips provide a complete and cost-effective solution for interactive
Internet-capable and PVR-enabled set-top boxes. ST also began volume shipments
of a SuperH-based microprocessor supporting Windows CE 3.0, Microsoft’s
real-time embedded operating system for 32-bit connected mobile devices.
For cable set-top boxes, ST introduced a single-chip Quadrature Amplitude
Modulation/Forward Error Correction (QAMFEC) demodulator. The device is fully
compliant with all key worldwide specifications, making it ideal as a
universal
solution for cable TV set-top boxes, cable tuners with embedded demodulation,
cable modems and network interface modules. In the emerging market for xDSL
set-top boxes, ST also achieved a design win for ADSL chips for low-bit-rate
video streaming applications from a world-leading European-based consumer
equipment manufacturer.

ST also announced the first VLIW (Very Long Instruction Word) microprocessor
core to result from its on-going collaboration with Hewlett-Packard Company.
This device is a scaleable and customizable core for use in multimedia SoC
devices. Primarily aimed at video/audio streaming applications such as MPEG-2,
MPEG-4 and MP3 in new digital consumer equipment, the new core delivers an
unprecedented combination of high performance, low power consumption, low
silicon cost and fast time-to-market.

In the security field, ST announced important developments in the areas of
smart card ICs and biometric technology. ST confirmed that it is supplying its
TouchChip(TM) biometric hardware for a new laptop computer developed by
Samsung. The laptop will contain an integrated TouchChip fingerprint sensor
and
ST’s Protector Suite(TM) OEM software, which offers sophisticated and
easy-to-use tools for securing computers and protecting private data through
the use of robust biometric technology.

Another milestone in the security field was the announcement by ST and Hyundai
Smart Technologies of the world’s first VSDC (Visa Smart Debit/Credit)
Technology Level 3 approved dual-interface multi-application smart card. This
card is expected to accelerate the migration to chip-based EMV (Eurocard
Mastercard Visa) compliant cards with the addition of a contactless interface
for new applications, while maintaining an extremely high security level that
is recognized worldwide.

Other security innovations included the introduction of the world’s smallest
electrically erasable tags and the migration of secure smart card IC platforms
to the Company’s 0.18-micron process technology. The move to 0.18-micron
technology allows ST to provide smart card ICs with higher memory capacities,
smaller die sizes, more enhanced features and significant performance gains.
In the area of automotive and car multimedia, further strengthening its
relationship with Delphi Automotive Systems, the largest producer of vehicle
systems and components in the world, ST announced an agreement to cooperate on
the design and development of new smart power IC products for automotive
applications. The resulting devices will be manufactured in ST’s advanced BCD
process, which integrates bipolar circuits for precision analog functions,
CMOS
circuits for high-density logic and DMOS circuits for power devices into a
monolithic IC. ST also expanded its automotive customer base with design wins
for chips for engine control, ABS and airbag applications.

Also during the fourth quarter, the 200,000 mark was passed in the total
number
of ST’s receiver chipsets shipped to manufacturers for the XM Radio digital
satellite radio service in the US. XM Radio has now gained 30,000 paying
subscribers and additionally is to be offered by General Motors as an
option on
23 new car and truck models that will be introduced this year.

In the computer peripherals arena, ST achieved three design wins for SoC
devices with major hard-disk drive customers. Additionally, ST gained major
design wins with two of the world’s leading printer manufacturers, including
two designs for CMOS-based digital engines, the processing heart of a printer,
and one for a printer-head driver chip, which will be manufactured in ST’s
mixed-signal BCD process. Maintaining its impetus in the telecommunications
field, ST also gained important design wins from a major Asian mobile phone
manufacturer for audio front-end ICs and power management chips.
Underlining its strength in combining CMOS optical sensing technology with
signal processing into a highly integrated solution, ST unveiled details of
the
single chip device that powers Microsoft’s newest line of optical mouse
products. Co-developed by Microsoft and ST, the chip integrates all of the
optical detection and signal processing circuitry required to deliver an
unprecedented level of performance in terms of sensitivity and frame rate,
while remaining within the stringent cost structures of the PC accessory
market.

About STMicroelectronics

STMicroelectronics is the world’s third largest independent semiconductor
company. The Company shares are traded on the New York Stock Exchange, on
Euronext Paris and on the Milan Stock Exchange. The Company designs, develops,
manufactures and markets a broad range of semiconductor integrated circuits
(ICs) and discrete devices used in a wide variety of microelectronic
applications, including telecommunications systems, computer systems, consumer
products, automotive products and industrial automation and control systems.
Further information on ST can be found at www.st.com.

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