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Hanmi Financial Corporation Enters Into Amendment No. 2 To The Securities Purchase Agreement With Woori Finance Holdings

 

LOS ANGELES, Nov. 30, 2010 (GLOBE NEWSWIRE) -- Hanmi Financial Corporation (Nasdaq:HAFC) (the "Company"), the holding company for Hanmi Bank, announced today that it entered into Amendment No. 2 ("Amendment No. 2") to the Securities Purchase Agreement, dated May 25, 2010, by and between the Company and Woori Finance Holdings Co. Ltd. ("Woori"), as previously amended by Amendment No. 1 ("Amendment No. 1") to Securities Purchase Agreement, dated September 30, 2010 (as amended, the "Purchase Agreement").

The Amendment changes the Outside Date (as that term is defined in the Agreement) from November 15, 2010 to December 31, 2010, frees the Company from exclusivity with Woori, and eliminates the Company's obligation to pay a termination fee. The Amendment allows the Company, if needed, to pursue further fundraising efforts and/or alternative proposals to acquire control of the Company.

In addition, the termination provision of the Agreement is supplemented by the Amendment to allow either party to terminate the Agreement in the event the Company sells any capital stock at a price per share less than a $1.20, and Woori to terminate the Agreement if sales of the Company's capital stock prior to the Closing (as that term is defined in the Agreement) would result in Woori acquiring less than 40% of the capital stock of the Company on an as-converted and fully-diluted basis at the Closing, assuming the sale at the Closing of 175 million shares of common stock of the Company to Woori at $1.20 per share.

Finally, the Amendment also provides for a release of the Company by Woori from liability for any losses that Woori may suffer on or after the date of this Amendment as a result of a breach by the Company of the capitalization or material contracts representations in the Agreement. Woori is released by the Company from liability for any losses that the Company may suffer on or after November 15, 2010 as a result of a breach by Woori of the knowledge of conditions representation in the Agreement.

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