UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) December 1, 2014
HANMI FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 000-30421 | 95-4788120 |
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| 3660 Wilshire Boulevard, Penthouse Suite A Los Angeles, California |
90010 |
| (Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (213) 382-2200
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| [ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| [ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| [ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| [ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(c) The boards of directors of Hanmi Financial Corporation (the "Company"), a Delaware corporation and its wholly-owned subsidiary, Hanmi Bank (the "Bank"), increased the size of the boards of directors from nine directors to ten directors each by appointing John J. Ahn to serve on their respective boards of directors, effective December 1, 2014.
Mr. Ahn, age 50, has over 27 years of experience in capital markets and financial advisory services. He is currently the President of B. Riley & Company, a full service investment banking firm that provides corporate finance, research, sales and trading services and asset management to corporate and institutional clients. Prior to his current position, Mr. Ahn held senior positions with Maxcor Financial Inc., Standard Capital Group, Inc. and Dabney/Resnick, Inc. He is a member of the Board of Korea Finance Society. Mr. Ahn received his B.A. in Economics from Williams College.
Mr. Ahn will receive compensation as a non-employee director in accordance with the Company's non-employee director compensation practices.
There are no arrangements or understandings between Mr. Ahn and any other persons pursuant to which he was selected as a director. There are no family relationships between Mr. Ahn and any director, executive officer or any person nominated or chosen by the Company to become a director or executive officer. No information is required to be disclosed with respect to Mr. Ahn pursuant to Item 404(a) of Regulation S-K.
The full text of the Company's press release announcing the appointment of Mr. Ahn is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.
Description
99.1
Press Release of Hanmi Financial Corporation, dated December 1, 2014.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| HANMI FINANCIAL CORPORATION
(Registrant) |
||
| December 1, 2014
(Date) |
/s/ C. G. KUM
C. G. Kum President and Chief Executive Officer |
EXHIBIT INDEX
|
Exhibit No. |
|
Description |
|
99.1 |
|
Press Release of Hanmi Financial Corporation, dated December 1, 2014. |
EXHIBIT 99.1
LOS ANGELES, Dec. 1, 2014 (GLOBE NEWSWIRE) -- Hanmi Financial Corporation (Nasdaq:HAFC) ("Hanmi"), the holding company for Hanmi Bank (the "Bank"), today announced that John J. Ahn was appointed to its Board of Directors, effective December 1, 2014.
"We are very pleased to welcome John Ahn to our Board of Directors," said C. G. Kum, President and Chief Executive Officer. "John's experience in capital markets and financial advisory services will add value to our Board as we execute on our strategic growth plan."
Mr. Ahn brings more than 27 years of experience in capital markets and financial advisory services to Hanmi. He currently is the President of B. Riley & Company, a full-service investment banking firm that provides corporate finance, research, sales and trading services, and asset management to corporate and institutional clients. Prior to B. Riley, Mr. Ahn held numerous leadership positions in the investment banking and sales and trading sectors. He is currently serving on the Board of Korea Finance Society, a New York-based organization promoting the advancement of Korean finance professionals in the United States. Mr. Ahn earned his B.A. in economics from Williams College.
About Hanmi Financial Corporation
Headquartered in Los Angeles, Hanmi Bank, a wholly-owned subsidiary of Hanmi Financial Corporation, provides services to the multi-ethnic communities across California, Texas, Illinois, Virginia, New Jersey and New York with 49 full-service branches as well as loan production offices in Colorado, Texas, Virginia, and Washington State. Hanmi Bank specializes in commercial, SBA and trade finance lending, and is a recognized community leader. Hanmi Bank's mission is to provide a full range of quality products and premier services to its customers and to maximize shareholder value. Additional information is available at www.hanmi.com.
Forward-Looking Statements
This press release contains forward-looking statements, which are included in accordance with the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "could," "expects," "plans," "intends," "anticipates," "believes," "estimates," "predicts," "potential," or "continue," or the negative of such terms and other comparable terminology. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. All statements other than statements of historical fact are "forward--looking statements" for purposes of federal and state securities laws, including, but not limited to, statements about anticipated future operating and financial performance, financial position and liquidity, business strategies, regulatory and competitive outlook, investment and expenditure plans, capital and financing needs and availability, plans and objectives of management for future operations, developments regarding our capital plans, strategic alternatives for a possible business combination, merger or sale transaction, and other similar forecasts and statements of expectation and statements of assumption underlying any of the foregoing. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to differ from those expressed or implied by the forward-looking statement. These factors include the following: failure to maintain adequate levels of capital and liquidity to support our operations; the effect of potential future supervisory action against us or Hanmi Bank; general economic and business conditions internationally, nationally and in those areas in which we operate; volatility and deterioration in the credit and equity markets; changes in consumer spending, borrowing and savings habits; availability of capital from private and government sources; demographic changes; competition for loans and deposits and failure to attract or retain loans and deposits; fluctuations in interest rates and a decline in the level of our interest rate spread; risks of natural disasters related to our real estate portfolio; risks associated with Small Business Administration loans; failure to attract or retain key employees; changes in governmental regulation, including, but not limited to, any increase in FDIC insurance premiums; ability of Hanmi Bank to make distributions to Hanmi Financial, which is restricted by certain factors, including Hanmi Bank's retained earnings, net income, prior distributions made, and certain other financial tests; ability to identify a suitable strategic partner or to consummate a strategic transaction; adequacy of our allowance for loan losses; credit quality and the effect of credit quality on our provision for credit losses and allowance for loan losses; changes in the financial performance and/or condition of our borrowers and the ability of our borrowers to perform under the terms of their loans and other terms of credit agreements; our ability to control expenses; and changes in securities markets. In addition, we set forth certain risks in our reports filed with the U.S. Securities and Exchange Commission, including, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2013, our Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K that we will file hereafter, which could cause actual results to differ from those projected. We undertake no obligation to update such forward-looking statements except as required by law.
CONTACT: Christina C. Lee
FVP & Senior Strategy Officer
213-427-5631
Lasse Glassen
Investor Relations
Addo Communications
310-829-5400