UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Hanmi Financial Corporation
(Name of Issuer)
Common Stock, Par Value $0.001
(Title of Class of Securities)
410495105
(CUSIP Number)
November 16, 2009
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
_______________
The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior coverage page.
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
Page 1 of 11
| CUSIP No. 410495105 |
Page 2 of 11 Pages |
|
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITIES ONLY) GWI Enterprise Ltd.
|
|
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) [ ] (b) [ ] |
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3 |
SEC USE ONLY |
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
The Commonwealth of The Bahamas |
|
|
|
5 |
SOLE VOTING POWER |
0 |
|
6 |
SHARED VOTING POWER |
3,552,499 | |
|
7 |
SOLE DISPOSITIVE POWER |
0 | |
|
8 |
SHARED DISPOSITIVE POWER |
3,552,499 |
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,552,499 |
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ] |
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.9% |
|
12 |
TYPE OF REPORTING PERSON CO |
| CUSIP No. 410495105 |
Page 3 of 11 Pages |
|
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITIES ONLY) Fundo de Investimento em Acoes GWI Private Investimento no Exterior
|
|
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) [ ] (b) [ ] |
|
3 |
SEC USE ONLY |
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Federative Republic of Brazil |
|
|
|
5 |
SOLE VOTING POWER |
0 |
|
6 |
SHARED VOTING POWER |
358,519 | |
|
7 |
SOLE DISPOSITIVE POWER |
0 | |
|
8 |
SHARED DISPOSITIVE POWER |
358,519 |
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 358,519 |
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ] |
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.7% |
|
12 |
TYPE OF REPORTING PERSON FI |
| CUSIP No. 410495105 |
Page 4 of 11 Pages |
|
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITIES ONLY) GWI Consultoria Participacoes e Servicos Ltda
|
|
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) [ ] (b) [ ] |
|
3 |
SEC USE ONLY |
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Federative Republic of Brazil |
|
|
|
5 |
SOLE VOTING POWER |
0 |
|
6 |
SHARED VOTING POWER |
358,519 | |
|
7 |
SOLE DISPOSITIVE POWER |
0 | |
|
8 |
SHARED DISPOSITIVE POWER |
358,519 |
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 358,519 |
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ] |
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.7% |
|
12 |
TYPE OF REPORTING PERSON FI |
| CUSIP No. 410495105 |
Page 5 of 11 Pages |
|
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITIES ONLY) Mu Hak You
|
|
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) [ ] (b) [ ] |
|
3 |
SEC USE ONLY |
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|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Korea |
|
|
|
5 |
SOLE VOTING POWER |
0 |
|
6 |
SHARED VOTING POWER |
3,911,018 | |
|
7 |
SOLE DISPOSITIVE POWER |
0 | |
|
8 |
SHARED DISPOSITIVE POWER |
3,911,018 |
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,911,018 |
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ] |
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.6% |
|
12 |
TYPE OF REPORTING PERSON IN |
|
CUSIP No. 410495105 |
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Page 6 of 11 Pages |
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Item 1(a). |
Name of Issuer: |
|
| Hanmi Financial Corporation | ||
| Item 1(b). |
Address of Issuer's Principal Executive Offices: |
|
|
|
3660
Wilshire Boulevard |
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Item2(a). |
Name of Persons Filing: |
|
| This Schedule 13G is being filed on behalf of the following persons: | ||
| (i) | GWI Enterprise Ltd. | |
| (ii) | Fundo de Investimento em Acoes GWI Private Investimento no Exterior | |
| (iii) | GWI Consultoria Participacoes e Servicos Ltda | |
| (iv) | Mu Hak You | |
| Item 2(b). |
Address of Principal Business Office or, if none, Residence: |
|
| (i) |
GWI Enterprise Ltd. Kings Court, Bay Street P.O. Box N-3944 Nassau, Bahamas |
|
| (ii) |
Fundo de Investimento em
Acoes
GWI Private Investimento no Exterior Av. Presidente Wilson, no 231, 11o andar Rio de Janeiro - RJ - Brasil |
|
| (iii) |
GWI Consultoria Participacoes e Servicos Ltda Av. Brigadeiro Faria Lima, 3.900 6o andar CEP 04538-132 Sao Paulo - SP - Brazil |
|
| (iv) |
Mu Hak You c/o GWI Enterprise Ltd. Kings Court, Bay Street P.O. Box N-3944 Nassau, Bahamas |
|
| Item 2(c). |
Citizenship: |
|
