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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Amkor Technology Inc | NASDAQ:AMKR | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-2.24 | -6.92% | 30.11 | 30.00 | 31.00 | 32.08 | 30.04 | 32.00 | 2,153,887 | 01:00:00 |
|
Delaware
|
|
|
|
23-1722724
|
(State of incorporation)
|
|
|
|
(I.R.S. Employer
Identification Number) |
Title of Each Class
|
Trading Symbol
|
Name of Each Exchange on Which Registered
|
Common Stock, $0.001 par value
|
AMKR
|
The NASDAQ Global Select Market
|
Large accelerated filer
|
☑
|
Accelerated filer
|
☐
|
Non-accelerated filer
|
☐
|
Smaller reporting company
|
☐
|
Emerging growth company
|
☐
|
|
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Page
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||
Item 1.
|
Business
|
•
|
Designing and developing innovative packaging and test technologies;
|
•
|
Offering a broad portfolio of cost-effective solutions and services;
|
•
|
Focusing on strategic end markets that offer solid growth potential;
|
•
|
Cultivating long-standing relationships with our customers, which include many of the world’s leading semiconductor companies;
|
•
|
Collaborating with customers, original equipment manufacturers (“OEMs”) and equipment and material suppliers;
|
•
|
Developing a competitive cost structure with disciplined capital investment;
|
•
|
Building expertise in high-volume manufacturing processes and developing a reputation for high quality and solid execution; and
|
•
|
Providing a geographically diverse operating base, with research and development, engineering support and production capabilities at various facilities in China, Japan, Korea, Malaysia, the Philippines, Portugal and Taiwan.
|
•
|
An increasing demand for mobile and connected devices, including the world-wide adoption of “smart” phones, tablets and other Internet-of-Things (IoT) devices that can access the internet and provide multimedia capabilities.
|
•
|
An increase in mobility and connectivity capabilities and growing digital content driving demand for new broadband wired and wireless networking equipment.
|
•
|
The proliferation of semiconductor devices into well-established end products such as automotive systems due to increased use of electronics for safety, navigation, fuel efficiency, emission reduction and entertainment systems.
|
•
|
An overall increase in the semiconductor content within electronic products to provide greater functionality and higher levels of performance.
|
•
|
The emergence of specialized chips designed to collect, analyze and store the digital content driven by the growth of cloud computing. These chips include data accelerators, artificial intelligence and machine learning devices.
|
•
|
The growth of advanced System-in-Package (“SiP”) modules where multiple semiconductor and other electronic components with different functionalities are combined into a single package. The increasing demand for miniaturization and higher functionality at competitive cost is driving the adoption of advanced SiP in new products. Advanced SiPs are the primary vehicle for package-level integration, which allow customers to combine integrated circuits (“ICs”) from different silicon nodes and different foundries.
|
•
|
First, we are increasing our revenue in markets beyond communications, including automotive, consumer and computing end markets. Revenue from these markets tends to be more stable, with less pronounced seasonality tied to the launch of flagship phones.
|
•
|
Second, we continue to focus on share gains in the iOS and high-end Android ecosystems, leveraging our expertise in advanced SiP, MEMS and other advanced packages to expand our content in next generation 5G phones.
|
•
|
Offering capacity to absorb large orders and accommodate quick turn-around times;
|
•
|
Obtaining favorable pricing on materials and equipment, where possible, by using our purchasing power and leading industry position;
|
•
|
Qualifying production of customer devices at multiple manufacturing sites to mitigate the risks of supply disruptions; and
|
•
|
Providing capabilities and solutions for customer-specific requirements.
|
|
For the Year Ended December 31,
|
|||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|||||||||||||||
|
(In millions, except percentage of net sales)
|
|||||||||||||||||||
Advanced Products
|
$
|
2,111
|
|
|
52.1
|
%
|
|
$
|
2,118
|
|
|
49.1
|
%
|
|
$
|
1,966
|
|
|
46.7
|
%
|
Mainstream Products
|
1,942
|
|
|
47.9
|
%
|
|
2,198
|
|
|
50.9
|
%
|
|
2,241
|
|
|
53.3
|
%
|
|||
Total net sales
|
$
|
4,053
|
|
|
100.0
|
%
|
|
$
|
4,316
|
|
|
100.0
|
%
|
|
$
|
4,207
|
|
|
100.0
|
%
|
•
|
Wafer-level CSP packages (also known as fan-in wafer-level packages) do not utilize a package carrier. The bumped wafer is singulated into individual die, and the wafer-level package is then attached directly to the system board. Wafer-level CSP offers one of the lowest total system costs, enabling higher semiconductor content while leveraging the smallest form factor and one of the highest performing, most reliable, semiconductor package platforms on the market today. We have seen consistent content gains in our wafer-level CSP business, driven largely by mobile communications. Applications for wafer-level CSP include power management, transceivers, sensors, wireless charging, codecs and specialty silicon for new or unique functionality.
|
•
|
Wafer-level fan-out packages (also known as low-density fan-out packages) are utilized for ICs where the die surface area is too small to accommodate all of the bond pads. The fan-out package enlarges the bondable surface area by building a border around the die using low-cost molding compound. Wafer-level CSP and wafer-level fan-out are complementary technologies. Customers can choose between the two package types as their die sizes shrink or grow. With the acquisition of Nanium, we became a leader in low-density fan-out technology.
|
•
|
Silicon Wafer Integrated Fan-out Technology (“SWIFT”, also known as high-density fan-out) replaces a laminate substrate with a thinner structure. SWIFT solutions enable very thin, very small products combining application processors, memory, baseband and other peripheral ICs.
|
|
2019
|
|
2018
|
|
2017
|
|||
End Market Distribution Data (an approximation including representative devices and applications based on a sampling of our largest customers):
|
|
|
|
|
|
|||
Communications (handheld devices, smart phones, tablets)
|
38
|
%
|
|
44
|
%
|
|
43
|
%
|
Automotive, industrial and other (driver assist, infotainment, performance, safety)
|
27
|
%
|
|
26
|
%
|
|
26
|
%
|
Consumer (connected home, set-top boxes, televisions, visual imaging, wearables)
|
18
|
%
|
|
12
|
%
|
|
13
|
%
|
Computing (data center, infrastructure, PC/laptops, storage)
|
17
|
%
|
|
18
|
%
|
|
18
|
%
|
Total net sales
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
•
|
Certification of our factories worldwide to International Organization for Standards (“ISO”) framework 14001, widely recognized as the standard for effective Environmental Management Systems.
|
•
|
Measurement and independent verification of greenhouse gases (“GHG”) generated by our factories worldwide. Once collected, our GHG data is submitted to, and disclosed publicly by, the CDP, formerly known as the Carbon Disclosure Project. CDP is a leading organization that assesses the impact of climate change and promotes a sustainable economy.
|
•
|
Membership in the Responsible Business Alliance (“RBA”), formerly known as the Electronic Industry Citizenship Coalition, an international industry group dedicated to corporate social responsibility. RBA members agree to follow a uniform Code of Conduct that includes standards of environmental responsibility, and our factories have been subject to independent audits to assess compliance with these standards.
|
•
|
Capital investment and process optimization activities to reduce GHGs include installation of solar photovoltaic panels, replacement of or improvements to chiller unit systems and use of lighting based on Light Emitting Diode (“LED”) technology.
|
•
|
technical competence;
|
•
|
quality;
|
•
|
price;
|
•
|
breadth of packaging and test services offered, including turnkey services;
|
•
|
new package and test design, technology innovation and implementation;
|
•
|
cycle times;
|
•
|
customer service;
|
•
|
available capacity; and
|
•
|
ability to invest in capacity, geographic location and scale of manufacturing.
|
Item 1A.
|
Risk Factors
|
•
|
fluctuation in demand for semiconductors and conditions in the semiconductor industry generally, as well as by specific customers, such as inventory reductions by our customers impacting demand in key markets;
|
•
|
our ability to achieve our major growth objectives, including transitioning second-wave customers to advanced packages and increasing our share of the automotive market;
|
•
|
changes in our capacity and capacity utilization rates;
|
•
|
changes in average selling prices which can occur quickly due to the absence of long-term agreements on price;
|
•
|
changes in the mix of the semiconductor packaging and test services that we sell;
|
•
|
fluctuations in our manufacturing yields;
|
•
|
the development, transition and ramp to high volume manufacture of more advanced silicon nodes and evolving wafer, packaging and test technologies may cause production delays, lower manufacturing yields and supply constraints for new wafers and other materials;
|
•
|
absence of backlog, the short-term nature of our customers’ commitments, double bookings by customers and deterioration in customer forecasts and the impact of these factors, including the possible delay, rescheduling and cancellation of large orders, or the timing and volume of orders relative to our production capacity;
|
•
|
changes in costs, quality, availability and delivery times of raw materials, components and equipment;
|
•
|
changes in labor costs to perform our services;
|
•
|
wage inflation and fluctuations in commodity prices, including gold, copper and other precious metals;
|
•
|
the timing of expenditures in anticipation of future orders;
|
•
|
changes in effective tax rates;
|
•
|
the availability and cost of financing;
|
•
|
leverage and debt covenants;
|
•
|
intellectual property transactions and disputes;
|
•
|
warranty and product liability claims and the impact of quality excursions and customer disputes and returns;
|
•
|
costs associated with legal claims, indemnification obligations, judgments and settlements;
|
•
|
political instability and government shutdowns, civil disturbances or international events, such as the United Kingdom’s departure from the European Union;
|
•
|
environmental or natural disasters such as earthquakes, typhoons and volcanic eruptions;
|
•
|
pandemics or other illnesses that may impact our labor force, operations and end-user demand for products which incorporate semiconductors;
|
•
|
costs of acquisitions and divestitures and difficulties integrating acquisitions;
|
•
|
our ability to attract and retain qualified personnel to support our global operations;
|
•
|
fluctuations in interest rates and currency exchange rates, including the potential impact of the phase-out of LIBOR on our variable rate debt;
|
•
|
our ability to penetrate new end markets or expand our business in existing end markets;
|
•
|
dependence on key customers or concentration of customers in certain end markets, such as mobile communications and automotive; and
|
•
|
restructuring charges, asset write-offs and impairments.
|
•
|
changes in consumer demand resulting from deteriorating conditions in local economies;
|
•
|
laws, rules, regulations and policies imposed by U.S. or foreign governments in areas such as data privacy, cybersecurity, antitrust and competition, tax, currency and banking, labor, environmental;
|
•
|
restrictive trade barriers considered or adopted by U.S. and foreign governments applicable to the semiconductor supply chain, including laws, rules, regulations and policies in areas such as national security, licensing requirements for exports, tariffs, customs and duties;
|
•
|
health and safety concerns, including widespread outbreak of infectious diseases;
|
•
|
laws, rules, regulations and policies within China and other countries that may favor domestic companies over non-domestic companies, including customer- or government-supported efforts to promote the development and growth of local competitors;
|
•
|
the payment of dividends and other payments by non-U.S. subsidiaries may be subject to prohibitions, limitations or taxes in local jurisdictions;
|
•
|
fluctuations in currency exchange rates, particularly the dollar/yen exchange rate for our operations in Japan;
|
•
|
political and social conditions, and the potential for civil unrest, terrorism or other hostilities;
|
•
|
disruptions or delays in shipments caused by customs brokers or government agencies;
|
•
|
difficulties in attracting and retaining qualified personnel and managing foreign operations, including foreign labor disruptions;
|
•
|
difficulty in enforcing contractual rights and protecting our intellectual property rights;
|
•
|
potentially adverse tax consequences resulting from tax laws in the U.S. and in foreign jurisdictions in which we operate; and
|
•
|
local business and cultural factors that differ from our normal standards and practices, including business practices that we are prohibited from engaging in by the Foreign Corrupt Practices Act and other anti-corruption laws and regulations.
|
•
|
our future financial condition, results of operations and cash flows;
|
•
|
general market conditions for financing;
|
•
|
volatility in fixed income, credit and equity markets; and
|
•
|
economic, political and other global conditions.
|
•
|
make it more difficult for us to satisfy our obligations with respect to our indebtedness, including our obligations under our indentures to purchase notes tendered as a result of a change in control of Amkor;
|
•
|
increase our vulnerability to general adverse economic and industry conditions;
|
•
|
limit our ability to fund future working capital, capital expenditures, research and development and other business opportunities, including joint ventures and acquisitions;
|
•
|
require us to dedicate a substantial portion of our cash flow from operations to service payments of interest and principal on our debt, thereby reducing the availability of our cash flow to fund future working capital, capital expenditures, research and development expenditures and other general corporate requirements;
|
•
|
increase the volatility of the price of our common stock;
|
•
|
limit our flexibility to react to changes in our business and the industry in which we operate;
|
•
|
place us at a competitive disadvantage to any of our competitors that have less debt;
|
•
|
limit, along with the financial and other covenants in our indebtedness, our ability to borrow additional funds;
|
•
|
limit our ability to refinance our existing indebtedness, particularly during periods of adverse credit market conditions when refinancing indebtedness may not be available under interest rates and other terms acceptable to us or at all; and
|
•
|
increase our cost of borrowing.
