Biggest changeThe following is a list of some of these risks: Risks Related to Our Business, Operations and Industry • competition with established competitors in the packaging and test business, the internal capabilities of IDMs, and new competitors, including foundries; • changes in costs, quality, availability and delivery times of raw materials, components and equipment; • fluctuations in operating results and cash flows; • dependence on the cyclical and volatile semiconductor industry and vulnerability to industry downturns and declines in global economic and financial conditions; • our substantial investments in equipment and facilities to support the demand of our customers; • difficulty achieving the relatively high-capacity utilization rates necessary to realize satisfactory gross margins given our high percentage of fixed costs; • our absence of backlog and the short-term nature of our customers’ commitments; • the historical downward pressure on the prices of our packaging and test services; • fluctuations in our manufacturing yields; • a downturn or lower sales to customers in the automotive industry; • dependence on key customers or concentration of customers in certain end markets, such as mobile communications and automotive; • difficulty funding our liquidity needs; and • challenges with integrating diverse operations.
Biggest changeThe following is a list of some of these risks: Risks Related to Our Business, Operations and Industry • dependence on the cyclical and volatile semiconductor industry and vulnerability to industry downturns and declines in global economic and financial conditions; • changes in costs, quality, availability and delivery times of raw materials, components and equipment; • fluctuations in operating results and cash flows; • competition with established competitors in the packaging and test business, the internal capabilities of IDMs, and new competitors, including foundries and contract manufacturers; • our substantial investments in equipment and facilities to support the demand of our customers; • warranty claims, product return and liability risks, and the risk of negative publicity if our products fail, as well as the risk of litigation incident to our business; • difficulty achieving the relatively high-capacity utilization rates necessary to realize satisfactory gross margins given our high percentage of fixed costs; • our absence of backlog and the short-term nature of our customers’ commitments; • the historical downward pressure on the prices of our packaging and test services; • fluctuations in our manufacturing yields; • a downturn or lower sales to customers in the automotive industry; • dependence on key customers or concentration of customers in certain end markets, such as mobile communications and automotive; 15 Table of Contents • difficulty funding our liquidity needs; and • challenges with integrating diverse operations.
A significant portion of our sales are to customers within the automotive industry. The automotive industry is cyclical, and, as a result, our customers in the automotive end-market are sensitive to changes in general economic conditions, inflationary pressure, disruptive innovation and end-market preferences, which can adversely affect sales of our products and, correspondingly, our results of operations.
A significant portion of our sales is to customers within the automotive industry. The automotive industry is cyclical, and, as a result, our customers in the automotive end-market are sensitive to changes in general economic conditions, inflationary pressure, disruptive innovation and end-market preferences, which can adversely affect sales of our products and, correspondingly, our results of operations.
Our internal controls over financial reporting may not prevent or detect misstatements because of their inherent limitations, including the possibility of human error, the circumvention or overriding of controls, fraud or corruption. Therefore, even effective internal controls can provide only reasonable assurance with respect to the preparation and fair presentation of financial statements.
Our internal controls over financial reporting may not prevent or detect misstatements because of their inherent limitations, including the possibility of human error, the circumvention or overriding of controls and fraud or corruption. Therefore, even effective internal controls can provide only reasonable assurance with respect to the preparation and fair presentation of financial statements.
Our substantial indebtedness could: • 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; 28 Table of Contents • 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.
Our substantial indebtedness could: • 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; 27 Table of Contents • 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.
Our net sales, gross margin, gross profit, operating income, net income and cash flows have historically fluctuated significantly from quarter to quarter as a result of many of the following factors, over which we have little or no control and which we expect to continue to impact our business: • fluctuations 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; • changes in cost, quality, availability and delivery times of raw materials, components, equipment and labor; • inflation, including wage inflation, and fluctuations in commodity prices, including gold, copper and other precious metals; • our ability to achieve our major growth objectives, including transitioning second-wave customers to advanced packages and increasing our share of the automotive and industrial end market; • changes in our capacity and capacity utilization rates; • fluctuations in interest rates and currency exchange rates, including the current rising interest rate environment; • 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; • the 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; • 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, conflicts (such as the ongoing conflict in Ukraine and Israel) and government shutdowns, civil disturbances and international events; • environmental or natural disasters such as earthquakes, typhoons and volcanic eruptions; • pandemics or other widespread illnesses that may impact our labor force, operations, liquidity, supply chain and end-user demand for products which incorporate semiconductors, such as the Covid-19 pandemic; 19 Table of Contents • costs of acquisitions and divestitures and difficulties integrating acquisitions; • our ability to attract and retain qualified personnel to support our global operations; • 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.
