Amkor Amends Consent Solicitation
CHANDLER, Ariz.--(BUSINESS WIRE)--Oct. 5, 2006--Amkor Technology, Inc. (NASDAQ: AMKR) previously announced that it is soliciting consents from the holders of its following series of notes: (i) $400.0 million aggregate outstanding principal amount of 9.25% Senior Notes due 2016 (CUSIP No. 031652AW0); (ii) $250.0 million aggregate outstanding principal amount of 7 1/8% Senior Notes due 2011 (CUSIP No. 031652AT7); (iii) $425.0 million aggregate outstanding principal amount of 7.75% Senior Notes due 2013 (CUSIP Nos. 031652AQ3, 031652AP5); (iv) approximately $88.2 million aggregate outstanding principal amount of 9.25% Senior Notes due 2008 (CUSIP No. 031652AM2); (v) approximately $21.9 million aggregate outstanding principal amount of 10.5% Senior Subordinated Notes due 2009 (CUSIP No. 031652AE0); (vi) approximately $142.4 million aggregate outstanding principal amount of 5.0% Convertible Subordinated Notes due 2007 (CUSIP Nos. 031652AH3, 031652AF7); and (vii) $190.0 million aggregate outstanding principal amount of 2.50% Convertible Senior Subordinated Notes due 2011 (CUSIP No. 031652AX8). Amkor is seeking consents for a waiver of compliance by Amkor with certain covenants in the indentures governing each series of notes and the consequences of any failure to comply therewith, including a waiver of any default or event of default that may have occurred, and the consequences thereof, from the failure by Amkor to file with the Securities and Exchange Commission (the "SEC") and deliver copies thereof to the trustee and the holders of the notes, any report or other information as it would be required to file with the SEC under Section 13(a) or 15(d) of the Exchange Act of 1934 (including, without limitation, its Quarterly Report on Form 10-Q for the quarter ended June 30, 2006) and any related notices or reports (collectively, the "SEC reports").
Amkor announced today that it is amending the terms of the consent solicitation to extend the expiration date for the consent solicitation for each series of notes and increase the "Additional Consent Fee" referred to below. The consent solicitation for each series of notes will now expire at 10:00 a.m., New York City time, on October 10, 2006, unless extended or earlier terminated for a particular series of notes. Holders may deliver their consents to the Tabulation Agent at any time before the expiration date.
For each particular series of notes (whether or not Amkor has filed the SEC Reports required to be filed by Amkor with the SEC on or prior to the effective date for a particular series of notes), if consents from holders of a majority in aggregate principal amount of notes of that particular series (the "Requisite Consents") are received prior to the expiration date of the consent solicitation for that particular series of notes and are not revoked prior to the effective date of the proposed waivers for that particular series of notes, and the proposed waivers become effective for that particular series of notes, each consenting holder for such series of notes will receive an initial consent fee in cash equal to that consenting holder's pro rata share of the dollar amount set forth in the table below under the caption "Initial Consent Fee" opposite the title of that particular series of notes. If the proposed waivers have become effective for a particular series of notes and, in addition, Amkor has not filed the SEC Reports required to be filed by Amkor with the SEC on or prior to such effective date and the proposed waivers for each other series of notes have become effective, each consenting holder for that particular series of notes will receive an additional consent fee in cash equal to that consenting holder's pro rata share of the dollar amount set forth in the table below under the caption "Additional Consent Fee" opposite the title of that particular series of notes. In addition, if Amkor has not filed the SEC Reports required to be filed by Amkor with the SEC on or prior to December 31, 2006 (March 1, 2007 in the case of the waiver of any NASDAQ delisting consequences), it may elect to extend the waiver expiration date to March 31, 2007 (May 30, 2007 in the case of the waiver of any NASDAQ delisting consequences) and pay each consenting holder an additional consent fee in cash equal to that consenting holder's pro rata share of the dollar amount set forth in the table below under the caption "Extension Consent Fee" opposite the title of that particular series of notes.