|
•
|
delays in the design and implementation of the system;
|
•
|
costs may exceed our plans and expectations; and
|
•
|
disruptions resulting from the implementation, integration or cybersecurity breach of the systems may impact our ability to process transactions and delay shipments to customers, impact our results of operations or financial condition or harm our control environment.
|
•
|
increasing the scope, geographic diversity and complexity of our operations;
|
•
|
conforming an acquired company’s standards, practices, systems and controls with our operations;
|
•
|
increasing complexity from combining recent acquisitions of an acquired business;
|
•
|
unexpected losses of key employees or customers of an acquired business;
|
•
|
difficulties in the assimilation of acquired operations, technologies or products; and
|
•
|
diversion of management and other resources from other parts of our operations and adverse effects on existing business relationships with customers.
|
•
|
use a significant portion of our available cash;
|
•
|
incur substantial debt;
|
•
|
issue equity securities, which may dilute the ownership of current stockholders;
|
•
|
incur or assume known or unknown contingent liabilities; and
|
•
|
incur large, immediate accounting write offs and face antitrust or other regulatory inquiries or actions.
|
•
|
discontinue the use of certain processes or cease to provide the services at issue, which could curtail our business;
|
•
|
pay substantial damages;
|
•
|
develop non-infringing technologies, which may not be feasible; or
|
•
|
acquire licenses to such technology, which may not be available on commercially reasonable terms or at all.
|
•
|
contaminants in the manufacturing environment;
|
•
|
human error;
|
•
|
equipment malfunction;
|
•
|
changing processes to address environmental requirements;
|
•
|
defective raw materials; or
|
•
|
defective plating services.
|
Item 1B.
|
Unresolved Staff Comments
|
Item 2.
|
Properties
|
(1)
|
Land is leased.
|
(2)
|
As a result of foreign ownership restrictions in the Philippines, the land is leased. A portion of the land we lease is owned by realty companies in which we own a 40% interest.
|
Item 3.
|
Legal Proceedings
|
Item 4.
|
Mine Safety Disclosures
|
Item 5.
|
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
|
Period
|
Total Number of Shares Purchased (a)
|
Average Price Paid Per Share ($)
|
Total Number of Shares Purchased as part of Publicly Announced Plans or Programs (b)
|
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs ($) (b)
|
||||||
|
|
|
|
|
||||||
October 1 - October 31
|
—
|
|
$
|
—
|
|
—
|
|
$
|
91,586,032
|
|
November 1 - November 30
|
5,425
|
|
12.33
|
|
—
|
|
91,586,032
|
|
||
December 1 - December 31
|
—
|
|
—
|
|
—
|
|
91,586,032
|
|
||
Total
|
5,425
|
|
$
|
12.33
|
|
—
|
|
|
(a)
|
Represents shares of common stock surrendered to us to satisfy tax withholding obligations associated with the vesting of restricted shares issued to employees.
|
(b)
|
Our Board of Directors previously authorized the repurchase of up to $300.0 million of our common stock, $150.0 million in August 2011 and $150.0 million in February 2012, exclusive of any fees, commissions or other expenses. During 2018 and 2019, we made no common stock purchases, and at December 31, 2019, approximately $91.6 million was available pursuant to the stock repurchase program.
|
(1)
|
The preceding Stock Performance Graph is not deemed filed with the SEC and shall not be incorporated by reference in any of our filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and irrespective of any general incorporation language in any such filing.
|
|
For the Year Ended December 31,
|
||||||||||||||||||||||
|
2014
|
|
2015
|
|
2016
|
|
2017
|
|
2018
|
|
2019
|
||||||||||||
Amkor Technology, Inc.
|
$
|
100.00
|
|
|
$
|
85.63
|
|
|
$
|
148.59
|
|
|
$
|
141.55
|
|
|
$
|
92.39
|
|
|
$
|
183.10
|
|
S&P 500
|
100.00
|
|
|
101.38
|
|
|
113.51
|
|
|
138.29
|
|
|
132.23
|
|
|
173.86
|
|
||||||
PHLX Semiconductor
|
100.00
|
|
|
98.41
|
|
|
137.10
|
|
|
192.69
|
|
|
181.04
|
|
|
295.57
|
|
Item 6.
|
Selected Financial Data
|
|
For the Year Ended December 31,
|
||||||||||||||||||
|
2019
|
|
2018
|
|
2017 (d)
|
|
2016 (e)(f)
|
|
2015 (e)(f)
|
||||||||||
|
(In thousands, except per share data)
|
||||||||||||||||||
Income Statement Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
$
|
4,052,650
|
|
|
$
|
4,316,466
|
|
|
$
|
4,207,031
|
|
|
$
|
3,927,849
|
|
|
$
|
2,884,603
|
|
Gross profit
|
649,439
|
|
|
710,565
|
|
|
761,079
|
|
|
709,891
|
|
|
479,265
|
|
|||||
Gain on sale of real estate (a)
|
(3,302
|
)
|
|
—
|
|
|
(108,109
|
)
|
|
—
|
|
|
—
|
|
|||||
Operating income
|
233,170
|
|
|
258,144
|
|
|
405,540
|
|
|
308,587
|
|
|
164,839
|
|
|||||
Loss on debt retirement (b)
|
8,536
|
|
|
1,512
|
|
|
4,835
|
|
|
—
|
|
|
9,560
|
|
|||||
Income tax expense (c)
|
37,182
|
|
|
56,250
|
|
|
39,791
|
|
|
51,042
|
|
|
28,035
|
|
|||||
Equity in earnings of equity method investees
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14,016
|
|
|||||
Net income
|
122,628
|
|
|
129,565
|
|
|
267,705
|
|
|
178,653
|
|
|
53,893
|
|
|||||
Net income attributable to Amkor
|
120,888
|
|
|
127,092
|
|
|
263,550
|
|
|
175,530
|
|
|
51,098
|
|
|||||
Net income attributable to Amkor per common share:
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
$
|
0.50
|
|
|
$
|
0.53
|
|
|
$
|
1.10
|
|
|
$
|
0.74
|
|
|
$
|
0.22
|
|
Diluted
|
$
|
0.50
|
|
|
$
|
0.53
|
|
|
$
|
1.10
|
|
|
$
|
0.74
|
|
|
$
|
0.22
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Other Financial Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Depreciation and amortization
|
$
|
524,177
|
|
|
$
|
571,961
|
|
|
$
|
581,940
|
|
|
$
|
555,186
|
|
|
$
|
494,200
|
|
Payments for property, plant and equipment
|
472,433
|
|
|
547,122
|
|
|
550,943
|
|
|
650,038
|
|
|
537,975
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance Sheet Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
894,948
|
|
|
$
|
681,569
|
|
|
$
|
596,364
|
|
|
$
|
549,518
|
|
|
$
|
523,172
|
|
Working capital
|
941,730
|
|
|
512,785
|
|
|
325,945
|
|
|
404,035
|
|
|
299,296
|
|
|||||
Total assets (g)
|
4,695,615
|
|
|
4,495,447
|
|
|
4,508,388
|
|
|
4,092,086
|
|
|
4,026,428
|
|
|||||
Non-current liabilities, including debt (g)
|
1,645,573
|
|
|
1,481,124
|
|
|
1,470,620
|
|
|
1,683,021
|
|
|
1,790,708
|
|
|||||
Total Amkor stockholders’ equity
|
1,963,739
|
|
|
1,830,540
|
|
|
1,696,276
|
|
|
1,383,588
|
|
|
1,200,286
|
|
(a)
|
In May 2017, we sold the land and buildings comprising our K1 factory for $142.4 million which resulted in a pre-tax gain of $108.1 million.
|
(b)
|
In April 2019, we recorded an $8.4 million loss on extinguishment related to the call premium paid and other debt related costs associated with redemption of the outstanding $525 million aggregate principal amount of 6.375% Senior Notes due 2022. In July 2017, we recorded a loss on debt retirement of $4.4 million relating to the partial early repayment of our 6.625% Senior Notes due 2021. During 2015, we recorded a loss on debt retirement of $8.9 million relating to the early repayment of our 7.375% Senior Notes due May 2018.
|
(c)
|
In 2019, income tax expense includes a net $11.1 million discrete income tax charge related to changes in the valuation of certain deferred tax assets. In 2018, we recorded a $ 22.3 million income tax expense to complete the accounting for the impact of the Tax Act. This expense reduced our estimated net tax benefit of $41.6 million recorded in 2017, primarily due to the reversal of a valuation allowance on certain U.S. deferred tax assets as a result of the enactment of the Tax Act.
|
(d)
|
On May 22, 2017, we completed the purchase of Nanium. Their financial results have been included in our Consolidated Financial Statements from the date of acquisition.
|
(e)
|
We increased our investment in J-Devices from 60% to 100% on December 30, 2015 through the exercise of additional options. As a result, our accounting for our Japan operations changed from the equity method to the consolidation method effective December 30, 2015. Our balance sheet data as of December 31, 2015 reflects the consolidation of our Japan operations. We began consolidating the operating results of our Japan operations in 2016. We recognized a net loss of $13.5 million in other (income) expense, net in connection with the acquisition in 2015. The net loss resulted from a loss of $29.6 million related to the release of certain accumulated foreign currency translation adjustments related to our Japan operations, offset by a gain of $16.1 million related to the step-up to fair value of our previous investments in our Japan operations.
|
(f)
|
On January 1, 2018, we retrospectively adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606). The selected financial data as of December 31, 2016 and 2015 and for the year ended December 31, 2015 was not adjusted for this new accounting standard.
|
(g)
|
On January 1, 2019, we adopted ASU 2016-02, Leases (Topic 842). As of December 31, 2019, there was an increase to our consolidated balance sheet of approximately $128 million for operating lease right of use assets and approximately $132 million for operating lease liabilities.
|
Item 7.