Our net sales, gross margin, gross profit, operating income, net income and cash flows have historically fluctuated significantly from quarter to quarter as a result of many of the following factors, over which we have little or no control and which we expect to continue to impact our business: • fluctuations 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; • changes in cost, quality, availability and delivery times of raw materials, components, equipment and labor; • inflation, including wage inflation, and fluctuations in commodity prices, including gold, copper and other precious metals; • our ability to achieve our major growth objectives, including transitioning second-wave customers to advanced packages and increasing our share of the automotive and industrial end market; • changes in our capacity and capacity utilization rates; • fluctuations in interest rates and currency exchange rates, including the current rising interest rate environment; • 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; • the 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; • 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, conflicts (such as the ongoing conflicts in Ukraine and Israel) and government shutdowns, civil disturbances and international events; • environmental or natural disasters such as earthquakes, typhoons and volcanic eruptions; • pandemics or other widespread illnesses that may impact our labor force, operations, liquidity, supply chain and end-user demand for products which incorporate semiconductors; 18 Table of Contents • costs of acquisitions and divestitures and difficulties integrating acquisitions; • our ability to attract and retain qualified personnel to support our global operations; • 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.
If financial institutions that have extended credit commitments to us are adversely affected by the conditions of the United States, foreign or international banking system and capital markets (including as a result of rising interest rates, economic downturns or other developments), they may refuse or be unable to fund borrowings under their credit commitments to us. The U.S.
If financial institutions that have extended credit commitments to us are adversely affected by the conditions of the United States, foreign or international banking system and capital markets (including as a result of rising interest rates, economic downturns or other developments), they may refuse or be unable to fund borrowings under their credit commitments to us.
This concentration of ownership may also have the effect of impeding a merger, consolidation, takeover or other business consolidation involving us, or discouraging a potential acquirer from making a tender offer for our shares, and 29 Table of Contents could also negatively affect our stock’s market price or decrease any premium over market price that an acquirer might otherwise pay.
This concentration of ownership may also have the effect of impeding a merger, consolidation, takeover or other business consolidation involving us, or discouraging a potential acquirer from making a tender offer for our shares, and could also 28 Table of Contents negatively affect our stock’s market price or decrease any premium over market price that an acquirer might otherwise pay.
As a result, we expect to develop, acquire and implement new manufacturing processes and packaging technologies and tools in order to respond to competitive industry conditions and customer requirements. Technological advances may lead to rapid and significant price erosion and may make our existing packages less competitive or our existing inventories 26 Table of Contents obsolete.
As a result, we expect to develop, acquire and implement new manufacturing processes and packaging technologies and tools in order to respond to competitive industry conditions and customer requirements. Technological advances may lead to rapid and significant price erosion and may make our existing packages less competitive or our existing inventories 25 Table of Contents obsolete.
In connection with these activities, we may: • incur costs associated with personnel reductions and voluntary retirement programs; • record restructuring charges to cover costs associated with facility consolidations and related cost reduction initiatives; • 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.
In connection with these activities, we may: • incur costs associated with personnel reductions and voluntary retirement programs; • record restructuring charges to cover costs associated with facility consolidations and related cost reduction initiatives; • use a significant portion of our available cash; • incur substantial debt; • issue equity securities, which may dilute the ownership of current stockholders; 23 Table of Contents • incur or assume known or unknown contingent liabilities; and • incur large, immediate accounting write offs and face antitrust or other regulatory inquiries or actions.
Our liquidity is affected by, among other factors, volatility in the global economy and credit markets, the performance of our business, our capital expenditures and other investment levels, other uses of our cash, including any payments of dividends and purchases of stock under any stock repurchase program, any acquisitions or investments in joint ventures and any decisions we might make to either repay debt and other long-term obligations out of our operating cash flows or refinance debt at or prior to maturity with the proceeds of debt or equity financings.
Our liquidity is affected by, among other factors, volatility in the global economy and credit markets, the performance of our business, our capital expenditures and other investment levels, other uses of our cash, including any payments of dividends and purchases of stock under any stock repurchase program, any acquisitions or investments in joint ventures and any decisions we might make to either repay debt and 22 Table of Contents other long-term obligations out of our operating cash flows or refinance debt at or prior to maturity with the proceeds of debt or equity financings.
A major disruption or shutdown of any such factory could completely impair our ability to perform those services or 33 Table of Contents require us to shift them to another location. As a result, our ability to fulfill customer orders may be impaired or delayed, and we could incur significant losses.
