SEC FORM
4
SEC Form 4
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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| OMB APPROVAL |
| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
AMKOR TECHNOLOGY INC
[ AMKR ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
X |
10% Owner |
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Officer (give title below) |
X |
Other (specify below) |
| See Exhibits 1, 2 and 10 |
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3. Date of Earliest Transaction
(Month/Day/Year)
11/14/2005
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Form filed by One Reporting Person |
| X |
Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|---|
| 1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
Amount |
(A) or (D) |
Price |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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|---|
| 1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| 6 1/4% Convertible Subordinated Notes |
$7.49
|
11/14/2005 |
|
P |
|
35,000,000 |
|
11/18/2005 |
12/01/2013 |
Amkor Technology, Inc. Common Stock |
4,672,897 |
$35,000,000
|
35,000,000 |
D
|
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| 6 1/4% Convertible Subordinated Notes |
$7.49
|
11/14/2005 |
|
P |
|
10,000,000 |
|
11/18/2005 |
12/01/2013 |
Amkor Technology, Inc. Common Stock |
1,335,113 |
$10,000,000
|
10,000,000 |
D
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|
| 6 1/4% Convertible Subordinated Notes |
$7.49
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11/14/2005 |
|
P |
|
10,000,000 |
|
11/18/2005 |
12/01/2013 |
Amkor Technology, Inc. Common Stock |
1,335,113 |
$10,000,000
|
10,000,000 |
I |
Indirectly by John T. Kim.
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| 6 1/4% Convertible Subordinated Notes |
$7.49
|
11/14/2005 |
|
P |
|
10,000,000 |
|
11/18/2005 |
12/01/2013 |
Amkor Technology, Inc. Common Stock |
1,335,113 |
$10,000,000
|
10,000,000 |
D
|
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| 6 1/4% Convertible Subordinated Notes |
$7.49
|
11/14/2005 |
|
P |
|
10,000,000 |
|
11/18/2005 |
12/01/2013 |
Amkor Technology, Inc. Common Stock |
1,335,113 |
$10,000,000
|
10,000,000 |
I |
Indirectly by John T. Kim.
|
| 6 1/4% Convertible Subordinated Notes |
$7.49
|
11/14/2005 |
|
P |
|
10,000,000 |
|
11/18/2005 |
12/01/2013 |
Amkor Technology, Inc. Common Stock |
1,335,113 |
$10,000,000
|
10,000,000 |
D
|
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| 6 1/4% Convertible Subordinated Notes |
$7.49
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11/14/2005 |
|
P |
|
10,000,000 |
|
11/18/2005 |
12/01/2013 |
Amkor Technology, Inc. Common Stock |
1,335,113 |
$10,000,000
|
10,000,000 |
I |
Indirectly by Susan Y. Kim.
|
| 6 1/4% Convertible Subordinated Notes |
$7.49
|
11/14/2005 |
|
P |
|
10,000,000 |
|
11/18/2005 |
12/01/2013 |
Amkor Technology, Inc. Common Stock |
1,335,113 |
$10,000,000
|
10,000,000 |
D
|
|
| 6 1/4% Convertible Subordinated Notes |
$7.49
|
11/14/2005 |
|
P |
|
10,000,000 |
|
11/18/2005 |
12/01/2013 |
Amkor Technology, Inc. Common Stock |
1,335,113 |
$10,000,000
|
10,000,000 |
I |
Indirectly by Susan Y. Kim.
|
| 6 1/4% Convertible Subordinated Notes |
$7.49
|
11/14/2005 |
|
P |
|
10,000,000 |
|
11/18/2005 |
12/01/2013 |
Amkor Technology, Inc. Common Stock |
1,335,113 |
$10,000,000
|
10,000,000 |
D
|
|
| 6 1/4% Convertible Subordinated Notes |
$7.49
|
11/14/2005 |
|
P |
|
10,000,000 |
|
11/18/2005 |
12/01/2013 |
Amkor Technology, Inc. Common Stock |
1,335,113 |
$10,000,000
|
10,000,000 |
I |
Indirectly by Susan Y. Kim.
|
| 6 1/4% Convertible Subordinated Notes |
$7.49
|
11/14/2005 |
|
P |
|
5,000,000 |
|
11/18/2005 |
12/01/2013 |
Amkor Technology, Inc. Common Stock |
667,557 |
$5,000,000
|
5,000,000 |
D
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
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| Remarks: |
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/s/ Memma S. Kilgannon*** |
11/16/2005 |
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** Signature of Reporting Person |
Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
Exhibit No. EX-99.1
Exhibit No. EX-99.1
As Co-Trustee of the following trusts: the Irrevocable Deed of Trust of James J.