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
|
For the Year Ended December 31
|
|||||||
|
2019
|
|
2018
|
|
2017
|
|||
Net sales
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
Materials
|
40.0
|
%
|
|
38.7
|
%
|
|
36.4
|
%
|
Labor
|
16.0
|
%
|
|
16.1
|
%
|
|
15.6
|
%
|
Other manufacturing costs
|
28.0
|
%
|
|
28.7
|
%
|
|
29.9
|
%
|
Gross margin
|
16.0
|
%
|
|
16.5
|
%
|
|
18.1
|
%
|
Operating income
|
5.8
|
%
|
|
6.0
|
%
|
|
9.6
|
%
|
Net income attributable to Amkor
|
3.0
|
%
|
|
2.9
|
%
|
|
6.3
|
%
|
|
|
|
|
|
|
|
Change
|
||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2019 over 2018
|
|
2018 over 2017
|
||||||||||||||||
|
(In thousands, except percentages)
|
||||||||||||||||||||||||
Net sales
|
$
|
4,052,650
|
|
|
$
|
4,316,466
|
|
|
$
|
4,207,031
|
|
|
$
|
(263,816
|
)
|
|
(6.1
|
)%
|
|
$
|
109,435
|
|
|
2.6
|
%
|
|
|
|
|
|
|
|
Change
|
||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2019 over 2018
|
|
2018 over 2017
|
||||||||||
|
(In thousands, except percentages)
|
||||||||||||||||||
Gross profit
|
$
|
649,439
|
|
|
$
|
710,565
|
|
|
$
|
761,079
|
|
|
$
|
(61,126
|
)
|
|
$
|
(50,514
|
)
|
Gross margin
|
16.0
|
%
|
|
16.5
|
%
|
|
18.1
|
%
|
|
(0.5
|
)%
|
|
(1.6
|
)%
|
|
|
|
|
|
|
|
Change
|
||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2019 over 2018
|
|
2018 over 2017
|
||||||||||||||||
|
(In thousands, except percentages)
|
||||||||||||||||||||||||
Selling, general and administrative
|
$
|
281,933
|
|
|
$
|
295,239
|
|
|
$
|
297,021
|
|
|
$
|
(13,306
|
)
|
|
(4.5
|
)%
|
|
$
|
(1,782
|
)
|
|
(0.6
|
)%
|
|
|
|
|
|
|
|
Change
|
||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2019 over 2018
|
|
2018 over 2017
|
||||||||||||||||
|
(In thousands, except percentages)
|
||||||||||||||||||||||||
Research and development
|
$
|
137,638
|
|
|
$
|
157,182
|
|
|
$
|
166,627
|
|
|
$
|
(19,544
|
)
|
|
(12.4
|
)%
|
|
$
|
(9,445
|
)
|
|
(5.7
|
)%
|
|
|
|
|
|
|
|
Change
|
||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2019 over 2018
|
|
2018 over 2017
|
||||||||||||||||
|
(In thousands, except percentages)
|
||||||||||||||||||||||||
Interest expense
|
$
|
71,587
|
|
|
$
|
78,946
|
|
|
$
|
85,554
|
|
|
$
|
(7,359
|
)
|
|
(9.3
|
)%
|
|
$
|
(6,608
|
)
|
|
(7.7
|
)%
|
Interest income
|
(6,655
|
)
|
|
(4,133
|
)
|
|
(3,215
|
)
|
|
$
|
(2,522
|
)
|
|
61.0
|
%
|
|
$
|
(918
|
)
|
|
28.6
|
%
|
|||
Foreign currency (gain) loss, net
|
1,944
|
|
|
1,451
|
|
|
11,823
|
|
|
493
|
|
|
34.0
|
%
|
|
(10,372
|
)
|
|
(87.7
|
)%
|
|||||
Loss on debt retirement
|
8,536
|
|
|
1,512
|
|
|
4,835
|
|
|
7,024
|
|
|
>100%
|
|
|
(3,323
|
)
|
|
(68.7
|
)%
|
|||||
Other
|
(2,052
|
)
|
|
(5,447
|
)
|
|
(953
|
)
|
|
3,395
|
|
|
(62.3
|
)%
|
|
(4,494
|
)
|
|
>100%
|
|
|||||
Total other expense, net
|
$
|
73,360
|
|
|
$
|
72,329
|
|
|
$
|
98,044
|
|
|
$
|
1,031
|
|
|
1.4
|
%
|
|
$
|
(25,715
|
)
|
|
(26.2
|
)%
|
|
|
|
|
|
|
|
Change
|
||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2019 over 2018
|
|
2018 over 2017
|
||||||||||
|
(In thousands, except percentages)
|
||||||||||||||||||
Income tax expense
|
$
|
37,182
|
|
|
$
|
56,250
|
|
|
$
|
39,791
|
|
|
$
|
(19,068
|
)
|
|
$
|
16,459
|
|
Effective tax rate
|
23.3
|
%
|
|
30.3
|
%
|
|
12.9
|
%
|
|
|
|
|
|
|
|
For the Year Ended December 31
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Operating activities
|
$
|
563,850
|
|
|
$
|
663,410
|
|
|
$
|
618,267
|
|
Investing activities
|
(462,489
|
)
|
|
(537,383
|
)
|
|
(454,832
|
)
|
|||
Financing activities
|
108,250
|
|
|
(40,623
|
)
|
|
(124,886
|
)
|
|
For the Year Ended December 31
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Net cash provided by operating activities
|
$
|
563,850
|
|
|
$
|
663,410
|
|
|
$
|
618,267
|
|
Payments for property, plant and equipment
|
(472,433
|
)
|
|
(547,122
|
)
|
|
(550,943
|
)
|
|||
Proceeds from sale of and insurance recovery for property, plant and equipment
|
11,655
|
|
|
4,212
|
|
|
141,530
|
|
|||
Free cash flow
|
$
|
103,072
|
|
|
$
|
120,500
|
|
|
$
|
208,854
|
|
|
|
|
Payments Due for Year Ending December 31,
|
||||||||||||||||||||||||
|
Total
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
Thereafter
|
||||||||||||||
|
(In thousands)
|
||||||||||||||||||||||||||
Total debt
|
$
|
1,460,351
|
|
|
$
|
144,479
|
|
|
$
|
113,408
|
|
|
$
|
260,022
|
|
|
$
|
297,818
|
|
|
$
|
81,910
|
|
|
$
|
562,714
|
|
Scheduled interest payment obligations (1)
|
362,403
|
|
|
58,722
|
|
|
56,789
|
|
|
52,686
|
|
|
48,137
|
|
|
37,909
|
|
|
108,160
|
|
|||||||
Purchase obligations (2)
|
87,000
|
|
|
75,775
|
|
|
3,587
|
|
|
2,942
|
|
|
1,293
|
|
|
1,293
|
|
|
2,110
|
|
|||||||
Operating lease obligations
|
147,800
|
|
|
46,204
|
|
|
35,686
|
|
|
21,015
|
|
|
11,046
|
|
|
9,605
|
|
|
24,244
|
|
|||||||
Finance lease obligations (3)
|
25,546
|
|
|
9,905
|
|
|
8,808
|
|
|
2,064
|
|
|
956
|
|
|
949
|
|
|
2,864
|
|
|||||||
Severance obligations (4)
|
127,386
|
|
|
13,408
|
|
|
10,178
|
|
|
9,286
|
|
|
8,456
|
|
|
7,687
|
|
|
78,371
|
|
|||||||
Total contractual obligations
|
$
|
2,210,486
|
|
|
$
|
348,493
|
|
|
$
|
228,456
|
|
|
$
|
348,015
|
|
|
$
|
367,706
|
|
|
$
|
139,353
|
|
|
$
|
778,463
|
|
(1)
|
Represents interest payment obligations calculated using stated coupon rates for fixed rate debt and interest rates applicable at December 31, 2019, for variable rate debt.
|
(2)
|
Represents off-balance sheet purchase obligations for capital expenditures, long-term supply contracts and other contractual commitments outstanding at December 31, 2019.
|
(3)
|
Represents future minimum lease payments including interest payments.
|
(4)
|
Represents estimated benefit payments for our Korean subsidiary severance plan.
|
•
|
$62.8 million of foreign pension plan obligations, for which the timing and actual amount of impact on our future cash flow is uncertain.
|
•
|
$26.2 million net liability associated with unrecognized tax benefits. Due to the uncertainty regarding the amount and the timing of any future cash outflows associated with our unrecognized tax benefits, we are unable to reasonably estimate the amount and period of ultimate settlement, if any, with the various taxing authorities.
|
•
|
significant under-performance relative to expected historical or projected future operating results;
|
•
|
significant changes in the manner of our use of the asset;
|
•
|
significant negative industry or economic trends and
|
•
|
our market capitalization relative to net book value.
|
Item 7A.
|
Quantitative and Qualitative Disclosures about Market Risk
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
Thereafter
|
|
Total
|
|
Fair Value
|
||||||||||||||||
|
($ in thousands)
|
||||||||||||||||||||||||||||||
Fixed rate debt
|
$
|
111,408
|
|
|
$
|
111,408
|
|
|
$
|
215,772
|
|
|
$
|
97,818
|
|
|
$
|
61,910
|
|
|
$
|
562,714
|
|
|
$
|
1,161,030
|
|
|
$
|
1,213,715
|
|
Average interest rate
|
1.3
|
%
|
|
1.3
|
%
|
|
2.5
|
%
|
|
1.6
|
%
|
|
1.8
|
%
|
|
6.5
|
%
|
|
4.1
|
%
|
|
|
|||||||||
Variable rate debt
|
$
|
33,071
|
|
|
$
|
2,000
|
|
|
$
|
44,250
|
|
|
$
|
200,000
|
|
|
$
|
20,000
|
|
|
$
|
—
|
|
|
$
|
299,321
|
|
|
$
|
303,916
|
|
Average interest rate
|
3.1
|
%
|
|
3.4
|
%
|
|
3.4
|
%
|
|
4.5
|
%
|
|
3.4
|
%
|
|
—
|
%
|
|
4.1
|
%
|
|
|
|||||||||
Total debt maturities
|
$
|
144,479
|
|
|
$
|
113,408
|
|
|
$
|
260,022
|
|
|
$
|
297,818
|
|
|
$
|
81,910
|
|
|
$
|
562,714
|
|
|
$
|
1,460,351
|
|
|
$
|
1,517,631
|
|
Item 8.
|
Financial Statements and Supplementary Data
|
|
Page
|
|
For the Year Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands, except per share data)
|
||||||||||
Net sales
|
$
|
4,052,650
|
|
|
$
|
4,316,466
|
|
|
$
|
4,207,031
|
|
Cost of sales
|
3,403,211
|
|
|
3,605,901
|
|
|
3,445,952
|
|
|||
Gross profit
|
649,439
|
|
|
710,565
|
|
|
761,079
|
|
|||
Selling, general and administrative
|
281,933
|
|
|
295,239
|
|
|
297,021
|
|
|||
Research and development
|
137,638
|
|
|
157,182
|
|
|
166,627
|
|
|||
Gain on sale of real estate
|
(3,302
|
)
|
|
—
|
|
|
(108,109
|
)
|
|||
Total operating expenses
|
416,269
|
|
|
452,421
|
|
|
355,539
|
|
|||
Operating income
|
233,170
|
|
|
258,144
|
|
|
405,540
|
|
|||
Interest expense
|
71,587
|
|
|
78,946
|
|
|
83,839
|
|
|||
Interest expense, related party
|
—
|
|
|
—
|
|
|
1,715
|
|
|||
Other (income) expense, net
|
1,773
|
|
|
(6,617
|
)
|
|
12,490
|
|
|||
Total other expense, net
|
73,360
|
|
|
72,329
|
|
|
98,044
|
|
|||
Income before taxes
|
159,810
|
|
|
185,815
|
|
|
307,496
|
|
|||
Income tax expense
|
37,182
|
|
|
56,250
|
|
|
39,791
|
|
|||
Net income
|
122,628
|
|
|
129,565
|
|
|
267,705
|
|
|||
Net income attributable to noncontrolling interests
|
(1,740
|
)
|
|
(2,473
|
)
|
|
(4,155
|
)
|
|||
Net income attributable to Amkor
|
$
|
120,888
|
|
|
$
|
127,092
|
|
|
$
|
263,550
|
|
Net income attributable to Amkor per common share:
|
|
|
|
|
|
||||||
Basic
|
$
|
0.50
|
|
|
$
|
0.53
|
|
|
$
|
1.10
|
|
Diluted
|
$
|
0.50
|
|
|
$
|
0.53
|
|
|
$
|
1.10
|
|
Shares used in computing per common share amounts:
|
|
|
|
|
|
||||||
Basic
|
239,725
|
|
|
239,329
|
|
|
238,937
|
|
|||
Diluted
|
240,122
|
|
|
239,741
|
|
|
239,651
|
|
|
For the Year Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Net income
|
$
|
122,628
|
|
|
$
|
129,565
|
|
|
$
|
267,705
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
||||||
Adjustments to unrealized components of defined benefit pension plans
|
(7,479
|
)
|
|
(3,644
|
)
|
|
5,165
|
|
|||
Foreign currency translation
|
2,782
|
|
|
4,937
|
|
|
11,092
|
|
|||
Total other comprehensive income (loss)
|
(4,697
|
)
|
|
1,293
|
|
|
16,257
|
|
|||
Comprehensive income
|
117,931
|
|
|
130,858
|
|
|
283,962
|
|
|||
Comprehensive income attributable to noncontrolling interests
|
(1,740
|
)
|
|
(2,473
|
)
|
|
(4,155
|
)
|
|||
Comprehensive income attributable to Amkor
|
$
|
116,191
|
|
|
$
|
128,385
|
|
|
$
|
279,807
|
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(In thousands,
except per share data)
|
||||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
894,948
|
|
|
$
|
681,569
|
|
Restricted cash
|
610
|
|
|
2,589
|
|
||
Accounts receivable, net of allowances of $1,314 and $677, respectively
|
850,753
|
|
|
724,456
|
|
||
Inventories
|
220,602
|
|
|
230,589
|
|
||
Other current assets
|
34,620
|
|
|
32,005
|
|
||
Total current assets
|
2,001,533
|
|
|
1,671,208
|
|
||
Property, plant and equipment, net
|
2,404,850
|
|
|
2,650,448
|
|
||
Operating lease right of use assets
|
148,549
|
|
|
—
|
|
||
Goodwill
|
25,976
|
|
|
25,720
|
|
||
Restricted cash
|
2,974
|
|
|
3,893
|
|
||
Other assets
|
111,733
|
|
|
144,178
|
|
||
Total assets
|
$
|
4,695,615
|
|
|
$
|
4,495,447
|
|
|
|
|
|
||||
LIABILITIES AND EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Short-term borrowings and current portion of long-term debt
|
$
|
144,479
|
|
|
$
|
114,579
|
|
Trade accounts payable
|
571,054
|
|
|
530,398
|
|
||
Capital expenditures payable
|
77,044
|
|
|
255,237
|
|
||
Accrued expenses
|
267,226
|
|
|
258,209
|
|
||
Total current liabilities
|
1,059,803
|
|
|
1,158,423
|
|
||
Long-term debt
|
1,305,755
|
|
|
1,217,732
|
|
||
Pension and severance obligations
|
176,971
|
|
|
184,321
|
|
||
Long-term operating lease liabilities
|
91,107
|
|
|
—
|
|
||
Other non-current liabilities
|
71,740
|
|
|
79,071
|
|
||
