AMKOR TECHNOLOGY, INC.2009 Voting Agreement • April 1st, 2009 • Amkor Technology Inc • Semiconductors & related devices • Delaware
This Voting Agreement (this “AGREEMENT”) is made and entered into as of March 26, 2009 by and among Amkor Technology, Inc., a Delaware corporation (the “COMPANY”), James J. Kim (“MR. KIM”), and 915 Investments, LP (collectively, the “INVESTORS”). Capitalized terms contained and not otherwise defined herein shall have the meaning ascribed to such terms in the Note Purchase Agreement (defined below).
March 26, 2009Letter Agreement • April 1st, 2009 • Amkor Technology Inc • Semiconductors & related devices • New York
Reference is hereby made to the letter agreement dated as of March 25, 2009 (the “Letter Agreement”), by and among Deutsche Bank Securities Inc. and Citigroup Global Markets Inc., Mr. James J. Kim and his affiliates identified on Schedule A thereto (each, an “Acquiring Party”), pursuant to which the Acquiring Parties have agreed to purchase a minimum of $150.0 million and up to $200.0 million in aggregate principal amount of Convertible Senior Subordinated Notes due 2014 (the “Notes”) issued by Amkor Technology, Inc., a Delaware corporation (“Amkor”). In consideration of the mutual covenants and agreements of the parties herein, the Acquiring Parties and Amkor agree as follows
AMKOR TECHNOLOGY, INC. AND U.S. BANK NATIONAL ASSOCIATION AS TRUSTEE 6.00% Convertible Senior Subordinated Notes due 2014 Indenture Dated as of April 1, 2009Indenture • April 1st, 2009 • Amkor Technology Inc • Semiconductors & related devices • New York
THIS INDENTURE, dated as of April 1, 2009, is between Amkor Technology, Inc., a Delaware corporation (the “Company”), and U.S. Bank National Association, a national banking association organized and existing under laws of the United States, as trustee (the “Trustee”). The Company has duly authorized the creation of its 6.00% Convertible Senior Subordinated Notes due 2014 (the “Notes”) and to provide therefore the Company and the Trustee have duly authorized the execution and delivery of this Indenture. Each party agrees as follows for the benefit of the other party and for the equal and ratable benefit of the Holders from time to time of the Notes:
