Exhibit 5.1
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| | Sheppard, Mullin, Richter & Hampton LLP 1901 Avenue of the Stars, Suite 1600 Los Angeles, California 90067-6055 310.228.3700 main 310.228.3701 fax www.sheppardmullin.com |
May 7, 2021
VIA ELECTRONIC MAIL
Hope Bancorp, Inc.
3200 Wilshire Boulevard, Suite 1400
Los Angeles, CA 90010
Re: | Registration Statement on Form S-8 |
Ladies and Gentlemen:
We have acted as counsel to Hope Bancorp, Inc., a Delaware corporation (the “Company”), in connection with the issuance of this opinion which relates to a Registration Statement on Form S-8 (the “Registration Statement”) filed by the Company with the Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended (the “Securities Act”). The Registration Statement covers (i) 1,087,064 shares (the “2016 Plan Shares”) of the Company’s common stock, par value $0.001 per share (“Common Stock”), reserved for issuance pursuant to the Company’s BBCN Bancorp, Inc. 2016 Incentive Compensation Plan (the “2016 Plan”), (ii) 3,881,439 shares (the “2019 Plan Shares”) of Common Stock reserved for issuance pursuant to the Company’s Hope Bancorp, Inc. 2019 Incentive Compensation Plan (the “2019 Plan”), and (iii) 1,170,626 shares (the “Resale Shares” and together with the 2016 Plan Shares and the 2019 Plan Shares, the “Shares”) of Common Stock held by, or issuable to, the selling stockholders named in the Registration Statement.
This opinion letter is being delivered in accordance with the requirements of Item 601(b)(5)(i) of Regulation S-K under the Securities Act, and no opinion is expressed herein as to any matter pertaining to the contents of the Registration Statement.
In connection with this opinion, we have reviewed and relied upon the Registration Statement, the Company’s Certificate of Incorporation as in effect on the date hereof (the “Certificate”), the Company’s Bylaws as in effect on the date hereof (the “Bylaws” and together with the Certificate, the “Charter Documents”), the proceedings taken by the Company with respect to the authorization and adoption of each of the 2016 Plan and the 2019 Plan, resolutions adopted by the board of directors of the Company (the “Board of Directors”) and the committees of the Board of Directors, and such other documents, records, certificates, memoranda and other instruments as we deem necessary as a basis for this opinion.
With respect to the foregoing documents, we have assumed the genuineness of all signatures, the authenticity of all documents submitted to us as originals and the conformity to original of all documents submitted to us as certified or reproduced copies. We have also assumed that the Shares will be uncertificated in accordance with Section 158 of the Delaware General Corporation Law, and the transfer agent therefor will register the purchaser thereof as the registered owner of any uncertificated Shares on its stock transfer books and records. We have further assumed that (a) shares of Common Stock currently reserved for issuance under each of