Kim for Alexandra Kim Panichello - 12/24/92, the Irrevocable Deed of Trust of
James J. Kim for Jacqueline Mary Panichello - 10/3/94, the Dylan James
Panichello Trust of 10/15/01, the Allyson Lee Kim Trust of 10/15/01 and the
Irrevocable Deed of Trust of James J. Kim, Settlor F/B/O Jason Lee Kim -
11/17/03. Susan Y. Kim is also Secretary to The James and Agnes Kim Foundation,
Inc.
Exhibit No. EX-99.2
Exhibit No. EX-99.2
May be deemed member of group. The trust agreement for each of the trusts
reported in this Form 4 authorizes the trustees of the trust to vote the shares
of common stock of the issuer held by them, in their discretion, in concert with
James J. Kim's family. James J. Kim and Agnes C. Kim are the parents of Susan Y.
Kim, David D. Kim and John T. Kim and Susan Y. Kim is the parent of Alexandra
Panichello, Jacqueline Panichello and Dylan Panichello. John T. Kim is the
parent of Allyson Kim and Jason Lee Kim. All the directors and officers of The
James and Agnes Kim Foundation (the "Kim Foundation") are members of the family
of James J. Kim. Accordingly, if the Kim Foundation were to acquire shares in
the future as a result of exercising the conversion right, it might be expected
to vote those shares of common stock of the issuer in concert with the James J.
Kim Family. Each of the reporting persons states that the filing of this Form 4
report shall not be deemed an admission that the reporting person is the
beneficial owner of the reported securities, for purposes of Section 16 of the
Securities Exchange Act of 1934, as amended, or for any other purpose.
Exhibit No. EX-99.3
Exhibit No. EX-99.3
These shares are held directly by the Irrevocable Deed of Trust of James J. Kim,
Settlor F/B/O Jason Lee Kim - 11/17/03, of which the Co-Trustees are John T. Kim
and Susan Y. Kim, and are owned indirectly by John T. Kim as Co-Trustee and
immediate family member of, and sharing the same household with, Jason Lee Kim,
the beneficiary of this trust.
Exhibit No. EX-99.4
Exhibit No. EX-99.4
These shares are held directly by the Allyson Lee Kim Trust of 10/15/01, of
which the Co-Trustees are John T. Kim and Susan Y. Kim, and are owned indirectly
by John T. Kim as Co-Trustee and immediate family member of, and sharing the
same household with, Allyson Lee Kim, the beneficiary of this trust.
Exhibit No. EX-99.5
Exhibit No. EX-99.5
These shares are held directly by the Dylan James Panichello Trust of 10/15/01,
of which the Co-Trustees are John T. Kim and Susan Y. Kim, and are owned
indirectly by Susan Y. Kim as Co-Trustee and immediate family member of, and
sharing the same household with, Dylan James Panichello, the beneficiary of this
trust.
Exhibit No. EX-99.6
Exhibit No. EX-99.6
These shares are held directly by the Irrevocable Deed of Trust of James J. Kim
for Jacqueline Mary Panichello - 10/3/94, of which the Co-Trustees are John T.
Kim and Susan Y. Kim, and are owned indirectly by Susan Y. Kim as Co-Trustee and
immediate family member of, and sharing the same household with, Jacqueline Mary
Panichello, the beneficiary of this trust.
Exhibit No. EX-99.7
Exhibit No. EX-99.7
These shares are held directly by the Irrevocable Deed of Trust of James J. Kim
for Alexandra Kim Panichello - 12/24/92, of which the Co-Trustees are John T.
Kim and Susan Y. Kim, and are owned indirectly by Susan Y. Kim as Co-Trustee and
immediate family member of, and sharing the same household with, Alexandra Kim
Panichello, the beneficiary of this trust.
