UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 15F
CERTIFICATION OF A FOREIGN PRIVATE ISSUER'S TERMINATION OF
REGISTRATION OF A CLASS OF SECURITIES UNDER SECTION 12(g) OF
THE SECURITIES EXCHANGE ACT OF 1934 OR ITS TERMINATION OF
THE DUTY TO FILE REPORTS UNDER SECTION 13(a) OR SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 001-15012
---------
hanarotelecom incorporated
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
17-7, YEOUIDO-DONG, YEONGDEUNGPO-GU, SEOUL 150-874, KOREA, +822-6266-4526
- --------------------------------------------------------------------------------
(Address, including zip code, and telephone number, including area code, of
registrant's principal executive offices)
COMMON SHARES, PAR VALUE WON 5,000 PER SHARE LISTED ON THE KRX KOSDAQ MARKET
AMERICAN DEPOSITARY RECEIPTS LISTED ON THE NASDAQ GLOBAL SELECT MARKET, EACH OF
WHICH REPRESENTS ONE COMMON SHARE
- --------------------------------------------------------------------------------
(Title of each class of securities covered by this Form)
Place an X in the appropriate box(es) to indicate the provision(s) relied upon
to terminate the duty to file reports under the Securities Exchange Act of 1934:
Rule 12h-6(a) [X] Rule 12h-6(d) [ ]
(for equity securities) (for successor registrants)
Rule 12h-6(c) [ ] Rule 12h-6(i) [ ]
(for debt securities) (for prior Form 15 filers)
PART I
ITEM 1. EXCHANGE ACT REPORTING HISTORY
A. hanarotelecom incorporated, or hanarotelecom, first incurred the duty to
file reports under section 13(a) or section 15(d) of the Securities Exchange Act
of 1934 ("Exchange Act") when its American Depositary Receipts, or ADRs, were
listed on The Nasdaq Global Select Market in March 2000.
B. hanarotelecom has filed or submitted all reports required under Exchange
Act section 13(a) or section 15(d) and corresponding Commission rules for the 12
months preceding the filing of this form, and has filed more than one annual
report under section 13(a).
ITEM 2. RECENT UNITED STATES MARKET ACTIVITY
hanarotelecom last sold its securities in the United States in a registered
offering under the Securities Act of 1933 in March 2000.
ITEM 3. FOREIGN LISTING AND PRIMARY TRADING MARKET
A. Common shares of hanarotelecom, par value Won 5,000 per share, which are
the subject of this Form, are listed and traded on KOSDAQ (Korean Securities
Dealers Automated Quotation) in the Republic of Korea, which exchange
constitutes the primary exchange for hanarotelecom's common shares.
B. hanarotelecom initially listed its common shares on KOSDAQ on November
11, 1998 and has maintained a listing of its common shares on KOSDAQ for at
least the 12 months preceding the filing of this Form.
C. Approximately 99% of total worldwide trading in hanarotelecom common
shares occurred in the Republic of Korea for the recent 12-month period started
on May 19, 2006 and ended on May 18, 2007 (the "Recent 12-month Period").
ITEM 4. COMPARATIVE TRADING VOLUME DATA
hanarotelecom is relying on Rule 12h-6(a)(4)(i) under the Exchange Act in
terminating the registration of its common shares and ADRs representing the
common shares under section 12(g) and duty to file reports under section 13(a)
or 15(d) of the Exchange Act.
A. May 19, 2006 and May 18, 2007 are the first and last days of the Recent
12-month Period used to meet the requirements of Rule 12h-6(a)(4)(i) under the
Rule.
B. The average daily trading volume of hanarotelecom common shares in the
United States (represented by ADRs) was 7,367 and on a worldwide basis was
1,932,054, during the Recent 12-month Period.
C. The average daily trading volume of hanarotelecom common shares
(represented by ADRs) in the United States was approximately 0.38% of the
average daily trading volume for hanarotelecom common shares on a worldwide
basis during the Recent 12-month Period.
D. Concurrently with the filing of Form 15F with the Securities and
Exchange Commission (the "Commission"), hanarotelecom's ADRs are being delisted
from The Nasdaq Global Select Market. The average daily trading volume of
hanarotelecom common shares in the United States represented by ADRs was less
than 1% of the average daily trading volume for such shares on a worldwide basis
for the 12-month period ended June 27, 2007 (which was the last day of trading
prior to delisting).
E. hanarotelecom has not terminated its sponsored ADR facility regarding
its common shares as of the date of this Form.
F. hanarotelecom used the trading volume information provided by the Korea
Exchange (www.krx.co.kr) and the Nasdaq Stock Market (http://quotes.nasdaq.com)
for determining whether hanarotelecom meets the requirements of Rule 12h-6.
ITEM 5. ALTERNATIVE RECORD HOLDER INFORMATION
Not Applicable.
ITEM 6. DEBT SECURITIES
Not Applicable.
ITEM 7. NOTICE REQUIREMENT
A. On June 8, 2007, hanarotelecom provided notice required by Rule 12h-6(h)
(17 CFR 240.12h-6(h)) through a press release, disclosing its intent to delist
its ADRs from The Nasdaq Global Select Market and to terminate its duty to file
reports under the Exchange Act. Concurrently, hanarotelecom submitted to the
Commission the press release on Form 6-K.
B. hanarotelecom provided the press release to PR Newswire which
disseminated the notice in the United States on June 8, 2007.
ITEM 8. PRIOR FORM 15 FILERS
Not Applicable.
PART II
ITEM 9. RULE 12g3-2(b) EXEMPTION
hanarotelecom will publish the information required under Rule
12g3-2(b)(1)(iii) (17 CFR 240.12g3-2(b)(1)(iii)) on its internet Web site
(www.hanaro.com).
PART III
ITEM 10. EXHIBITS
None.
ITEM 11. UNDERTAKINGS
The undersigned issuer hereby undertakes to withdraw this Form 15F if, at
any time before the effectiveness of its termination of reporting under Rule
12h-6, it has actual knowledge of information that causes it reasonably to
believe that, at the time of filing the Form 15F:
(1) The average daily trading volume of its subject class of securities in
the United States exceeded 5 percent of the average daily trading volume of that
class of securities on a worldwide basis for the same recent 12-month period
that the issuer used for purposes of Rule 12h-6(a)(4)(i);
(2) Its subject class of securities was held of record by 300 or more
United States residents or 300 or more persons worldwide, if proceeding under
Rule 12h-6(a)(4)(ii) or Rule 12h-6(c); or
(3) It otherwise did not qualify for termination of its Exchange Act
reporting obligations under Rule 12h-6.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
hanarotelecom incorporated has duly authorized the undersigned person to sign on
its behalf this certification on Form 15F. In so doing, hanarotelecom
incorporated certifies that, as represented on this Form, it has complied with
all of the conditions set forth in Rule 12h-6 for terminating its registration
under section 12(g) of the Exchange Act, or its duty to file reports under
section 13(a) or section 15(d) of the Exchange Act, or both.
<Table>
<Caption>
Senior Executive
Vice President &
June 28, 2007 By /s/ Janice Lee Chief Financial Officer
--------------------- ---------------------- -----------------------
Janice Lee
DATE NAME TITLE
</Table>