| (i) | GWI Enterprise Ltd. is a corporation organized under the laws of The Commonwealth of The Bahamas. | |
| (ii) | Fundo de Investimento em Acoes GWI Private Investimento no Exterior is a fund organized under the laws of the Federative Republic of Brazil. | |
| (iii) |
GWI Consultoria Participacoes e Servicos Ltda is a limited liability company organized under the laws of the Federative Republic of Brazil. |
|
| (iv) | Mu Hak You is a citizen of the Republic of Korea. | |
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CUSIP No. 410495105 |
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Page 7 of 11 Pages |
| Item 2(d). |
Title of Class of Securities: |
|
| Common Stock, par value $0.001 | ||
| Item2(e). |
CUSIP Number: |
|
| 410495105 |
|
Item 3. |
If this Statement is filed pursuant to sections 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
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Not Applicable. |
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Item 4. |
Ownership. |
| Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. | |
| The percentages used herein are calculated based upon the shares issued and outstanding as of October 31, 2009 as reported on the Issuer's quarterly report on Form 10-Q filed with the Securities and Exchange Commission for the quarterly period ended September 30, 2009. | |
|
|
(a) |
Amount beneficially owned: |
|
| GWI Enterprise Ltd. | 3,552,499 | ||
| Fundo de Investimento em Acoes GWI Private Investimento no Exterior | 358,519 | ||
| GWI Consultoria Participacoes e Servicos Ltda |
358,519 Includes 358,519 shares directly owned by Fundo de Investimento em Acoes GWI Private Investimento no Exterior. |
||
| Mu Hak You |
3,911,018 Includes (i) 3,552,499 shares directly owned by GWI Enterprise Ltd. and (ii) 358,519 shares directly owned by Fundo de Investimento em Acoes GWI Private Investimento no Exterior. |
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CUSIP No. 410495105 |
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Page 8 of 11 Pages |
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(b) |
Percent of class: |
| GWI Enterprise Ltd. | 6.9% | ||
|
Fundo de Investimento em
Acoes GWI Private Investimento no Exterior |
0.7% | ||
| GWI Consultoria Participacoes e Servicos Ltda | 0.7% | ||
| Mu Hak You | 7.6% | ||
| (c) | Number of shares as to which such person has: | |||
| (i) | Sole power to vote or to direct the vote: | |||
| GWI Enterprise Ltd. | 0 | |||
| Fundo de Investimento em Acoes GWI Private Investimento no Exterior | 0 | |||
| GWI Consultoria Participacoes e Servicos Ltda | 0 | |||
| Mu Hak You | 0 | |||
| (ii) | Shared power to vote or to direct the vote: | |||
| GWI Enterprise Ltd. | 3,552,499 | |||
| Fundo de Investimento em Acoes GWI Private Investimento no Exterior | 358,519 | |||
| GWI Consultoria Participacoes e Servicos Ltda | 358,519 | |||
| Mu Hak You | 3,911,018 | |||
|
CUSIP No. 410495105 |
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Page 9 of 11 Pages |
| (iii) | Sole power to dispose or to direct the disposition of: | ||
| GWI Enterprise Ltd. | 0 | |||
| Fundo de Investimento em Acoes GWI Private Investimento no Exterior | 0 | |||
| GWI Consultoria Participacoes e Servicos Ltda | 0 | |||
| Mu Hak You | 0 | |||
| (iv) | Shared power to dispose or to direct the disposition of: | |||
| GWI Enterprise Ltd. | 3,552,499 | |||
| Fundo de Investimento em Acoes GWI Private Investimento no Exterior | 358,519 | |||
| GWI Consultoria Participacoes e Servicos Ltda | 358,519 | |||
| Mu Hak You | 3,911,018 | |||
Mr. Mu Hak You and GWI Consultoria Participacoes e Servicos Ltda do not directly own any shares of the Issuer. GWI Consultoria Participacoes e Servicos Ltda has investment and voting power with respect to the shares directly owned by Fundo de Investimento em Acoes GWI Private Investimento no Exterior. Mr. Mu Hak You beneficially owns 100% of GWI Enterprise Ltd., 99.99% of GWI Consultoria Participacoes e Servicos Ltda and 96.00% of Fundo de Investimento em Acoes GWI Private Investimento no Exterior, and serves as the Director of GWI Enterprise Ltd. and the Director of GWI Consultoria Participacoes e Servicos Ltda. Mr. Mu Hak You may be deemed to beneficially own the shares of the Issuer owned by GWI Enterprise Ltd., GWI Consultoria Participacoes e Servicos Ltda and Fundo de Investimento em Acoes GWI Private Investimento no Exterior. GWI Consultoria Participacoes e Servicos Ltda may be deemed to beneficially own the shares of the Issuer owned by Fundo de Investimento em Acoes GWI Private Investimento no Exterior.