A major disruption or shutdown of any such factory could completely impair our ability to perform those services or require us to 31 Table of Contents shift them to another location. As a result, our ability to fulfill customer orders may be impaired or delayed, and we could incur significant losses.
Our operating results and cash flows have varied and may vary significantly as a result of factors that we cannot control. 18 Table of Contents Many factors could have a material adverse effect on our net sales, gross profit, operating results and cash flows or lead to significant variability of quarterly or annual operating results.
Our operating results and cash flows have varied and may vary significantly as a result of factors that we cannot control. 17 Table of Contents Many factors could have a material adverse effect on our net sales, gross profit, operating results and cash flows or lead to significant variability of quarterly or annual operating results.
Servicing our current and future customers requires that we incur significant operating expenses and continue to make significant capital expenditures and other investments, and the amount of our capital expenditures for 2024 and thereafter may vary materially and will depend on several factors.
Servicing our current and future customers requires that we incur significant operating expenses and continue to make significant capital expenditures and other investments, and the amount of our capital expenditures for 2025 and thereafter may vary materially and will depend on several factors.
The voting agreement for the Convert Shares terminates upon the earliest of (i) such time as the Kim family no longer beneficially owns any of the Convert Shares, (ii) consummation of a change of control (as defined in the voting agreement) or (iii) the mutual agreement of the Kim family and Amkor. Mr.
The voting agreement for the Convert Shares terminates upon the earliest of (i) such time as the Kim family no longer beneficially owns any of the Convert Shares, (ii) consummation of a change of control (as defined in the voting agreement) or (iii) the mutual agreement of the Kim family and Amkor. Ms.
Kim and his family and affiliates, acting together, have the ability to effectively determine or substantially influence matters submitted for approval by our stockholders by voting their shares or otherwise acting by written consent, including the election of our Board of Directors.
Kim and her family and affiliates, acting together, have the ability to effectively determine or substantially influence matters submitted for approval by our stockholders including the election of our Board of Directors, by voting their shares or otherwise acting by written consent.
As a result, our business, financial condition, results of operations and cash flows could be materially and adversely affected by natural disasters and other calamities. 34 Table of Contents Item 1B. Unresolved Staff Comments None.
As a result, our business, financial condition, results of operations and cash flows could be materially and adversely affected by natural disasters and other calamities. 32 Table of Contents Item 1B. Unresolved Staff Comments None.
We compete against established competitors in the packaging and test business as well as internal capabilities of IDMs and face competition from new competitors, including foundries. The outsourced semiconductor packaging and test services market is very competitive.
We compete against established competitors in the packaging and test business as well as internal capabilities of IDMs and face competition from new competitors, including foundries and contract manufacturers. The outsourced semiconductor packaging and test services market is very competitive.
Summary of Risk Factors An investment in our common stock involves various risks, and you are urged to carefully consider all of the matters discussed in Part I, Item 1A of this Form 10-K under the caption “Risk Factors” (in addition to those discussed under this 15 Table of Contents “Summary of Risk Factors” section) in considering our business and prospects.
Summary of Risk Factors An investment in our common stock involves various risks, and you are urged to carefully consider all of the matters discussed in Part I, Item 1A of this Form 10-K under the caption “Risk Factors” (in addition to those discussed under this “Summary of Risk Factors” section) in considering our business and prospects.
The anticipated customer demand for which we have made capital investments may not materialize, and our sales may not adequately cover fixed costs, resulting in reduced profit levels or even significant losses, either of which may materially and adversely impact our business, liquidity, results of operations, financial condition and cash flows.
The anticipated customer demand for which we have made capital investments may not materialize, and our sales may not 20 Table of Contents adequately cover fixed costs, resulting in reduced profit levels or even significant losses, either of which may materially and adversely impact our business, liquidity, results of operations, financial condition and cash flows.
Increased regulation of and restriction on the use of hazardous substances may impact our supply chain due to decreased availability, 32 Table of Contents necessitate changes in our packaging processes, require us to seek substitutes that may not be readily available in the marketplace or eliminate the use of such hazardous substances although there may not be a technically feasible alternative.
Increased regulation of and restriction on the use of hazardous substances may impact our supply chain due to decreased availability, necessitate changes in our packaging processes, require us to seek substitutes that may not be readily available in the marketplace or eliminate the use of such hazardous substances although there may not be a technically feasible alternative.
