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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)
January 12, 2009
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
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(Commission File Number)
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(IRS Employer |
Incorporation)
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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 2.02. Results of Operations and Financial Condition.
Attached hereto as Exhibit 99.1 and incorporated by reference herein is updated financial
information and forward-looking statements for Amkor Technology, Inc. relating to the fourth
quarter and year ended 2008 as presented in a press release dated January 12, 2009. The
information in this Form 8-K and the exhibit 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.
99.1 |
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Text of Press Release dated January 12, 2009 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/ Joanne Solomon
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Joanne Solomon |
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Corporate Vice President and Chief Financial Officer |
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Date: January 12, 2009
EXHIBIT INDEX:
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Exhibit |
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Description |
99.1
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Text of Press Release dated January 12, 2009 |
exv99w1
Exhibit 99.1
News Release
Amkor Provides Update on Certain Fourth Quarter 2008 Financial
Information
Chandler, Ariz., January 12, 2009 Amkor Technology, Inc. (NASDAQ: AMKR) today updated certain
financial information for the fourth quarter ended December 31, 2008.
Fourth quarter net sales are expected to be down 23% to 25% from the third quarter of 2008. Net
sales will be lower than the companys previous guidance of a sequential decline of 15% to 20%
announced on October 29, 2008 as a result of further weakness in consumer spending during the
quarter and inventory management efforts by customers.
The company reaffirmed that gross margin for the fourth quarter of 2008 is expected to remain in
its previously announced guidance range of 18% to 21%, despite the greater than anticipated
sequential decline in net sales. However, gross margin is affected by a number of estimates and
factors which are still being reviewed and the final gross margin for the fourth quarter could
vary.
The company is in the process of performing impairment testing of the carrying value of goodwill on
its balance sheet ($674 million at September 30, 2008). While the impairment testing process is
on-going, Amkor expects that it will record an impairment charge for all or a substantial portion
of its goodwill in the fourth quarter of 2008. The expected impairment is a non-cash charge to
earnings and does not affect the companys liquidity or cash flows from operating activities.
As previously announced, the company may from time to time purchase its outstanding notes for cash.
During the fourth quarter of 2008 the company repurchased $78 million aggregate principal amount
of its 2.5% convertible senior subordinated notes due May 2011 and $40 million aggregate principal
amount of its 7.125% senior notes due March 2011 using $81 million of its cash on hand. The company
expects to record a pre-tax gain on extinguishment of approximately $36 million in the quarter
ended December 31, 2008. The $118 million debt repurchase will reduce net interest expense by
approximately $8 million through maturity.
It is too early for the company to provide other 2008 fourth quarter financial information and
therefore, it is neither updating nor reaffirming its prior guidance regarding net income.
The company expects to announce its fourth quarter and full year 2008 financial results on February
12, 2009 and will provide additional information and commentary during its regularly scheduled
quarterly conference call.
About Amkor
Amkor is a leading provider of semiconductor assembly and test services. The company offers
semiconductor companies and electronics OEMs a complete set of microelectronics design and
manufacturing services. More information on Amkor is available from the companys 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, the following: statements regarding our expectations for
net sales, gross margin, goodwill impairment charges and pre-tax gain on debt repurchases; the
statements regarding reduction in net interest expense; and the statements regarding the repurchase
of additional notes. These forward-looking statements contain estimates and 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, including, but not limited to, the
following: the outcome of Amkors final accounting and audit, the highly unpredictable nature of
the semiconductor industry; deteriorating market conditions; the effect of the financial crisis on
credit markets, financial institutions, customers, suppliers and consumers; inability to achieve
high capacity utilization rates; volatility of consumer demand for products incorporating our
semiconductor packages; weakness in the forecasts of Amkors customers; customer modification of
and follow through with respect to forecasts provided to Amkor; curtailment of outsourcing by our
customers; our substantial indebtedness and restrictive covenants; failure to realize sufficient
cash flow to fund capital expenditures; the effects of a recession in the U.S. and other economies
worldwide; the highly unpredictable nature and costs of litigation and other legal activities and
the risk of adverse results of such matters, including the amount of the final award in our
litigation with Tessera; the outcome of the pending SEC investigation; worldwide economic effects
of terrorist attacks, natural disasters and military conflict; our ability to reduce costs, and
control capital spending, make prudent investments in technology and maintain pricing discipline;
competitive pricing and declines in average selling prices; timing and volume of orders relative to
production capacity; fluctuations in manufacturing yields; competition; dependence on international
operations and sales; dependence on raw material and equipment suppliers and changes in raw
material costs; exchange rate fluctuations; dependence on key personnel; difficulties in managing
growth; enforcement of intellectual property rights; environmental and other governmental
regulations; and technological challenges.
Other 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 the
companys Annual Report on Form 10-K for the year ended December 31, 2007 and in the companys
subsequent filings with the Securities and Exchange Commission 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.
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Company Contact:
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Investor Relations Contact: |
Joanne Solomon
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Lynn Morgen |
Corporate Vice President & CFO
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MBS Value Partners |
480-821-5000 ext. 5416
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212-750-5800 |
jsolo@amkor.com
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lynn.morgen@mbsvalue.com |