Total liabilities
|
2,705,376
|
|
|
2,639,547
|
|
||
Commitments and contingencies (Note 17)
|
|
|
|
|
|
||
Stockholders’ equity:
|
|
|
|
||||
Preferred stock, $0.001 par value, 10,000 shares authorized, designated Series A, none issued
|
—
|
|
|
—
|
|
||
Common stock, $0.001 par value, 500,000 shares authorized, 286,877 and 285,352 shares issued, and 240,805 and 239,385 shares outstanding, respectively
|
287
|
|
|
285
|
|
||
Additional paid-in capital
|
1,927,739
|
|
|
1,909,425
|
|
||
Retained earnings
|
234,077
|
|
|
113,189
|
|
||
Accumulated other comprehensive income (loss)
|
19,115
|
|
|
23,812
|
|
||
Treasury stock, at cost, 46,072 and 45,967 shares, respectively
|
(217,479
|
)
|
|
(216,171
|
)
|
||
Total Amkor stockholders’ equity
|
1,963,739
|
|
|
1,830,540
|
|
||
Noncontrolling interests in subsidiaries
|
26,500
|
|
|
25,360
|
|
||
Total equity
|
1,990,239
|
|
|
1,855,900
|
|
||
Total liabilities and equity
|
$
|
4,695,615
|
|
|
$
|
4,495,447
|
|
|
|
|
|
|
Additional Paid-
In Capital
|
|
Retained Earnings (Accumulated
Deficit)
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
|
|
|
|
Total Amkor
Stockholders’
Equity
|
|
Noncontrolling
Interest in
Subsidiaries
|
|
Total
Equity
|
||||||||||||||||||
|
Common Stock
|
|
|
|
|
Treasury Stock
|
|
|
|
||||||||||||||||||||||||||||
|
Shares
|
|
Par Value
|
|
|
|
|
Shares
|
|
Cost
|
|
|
|
||||||||||||||||||||||||
|
(In thousands)
|
||||||||||||||||||||||||||||||||||||
Balance at December 31, 2016
|
284,479
|
|
|
$
|
284
|
|
|
$
|
1,895,089
|
|
|
$
|
(277,453
|
)
|
|
$
|
6,262
|
|
|
(45,814
|
)
|
|
$
|
(214,490
|
)
|
|
$
|
1,409,692
|
|
|
$
|
19,825
|
|
|
$
|
1,429,517
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
263,550
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
263,550
|
|
|
4,155
|
|
|
267,705
|
|
||||||||
Other comprehensive income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16,257
|
|
|
—
|
|
|
—
|
|
|
16,257
|
|
|
—
|
|
|
16,257
|
|
||||||||
Treasury stock acquired through surrender of shares for tax withholding
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(131
|
)
|
|
(1,492
|
)
|
|
(1,492
|
)
|
|
—
|
|
|
(1,492
|
)
|
||||||||
Issuance of stock through share-based compensation plans
|
650
|
|
|
1
|
|
|
3,123
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,124
|
|
|
—
|
|
|
3,124
|
|
||||||||
Share-based compensation
|
—
|
|
|
—
|
|
|
5,145
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,145
|
|
|
—
|
|
|
5,145
|
|
||||||||
Subsidiary dividends to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(547
|
)
|
|
(547
|
)
|
||||||||
Balance at December 31, 2017
|
285,129
|
|
|
$
|
285
|
|
|
$
|
1,903,357
|
|
|
$
|
(13,903
|
)
|
|
$
|
22,519
|
|
|
(45,945
|
)
|
|
$
|
(215,982
|
)
|
|
$
|
1,696,276
|
|
|
$
|
23,433
|
|
|
$
|
1,719,709
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
127,092
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
127,092
|
|
|
2,473
|
|
|
129,565
|
|
||||||||
Other comprehensive income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,293
|
|
|
—
|
|
|
—
|
|
|
1,293
|
|
|
—
|
|
|
1,293
|
|
||||||||
Treasury stock acquired through surrender of shares for tax withholding
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(22
|
)
|
|
(189
|
)
|
|
(189
|
)
|
|
—
|
|
|
(189
|
)
|
||||||||
Issuance of stock through share-based compensation plans
|
223
|
|
|
—
|
|
|
1,050
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,050
|
|
|
—
|
|
|
1,050
|
|
||||||||
Share-based compensation
|
—
|
|
|
—
|
|
|
5,018
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,018
|
|
|
—
|
|
|
5,018
|
|
||||||||
Subsidiary dividends to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(546
|
)
|
|
(546
|
)
|
||||||||
Balance at December 31, 2018
|
285,352
|
|
|
$
|
285
|
|
|
$
|
1,909,425
|
|
|
$
|
113,189
|
|
|
$
|
23,812
|
|
|
(45,967
|
)
|
|
$
|
(216,171
|
)
|
|
$
|
1,830,540
|
|
|
$
|
25,360
|
|
|
$
|
1,855,900
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
120,888
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
120,888
|
|
|
1,740
|
|
|
122,628
|
|
||||||||
Other comprehensive income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,697
|
)
|
|
—
|
|
|
—
|
|
|
(4,697
|
)
|
|
—
|
|
|
(4,697
|
)
|
||||||||
Treasury stock acquired through surrender of shares for tax withholding
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(105
|
)
|
|
(1,308
|
)
|
|
(1,308
|
)
|
|
—
|
|
|
(1,308
|
)
|
||||||||
Issuance of stock through share-based compensation plans
|
1,525
|
|
|
2
|
|
|
11,403
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,405
|
|
|
—
|
|
|
11,405
|
|
||||||||
Share-based compensation
|
—
|
|
|
—
|
|
|
6,911
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,911
|
|
|
—
|
|
|
6,911
|
|
||||||||
Subsidiary dividends to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(600
|
)
|
|
(600
|
)
|
||||||||
Balance at December 31, 2019
|
286,877
|
|
|
$
|
287
|
|
|
$
|
1,927,739
|
|
|
$
|
234,077
|
|
|
$
|
19,115
|
|
|
(46,072
|
)
|
|
$
|
(217,479
|
)
|
|
$
|
1,963,739
|
|
|
$
|
26,500
|
|
|
$
|
1,990,239
|
|
|
For the Year Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net income
|
$
|
122,628
|
|
|
$
|
129,565
|
|
|
$
|
267,705
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
524,177
|
|
|
571,961
|
|
|
581,940
|
|
|||
Gain on sale of real estate
|
(3,302
|
)
|
|
—
|
|
|
(108,109
|
)
|
|||
Amortization of deferred debt issuance costs and premiums
|
1,640
|
|
|
1,120
|
|
|
1,235
|
|
|||
Deferred income taxes
|
25,931
|
|
|
(13,110
|
)
|
|
(42,189
|
)
|
|||
Loss on debt retirement
|
8,536
|
|
|
1,512
|
|
|
4,835
|
|
|||
Loss (gain) on disposal of fixed assets, net
|
(1,175
|
)
|
|
5,310
|
|
|
(2,648
|
)
|
|||
Share-based compensation
|
6,911
|
|
|
5,018
|
|
|
5,145
|
|
|||
Other, net
|
4,394
|
|
|
2,558
|
|
|
(8,143
|
)
|
|||
Changes in assets and liabilities, net of acquisitions:
|
|
|
|
|
|
||||||
Accounts receivable
|
(124,140
|
)
|
|
80,571
|
|
|
(133,814
|
)
|
|||
Inventories
|
10,208
|
|
|
(16,310
|
)
|
|
(36,307
|
)
|
|||
Other current assets
|
(2,369
|
)
|
|
4,329
|
|
|
(2,473
|
)
|
|||
Other assets
|
2,253
|
|
|
1,986
|
|
|
(458
|
)
|
|||
Trade accounts payable
|
38,670
|
|
|
(43,490
|
)
|
|
67,574
|
|
|||
Accrued expenses
|
(33,297
|
)
|
|
(78,136
|
)
|
|
29,424
|
|
|||
Pension and severance obligations
|
(12,216
|
)
|
|
(4,653
|
)
|
|
23,881
|
|
|||
Net operating lease ROU asset
|
(127,743
|
)
|
|
—
|
|
|
—
|
|
|||
Operating lease liabilities
|
131,967
|
|
|
—
|
|
|
—
|
|
|||
Other non-current liabilities
|
(9,223
|
)
|
|
15,179
|
|
|
(29,331
|
)
|
|||
Net cash provided by operating activities
|
563,850
|
|
|
663,410
|
|
|
618,267
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Payments for property, plant and equipment
|
(472,433
|
)
|
|
(547,122
|
)
|
|
(550,943
|
)
|
|||
Proceeds from sale of property, plant and equipment
|
10,117
|
|
|
2,841
|
|
|
141,530
|
|
|||
Proceeds from insurance recovery for property, plant and equipment
|
1,538
|
|
|
1,371
|
|
|
—
|
|
|||
Proceeds from foreign exchange forward contracts
|
13,550
|
|
|
6,754
|
|
|
—
|
|
|||
Payments for foreign exchange forward contracts
|
(15,593
|
)
|
|
(5,864
|
)
|
|
—
|
|
|||
Acquisition of business, net of cash acquired
|
—
|
|
|
—
|
|
|
(43,771
|
)
|
|||
Other investing activities
|
332
|
|
|
4,637
|
|
|
(1,648
|
)
|
|||
Net cash used in investing activities
|
(462,489
|
)
|
|
(537,383
|
)
|
|
(454,832
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Proceeds from revolving credit facilities
|
272,700
|
|
|
—
|
|
|
75,000
|
|
|||
Payments of revolving credit facilities
|
(272,700
|
)
|
|
(75,000
|
)
|
|
—
|
|
|||
Proceeds from short-term debt
|
51,434
|
|
|
23,341
|
|
|
77,781
|
|
|||
Payments of short-term debt
|
(52,635
|
)
|
|
(46,631
|
)
|
|
(70,236
|
)
|
|||
Proceeds from issuance of long-term debt
|
975,575
|
|
|
596,226
|
|
|
223,976
|
|
|||
Payments of long-term debt
|
(862,927
|
)
|
|
(535,738
|
)
|
|
(405,269
|
)
|
|||
Payments of long-term debt, related party
|
—
|
|
|
—
|
|
|
(17,837
|
)
|
|||
Payments for debt issuance costs
|
(7,027
|
)
|
|
(3,796
|
)
|
|
(156
|
)
|
|||
Payments of finance lease obligations
|
(6,574
|
)
|
|
(3,930
|
)
|
|
(5,340
|
)
|
|||
Payment of deferred consideration for purchase of facility
|
—
|
|
|
—
|
|
|
(3,890
|
)
|
|||
Proceeds from issuance of stock through share-based compensation plans
|
11,405
|
|
|
1,050
|
|
|
3,124
|
|
|||
Other financing activities
|
(1,001
|
)
|
|
3,855
|
|
|
(2,039
|
)
|
|||
Net cash provided by (used in) financing activities
|
108,250
|
|
|
(40,623
|
)
|
|
(124,886
|
)
|
|||
Effect of exchange rate fluctuations on cash, cash equivalents and restricted cash
|
870
|
|
|
(204
|
)
|
|
8,807
|
|
|||
Net increase in cash, cash equivalents and restricted cash
|
210,481
|
|
|
85,200
|
|
|
47,356
|
|
|||
Cash, cash equivalents and restricted cash, beginning of period
|
688,051
|
|
|
602,851
|
|
|
555,495
|
|
|||
Cash, cash equivalents and restricted cash, end of period
|
$
|
898,532
|
|
|
$
|
688,051
|
|
|
$
|
602,851
|
|
|
For the Year Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Supplemental disclosures of cash flow information:
|
|
|
|
|
|
|
|
|
|||
Cash paid during the period for:
|
|
|
|
|
|
||||||
Interest
|
$
|
65,992
|
|
|
$
|
77,575
|
|
|
$
|
83,808
|
|
Income taxes
|
44,495
|
|
|
63,080
|
|
|
61,878
|
|
|||
Non-cash investing and financing activities:
|
|
|
|
|
|
||||||
Property, plant and equipment included in capital expenditures payable
|
77,250
|
|
|
256,070
|
|
|
294,912
|
|
|||
Right of use assets acquired through finance lease liabilities
|
10,835
|
|
|
17,163
|
|
|
929
|
|
|||
Right of use assets acquired through operating lease liabilities
|
60,963
|
|
|
—
|
|
|
—
|
|
1.
|
Description of Business and Summary of Significant Accounting Policies
|
•
|
Designing and developing innovative packaging and test technologies;
|
•
|
Offering a broad portfolio of cost-effective solutions and services;
|
•
|
Focusing on strategic end markets that offer solid growth potential;
|
•
|
Cultivating long-standing relationships with our customers, which include many of the world’s leading semiconductor companies;
|
•
|
Collaborating with customers, original equipment manufacturers (“OEMs”) and equipment and material suppliers;
|
•
|
Developing a competitive cost structure with disciplined capital investment;
|
•
|
Building expertise in high-volume manufacturing processes and developing a reputation for high quality and solid execution and
|
•
|
Providing a geographically diverse operating base, with research and development, engineering support and production capabilities at various facilities in China, Japan, Korea, Malaysia, the Philippines, Portugal and Taiwan.
|
Buildings and improvements
|
10 to 40 years
|
Machinery and equipment
|
2 to 7 years
|
Software and computer equipment
|
3 to 5 years
|
Furniture, fixtures and other equipment
|
4 to 10 years
|
2.
|
New Accounting Standards
|
•
|
Reassess whether any existing contracts are or contain a lease,
|
•
|
Reassess the lease classification for any existing contracts,
|
•
|
Reassess initial direct costs for any existing leases, and
|
•
|
Separate non-lease components from lease components and instead to account for them as a single lease component for all asset classes.
|
3.
|
Acquisitions
|
4.