Risks Related to Our Common Stock • the ability of certain of our stockholders to effectively determine or substantially influence the outcome of matters requiring stockholder approval; and 16 Table of Contents • the possibility that we may decrease or suspend our quarterly dividend. Risks Related to Human Capital and Management • difficulty attracting, retaining or replacing qualified personnel.
Risks Related to Our Common Stock • the ability of certain of our stockholders to effectively determine or substantially influence the outcome of matters requiring stockholder approval; and • the possibility that we may decrease or suspend our quarterly dividend. Risks Related to Human Capital and Management • difficulty attracting, retaining or replacing qualified personnel.
These expanded export restrictions limit our ability to sell to certain Chinese companies and to third parties that do business with those companies. Certain of the Company’s 25 Table of Contents competitors may be exempt from the BIS Regulations by virtue of being non-U.S. manufacturers.
These expanded export restrictions limit our ability to sell to certain Chinese companies and to third parties that do business with those companies. Certain of the Company’s competitors may be exempt from the BIS Regulations by virtue of being non-U.S. manufacturers.
Additionally, if Amkor is unable to align its environmental, health and safety practices with shifting customer preferences, we could suffer reputational harm, which could have a material and adverse effect on our business, results of operations, liquidity and cash flows.
Additionally, if Amkor is unable to align its environmental, health and 30 Table of Contents safety practices with shifting customer preferences, we could suffer reputational harm, which could have a material and adverse effect on our business, results of operations, liquidity and cash flows.
Our failure to qualify new processes, maintain quality standards or acceptable production yields, if significant and prolonged, could result in the loss of customers, increased costs of production, delays, substantial amounts of returned goods and claims by customers relating thereto.
Our failure to qualify new processes, maintain quality standards or acceptable production yields, if significant and prolonged, could result in the loss of customers, increased costs of production, delays, substantial amounts of returned 21 Table of Contents goods and claims by customers relating thereto.
Since a large portion of our costs is fixed and our expense levels are based in part on our expectations of future sales, we may not be 21 Table of Contents able to adjust costs in a timely manner to compensate for any sales shortfall.
Since a large portion of our costs is fixed and our expense levels are based in part on our expectations of future sales, we may not be able to adjust costs in a timely manner to compensate for any sales shortfall.
Additionally, the quantity and price of our products sold to customers in the 22 Table of Contents automotive end-market could decline despite continued growth in such end-market. Lower sales to customers in the automotive end-market may have a material adverse effect on our business and results of operations.
Additionally, the quantity and price of our products sold to customers in the automotive end-market could decline despite continued growth in such end-market. Lower sales to customers in the automotive end-market may have a material adverse effect on our business and results of operations.
Our business and financial condition has been adversely affected, and could be adversely affected in the future, by natural disasters and other calamities, health conditions or pandemics, political instability, hostilities or other disruptions. We have significant packaging and test services and other operations in China, Japan, Korea, Malaysia, the Philippines, Portugal, Singapore, Taiwan and the Vietnam Facility.
General Risk Factors Our business and financial condition has been adversely affected, and could be adversely affected in the future, by natural disasters and other calamities, health conditions or pandemics, political instability, hostilities or other disruptions. We have significant packaging and test services and other operations in China, Japan, Korea, Malaysia, the Philippines, Portugal, Singapore, Taiwan and Vietnam.
The following are some of the risks we face in doing business internationally: • 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, including the export rules and regulations applicable to U.S. companies that sell certain semiconductor and chipmaking equipment products to customers in China; • 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; • health and safety concerns, including widespread outbreak of infectious diseases, such as Covid-19, and governmental responses thereto; • changes in consumer demand resulting from current or expected inflation or other variations 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, and health and safety; • 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 U.S. dollar to Japanese yen exchange rate for our operations in Japan; • political and social conditions, and the potential for civil unrest, terrorism or other hostilities (such as the ongoing conflicts in Ukraine and Israel); • 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 United States and in other jurisdictions; 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 U.S.
The following are some of the risks we face in doing business internationally: • 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, including the export rules and regulations applicable to U.S. companies that sell certain semiconductor and chipmaking equipment products to customers in China; • international trade disputes, geopolitical tensions, increasing protectionism and economic nationalism leading to increasing export restrictions, trade barriers, tariffs, and other changes in trade policy; • 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; • health and safety concerns, including widespread outbreak of infectious diseases and governmental responses thereto; • changes in consumer demand resulting from current or expected inflation or other variations 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, and health and safety; • 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 U.S. dollar to Japanese yen exchange rate for our operations in Japan; • political and social conditions, and the potential for civil unrest, terrorism or other hostilities (such as the ongoing conflicts in Ukraine and Israel); • 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 United States and in other jurisdictions; and 24 Table of Contents • 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 U.S.