Exhibit No. EX-99.8
Exhibit No. EX-99.8
The 6 1/4% Convertible Subordinated Notes will bear an interest rate of 6.25%
per year, payable semi-annually in arrears commencing on June 1, 2006, will be
convertible into Amkor's common stock at a conversion price of $7.49 per share
(subject to adjustment as provided in the Indenture and Note), and will be
subordinated to the prior payment in full of all of Amkor's senior and senior
subordinated debt. The 6 1/4% Convertible Subordinated Notes are convertible at
any time, if not previously converted, and will mature on 12/01/13 when the
outstanding principal is due and payable.
Exhibit No. EX-99.9
Exhibit No. EX-99.9
Joint Filer Information
Names of Joint Filers:
1. John T. Kim, as Co-trustee, indirect owner, as immediate family member
of, and sharing the same household with, the beneficiaries of the
Allyson Lee Kim Trust of 10/15/01 and the Irrevocable Deed of Trust of
James J. Kim, Settlor F/B/O Jason Lee Kim - 11/17/03.
2. John T. Kim, as Co-trustee of the Dylan James Panichello Trust of
10/15/01, the Irrevocable Deed of Trust of James J. Kim for Alexandra
Kim Panichello - 12/24/92 and the Irrevocable Deed of Trust of James
J. Kim for Jacqueline Mary Panichello - 10/3/94
3. James J. Kim.
4. The James and Agnes Kim Foundation, Inc.
Address: 1345 Enterprise Drive
West Chester, Pennsylvania 19380
Designated Filer: Susan Y. Kim
Issuer & Ticker Symbol: Amkor Technology, Inc. (AMKR)
(Nasdaq National Market System)
Date of Event
Requiring Statement: November 14, 2005
Signature: /s/ Memma S. Kilgannon Date November 16, 2005
Memma S. Kilgannon
As Attorney-in-Fact for John T. Kim
individually and in his trust
capacities listed above.
Signature: /s/ Jerry Allison Date November 16, 2005
Jerry Allison
As Attorney-in-Fact for James J. Kim.
Signature: /s/ Susan Y. Kim Date November 16, 2005
Susan Y. Kim
Secretary, The James and Agnes Kim Foundation, Inc.
* * * * * * * *
Exhibit No. EX-99.9
Exhibit No. EX-99.10
Reporting Owners
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Relationships
Reporting Owner Name / Address Director 10% Owner Officer Other
- --------------------------------------------------------------------------------------------------------------
KIM SUSAN Y X See Exhibits 1, 2 and 10
1345 ENTERPRISE DRIVE
WEST CHESTER PA 19380
- --------------------------------------------------------------------------------------------------------------
KIM JOHN T
1345 ENTERPRISE DRIVE X X See Exhibit 2
WEST CHESTER PA 19380
- --------------------------------------------------------------------------------------------------------------
Kim Allyson Lee Trust of 10/15/01
1345 ENTERPRISE DRIVE See Exhibit 2
WEST CHESTER PA 19380
- --------------------------------------------------------------------------------------------------------------
Irrevocable Deed of Trust of Kim James J
Settlor FBO Jason Lee Kim
1345 ENTERPRISE DRIVE See Exhibit 2
WEST CHESTER PA 19380
- --------------------------------------------------------------------------------------------------------------
Irrevocable Deed of Trust of Kim James J
for Alexandra Kim
Panichello
1345 ENTERPRISE DRIVE See Exhibit 2
WEST CHESTER PA 19380
- --------------------------------------------------------------------------------------------------------------
James & Agnes Kim Foundation, Inc.
1345 ENTERPRISE DRIVE See Exhibit 2
WEST CHESTER PA 19380
- ---------------------------------------------------------------------------------------------------------------
KIM JAMES J
1345 ENTERPRISE DRIVE X X CEO See Exhibit 2
WEST CHESTER PA 19380
- --------------------------------------------------------------------------------------------------------------
Irrevocable Deed of Trust of Kim James
J for Jacqueline Mary
Panichello
1345 ENTERPRISE DRIVE See Exhibit 2
WEST CHESTER PA 19380
- --------------------------------------------------------------------------------------------------------------
Panichello Dylan James Trust of 10/15/01
1345 ENTERPRISE DRIVE See Exhibit 2
WEST CHESTER PA 19380
- --------------------------------------------------------------------------------------------------------------