|
Share-Based Compensation Plans
|
|
Number of
Shares
(In thousands)
|
|
Weighted-Average
Exercise Price
per Share
|
|
Weighted-Average
Remaining
Contractual Term
(Years)
|
|
Aggregate
Intrinsic
Value
(In thousands)
|
||||
Outstanding at December 31, 2018
|
4,743
|
|
$
|
8.79
|
|
|
|
|
|
||
Granted
|
3,100
|
|
9.10
|
|
|
|
|
|
|||
Exercised
|
(1,442)
|
|
7.91
|
|
|
|
|
|
|||
Forfeited or expired
|
(556)
|
|
9.39
|
|
|
|
|
|
|||
Outstanding at December 31, 2019
|
5,845
|
|
$
|
9.11
|
|
|
7.74
|
|
$
|
22,738
|
|
Fully vested at December 31, 2019 and expected to vest thereafter
|
5,718
|
|
$
|
9.11
|
|
|
7.71
|
|
$
|
22,256
|
|
Exercisable at December 31, 2019
|
2,140
|
|
$
|
8.87
|
|
|
6.04
|
|
$
|
8,829
|
|
|
For the Year Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Expected life (in years)
|
6.0
|
|
|
6.0
|
|
|
5.7
|
|
|||
Risk-free interest rate
|
2.5
|
%
|
|
2.7
|
%
|
|
1.9
|
%
|
|||
Volatility
|
43
|
%
|
|
42
|
%
|
|
43
|
%
|
|||
Dividend yield
|
—
|
|
|
—
|
|
|
—
|
|
|||
Weighted-average grant date fair value per option granted
|
$
|
4.06
|
|
|
$
|
4.17
|
|
|
$
|
4.24
|
|
|
Number of
Shares
(In thousands)
|
|
Weighted- average
Grant Date
Fair Value
(Per Share)
|
|||
Non-vested at December 31, 2018
|
147
|
|
|
$
|
9.63
|
|
Awards granted
|
82
|
|
|
7.29
|
|
|
Awards vested
|
(83
|
)
|
|
9.32
|
|
|
Awards forfeited
|
—
|
|
|
—
|
|
|
Non-vested at December 31, 2019
|
146
|
|
|
8.48
|
|
5.
|
Other Income and Expense
|
|
For the Year Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Interest income
|
$
|
(6,655
|
)
|
|
$
|
(4,133
|
)
|
|
$
|
(3,215
|
)
|
Foreign currency (gain) loss, net
|
1,944
|
|
|
1,451
|
|
|
11,823
|
|
|||
Loss on debt retirement
|
8,536
|
|
|
1,512
|
|
|
4,835
|
|
|||
Other
|
(2,052
|
)
|
|
(5,447
|
)
|
|
(953
|
)
|
|||
Total other (income) expense, net
|
$
|
1,773
|
|
|
$
|
(6,617
|
)
|
|
$
|
12,490
|
|
6.
|
Income Taxes
|
|
For the Year Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
United States
|
$
|
1,138
|
|
|
$
|
5,535
|
|
|
$
|
26,040
|
|
Foreign
|
158,672
|
|
|
180,280
|
|
|
281,456
|
|
|||
Income before taxes
|
$
|
159,810
|
|
|
$
|
185,815
|
|
|
$
|
307,496
|
|
|
For the Year Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Current:
|
|
|
|
|
|
||||||
Federal
|
$
|
(179
|
)
|
|
$
|
22,003
|
|
|
$
|
—
|
|
State
|
3
|
|
|
39
|
|
|
11
|
|
|||
Foreign
|
11,427
|
|
|
47,318
|
|
|
81,969
|
|
|||
|
11,251
|
|
|
69,360
|
|
|
81,980
|
|
|||
Deferred:
|
|
|
|
|
|
||||||
Federal
|
1,832
|
|
|
5,468
|
|
|
(34,787
|
)
|
|||
State
|
299
|
|
|
2,993
|
|
|
(4,072
|
)
|
|||
Foreign
|
23,800
|
|
|
(21,571
|
)
|
|
(3,330
|
)
|
|||
|
25,931
|
|
|
(13,110
|
)
|
|
(42,189
|
)
|
|||
Income tax expense
|
$
|
37,182
|
|
|
$
|
56,250
|
|
|
$
|
39,791
|
|
|
For the Year Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
U.S. federal statutory income tax rate
|
$
|
33,560
|
|
|
$
|
39,021
|
|
|
$
|
107,623
|
|
State taxes, net of federal benefit
|
293
|
|
|
1,677
|
|
|
2,624
|
|
|||
Foreign income taxed at different rates
|
(10,600
|
)
|
|
6,340
|
|
|
(51,661
|
)
|
|||
Foreign exchange (loss) gain
|
84
|
|
|
(3,797
|
)
|
|
29,756
|
|
|||
Change in valuation allowance
|
18,374
|
|
|
(12,662
|
)
|
|
(6,763
|
)
|
|||
Adjustments related to prior years
|
(3,190
|
)
|
|
1,898
|
|
|
(558
|
)
|
|||
U.S. tax reform (the Tax Act)
|
—
|
|
|
22,284
|
|
|
(41,554
|
)
|
|||
Income tax credits generated
|
(9,006
|
)
|
|
(18,106
|
)
|
|
(7,296
|
)
|
|||
Foreign earnings and profits
|
3,360
|
|
|
387
|
|
|
719
|
|
|||
Foreign derived intangible income
|
(3,195
|
)
|
|
—
|
|
|
—
|
|
|||
Expiration of net operating losses and credits
|
3,084
|
|
|
19,462
|
|
|
166
|
|
|||
Settlements and changes in uncertain tax positions
|
3,256
|
|
|
(1,230
|
)
|
|
5,305
|
|
|||
Other
|
1,162
|
|
|
976
|
|
|
1,430
|
|
|||
Income tax expense
|
$
|
37,182
|
|
|
$
|
56,250
|
|
|
$
|
39,791
|
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(In thousands)
|
||||||
Deferred tax assets:
|
|
|
|
||||
Net operating loss carryforwards
|
$
|
25,905
|
|
|
$
|
13,207
|
|
Income tax credits
|
98,158
|
|
|
107,532
|
|
||
Property, plant and equipment
|
27,199
|
|
|
38,050
|
|
||
Deferred interest expense
|
12,361
|
|
|
5,415
|
|
||
Accrued liabilities
|
61,812
|
|
|
68,402
|
|
||
Receivable
|
30,558
|
|
|
31,729
|
|
||
Unrealized foreign exchange loss
|
2,750
|
|
|
1,410
|
|
||
Operating lease liabilities
|
18,164
|
|
|
—
|
|
||
Other
|
11,889
|
|
|
14,545
|
|
||
Total deferred tax assets
|
288,796
|
|
|
280,290
|
|
||
Valuation allowance
|
(136,934
|
)
|
|
(118,560
|
)
|
||
Total deferred tax assets net of valuation allowance
|
151,862
|
|
|
161,730
|
|
||
Deferred tax liabilities:
|
|
|
|
||||
Property, plant and equipment
|
23,747
|
|
|
14,605
|
|
||
Deferred gain
|
11,193
|
|
|
11,651
|
|
||
Unrealized foreign exchange gain
|
1,195
|
|
|
1,695
|
|
||
Unbilled receivables
|
3,580
|
|
|
9,515
|
|
||
Operating lease right of use assets
|
17,687
|
|
|
—
|
|
||
Other
|
4,125
|
|
|
5,805
|
|
||
Total deferred tax liabilities
|
61,527
|
|
|
43,271
|
|
||
Net deferred tax assets
|
$
|
90,335
|
|
|
$
|
118,459
|
|
Recognized as:
|
|
|
|
||||
Other assets
|
$
|
90,465
|
|
|
$
|
118,697
|
|
Other non-current liabilities
|
(130
|
)
|
|
(238
|
)
|
||
Total
|
$
|
90,335
|
|
|
$
|
118,459
|
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(In thousands)
|
||||||
Valuation allowance:
|
|
|
|
||||
U.S.
|
$
|
80,241
|
|
|
$
|
77,580
|
|
Foreign
|
56,693
|
|
|
40,980
|
|
||
Total valuation allowance
|
$
|
136,934
|
|
|
$
|
118,560
|
|
|
December 31,
|
|
|
||||||
|
2019
|
|
2018
|
|
Expiration
|
||||
|
(In thousands)
|
|
|
||||||
U.S. Federal NOLs
|
$
|
23,977
|
|
|
$
|
25,272
|
|
|
2021-2024
|
U.S. State NOLs
|
93,674
|
|
|
108,011
|
|
|
2020-2036
|
||
Foreign NOLs
|
85,123
|
|
|
10,686
|
|
|
2022-2028
|
|
December 31,
|
|
|
||||||
|
2019
|
|
2018
|
|
Expiration
|
||||
|
(In thousands)
|
|
|
||||||
U.S. Foreign Tax Credits
|
$
|
77,983
|
|
|
$
|
84,056
|
|
|
2026-2028
|
U.S. Other Tax Credits
|
1,404
|
|
|
1,117
|
|
|
2026-2039
|
||
Foreign Tax Credits
|
18,771
|
|
|
22,359
|
|
|
2020-2029
|
|
For the Year Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Balance at January 1
|
$
|
25,268
|
|
|
$
|
27,211
|
|
|
$
|
23,149
|
|
Additions based on tax positions related to the current year
|
8,944
|
|
|
401
|
|
|
1,419
|
|
|||
Additions for tax positions of prior years
|
188
|
|
|
636
|
|
|
2,661
|
|
|||
Reductions for tax positions of prior years
|
(4,539
|
)
|
|
(2,958
|
)
|
|
(1
|
)
|
|||
Reductions related to settlements with tax authorities
|
(1,886
|
)
|
|
—
|
|
|
—
|
|
|||
Reductions from lapse of statutes of limitations
|
(1,733
|
)
|
|
(22
|
)
|
|
(17
|
)
|
|||
Balance at December 31
|
$
|
26,242
|
|
|
$
|
25,268
|
|
|
$
|
27,211
|
|
7.
|
Earnings Per Share
|
|
For the Year Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands, except per share data)
|
||||||||||
Net income available to Amkor common stockholders
|
$
|
120,888
|
|
|
$
|
127,092
|
|
|
$
|
263,550
|
|
|
|
|
|
|
|
||||||
Weighted-average shares outstanding — basic
|
239,725
|
|
|
239,329
|
|
|
238,937
|
|
|||
Effect of dilutive securities:
|
|
|
|
|
|
||||||
Stock options and restricted share awards
|
397
|
|
|
412
|
|
|
714
|
|
|||
Weighted-average shares outstanding — diluted
|
240,122
|
|
|
239,741
|
|
|
239,651
|
|
|||
Net income attributable to Amkor per common share:
|
|
|
|
|
|
||||||
Basic
|
$
|
0.50
|
|
|
$
|
0.53
|
|
|
$
|
1.10
|
|
Diluted
|
0.50
|
|
|
0.53
|
|
|
1.10
|
|
|
For the Year Ended December 31,
|
|||||||
|
2019
|
|
2018
|
|
2017
|
|||
|
(In thousands)
|
|||||||
Stock options and restricted share awards
|
5,379
|
|
|
3,662
|
|
|
3,445
|
|
8.
|
Factoring of Accounts Receivable
|
9.