We have derived and expect to continue to derive a large portion of our revenues from a small group of customers during any particular period due in part to the concentration of market share in the semiconductor industry. Our ten largest customers accounted for, in the aggregate, 69% of our net sales for the year ended December 31, 2023.
We have derived and expect to continue to derive a large portion of our revenues from a small group of customers during any particular period due in part to the concentration of market share in the semiconductor industry. Our ten largest customers accounted for, in the aggregate, 72% of our net sales for the year ended December 31, 2024.
We earn a substantial portion of our income in foreign countries, and our operations are subject to tax in multiple jurisdictions with complicated and varied tax regimes. Tax laws and income tax rates in these jurisdictions are subject to 31 Table of Contents change due to economic and political conditions.
We earn a substantial portion of our income in foreign countries, and our operations are subject to tax in multiple jurisdictions with complicated and varied tax regimes. Tax laws and income tax rates in these jurisdictions are subject to change due to economic and political conditions.
Volatility in the banking system and capital markets, as well as any further increase in interest rates or adverse economic, political, public health or other 23 Table of Contents global conditions, could also make it difficult or more expensive for us to maintain our existing credit facilities or refinance our debt.
Volatility in the banking system and capital markets, as well as any further increase in interest rates or adverse economic, political, public health or other global conditions, could also make it difficult or more expensive for us to maintain our existing credit facilities or refinance our debt.
Any decrease or suspension of dividend payments could cause our stock price to decline. 30 Table of Contents Risks Related to Human Capital and Management We face risks trying to attract, retain or replace qualified employees to support our operations.
Any decrease or suspension of dividend payments could cause our stock price to decline. Risks Related to Human Capital and Management We face risks trying to attract, retain or replace qualified employees to support our operations.
There can be no assurance that other countries in which we market our services will protect our intellectual property rights to the same extent as the U.S. Our competitors may develop, patent or gain access to know-how and technology similar or superior to our own.
There can be no assurance that other countries in which we market our services will protect our intellectual property rights to the same extent as the United States. Our competitors may develop, patent or gain access to know-how and technology similar or superior to our own.
If such investments suffer market price declines, we may recognize in earnings the decline in the fair value of our investments below their cost basis when the decline is judged to be an impairment, including an allowance for credit loss. Risks Related to Our Common Stock James J.
If such investments suffer market price declines, we may recognize in earnings the decline in the fair value of our investments below their cost basis when the decline is judged to be an impairment, including an allowance for credit loss. Risks Related to Our Common Stock Susan Y.
For example, as seen in the automotive end market in 2020, the Covid-19 pandemic and restrictions imposed by governmental authorities to mitigate the spread of Covid-19 in our customers’ end markets may decrease demand for our customers’ products and services, thereby adversely impacting their demand for our services.
For example, as seen in the automotive end market in 2020, the Covid-19 pandemic and restrictions imposed by governmental authorities to mitigate the spread of Covid-19 decreased demand for our customers’ products and services, thereby adversely impacting their demand for our services.
Since our business is, and will continue to be, dependent on the requirements of semiconductor companies for outsourced packaging and test services, any downturn in the semiconductor industry or any other industry that uses a significant number of semiconductor devices, such as telecommunications, automotive, computing, or consumer electronics, could have a material adverse effect on our business and operating results.
Since our business is, and will continue to be, dependent on the requirements of semiconductor companies for outsourced packaging and test services, any downturn in the semiconductor industry or any other industry that uses a significant 16 Table of Contents number of semiconductor devices, such as communications, computing, automotive and industrial or consumer electronics, could have a material adverse effect on our business and operating results.
Our business is impacted by market conditions in the semiconductor industry, which is cyclical by nature and impacted by broad economic factors, such as worldwide gross domestic product and consumer spending. We believe that the general semiconductor market is currently going through a cyclical correction. The semiconductor industry has experienced significant and sometimes sudden and prolonged downturns in the past.
Our business is impacted by market conditions in the semiconductor industry, which is cyclical by nature and impacted by broad economic factors, such as worldwide gross domestic product and consumer spending. The semiconductor industry has experienced significant and sometimes sudden and prolonged downturns in the past.
We obtain the materials and equipment required for the packaging and test services performed by our factories from various vendors. We source most of our materials, including critical materials such as leadframes, laminate substrates and gold wire, from a limited group of suppliers.
