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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
June 22, 2010
AMKOR TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
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DELAWARE
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000-29472
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23-1722724 |
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(State or Other Jurisdiction of
Incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.) |
1900 SOUTH PRICE ROAD
CHANDLER, AZ 85286
(Address of Principal Executive Offices, including Zip Code)
(480) 821-5000
(Registrants telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01. Regulation FD Disclosure.
On June 22, 2010, the Company issued a press release announcing the final results of its offer to
purchase for cash a portion of its outstanding 9.25% Senior Notes due 2016. A copy of the press
release is furnished herewith as Exhibit 99.1.
The information in this Item 7.01 and Exhibit 99.1 attached hereto is being furnished and shall not
be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended
(the Exchange Act) or otherwise subject to the liabilities of that section, nor shall it be
deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the
Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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99.1
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Text of press release dated June 22, 2010, which is furnished (not filed) herewith. |
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 hereunto duly authorized.
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AMKOR TECHNOLOGY, INC.
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By: |
/s/ Gil C. Tily
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Gil C. Tily |
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Date: June 22, 2010 |
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Executive Vice President, Chief Administrative
Officer and General Counsel |
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EXHIBIT INDEX:
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Exhibit |
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Description |
99.1
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Text of press release dated June 22, 2010 |
exv99w1
Exhibit 99.1
Amkor Technology, Inc. Announces Final Results of
Tender Offer for a Portion of Its 9.25% Senior Notes Due 2016
CHANDLER, Ariz, June 22, 2010 Amkor Technology, Inc. (NASDAQ: AMKR) today announced the
final results of its offer to purchase for cash (the Offer) a portion of its outstanding 9.25%
Senior Notes due 2016 (the Notes). Based on the final count provided by the depositary for the
Offer, a total of $125,717,000 aggregate principal amount of Notes were validly tendered (and not
validly withdrawn) on or before the expiration of the Offer at 11:59 p.m., New York City time, on
Monday, June 21, 2010 (the Expiration Date).
We are pleased with the results of the tender offer and its successful conclusion, said
Joanne Solomon, Amkors executive vice president and chief financial officer. This tender offer
is the latest example of our continued success in capitalizing on market opportunities to enhance
our liquidity, strengthen our balance sheet, and reduce our interest expense. By refinancing a
portion of our 9.25% Senior Notes due 2016 with the proceeds of a floating rate foreign term loan
currently bearing interest at 4.5%, we expect to reduce interest expense over the next 12 months by
approximately $6 million.
Amkor expects to recognize, in the second quarter of 2010, a loss of approximately $17
million, with no net tax effect, ($0.08 per diluted share) associated with the purchase of the
Notes and the redemption in full, on June 3, 2010, of its 7.125% Senior Notes due 2011 and its
7.75% Senior Notes due 2013.
In accordance with the terms of the Offer, on June 22, 2010 (the Settlement Date), Amkor
accepted $123,549,000 aggregate principal amount of Notes validly tendered on or before 5:00 p.m.,
New York City time, on June 7, 2010 (the Early Tender Date) at a purchase price of $1,050 for
each $1,000 principal amount of Notes tendered, which includes an early tender premium of $30 per
$1,000 principal amount of Notes, plus accrued and unpaid interest on the Notes from June 1, 2010,
up to, but not including, the Settlement Date. In addition, Amkor accepted $2,168,000 aggregate
principal amount of Notes that were validly tendered after the Early Tender Date and on or before
11:59 p.m., New York City time, on the Expiration Date, at a purchase price of $1,020 for each
$1,000 principal amount of Notes tendered, plus accrued and unpaid interest on the Notes from June
1, 2010, up to, but not including, the Settlement Date.
Payment for the Notes was made in cash to The Depository Trust Company, which will allocate
such funds to the holders of Notes entitled thereto.
The complete terms and conditions of the Offer are set forth in the Offer to Purchase and
Letter of Transmittal that have been provided to the holders of Notes.
Deutsche Bank Securities Inc. is the Dealer Manager for the Offer. Questions regarding the
Offer may be directed to Deutsche Bank Securities Inc. at (866) 627-0391 (toll-free) or (212)
250-2955 (collect).
THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND DOES NOT CONSTITUTE AN OFFER TO
PURCHASE NOR A SOLICITATION FOR ACCEPTANCE OF THE OFFER. THE TENDER OFFER WAS MADE ONLY PURSUANT TO
THE OFFER TO PURCHASE AND RELATED LETTER OF TRANSMITTAL THAT WAS DISTRIBUTED TO HOLDERS OF NOTES.
HOLDERS OF NOTES SHOULD READ CAREFULLY THE OFFER TO PURCHASE AND RELATED
LETTER OF TRANSMITTAL BECAUSE THEY CONTAIN IMPORTANT INFORMATION, INCLUDING THE VARIOUS TERMS
OF, AND CONDITIONS TO, THE TENDER OFFER.
About Amkor
Amkor is a leading provider of semiconductor assembly and test services to semiconductor companies
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and electronics OEMs. More information on Amkor is available from the companys Securities and
Exchange Commission (the SEC) filings and on Amkors website: www.amkor.com.
Forward-Looking Statement Disclaimer
This press release contains forward-looking statements within the meaning of federal securities
laws. All statements other than statements of historical fact are considered forward-looking
statements including, without limitation, statements regarding the tender offer for the Notes and
the expected reduction in interest expense. These forward-looking statements involve a number of
risks, uncertainties, assumptions and other factors that could affect future results and cause
actual results and events to differ materially from historical and expected results and those
expressed or implied in the forward-looking statements. Important risk factors that could affect
the outcome of the events set forth in these statements and that could affect our operating results
and financial condition are discussed in our Annual Report on Form 10-K for the year ended December
31, 2009 and in our subsequent filings with the SEC made prior to or after the date hereof. Amkor
undertakes no obligation to review or update any forward-looking statements to reflect events or
circumstances occurring after the date of this press release.
Contact:
Amkor Technology, Inc.
Joanne Solomon
Executive Vice President and Chief Financial Officer
480-821-5000 (ext. 5416)
joanne.solomon@amkor.com
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