|
Property, Plant and Equipment
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(In thousands)
|
||||||
Land
|
$
|
219,785
|
|
|
$
|
222,884
|
|
Land use rights (1)
|
—
|
|
|
26,845
|
|
||
Buildings and improvements
|
1,571,653
|
|
|
1,523,065
|
|
||
Machinery and equipment
|
5,303,729
|
|
|
5,196,930
|
|
||
Finance lease machinery and equipment
|
34,158
|
|
|
25,874
|
|
||
Software and computer equipment
|
220,264
|
|
|
213,440
|
|
||
Furniture, fixtures and other equipment
|
19,740
|
|
|
17,204
|
|
||
Construction in progress
|
12,593
|
|
|
44,381
|
|
||
Total property, plant and equipment
|
7,381,922
|
|
|
7,270,623
|
|
||
Less accumulated depreciation and amortization
|
(4,977,072
|
)
|
|
(4,620,175
|
)
|
||
Total property, plant and equipment, net
|
$
|
2,404,850
|
|
|
$
|
2,650,448
|
|
|
For the Year Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Depreciation expense
|
$
|
522,011
|
|
|
$
|
570,304
|
|
|
$
|
580,172
|
|
|
For the Year Ended December 31, 2019
|
||
|
|
||
Operating lease cost
|
$
|
41,559
|
|
Finance lease cost
|
|
||
Amortization of leased assets
|
5,240
|
|
|
Interest on lease liabilities
|
933
|
|
|
Total finance lease cost
|
6,173
|
|
|
Short-term lease cost
|
8,927
|
|
|
Variable lease cost
|
5,416
|
|
|
Net lease cost
|
$
|
62,075
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||||
|
Operating Leases
|
|
Finance Leases
|
|
|
Operating Leases
|
|
Finance Leases
|
||||||||
|
(In thousands)
|
|
|
(In thousands)
|
||||||||||||
2020
|
$
|
46,204
|
|
|
$
|
9,905
|
|
|
2019
|
$
|
32,461
|
|
|
$
|
6,430
|
|
2021
|
35,686
|
|
|
8,808
|
|
|
2020
|
24,630
|
|
|
4,555
|
|
||||
2022
|
21,015
|
|
|
2,064
|
|
|
2021
|
17,676
|
|
|
4,748
|
|
||||
2023
|
11,046
|
|
|
956
|
|
|
2022
|
10,942
|
|
|
936
|
|
||||
2024
|
9,605
|
|
|
949
|
|
|
2023
|
9,008
|
|
|
936
|
|
||||
Thereafter
|
24,244
|
|
|
2,864
|
|
|
Thereafter
|
26,070
|
|
|
3,807
|
|
||||
Total future minimum lease payments
|
147,800
|
|
|
25,546
|
|
|
|
$
|
120,787
|
|
|
$
|
21,412
|
|
||
Less: Imputed interest
|
(15,721
|
)
|
|
(2,317
|
)
|
|
|
|
|
|
||||||
Total
|
$
|
132,079
|
|
|
$
|
23,229
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(In thousands)
|
||||||
Payroll and benefits
|
$
|
115,693
|
|
|
$
|
124,943
|
|
Short-term operating lease liability
|
40,972
|
|
|
—
|
|
||
Deferred revenue and customer advances
|
16,177
|
|
|
16,736
|
|
||
Accrued severance plan obligations (Note 13)
|
13,408
|
|
|
13,179
|
|
||
Income taxes payable
|
11,661
|
|
|
38,567
|
|
||
Accrued interest
|
11,638
|
|
|
10,302
|
|
||
Short-term finance lease liability
|
9,121
|
|
|
6,028
|
|
||
Other accrued expenses
|
48,556
|
|
|
48,454
|
|
||
Total accrued expenses
|
$
|
267,226
|
|
|
$
|
258,209
|
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(In thousands)
|
||||||
Debt of Amkor Technology, Inc.:
|
|
|
|
||||
Senior notes:
|
|
|
|
||||
6.375% Senior notes, due October 2022 (1)
|
$
|
—
|
|
|
$
|
524,971
|
|
6.625% Senior notes, due September 2027 (1)
|
525,000
|
|
|
—
|
|
||
Debt of subsidiaries:
|
|
|
|
||||
Amkor Technology Korea, Inc.:
|
|
|
|
||||
$30 million revolving credit facility, LIBOR plus the applicable bank rate, due October 2020 (2)
|
—
|
|
|
—
|
|
||
Term loan, fixed rate at 3.70%, due May 2020 (3)(5)
|
—
|
|
|
120,000
|
|
||
Term loan, fund floating rate plus 1.60%, due June 2020 (4) (5) (6)
|
24,000
|
|
|
125,000
|
|
||
Term loan, applicable bank rate plus 2.03%, due July 2022 (5)
|
40,000
|
|
|
—
|
|
||
Term loan, applicable bank rate plus 2.03%, due September 2022 (5)
|
60,000
|
|
|
—
|
|
||
Term loan, LIBOR plus 2.56%, due December 2023
|
200,000
|
|
|
200,000
|
|
||
Term loan, applicable bank rate plus 1.98%, due December 2028 (6)
|
66,000
|
|
|
24,000
|
|
||
Amkor Technology Japan, Inc.:
|
|
|
|
|
|
||
Short-term term loans, variable rate (7)
|
7,071
|
|
|
8,232
|
|
||
Term loan, fixed rate at 0.86%, due June 2022
|
23,018
|
|
|
31,908
|
|
||
Term loan, fixed rate at 0.60%, due July 2022
|
5,064
|
|
|
6,838
|
|
||
Term loan, fixed rate at 1.30%, due July 2023
|
179,541
|
|
|
225,180
|
|
||
Term loan, fixed rate at 1.35%, due December 2024 (8)
|
262,407
|
|
|
—
|
|
||
Amkor Assembly & Test (Shanghai) Co., Ltd.:
|
|
|
|
||||
Term loan, LIBOR plus 1.80%, due December 2019 (9)
|
—
|
|
|
48,000
|
|
||
Term loan, LIBOR plus 1.60%, due March 2022 (9)
|
29,000
|
|
|
—
|
|
||
Term loan, LIBOR Plus 1.40%, due March 2022 (9)
|
19,250
|
|
|
—
|
|
||
Other:
|
|
|
|
||||
$250 million senior secured revolving credit facility, LIBOR plus 1.25%-1.75%, due July 2023 (Singapore) (8) (10)
|
—
|
|
|
—
|
|
||
Revolving credit facility, TAIFX plus the applicable bank rate, due November 2020 (Taiwan) (11)
|
—
|
|
|
20,000
|
|
||
Revolving credit facility, TAIFX plus the applicable bank rate, due December 2024 (Taiwan) (11)
|
20,000
|
|
|
—
|
|
||
|
1,460,351
|
|
|
1,334,129
|
|
||
Less: Unamortized premium, discount and deferred debt costs, net
|
(10,117
|
)
|
|
(1,818
|
)
|
||
Less: Short-term borrowings and current portion of long-term debt
|
(144,479
|
)
|
|
(114,579
|
)
|
||
Long-term debt
|
$
|
1,305,755
|
|
|
$
|
1,217,732
|
|
(1)
|
In April 2019, we redeemed the outstanding $525.0 million aggregate principal amount of our 6.375% Senior Notes due 2022 (“2022 Notes”). In accordance with the terms of the indenture governing the 2022 Notes, the redemption price was 101.594% of the principal amount of the 2022 Notes plus accrued and unpaid interest. We recorded an $8.4 million loss on extinguishment related to the call premium paid and other debt related costs associated with the 2022 Notes. The redemption of the 2022 Notes was funded with net proceeds from our issuance of $525.0 million of 6.625% Senior Notes due September 2027 (“2027 Notes”) in March 2019, together with cash on hand. The 2027 Notes were issued at a discount of 99.5% or $2.6 million and are senior unsecured obligations. Interest is payable semiannually on March 15 and September 15 of each year, commencing September 15, 2019. We incurred $3.6 million of debt issuance costs associated with the 2027 Notes.
|
(2)
|
In October 2019, we renewed our revolving credit facility agreement with availability of $30.0 million. Interest is payable monthly in arrears. Principal will be payable at the maturity date of October 2020. As of December 31, 2019, $30.0 million was available to be drawn.
|
(3)
|
In May 2017, we entered into a $120.0 million term loan agreement due May 2020. During 2019, we repaid all $120.0 million of the outstanding balance of this term loan.
|
(4)
|
In May 2015, we entered into a term loan agreement pursuant to which we may borrow up to $150.0 million for capital expenditures. Principal is payable at maturity in June 2020. Interest is payable quarterly in arrears. During 2019, we repaid $101.0 million of the outstanding balance of this term loan. In February 2020, we repaid the remaining $24.0 million of the outstanding balance.
|
(5)
|
In July 2019, we entered into an agreement pursuant to which we may borrow up to $180.0 million for purchases of materials through two term loans. Principal is payable at maturity and interest is payable quarterly in arrears.
|
(6)
|
In December 2018, we entered into a term loan agreement pursuant to which we may borrow up to $90.0 million for capital expenditures. During 2019, we borrowed $42.0 million of this term loan and used the proceeds to repay part of the term loan due June 2020. Principal of this term loan is payable in semiannual installments beginning June 2022 and ending at maturity in December 2028. Interest is fixed at 4.5% and is payable quarterly in arrears. As of December 31, 2019, $24.0 million was available to be drawn. In February 2020, we used the remaining $24.0 million to repay, in full, the term loan due June 2020.
|
(7)
|
We entered into various short-term loans which mature semiannually. Principal is payable in monthly installments. As of December 31, 2019, $6.0 million was available to be drawn.
|
(8)
|
In December 2019, we entered into a ¥28.5 billion (US$260.6 million) term loan agreement due December 2024, guaranteed by Amkor Technology Inc. and our subsidiary, Amkor Technology Singapore Holding Pte, Ltd. Principal is due in 20 equal, quarterly installments plus accrued interest, through maturity. We immediately drew down $260.6 million. In December 2019, we used the proceeds to pay down $80.0 million of the senior secured revolving credit facility due July 2023. In January 2020, we also used these proceeds to repay $120.0 million of our term loan due December 2023. The remaining proceeds will be used for other general corporate purposes.
|
(9)
|
In December 2016, we entered into a $50.0 million term loan agreement. Principal is payable in semiannual installments of $0.5 million, with the remaining balance due at maturity in December 2019. Interest is payable quarterly. During the twelve months ended December 31, 2019, we repaid the entire $48.0 million outstanding balance of this term loan using the proceeds from our term loans due March 2022.
|
(10)
|
In July 2018, the senior secured revolving credit facility of Amkor Technology, Inc. was terminated and replaced by a new facility due July 2023 entered into by our subsidiary, Amkor Technology Singapore Holding Pte, Ltd., and guaranteed by Amkor Technology, Inc. We recorded a $0.4 million charge for the write-off of the associated unamortized debt issuance costs relating to the terminated credit facility. The availability for the new revolving credit facility is based on the amount of eligible accounts receivable. As of December 31, 2019, $250.0 million was available to be drawn.
|
(11)
|
In November 2015, we entered into a $39.0 million revolving credit facility due November 2020. In December 2019, we entered into a $56.0 million revolving credit facility due December 2024 to replace the $39.0 million revolving credit facility. We immediately drew $20.0 million to repay the credit facility due November 2020. Principal is payable at maturity. As of December 31, 2019, $36.0 million was available to be drawn under the credit facility due December 2024.
|
|
December 31,
|
||||
|
2019
|
|
2018
|
||
Amkor Technology Korea, Inc.:
|
|
|
|
||
Term Loan, fund floating rate plus 1.60%, due June 2020
|
3.90
|
%
|
|
4.49
|
%
|
Term loan, LIBOR plus 2.56%, due December 2023
|
4.49
|
%
|
|
5.38
|
%
|
Amkor Technology Japan, Inc:
|
|
|
|
||
Short-term term loans, variable rate
|
0.22
|
%
|
|
0.24
|
%
|
Amkor Assembly & Test (Shanghai) Co., Ltd.:
|
|
|
|
||
Term loan, LIBOR plus 1.80%, due December 2019
|
—
|
|
|
4.22
|
%
|
Term loan, LIBOR plus 1.60%, due March 2022
|
3.53
|
%
|
|
—
|
|
Term loan, LIBOR Plus 1.40%, due March 2022
|
3.30
|
%
|
|
—
|
|
Amkor Technology Taiwan Ltd.:
|
|
|
|
||