Our business may suffer if the cost, quality or supply of materials or equipment changes adversely. We obtain the materials and equipment required for the packaging and test services performed by our factories from various vendors. We source most of our materials, including critical materials such as leadframes, laminate substrates and gold wire, from a limited group of suppliers.
The OECD, which represents a coalition of member countries, recommended changes to long-standing tax principles related to transfer pricing and has developed model rules including establishing a global minimum corporate income tax tested on a jurisdictional basis (the “Pillar Two Model Rules”).
The OECD, which represents a coalition of member countries, recommended changes to long-standing tax principles related to transfer pricing and has developed model rules including establishing a global minimum corporate income tax tested on a jurisdictional basis (the “Pillar Two Model Rules”). Some countries we operate in have enacted laws based on the Pillar Two Model Rules effective in 2024.
As of December 31, 2023, our total debt balance was $1,203.5 million, of which $131.6 million was classified as a current liability and $679.7 million was collateralized indebtedness at our subsidiaries. We may consider investments in joint ventures, increased capital expenditures, refinancings or acquisitions which may increase our indebtedness.
As of December 31, 2024, our total debt balance was $1,159.5 million, of which $236.0 million was classified as a current liability and $639.5 million was collateralized indebtedness at our subsidiaries. We may consider investments in joint ventures, increased capital expenditures, refinancings or acquisitions which may increase our indebtedness.
Other national, regional, and local governments have implemented, and may implement in the future, public health measures in jurisdictions in which we, our customers and our suppliers operate, and such restrictions may materially and adversely impact our operations and the operations of our customers and suppliers.
National, regional, and local governments may implement public health measures to mitigate the spread of such outbreaks in jurisdictions in which we, our customers and our suppliers operate, and such restrictions may materially and adversely impact our operations and the operations of our customers and suppliers.
In October 2023, we completed the initial phase of construction for our Vietnam Facility. There can be no assurance, however, that high-volume manufacturing will begin on schedule or that the actual scope, costs or benefits of the project will be consistent with our current expectations.
In October 2023, we completed the initial phase of construction for the Vietnam Facility. While manufacturing has begun at the Vietnam Facility, there can be no assurance that the actual scope, costs or benefits of the project will be consistent with our current expectations.
We make significant investments in equipment and facilities in order to service the demand of our customers. The amount of our capital expenditures depends on several factors, including the performance of our business, our assessment of future industry and customer demand, our capacity utilization levels and availability, advances in technology, our liquidity position and the availability of financing.
The amount of our capital expenditures depends on several factors, including the performance of our business, our assessment of future industry and customer demand, our capacity utilization levels and availability, advances in technology, our liquidity position and the availability of financing.
From time to time, 27 Table of Contents we make additions or changes to our information technology systems. For example, we continue to further integrate our Japan operations’ information technology systems into our existing systems and processes. We face risks in connection with current and future projects to install or integrate new information technology systems or upgrade our existing systems.
For example, we continue to further integrate information technology systems in our facilities in Japan into our existing systems and processes. We face risks in connection with current and future projects to install or integrate new information technology systems or upgrade our existing systems.
We could suffer adverse tax and other financial consequences if there are changes in tax laws or taxing authorities do not agree with our interpretation of applicable tax laws, including whether we continue to qualify for conditional reduced tax rates, or if we are required to establish or adjust valuation allowances on deferred tax assets.
In addition, failure to maintain adequate internal controls could result in financial statements that do not accurately reflect our operating results or financial condition. 29 Table of Contents We could suffer adverse tax and other financial consequences if there are changes in tax laws or taxing authorities do not agree with our interpretation of applicable tax laws, including whether we continue to qualify for conditional reduced tax rates, or if we are required to establish or adjust valuation allowances on deferred tax assets.
We cannot assure you that we will be able to compete successfully in the future against our existing or potential competitors, that our customers will not rely on internal sources or foundries for packaging and test services or that our business, liquidity, results of operations, financial condition or cash flows will not be materially and adversely affected by such increased competition. 20 Table of Contents We make substantial investments in equipment and facilities to support the demand of our customers, which may materially and adversely affect our business if the demand of our customers does not develop as we expect or is adversely affected.
We cannot assure you that we will be able to compete successfully in the future against our existing or potential competitors, that our customers will not rely on internal sources, foundries or contract manufacturers for packaging and 19 Table of Contents test services or that our business, liquidity, results of operations, financial condition or cash flows will not be materially and adversely affected by such increased competition.