Principal
Title of Amount Initial Additional Extension
Securities Outstanding Consent Fee Consent Fee Consent Fee
------------------ ------------- ------------ ----------- ------------
9.25% Senior Notes
due 2016 $400,000,000 $400,000 $6,600,000 $1,000,000
7 1/8% Senior
Notes due 2011 250,000,000 250,000 4,125,000 625,000
7.75% Senior Notes
due 2013 425,000,000 425,000 7,012,500 1,062,500
9.25% Senior Notes
due 2008 88,206,000 88,206 793,854 220,515
10.5% Senior
Subordinated
Notes due 2009 21,882,000 21,882 196,938 54,705
5% Convertible
Subordinated
Notes due 2007 142,422,000 142,422 925,743 356,055
2.50% Convertible
Senior
Subordinated
Notes due 2011 190,000,000 190,000 3,135,000 475,000
The record date for determining the holders who are entitled to consent is August 15, 2006. The proposed waivers for a particular series of notes shall become effective for a particular series of notes upon receipt by the applicable trustee of an officers' certificate from Amkor that the Requisite Consents have been received (and not revoked) and have been accepted for payment by Amkor.
Holders of each series of notes are referred to the Company's Consent Solicitation Statement dated September 14, 2006, Supplement to Consent Solicitation Statement dated September 28, 2006, Supplement #2 to Consent Solicitation Statement dated October 3, 2006 and Supplement #3 to Consent Solicitation Statement dated October 5, 2006 and the related Letter of Consent for that particular series of notes, which are being mailed to each holder, for the detailed terms and conditions of the consent solicitation.
The Company has retained Global Bondholder Services Corporation to serve as its Information Agent and Tabulation Agent for the consent solicitation. Requests for documents should be directed to Global Bondholder Services at (866) 470-3800 or (212) 430-3774. The Company has also retained Jefferies & Company, Inc. to serve as Solicitation Agent for the consent solicitation. Questions concerning the terms of the consent solicitation should be directed to Jefferies & Company, Inc. at (888) 272-1901 (U.S. Toll-Free) or (917) 421-1901.
This announcement 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 solicitations are being made solely pursuant to Amkor's Consent Solicitation Statements dated September 14, 2006, Supplements to Consent Solicitation Statements dated September 28, 2006, Supplements #2 to Consent Solicitation Statement dated October 3, 2006 and Supplements #3 to Consent Solicitation Statement dated October 5, 2006 and the related Letters of Consent.
About Amkor
Amkor is a leading provider of advanced semiconductor assembly and test services. The company offers semiconductor companies and electronics OEMs a complete set of microelectronic design and manufacturing services. More information on Amkor is available from the company's SEC filings and on Amkor's web site: www.amkor.com.
Forward-Looking Statement Disclaimer
This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties. There can be no assurances that forward-looking statements will be achieved, and actual results could differ materially from those suggested by the forward-looking statements. Important factors that could cause actual results to differ materially include: the results and findings of the review being conducted by the Special Committee; the impact, if any, of such results or findings on the financial statements of the Company; restatement of the Company's financial statements; the amount or materiality of any additional compensation expense; the Company's ability to file required reports with the SEC on a timely basis; the Company's ability to meet the requirements of the Nasdaq Stock Market for continued listing of the Company's shares; the expenses related to the Special Committee's review and restatement of the Company's financial statements; and risks of litigation and governmental or other regulatory inquiry or proceedings arising out of or related to the Company's historical stock option practices. Therefore, any forward-looking statements in this press release should be considered in light of various important factors, including the risks and uncertainties listed above, as well as others. The Company makes no commitment to revise or update any forward-looking statements in order to reflect events or circumstances after the date any such statement is made.
CONTACT: Amkor Technology, Inc.
Jeffrey Luth, 480-821-5000, ext. 5130
jluth@amkor.com
SOURCE: Amkor Technology, Inc.