Revolving credit facility, TAIFX plus the applicable bank rate, due November 2020
|
—
|
%
|
|
4.26
|
|
Revolving credit facility, TAIFX plus the applicable bank rate, due December 2024
|
3.35
|
%
|
|
—
|
|
|
Total Debt
|
||
|
(In thousands)
|
||
Payments due for the year ending December 31,
|
|
||
2020
|
$
|
144,479
|
|
2021
|
113,408
|
|
|
2022
|
260,022
|
|
|
2023
|
297,818
|
|
|
2024
|
81,910
|
|
|
Thereafter
|
562,714
|
|
|
Total debt
|
$
|
1,460,351
|
|
|
For the Year Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Balance at January 1
|
$
|
142,298
|
|
|
$
|
153,920
|
|
|
$
|
136,396
|
|
Provision of severance benefits
|
1,306
|
|
|
1,939
|
|
|
11,714
|
|
|||
Severance payments
|
(10,659
|
)
|
|
(7,611
|
)
|
|
(11,787
|
)
|
|||
Foreign currency (gain) loss
|
(5,398
|
)
|
|
(5,950
|
)
|
|
17,597
|
|
|||
Balance at December 31
|
127,547
|
|
|
142,298
|
|
|
153,920
|
|
|||
Payments remaining with the National Pension Fund
|
(161
|
)
|
|
(172
|
)
|
|
(185
|
)
|
|||
Total accrued severance plan obligations at December 31
|
127,386
|
|
|
142,126
|
|
|
153,735
|
|
|||
Less current portion of accrued severance plan obligations (Note 11)
|
13,408
|
|
|
13,179
|
|
|
15,190
|
|
|||
Non-current portion of accrued severance plan obligations
|
$
|
113,978
|
|
|
$
|
128,947
|
|
|
$
|
138,545
|
|
|
For the Year Ended December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(In thousands)
|
||||||
Change in projected benefit obligation:
|
|
|
|
||||
Projected benefit obligation at January 1
|
$
|
175,712
|
|
|
$
|
158,466
|
|
Service cost
|
31,355
|
|
|
32,913
|
|
||
Interest cost
|
5,244
|
|
|
4,867
|
|
||
Benefits paid
|
(11,742
|
)
|
|
(6,137
|
)
|
||
Actuarial (gain) loss
|
12,540
|
|
|
(5,991
|
)
|
||
Settlement
|
(5,310
|
)
|
|
(5,055
|
)
|
||
Foreign exchange (gain) loss
|
(351
|
)
|
|
(3,351
|
)
|
||
Projected benefit obligation at December 31
|
207,448
|
|
|
175,712
|
|
||
Change in plan assets:
|
|
|
|
||||
Fair value of plan assets at January 1
|
123,370
|
|
|
115,725
|
|
||
Actual gain (loss) on plan assets
|
12,221
|
|
|
(4,210
|
)
|
||
Employer contributions
|
27,134
|
|
|
26,899
|
|
||
Settlement
|
(5,310
|
)
|
|
(5,055
|
)
|
||
Benefits paid
|
(11,742
|
)
|
|
(6,137
|
)
|
||
Foreign exchange gain (loss)
|
(515
|
)
|
|
(3,852
|
)
|
||
Fair value of plan assets at December 31
|
145,158
|
|
|
123,370
|
|
||
Funded status of the Plans at December 31
|
$
|
(62,290
|
)
|
|
$
|
(52,342
|
)
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(In thousands)
|
||||||
Amounts recognized in the Consolidated Balance Sheets consist of:
|
|
|
|
||||
Prepaid benefit cost (included in non-current assets)
|
$
|
498
|
|
|
$
|
2,740
|
|
Accrued benefit liability (included in pension and severance obligations)
|
(62,788
|
)
|
|
(55,082
|
)
|
||
Net amount recognized at year end
|
$
|
(62,290
|
)
|
|
$
|
(52,342
|
)
|
|
Prior Service
Cost
|
|
Actuarial Net Gain (Loss)
|
|
Total
|
||||||
|
(In thousands)
|
||||||||||
Balance at December 31, 2017
|
$
|
603
|
|
|
$
|
5,700
|
|
|
$
|
6,303
|
|
Amortization included in net periodic pension cost
|
(1
|
)
|
|
(1,735
|
)
|
|
(1,736
|
)
|
|||
Net gain (loss) arising during period
|
—
|
|
|
(1,908
|
)
|
|
(1,908
|
)
|
|||
Adjustments to unrealized components of defined benefit pension plan included in other comprehensive income (loss)
|
(1
|
)
|
|
(3,643
|
)
|
|
(3,644
|
)
|
|||
Balance at December 31, 2018
|
602
|
|
|
2,057
|
|
|
2,659
|
|
|||
Amortization and settlement gain included in net periodic pension cost
|
—
|
|
|
(589
|
)
|
|
(589
|
)
|
|||
Net gain (loss) arising during period
|
—
|
|
|
(6,890
|
)
|
|
(6,890
|
)
|
|||
Adjustments to unrealized components of defined benefit pension plan included in other comprehensive income (loss)
|
—
|
|
|
(7,479
|
)
|
|
(7,479
|
)
|
|||
Balance at December 31, 2019
|
$
|
602
|
|
|
$
|
(5,422
|
)
|
|
$
|
(4,820
|
)
|
Estimated amortization of cost to be included in 2020 net periodic pension cost
|
$
|
—
|
|
|
$
|
59
|
|
|
$
|
59
|
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(In thousands)
|
||||||
Plans with underfunded or non-funded projected benefit obligation:
|
|
|
|
||||
Aggregate projected benefit obligation
|
$
|
197,377
|
|
|
$
|
135,967
|
|
Aggregate fair value of plan assets
|
134,589
|
|
|
80,885
|
|
||
Plans with underfunded or non-funded accumulated benefit obligation:
|
|
|
|
||||
Aggregate accumulated benefit obligation
|
71,059
|
|
|
63,274
|
|
||
Aggregate fair value of plan assets
|
24,043
|
|
|
20,094
|
|
|
For the Year Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Components of net periodic pension cost and total pension expense:
|
|
|
|
|
|
||||||
Service cost
|
$
|
31,355
|
|
|
$
|
32,913
|
|
|
$
|
33,823
|
|
Interest cost
|
5,244
|
|
|
4,867
|
|
|
4,067
|
|
|||
Expected return on plan assets
|
(6,412
|
)
|
|
(5,640
|
)
|
|
(4,537
|
)
|
|||
Amortization of prior service cost
|
—
|
|
|
6
|
|
|
30
|
|
|||
Recognized actuarial (gain) loss
|
(374
|
)
|
|
(147
|
)
|
|
84
|
|
|||
Net periodic pension cost
|
29,813
|
|
|
31,999
|
|
|
33,467
|
|
|||
Curtailment loss
|
—
|
|
|
—
|
|
|
574
|
|
|||
Settlement (gain) loss
|
(210
|
)
|
|
(1,639
|
)
|
|
383
|
|
|||
Total pension expense
|
$
|
29,603
|
|
|
$
|
30,360
|
|
|
$
|
34,424
|
|
|
For the Year Ended December 31,
|
|||||||
|
2019
|
|
2018
|
|
2017
|
|||
Discount rate for determining net periodic pension cost
|
3.1
|
%
|
|
3.2
|
%
|
|
3.1
|
%
|
Discount rate for determining benefit obligations at December 31
|
2.5
|
%
|
|
3.1
|
%
|
|
3.2
|
%
|
Rate of compensation increase for determining net periodic
pension cost |
3.6
|
%
|
|
3.8
|
%
|
|
3.8
|
%
|
Rate of compensation increase for determining benefit obligations
at December 31 |
3.7
|
%
|
|
3.6
|
%
|
|
3.8
|
%
|
Expected rate of return on plan assets for determining net periodic
pension cost |
5.1
|
%
|
|
4.9
|
%
|
|
4.9
|
%
|
|
Allocation
|
|||||||
|
Debt
|
|
Equity
|
|
Other
|
|||
Japan defined benefit plan
|
65
|
%
|
|
33
|
%
|
|
2
|
%
|
Korea defined benefit plan
|
15
|
%
|
|
40
|
%
|
|
45
|
%
|
Philippine defined benefit plan
|
40
|
%
|
|
50
|
%
|
|
10
|
%
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(In thousands)
|
||||||
Cash and cash equivalents (Level 1)
|
$
|
3,614
|
|
|
$
|
6,640
|
|
Equity securities
|
|
|
|
||||
U.S. securities (Level 1)
|
19,276
|
|
|
15,069
|
|
||
U.S. securities (Level 2)
|
2
|
|
|
—
|
|
||
Foreign securities (Level 1)
|
11,854
|
|
|
10,162
|
|
||
Foreign securities (Level 2)
|
28
|
|
|
—
|
|
||
Foreign mutual funds (Level 1)
|
30,801
|
|
|
25,236
|
|
||
|
61,961
|
|
|
50,467
|
|
||
Debt securities
|
|
|
|
||||
U.S. government bonds (Level 2)
|
1,442
|
|
|
1,039
|
|
||
U.S. corporate bonds (Level 2)
|
31
|
|
|
29
|
|
||
Foreign government bonds (Level 1)
|
3,338
|
|
|
4,427
|
|
||
Foreign government bonds (Level 2)
|
9,821
|
|
|
9,545
|
|
||
Foreign corporate bonds (Level 1)
|
379
|
|
|
5,713
|
|
||
Foreign corporate bonds (Level 2)
|
5,249
|
|
|
1,951
|
|
||
Foreign treasury notes (Level 1)
|
3,516
|
|
|
2,587
|
|
||
Foreign mutual funds (Level 1)
|
11,404
|
|
|
11,188
|
|
||
|
35,180
|
|
|
36,479
|
|
||
Foreign guaranteed investment contracts (Level 2)
|
33,931
|
|
|
18,120
|
|
||
Taiwan retirement fund (Level 1)
|
11,359
|
|
|
10,451
|
|
||
Other, net (Level 1)
|
99
|
|
|
680
|
|
||
Other, net (Level 2)
|
(986
|
)
|
|
533
|
|
||
Total fair value of pension plan assets
|
$
|
145,158
|
|
|
$
|
123,370
|
|
|
Payments
|
||
|
(In thousands)
|
||
2020
|
$
|
9,569
|
|
2021
|
11,780
|
|
|
2022
|
13,093
|
|
|
2023
|
15,573
|
|
|
2024
|
18,584
|
|
|
2025 to 2029
|
137,242
|
|
|
Defined Benefit Pension
|
|
Foreign Currency Translation
|
|
Total
|
||||||
|
(In thousands)
|
||||||||||
Balance at December 31, 2017
|
$
|
6,303
|
|
|
$
|
16,216
|
|
|
$
|
22,519
|
|
Other comprehensive income (loss) before reclassifications
|
(1,908
|
)
|
|
4,937
|
|
|
3,029
|
|
|||
Amounts reclassified from accumulated other comprehensive income (loss)
|
(1,736
|
)
|
|
—
|
|
|
(1,736
|
)
|
|||
Other comprehensive income (loss)
|
(3,644
|
)
|
|
4,937
|
|
|
1,293
|
|
|||
Balance at December 31, 2018
|
$
|
2,659
|
|
|
$
|
21,153
|
|
|
$
|
23,812
|
|
Other comprehensive income (loss) before reclassifications
|
(6,890
|
)
|
|
2,782
|
|
|
(4,108
|
)
|
|||
Amounts reclassified from accumulated other comprehensive income (loss)
|
(589
|
)
|
|
—
|
|
|
(589
|
)
|
|||
Other comprehensive income (loss)
|
(7,479
|
)
|
|
2,782
|
|
|
(4,697
|
)
|
|||
Balance at December 31, 2019
|
$
|
(4,820
|
)
|
|
$
|
23,935
|
|
|
$
|
19,115
|
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||||||
|
Notional Value
|
|
Fair Value (Level 2)
|
|
Balance Sheet Location
|
|
Notional Value
|
|
Fair Value (Level 2)
|
|
Balance Sheet Location
|
||||||||
|
(In thousands)
|
||||||||||||||||||
Japanese Yen
|
$
|
391,643
|
|
|
$
|
2,225
|
|
|
Other current assets
|
|
$
|
163,419
|
|
|
$
|
1,565
|
|
|
Other current assets
|
Korean Won
|
74,076
|
|
|
86
|
|
|
Other current assets
|
|
—
|
|
|
—
|
|
|
N/A
|
||||
Total forward contracts
|
$
|
465,719
|
|
|
$
|
2,311
|
|
|
|
|
$
|
163,419
|
|
|
$
|
1,565
|
|
|
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(In thousands)
|
||||||
Cash equivalent money market funds (Level 1)
|
$
|
97,762
|
|
|
$
|
74,407
|
|
Restricted cash money market funds (Level 1)
|
610
|
|
|
2,589
|
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||
|
Fair
Value
|
|
Carrying
Value
|
|
Fair
Value
|
|
Carrying
Value
|
||||||||
|
(In thousands)
|
||||||||||||||
Senior notes (Level 1)
|
$
|
576,875
|
|
|
$
|
519,211
|
|
|
$
|
526,131
|
|
|
$
|
524,978
|
|
Revolving credit facilities and term loans (Level 2)
|
940,756
|
|
|
931,023
|
|
|
803,867
|
|
|
807,333
|
|
||||
Total financial instruments
|
$
|
1,517,631
|
|
|
$
|
1,450,234
|
|
|
$
|
1,329,998
|
|
|
$
|
1,332,311
|
|
•
|
We are managed under a functionally-based organizational structure with the head of each function reporting directly to the CODM;
|
•
|
We assess performance, including incentive compensation, based on consolidated operating performance and financial results;
|
•
|
Our CODM allocates resources and makes other operating decisions based on specific customer business opportunities and
|
•
|
We have an integrated process for the design, development and manufacturing services we provide to all of our customers. We also have centralized sales and administrative functions.
|
|
For the Year Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Advanced Products
|
$
|
2,110,815
|
|
|
$
|
2,118,571
|
|
|
$
|
1,966,483
|
|
Mainstream Products
|
1,941,835
|
|
|
2,197,895
|
|
|
2,240,548
|
|
|||
Total net sales
|
$
|
4,052,650
|
|
|
$
|
4,316,466
|
|
|
$
|
4,207,031
|
|
(1)
|
Advanced products include flip chip and wafer-level processing and related test services.
|
(2)
|
Mainstream products include wirebond packaging and related test services.