Our sales may decline if any of our customers are sued on a product liability claim. We also may suffer a decline in sales from the negative publicity associated with such a lawsuit or with adverse public perceptions in general regarding our customers’ products.
We also may suffer a decline in sales from the negative publicity associated with such a lawsuit or with adverse public perceptions in general regarding our customers’ products.
Risks Related to Regulatory, Legal and Tax Challenges • warranty claims, product return and liability risks, and the risk of negative publicity if our products fail, as well as the risk of litigation incident to our business; • maintaining an effective system of internal controls; • any changes in tax laws, taxing authorities not agreeing with our interpretation of applicable tax laws, including whether we continue to qualify for conditional reduced tax rates, or any requirements to establish or adjust valuation allowances on deferred tax assets; and • environmental, health and safety liabilities and expenditures.
Risks Related to Regulatory, Legal and Tax Challenges • maintaining an effective system of internal controls; • any changes in tax laws, taxing authorities not agreeing with our interpretation of applicable tax laws, including whether we continue to qualify for conditional reduced tax rates, or any requirements to establish or adjust valuation allowances on deferred tax assets; • environmental, health and safety liabilities and expenditures; and • conditions and obligations in connection with the receipt of government awards and incentives.
Risks Related to Our International Sales and Operation s • dependence on international factories and operations, and risks relating to trade restrictions and regional conflict; and • significant severance plan obligations associated with our manufacturing operations in Korea.
Risks Related to Our International Sales and Operation s • dependence on international factories and operations, and risks relating to trade restrictions and regional conflict.
A disruption to the operations of one or more of our suppliers could extend lead times for materials and equipment and have a negative impact on our business. For example, the Covid-19 pandemic and resulting supply chain disruptions and economic turbulence created extended lead times for some materials and equipment.
A disruption to the operations of one or more of our suppliers could extend lead times for materials and equipment and have a negative impact on our business.
Risks Related to Our Business, Operations and Industry Our packaging and test services are used in volatile industries, and industry downturns, and declines in global economic and financial conditions could harm our performance.
General Risk Factors • natural disasters and other calamities, health conditions or pandemics, political instability, hostilities or other disruptions. Risks Related to Our Business, Operations and Industry Our packaging and test services are used in volatile industries, and industry downturns and declines in global economic and financial conditions could harm our performance.
Further, if our packages are delivered with defects, we could incur additional development, repair or replacement costs or suffer other economic losses, and our credibility and the market’s acceptance of our packages could be harmed. If we fail to maintain an effective system of internal controls, we may not be able to accurately report financial results or prevent fraud.
Further, if our packages are delivered with defects, we could incur additional development, repair or replacement costs or suffer other economic losses, and our credibility and the market’s acceptance of our packages could be harmed.
If we were to experience an unusually high incidence of warranty claims, we could incur significant costs and our business could be materially and adversely affected. In addition, we are exposed to the product and economic liability risks and the risk of negative publicity affecting our customers.
We receive warranty claims from our customers from time to time in the ordinary course of our business. If we were to experience an unusually high incidence of warranty claims, we could incur significant costs and our business could be materially and adversely affected.
If we experience a significant loss of IDM or foundry business, it could have a material adverse effect on our business, liquidity, results of operations, financial condition and cash flows, especially during a prolonged industry downturn.
If we experience a significant loss of IDM or foundry business, it could have a material adverse effect on our business, liquidity, results of operations, financial condition and cash flows, especially during a prolonged industry downturn. We face competition from foundries, such as TSMC and Samsung, which offer full turnkey services from silicon wafer fabrication through packaging and final test.
Kim and members of his family can effectively determine or substantially influence the outcome of all matters requiring stockholder approval. As of December 31, 2023, James J. Kim, the Executive Chairman of our Board of Directors, Susan Y.
Kim and members of her family can effectively determine or substantially influence the outcome of all matters requiring stockholder approval. As of December 31, 2024, Susan Y. Kim, the Chairman of our Board of Directors and members of the Kim family and affiliates owned approximately 132.1 million shares, or approximately 54%, of our outstanding common stock.
As a result of the risks discussed above, the anticipated benefits of these or other future acquisitions, consolidations and partnering arrangements may not be fully realized, if at all, and these activities could have a material adverse effect on our business, financial condition and results of operations. 24 Table of Contents Risks Related to Our International Sales and Operation s Our factories and operations, and those of our customers and vendors, are located in various foreign jurisdictions, which exposes us to risks arising from international trade restrictions and regional conflict.
