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)
May 17, 2011

AMKOR TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

DELAWARE		000-29472		23-1722724
(State or Other Jurisdiction of		(Commission File Number)		(IRS Employer
Incorporation)				Identification No.)

1900 SOUTH PRICE ROAD
CHANDLER, AZ 85286
(Address of Principal Executive Offices, including Zip Code)

(480) 821-5000
(Registrant’s 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 (see General Instruction A.2. below):

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

ITEM 8.01 Other Events.

On May 17, 2011, Amkor Technology, Inc. (the “Company”) issued a press release announcing that it has commenced a tender offer for any and all of its 9.25% Senior Notes due 2016 (the “2016 Notes”). A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

On May 17, 2011, the Company issued a press release announcing its intention to offer $400,000,000 aggregate principal amount of senior notes due 2021. A copy of this press release is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.

ITEM 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit		Description
99.1		Press release issued by Amkor Technology, Inc., dated May 17, 2011, announcing tender offer for its 9.25% Senior Notes due 2016.
99.2		Press release issued by Amkor Technology, Inc., dated May 17, 2011, announcing proposed offering of senior notes due 2021.

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.

Index to Exhibits

Exhibit		Description
99.1		Press release issued by Amkor Technology, Inc., dated May 17 2011, announcing tender offer for its 9.25% Senior Notes due 2016.
99.2		Press release issued by Amkor Technology, Inc., dated May 17 2011, announcing proposed offering of senior notes due 2021.

News Release

Amkor Technology Announces Tender Offer for its 9.25% Senior Notes due 2016

CHANDLER, AZ, May 17, 2011.—(BUSINESS WIRE)— Amkor Technology, Inc. (NASDAQ: AMKR) today announced that it has commenced an offer to purchase for cash (the “Offer”) any and all of its outstanding 9.25% Senior Notes due 2016 (the “Notes”). The terms and conditions of the Offer are set forth in the Offer to Purchase dated May 17, 2011 (the “Offer to Purchase”) and the related Letter of Transmittal (the “Letter of Transmittal”) to be distributed to holders of Notes. Amkor plans to fund the Offer with a portion of the proceeds of $400 million of additional senior unsecured debt financing.

The “Tender Offer Consideration” for each $1,000 principal amount of the Notes tendered and accepted for payment pursuant to the Offer will be $1,040. Registered holders (“Holders”) of Notes that are validly tendered and not validly withdrawn on or before 5:00 p.m., New York City time, on May 31, 2011 (the “Early Tender Date”), and accepted for purchase will receive the Tender Offer Consideration plus $10 for each $1,000 principal amount of Notes (the “Early Tender Premium”, and together with the Tender Offer Consideration, $1,050 or the “Total Consideration”). Holders of Notes that are validly tendered after the Early Tender Date and not validly withdrawn on or before 11:59 p.m., New York City time, on June 14, 2011 (the “Expiration Date”) and accepted for purchase will receive only the Tender Offer Consideration. In addition to the Tender Offer Consideration or the Total Consideration, as the case may be, payable in respect of Notes accepted for purchase, Holders will receive accrued and unpaid interest on their purchased Notes from the last interest payment date up to, but excluding, the date of payment for purchased Notes.

As of today, the aggregate outstanding principal amount of the Notes is $264,283,000.

Securities tendered on or before the Early Tender Date may be validly withdrawn at any time on or before 5:00 p.m., New York City time, on May 31, 2011 (the “Withdrawal Deadline”) but not thereafter, and securities tendered after the Withdrawal Deadline may not be withdrawn, provided, however, that if Amkor amends the Offer in a manner that is materially adverse to Holders that have previously tendered, the company will extend withdrawal rights for a period it reasonably determines will afford Holders a reasonable opportunity to assess such amended terms.

The Offer is scheduled to expire at 11:59 p.m., New York City time, on June 14, 2011, unless extended. The Offer will not be contingent upon any minimum number of Notes being tendered. The Offer, however, will be subject to certain conditions, including the consummation of the additional senior unsecured debt financing on terms reasonably satisfactory to the company and the receipt of the proceeds from such additional senior unsecured debt financing. None of

Amkor, its board of directors, the dealer manager, the depositary, or the information agent is making any recommendations to Holders of Notes as to whether to tender or refrain from tendering their Notes into the Offer. Holders of Notes must decide how many Notes they will tender, if any.

The complete terms and conditions of the Offer are set forth in the Offer to Purchase and Letter of Transmittal that are being sent to Holders of Notes. Holders are urged to read the Offer documents carefully. Copies of the Offer to Purchase and Letter of Transmittal may be obtained from the Information Agent for the Offer, Global Bondholder Services, at (866) 804-2200 (toll-free).

Citigroup Global Markets Inc. is the Dealer Manager for the Offer. Questions regarding the Offer may be directed to Citigroup Global Markets Inc., at (800) 558-3745 (toll-free) or (212) 723-6106 (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 IS BEING MADE ONLY PURSUANT TO THE OFFER TO PURCHASE AND RELATED LETTER OF TRANSMITTAL THAT AMKOR WILL DISTRIBUTE TO NOTEHOLDERS. NOTEHOLDERS 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. NOTEHOLDERS MAY OBTAIN A FREE COPY OF THE OFFER TO PURCHASE AND RELATED LETTER OF TRANSMITTAL BY CONTACTING GLOBAL BONDHOLDER SERVICES, THE INFORMATION AGENT FOR THE TENDER OFFER, AT 1-866-804-2200. NOTEHOLDERS ARE URGED TO CAREFULLY READ THESE MATERIALS PRIOR TO MAKING ANY DECISION WITH RESPECT TO THE TENDER OFFER.

About Amkor

Amkor is a leading provider of semiconductor assembly and test services to semiconductor companies and electronics OEMs. More information on Amkor is available from the company’s Securities and Exchange Commission (the “SEC”) filings and on Amkor’s 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 certain financing activities. 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, 2010, 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.

Contacts

Amkor Technology, Inc.
Joanne Solomon
Executive Vice President and Chief Financial Officer
480-786-7878

Exhibit 99.2

News Release

Amkor Technology Announces Proposed Offering of Senior Notes

CHANDLER, AZ, May 17, 2011 — Amkor Technology, Inc. (NASDAQ: AMKR) today announced that it intends to offer, subject to market and other conditions, $400 million aggregate principal amount of senior notes (“Notes”). The Notes are expected to be due in 2021 and are to be offered in a private placement in the United States to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), to non-U.S. persons outside the United States pursuant to Regulation S under the Securities Act and to Mr. James J. Kim, the company’s executive chairman of the board and largest shareholder, and certain entities controlled by Mr. Kim. Mr. Kim and his affiliates will enter into an agreement with the company to purchase $75 million of the Notes from the initial purchasers as part of the offering.

The Notes will be unsecured and the offering price, interest rate and other terms will be determined by negotiations between the company and the initial purchasers.

The net proceeds from the offering will be used to fund the company’s tender offer for the approximately $264.3 million aggregate principal amount of its outstanding 9.25% Senior Notes due 2016 (“2016 Notes”) and for general corporate purposes, including the redemption of any 2016 Notes not tendered in the tender offer and the refinancing of the company’s 2.50% Convertible Senior Subordinated Notes due 2011.

This announcement does not constitute an offer to sell or a solicitation of an offer to buy any of the Notes, nor shall there be any offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.

The Notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements.

Contacts

Amkor Technology, Inc.
Joanne Solomon
Executive Vice President and Chief Financial Officer
480-786-7878