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CUSIP No. 410495105 |
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Page 10 of 11 Pages |
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Item 5. |
Ownership of Five Percent or Less of a Class. |
|
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ]. |
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person. |
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Not Applicable. |
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Item 7. |
Identification and Classification of Subsidiaries Which Acquired the Security Being Reported on by the Parent Holding Company. |
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Not Applicable. |
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Item 8. |
Identification and Classification of Members of the Group. |
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Not Applicable. |
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Item 9. |
Notice of Dissolution of Group. |
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Not Applicable. |
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| Item 10. | Certification. | |
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By signing below I certify that, to the best of my knowledge and belief, the |
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securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. |
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CUSIP No. 410495105 |
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Page 11 of 11 Pages |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: November 25th, 2009
|
GWI ENTERPRISE LTD. |
||
|
|
By: |
/s/ Mu Hak You
Name: Mu Hak You |
| FUNDO DE INVESTIMENTO EM ACOES GWI PRIVATE INVESTIMENTO NO EXTERIOR | ||
| By: | BNY Mellon Servicos Financeiros Distribuidora de Titulos e Valores Mobiliarios S.A., as Administrator | |
|
By: |
/s/ Alberto Elias Assayag Rocha | /s/ Paulo Andre Silva Oliveira |
|
Name:
Alberto Elias Assayag Rocha Title: Diretor |
Paulo Andre Silva de Oliveira Procurador |
|||
| GWI CONSULTORIA PARTICIPACOES E SERVICOS LTDA | ||
|
By: |
/s/ Mu Hak You
Name: Mu Hak You |
||
| /s/ Mu Hak You | |
| MU HAK YOU |
EXHIBIT A
JOINT FILING AGREEMENT
In accordance with Rule 13d-l(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) (the "Schedule 13G") with respect to the shares of Common Stock of Hanmi Financial Corporation, a Delaware corporation, and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.
The undersigned further agree that each party hereto is responsible for the timely filing of the Schedule 13G and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.
This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.
IN WITNESS WHEREOF, the undersigned have executed this Joint Filing Agreement as of November 25th, 2009.
|
GWI ENTERPRISE LTD. |
||
|
|
By: |
/s/ Mu Hak You
Name: Mu Hak You |
| FUNDO DE INVESTIMENTO EM ACOES GWI PRIVATE INVESTIMENTO NO EXTERIOR | ||
| By: | BNY Mellon Servicos Financeiros Distribuidora de Titulos e Valores Mobiliarios S.A., as Administrator | |
|
By: |
/s/ Alberto Elias Assayag Rocha | /s/ Paulo Andre Silva Oliveira |
|
Name:
Alberto Elias Assayag Rocha Title: Diretor |
Paulo Andre Silva de Oliveira Procurador |
|||
| GWI CONSULTORIA PARTICIPACOES E SERVICOS LTDA | ||
|
By: |
/s/ Mu Hak You
Name: Mu Hak You |
||
| /s/ Mu Hak You | |
| MU HAK YOU |