As a result of the risks discussed above, the anticipated benefits of these or other future acquisitions, consolidations and partnering arrangements may not be fully realized, if at all, and these activities could have a material adverse effect on our business, financial condition and results of operations.
The Covid-19 pandemic impacted our operations and the operations of our customers and suppliers as a result of illness, quarantines, facility closures and travel and logistics restrictions in connection with the outbreak.
Global pandemics and the spread of infectious diseases may impact our operations and the operations of our customers and suppliers as a result of illness, quarantines, facility closures and travel and logistics restrictions in connection with such outbreaks.
If our packages fail, our business may be exposed to warranty claims, product return and liability risks, economic damage claims and negative publicity. We receive warranty claims from our customers from time to time in the ordinary course of our business.
We may face warranty claims, product return and liability risks, economic damage claims and negative publicity if our packages fail . Our packages are incorporated into a number of end products. If our packages fail, our business may be exposed to warranty claims, product return and liability risks, economic damage claims and negative publicity.
On October 7, 2022 and October 17, 2023, the U.S. Bureau of Industry and Security announced export control regulations applicable to Chinese acquisition of U.S. semiconductor technology (collectively, the “BIS Regulations”).
In recent years, the U.S. Bureau of Industry and Security announced new export control regulations applicable to the sale of U.S. semiconductor technology in China (collectively, the “BIS Regulations”).
Such restrictions may also affect end-user demand in each geography where our customers sell their products and services, which may materially and adversely affect demand for our services, our operating results and financial condition. We also remain subject to industry-wide supply constraints and inflationary price pressures, which have resulted in long lead times, rising prices and supply chain disruptions.
Such restrictions may also affect end-user demand in each geography where our customers sell their products and services, which may materially and adversely affect demand for our services, our operating results and our financial condition.
If the options are exercised, the Kim family’s total ownership would be an aggregate of approximately 132.6 million shares, or approximately 54% of our outstanding common stock. In June 2013, the Kim family exchanged convertible notes issued by Amkor in 2009 for approximately 49.6 million shares of common stock (the “Convert Shares”).
The Kim family also has options to acquire approximately 0.6 million shares. If the options are exercised, the Kim family’s total ownership would be an aggregate of approximately 132.7 million shares, or approximately 54% of our outstanding common stock.
Substantially all of our property, plant and equipment is located outside of the United States, and many of our customers and the vendors in our supply chain are also located outside the United States.
We provide packaging and test services through our factories and other operations located in China, Japan, Korea, Malaysia, the Philippines, Portugal, Singapore, Taiwan and Vietnam. Substantially all of our property, plant and equipment is located outside of the United States, and many of our customers and the vendors in our supply chain are also located outside the United States.
As of December 31, 2023, the Kim family owns 39.6 million Convert Shares. The Convert Shares owned by the Kim family are subject to a voting agreement.
In June 2013, the Kim family exchanged convertible notes issued by Amkor in 2009 for approximately 49.6 million shares of common stock (the “Convert Shares”). As of December 31, 2024, the Kim family owns 39.6 million Convert Shares. The Convert Shares owned by the Kim family are subject to a voting agreement.
Furthermore, fire, severe weather, earthquakes, flooding and tsunamis in the past have impacted the supply of specialty chemicals, substrates, silicon wafers, equipment and other supplies to the electronics industry. In addition, we purchase the majority of our materials on a purchase order basis.
For example, the Covid-19 pandemic and resulting supply chain disruptions and economic turbulence created extended lead times for some materials and equipment, and furthermore, fire, severe weather, earthquakes, flooding and tsunamis in the past have impacted the supply of specialty chemicals, substrates, silicon wafers, equipment and other supplies to the electronics industry.
The IT systems in our factories are at varying levels of sophistication and maturity as the factories have different sets of products, processes and customer expectations. Some of our key software has been developed by our own programmers, and this software may not be easily integrated with other software and systems.
The information technology systems in our factories are at varying levels of sophistication and maturity as the factories have different sets of products, processes and customer expectations.
Our inability to attract, retain, motivate and train qualified new personnel could have a material adverse effect on our business. Risks Related to Regulatory, Legal and Tax Challenges We may face warranty claims, product return and liability risks, economic damage claims and negative publicity if our packages fail . Our packages are incorporated into a number of end products.
Our inability to attract, retain, motivate and train qualified new personnel could have a material adverse effect on our business. Risks Related to Regulatory, Legal and Tax Challenges If we fail to maintain an effective system of internal controls, we may not be able to accurately report financial results or prevent fraud.