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

March 25, 2009

AMKOR TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

DELAWARE		000-29472		23-1722724
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer 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 7.01 Regulation FD Disclosure.

Attached hereto as Exhibit 99.1 and incorporated by reference herein is certain updated financial information for Amkor Technology, Inc. (“Amkor”) for the first quarter ending March 31, 2009 as presented in a press release dated March 25, 2009.

The information in this Item 7.01 and in 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 8.01 Other Events.

On March 25, 2009, Amkor issued a press release announcing the proposed offering of $240 million aggregate principal amount of convertible senior subordinated notes, plus up to an additional $10 million aggregate principal amount at the option of the initial purchasers solely to cover over-allotments, subject to market conditions and other factors. A copy of the press release is attached as Exhibit 99.2 to this Current Report and is incorporated by reference herein.

ITEM 9.01 Financial Statements and Exhibits.

(c) Exhibits.

Exhibit		Description
99.1		Press release dated March 25, 2009, announcing update regarding certain first quarter 2009 financial information
99.2		Press release dated March 25, 2009, announcing the proposed offering of convertible senior subordinated notes

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.

Exhibit 99.1

News Release

Amkor Provides Update on Certain First Quarter 2009 Financial Information

Chandler, Ariz., March 25, 2009 — Amkor Technology, Inc. (NASDAQ: AMKR) today updated certain financial information regarding the first quarter ending March 31, 2009.

Amkor reported that first quarter net sales are tracking to a sequential decline of 30% to 34% from the quarter ended December 31, 2008, which is within the favorable end of the range of the company’s previously announced guidance.

The company also noted that gross margin for the first quarter is expected to be 8% to 12% of net sales, which is above its previously announced range of 5% to a negative 2%. Gross margin for the first quarter is expected to benefit from reductions in labor and other costs and foreign government subsidies of employee wages, as well as the strength of the U.S. dollar against certain foreign currencies. However, gross margin is affected by a number of estimates and other factors which will be reviewed after the end of the quarter and the final gross margin for the first quarter could vary from our current estimate.

Amkor estimates that its current global cash balance has declined to approximately $275 million, reflecting payments relating to a patent license dispute, employee benefit and severance payments and the repurchase of outstanding notes due in 2011.

It is too early for the company to provide other 2009 first quarter financial information and therefore, it is neither updating nor reaffirming its prior guidance regarding net income.

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 company’s 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, the following: statements regarding our expectations for net sales, gross margin, cash flow and the expected benefits from strengthening of the U.S. dollar, temporary foreign government subsidies of employee wages and reductions in labor and other costs. 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 completion of the first quarter and the outcome of Amkor’s final accounting and review of financial results, 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 Amkor’s 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; 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 company’s Annual Report on Form 10-K for the year ended December 31, 2008 and in the company’s 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.

Company Contact:
Joanne Solomon
Corporate Vice President & CFO
480-821-5000 ext. 5416
jsolo@amkor.com

Exhibit 99.2

Amkor Proposes to Offer $240 Million Convertible Senior Subordinated Notes due 2014

CHANDLER, Ariz., March 25, 2009 — Amkor Technology, Inc. (Nasdaq: AMKR) today announced that it proposes to offer $240 million aggregate principal amount of convertible senior subordinated notes, subject to market conditions and other factors. The notes would be due in 2014 and are to be offered and sold to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to Mr. James J. Kim, Chairman and Chief Executive Officer of Amkor and Amkor’s largest shareholder, and certain entities controlled by Mr. Kim. Mr. Kim and his affiliates have agreed to purchase at least $150 million of the notes and up to an additional $50 million of the notes, depending on market demand. In connection with such investment, Mr. Kim and his affiliates will agree to enter into a voting agreement with Amkor restricting the voting of shares of Amkor acquired by Mr. Kim or his affiliates upon conversion of the notes. Amkor also intends to grant to the initial purchasers of the notes an option to purchase up to an additional $10 million aggregate principal amount of notes solely to cover over-allotments.

The notes will be unsecured obligations of Amkor, will be subordinated to the prior payment in full of all of Amkor’s senior debt and will rank equally with all of Amkor’s current and future senior subordinated debt. Interest will be payable semi-annually. The notes will be convertible, subject to certain conditions, into shares of Amkor’s common stock. The interest rate, conversion rate, offering price and other terms will be determined at the time of pricing of the offering.

Amkor expects to use the net proceeds of the offering to repay, repurchase or otherwise retire existing debt and for general corporate purposes.

This announcement does not constitute an offer to sell or a solicitation of an offer to buy any of these securities (including the shares of Amkor’s common stock into which the notes are convertible), 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 and the shares of common stock issuable upon conversion of 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.