|
|
For the Year Ended December 31,
|
|||||||
|
2019
|
|
2018
|
|
2017
|
|||
Communications (handheld devices, smartphones, tablets)
|
38
|
%
|
|
44
|
%
|
|
43
|
%
|
Automotive, industrial and other (driver assist, infotainment, performance, safety)
|
27
|
%
|
|
26
|
%
|
|
26
|
%
|
Consumer (connected home, set-top boxes, televisions, visual imaging, wearables)
|
18
|
%
|
|
12
|
%
|
|
13
|
%
|
Computing (datacenter, infrastructure, PC/laptop, storage)
|
17
|
%
|
|
18
|
%
|
|
18
|
%
|
Total net sales
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
For the Year Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(In thousands)
|
||||||||||
Japan
|
$
|
1,061,265
|
|
|
$
|
1,156,797
|
|
|
$
|
1,210,296
|
|
Europe, Middle East and Africa
|
625,592
|
|
|
605,932
|
|
|
540,126
|
|
|||
Asia Pacific (excluding Japan)
|
487,406
|
|
|
535,894
|
|
|
837,014
|
|
|||
Total foreign countries
|
2,174,263
|
|
|
2,298,623
|
|
|
2,587,436
|
|
|||
United States
|
1,878,387
|
|
|
2,017,843
|
|
|
1,619,595
|
|
|||
Total net sales
|
$
|
4,052,650
|
|
|
$
|
4,316,466
|
|
|
$
|
4,207,031
|
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(In thousands)
|
||||||
China
|
$
|
419,749
|
|
|
$
|
472,858
|
|
Japan
|
177,936
|
|
|
219,373
|
|
||
Korea
|
1,179,966
|
|
|
1,213,838
|
|
||
Malaysia
|
41,030
|
|
|
47,491
|
|
||
Philippines
|
215,941
|
|
|
270,562
|
|
||
Portugal
|
63,975
|
|
|
63,323
|
|
||
Taiwan
|
298,982
|
|
|
352,576
|
|
||
Other foreign countries
|
1,167
|
|
|
170
|
|
||
Total foreign countries
|
2,398,746
|
|
|
2,640,191
|
|
||
United States
|
6,104
|
|
|
10,257
|
|
||
Total property, plant and equipment, net
|
$
|
2,404,850
|
|
|
$
|
2,650,448
|
|
|
For the Quarter Ended
|
||||||||||||||||||||||||||||||
|
Dec 31, 2019 (a)
|
|
Sep 30, 2019
|
|
Jun 30, 2019 (b)
|
|
Mar 31, 2019 (c)
|
|
Dec 31, 2018 (d)
|
|
Sep 30, 2018
|
|
Jun 30, 2018
|
|
Mar 31, 2018
|
||||||||||||||||
|
(In thousands, except per share data)
|
||||||||||||||||||||||||||||||
Net sales
|
$
|
1,178,464
|
|
|
$
|
1,083,917
|
|
|
$
|
895,305
|
|
|
$
|
894,964
|
|
|
$
|
1,081,271
|
|
|
$
|
1,144,192
|
|
|
$
|
1,065,684
|
|
|
$
|
1,025,319
|
|
Gross profit
|
222,984
|
|
|
182,240
|
|
|
123,454
|
|
|
120,761
|
|
|
182,370
|
|
|
200,707
|
|
|
169,717
|
|
|
157,771
|
|
||||||||
Operating income
|
118,385
|
|
|
78,855
|
|
|
22,510
|
|
|
13,420
|
|
|
75,381
|
|
|
92,703
|
|
|
53,941
|
|
|
36,119
|
|
||||||||
Income tax expense
|
764
|
|
|
9,141
|
|
|
5,897
|
|
|
21,380
|
|
|
28,812
|
|
|
14,326
|
|
|
10,631
|
|
|
2,481
|
|
||||||||
Net income (loss)
|
99,816
|
|
|
54,486
|
|
|
(9,006
|
)
|
|
(22,668
|
)
|
|
28,894
|
|
|
57,292
|
|
|
33,184
|
|
|
10,195
|
|
||||||||
Net income (loss) attributable to Amkor
|
99,147
|
|
|
54,070
|
|
|
(9,450
|
)
|
|
(22,879
|
)
|
|
28,295
|
|
|
56,662
|
|
|
32,591
|
|
|
9,544
|
|
||||||||
Net income (loss) attributable to Amkor per common share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Basic
|
$
|
0.41
|
|
|
$
|
0.23
|
|
|
$
|
(0.04
|
)
|
|
$
|
(0.10
|
)
|
|
$
|
0.12
|
|
|
$
|
0.24
|
|
|
$
|
0.14
|
|
|
$
|
0.04
|
|
Diluted
|
$
|
0.41
|
|
|
$
|
0.23
|
|
|
$
|
(0.04
|
)
|
|
$
|
(0.10
|
)
|
|
$
|
0.12
|
|
|
$
|
0.24
|
|
|
$
|
0.14
|
|
|
$
|
0.04
|
|
(a)
|
In the fourth quarter of 2019, we recorded a $3.8 million discrete income tax benefit, primarily related to changes in the valuation of certain deferred tax assets.
|
(b)
|
In the second quarter of 2019, we incurred an $8.4 million charge related to the early redemption of our 2022 Notes.
|
(c)
|
In the first quarter of 2019, we recorded a $14.9 million non-cash discrete income tax charge to reduce the value of certain deferred tax assets.
|
(d)
|
In the fourth quarter of 2018, we recorded a $22.3 million income tax expense to complete the accounting for the impact of the Tax Act, reducing our estimated net tax benefit of $41.6 million from 2017.
|
|
Balance at
Beginning of
Period
|
|
Additions (Credited) Charged to Expense
|
|
Write-offs
|
|
(a)
Other
|
|
Balance at
End of Period
|
|||||||
|
(In thousands)
|
|||||||||||||||
Deferred tax asset valuation allowance:
|
|
|
|
|
|
|
|
|
|
|||||||
Year ended at December 31, 2017
|
$
|
165,484
|
|
|
(117,121
|
)
|
|
(489
|
)
|
|
35,377
|
|
|
$
|
83,251
|
|
Year ended at December 31, 2018
|
$
|
83,251
|
|
|
54,421
|
|
|
(19,112
|
)
|
|
—
|
|
|
$
|
118,560
|
|
Year ended at December 31, 2019
|
$
|
118,560
|
|
|
21,496
|
|
|
(3,122
|
)
|
|
—
|
|
|
$
|
136,934
|
|
(a)
|
Column represents adjustments to the deferred tax asset valuation allowance established as part of the purchase accounting related to Amkor’s acquisition of Nanium in 2017 and adjustments directly through stockholders’ equity for changes in accumulated other comprehensive income (loss) related to our foreign defined benefit pension plans.
|
Item 9.
|
Changes In and Disagreements with Accountants on Accounting and Financial Disclosure
|
Item 9A.
|
Controls and Procedures
|
Item 9B.
|
Other Information
|
Item 10.
|
Directors, Executive Officers and Corporate Governance
|
Item 11.
|
Executive Compensation
|
Item 12.
|
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
|
|
(a)
Number of
Securities to be
Issued Upon
Exercise of
Outstanding
Options
(In thousands)
|
|
(b)
Weighted
Average
Exercise Price of
Outstanding
Options
|
|
(c)
Number of Securities
Remaining Available
for Future Issuance
Under Equity
Compensation Plans
(Excluding Securities
Reflected in Column(a)
(In thousands)
|
||||
Equity compensation plan approved by stockholders (1)
|
5,845
|
|
|
$
|
9.11
|
|
|
5,223
|
|
Equity compensation plans not approved by stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
Total equity compensation plans
|
5,845
|
|
|
|
|
5,223
|
|
(1)
|
As of December 31, 2019, a total of 5.2 million shares were reserved for issuance under the 2007 Plan. Shares available for issuance under our 2007 Plan can be granted pursuant to stock options, restricted stock, restricted stock units, stock appreciation rights, performance units and performance shares.
|
Item 13.
|
Certain Relationships and Related Transactions, and Director Independence
|
Item 14.
|
Principal Accountant Fees and Services
|
Item 15.
|
Exhibits and Financial Statement Schedules
|
|
|
|
|
Incorporated by Reference
|
|
Filed Herewith
|
|||||||
Exhibit Number
|
|
Exhibit Description
|
|
Form
|
|
Period Ending
|
|
Exhibit
|
|
Filing Date
|
|
|
|
2.1
|
|
|
|
10-Q
|
|
6/30/04
|
|
2.3
|
|
8/6/04
|
|
|
|
3.1
|
|
|
|
S-1
|
|
|
|
3.1
|
|
10/6/97
|
|
|
|
3.2
|
|
|
|
S-1
|
|
|
|
3.1
|
|
4/8/98
|
|
|
|
3.3
|
|
|
|
10-K
|
|
12/31/13
|
|
3.3
|
|
2/28/14
|
|
|
|
4.1
|
|
|
|
S-1/A
|
|
|
|
4.1
|
|
3/31/98
|
|
|
|
4.2
|
|
|
|
8-K
|
|
|
|
4.1
|
|
3/5/19
|
|
|
|
4.3
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
10.1
|
|
|
|
S-1/A
|
|
|
|
10.1
|
|
3/31/98
|
|
|
|
10.2
|
|
|
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8-K
|
|
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10.1
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4/1/09
|
|
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|
10.3
|
|
|
|
8-K
|
|
|
|
10.1
|
|
3/3/17
|
|
|
|
|
|
|
Incorporated by Reference
|
|
Filed Herewith
|
|||||||
Exhibit Number
|
|
Exhibit Description
|
|
Form
|
|
Period Ending
|
|
Exhibit
|
|
Filing Date
|
|
|
|
10.4
|
|
|
|
10-Q
|
|
3/31/17
|
|
10.2
|
|
5/5/17
|
|
|
|
10.5
|
|
|
|
10-Q
|
|
3/31/17
|
|
10.3
|
|
5/5/17
|
|
|
|
10.6
|
|
|
|
10-Q
|
|
3/31/17
|
|
10.4
|
|
5/5/17
|
|
|
|
10.7
|
|
|
|
8-K
|
|
|
|
10.1
|
|
5/5/17
|
|
|
|
10.8
|
|
|
|
10-Q
|
|
6/30/19
|
|
10.3
|
|
8/1/19
|
|
|
|
10.9
|
|
|
|
8-K
|
|
|
|
10.2
|
|
5/5/17
|
|
|
|
10.10
|
|
|
|
10-Q
|
|
6/30/19
|
|
10.1
|
|
8/1/19
|
|
|
|
10.11
|
|
|
|
8-K
|
|
|
|
10.1
|
|
7/19/18
|
|
|
|
10.12
|
|
|
|
8-K
|
|
|
|
10.2
|
|
7/19/18
|
|
|
|
10.13
|
|
|
|
8-K
|
|
|
|
10.3
|
|
7/19/18
|
|
|
|
10.14
|
|
|
|
10-Q
|
|
6/30/19
|
|
10.2
|
|
8/1/19
|
|
|
|
10.15
|
|
|
|
8-K
|
|
|
|
10.4
|
|
7/19/18
|
|
|
|
10.16
|
|
|
|
8-K
|
|
|
|
10.1
|
|
12/26/19
|
|
|
|
10.17
|
|
|
|
8-K
|
|
|
|
10.2
|
|
12/26/19
|
|
|
|
10.18
|
|
|
|
8-K
|
|
|
|
10.3
|
|
12/26/19
|
|
|
|
21.1
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
23.1
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
Incorporated by Reference
|
|
Filed Herewith
|
|||||||
Exhibit Number
|
|
Exhibit Description
|
|
Form
|
|
Period Ending
|
|
Exhibit
|
|
Filing Date
|
|
|
|
31.1
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
31.2
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
32.1
|
|
|
|
|
|
|
|
|
|
|
|
X
|
|
101.INS
|
|
|
Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
|
|
|
|
|
|
|
|
|
|
X
|
101.SCH
|
|
|
Inline XBRL Taxonomy Extension Schema Document
|
|
|
|
|
|
|
|
|
|
X
|
101.CAL
|
|
|
Inline XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
|
|
|
|
|
|
X
|
101.LAB
|
|
|
Inline XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
|
|
|
|
|
|
X
|
101.PRE
|
|
|
Inline XBRL Taxonomy Extension Presentation Linkbase Document
|
|
|
|
|
|
|
|
|
|
X
|
101.DEF
|
|
|
Inline XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
|
|
|
|
|
|
X
|
104
|
|
|
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
|
|
|
|
|
|
|
|
|
|
X
|
Item 16.
|
Form 10-K Summary
|
By:
|
/s/ Stephen D. Kelley
|
|
|
Stephen D. Kelley
President and Chief Executive Officer
|
|
|
Date:
|
February 19, 2020
|
Name
|
|
Title
|
|
Date
|
|
|
|
|
|
/s/ Stephen D. Kelley
|
|
President and Chief Executive Officer
|
|
February 19, 2020
|
Stephen D. Kelley
|
|
|
|
|
|
|
|
|
|
/s/ Megan Faust
|
|
Executive Vice President and Chief Financial Officer
|
|
February 19, 2020
|
Megan Faust
|
|
|
|
|
|
|
|
|
|
/s/ James J. Kim
|
|
Executive Chairman
|
|
February 19, 2020
|
James J. Kim
|
|
|
|
|
|
|
|
|
|
/s/ John T. Kim
|
|
Vice Chairman
|
|
February 19, 2020
|
John T. Kim
|
|
|
|
|
|
|
|
|
|
/s/ Susan Y. Kim
|
|
Director
|
|
February 19, 2020
|
Susan Y. Kim
|
|
|
|
|
|
|
|
|
|
/s/ Douglas A. Alexander
|
|
Director
|
|
February 19, 2020
|
Douglas A. Alexander
|
|
|
|
|
|
|
|
|
|
/s/ Roger A. Carolin
|
|
Director
|
|
February 19, 2020
|
Roger A. Carolin
|
|
|
|
|
Name
|
|
Title
|
|
Date
|
|
|
|
|
|
/s/ Winston J. Churchill
|
|
Director
|
|
February 19, 2020
|
Winston J. Churchill
|
|
|
|
|
|
|
|
|
|
/s/ Daniel Liao
|
|
Director
|
|
February 19, 2020
|
Daniel Liao
|
|
|
|
|
|
|
|
|
|
/s/ MaryFrances McCourt
|
|
Director
|
|
February 19, 2020
|
MaryFrances McCourt
|
|
|
|
|
|
|
|
|
|
/s/ Robert R. Morse
|
|
Director
|
|
February 19, 2020
|
Robert R. Morse
|
|
|
|
|
|
|
|
|
|
/s/ Gil C. Tily
|
|
Director
|
|
February 19, 2020
|
Gil C. Tily
|
|
|
|
|
|
|
|
|
|
/s/ David N. Watson
|
|
Director
|
|
February 19, 2020
|
David N. Watson
|
|
|
|
|
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