Exhibit 1
JOINT FILING AGREEMENT
JOINT FILING AGREEMENT (this "Agreement"), dated as of
November 17, 2003, among AIF II NT, Ltd. ("AIF II"), AIG Asian Infrastructure
Fund II, L.P. ("AIG Fund II"), AIG Asian Infrastructure Management II, L.P.
("AIG Fund II General Partner"), AIG Asian Infrastructure Management II, Ltd.
("AIG Fund II Management"), Emerging Markets Partnership II, L.L.C. ("EMP II"),
Emerging Markets Corporation ("EMC"), GIC Infrastructure Pte Ltd. ("GICI"), AOF
NT, Ltd. ("AOF NT"), AIG Asian Opportunity Fund, L.P. ("AOF"), AIG Asian
Opportunity G.P., L.L.C. ("AOF General Partner"), AIG Global Investment Corp.
(Asia) Ltd. ("AIGGIC"), American International Assurance Company (Bermuda)
Limited ("AIAB"), American International Reinsurance Company, Ltd. ("AIRCO"),
American International Group, Inc. ("AIG, Inc."), Newbridge Asia HT, L.P.
("Newbridge Asia HT"), Newbridge Asia HT, Ltd. ("Newbridge Asia HT General
Partner"), Newbridge Asia GenPar III, L.P. ("Newbridge GenPar III"), Newbridge
Asia Advisors III, Inc. ("Newbridge Advisors III"), Tarrant Advisors, Inc.
("Tarrant Advisors"), ▇▇▇▇ G.A. III, L.L.C. ("▇▇▇▇ G.A. III"), ▇▇▇▇ Investment
Partners, Inc. ("▇▇▇▇ Investment"), ▇▇▇▇▇▇▇ ▇. ▇▇▇▇, United Classic Investments
Limited ("UCI"), TVG Asian Communications Fund II, L.P. ("TVG Fund"), Telecom
Venture Group, LLC ("TVG Fund General Partner"), ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, HT Holdings
V, L.P. ("HT Holdings V"), HT Holdings VI, L.P. ("HT Holdings VI"), HT Holdings
VII, L.P. ("HT Holdings VII"), HT Holdings VIII, L.P. ("HT Holdings VIII"), HT
Holdings IX, L.P. ("HT Holdings IX") and HT IX GP, Ltd. ("HT Holdings IX General
Partner" and collectively, the "Current Reporting Persons").
W I T N E S S E T H
WHEREAS, as of the date hereof, each of the Current Reporting
Persons is filing their statement on Amendment No. 1 (the "Amendment") to the
Schedule 13D (the "Schedule 13D") with respect to the common stock, par value
Won 5,000 per share, of Hanaro Telecom, Inc., a chusik-hoesa organized under the
laws of Korea filed on October 31, 2003;
WHEREAS, each of the Current Reporting Persons is individually
eligible to file the Schedule 13D and the Amendment;
WHEREAS, each of the Current Reporting Persons wishes to file
the Schedule 13D and any future amendments thereto jointly and on behalf each of
the Current Reporting Persons, any other person designated as an Investor (as
defined in the Schedule 13D), and related parties (collectively, the "Reporting
Persons"), pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of
▇▇▇▇ (▇▇▇ "▇▇▇▇▇▇▇▇ ▇▇▇");
NOW, THEREFORE, in consideration of these premises and other
good and valuable consideration, the parties hereto agree as follows:
1. Each of the Current Reporting Persons hereby agrees that
the Amendment is, and any future amendments to the Schedule 13D will be, filed
on behalf of each of the Reporting Persons pursuant to Rule 13d-1(k)(1)(iii)
under the Exchange Act.
2. Each of the Current Reporting Persons hereby acknowledges
that, pursuant to Rule 13d-1(k)(1)(i) under the Exchange Act, such Current
Reporting Person is responsible for the timely filing of the Schedule 13D, the
Amendment and any future amendments thereto, and for the completeness and
accuracy of the information concerning such Reporting Person contained therein,
and is not responsible for the completeness and accuracy of the information
concerning the other Reporting Persons contained therein, unless such Reporting
Person knows or has reason to know that such information is inaccurate.
3. Each of the Current Reporting Persons hereby agrees that
this Agreement may be amended at any time and from time to time to include
additional Reporting Persons, and that such amendments do not require the
signature of any Reporting Person, other than the Reporting Persons being added
at such time.
4. Each of the Current Reporting Persons hereby agrees that
this Agreement, and each amendment thereto, shall be filed as an exhibit to the
Schedule 13D, pursuant to Rule 13d-1(k)(1)(iii) under the Exchange Act.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
SIGNATURE
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
AIF II NT, LTD.
By: /s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
-------------------------
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Director
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
AIG ASIAN INFRASTRUCTURE FUND II, L.P.
By: AIG Asian Infrastructure Management II, L.P.
By: AIG Asian Infrastructure Management II, Ltd.
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
------------------
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Vice President
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
AIG ASIAN INFRASTRUCTURE MANAGEMENT II, L.P.
By: AIG Asian Infrastructure Management II, Ltd.
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
------------------
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Vice President
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
AIG ASIAN INFRASTRUCTURE MANAGEMENT II, LTD.
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
-------------------
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Vice President
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
EMERGING MARKETS PARTNERSHIP II, L.L.C.
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
-------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Title: Director, EMC
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
EMERGING MARKETS CORPORATION
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
-------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Title: Director
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
GIC INFRASTRUCTURE PTE LTD.
By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇
------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: Director
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
AOF NT. Ltd.
By: /s/ ▇▇▇▇▇ ▇▇▇▇▇
---------------
Name: ▇▇▇▇▇ ▇▇▇▇▇
Title: Director
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
AIG ASIAN OPPORTUNITY FUND, L.P.
By: AIG Asian Opportunity G.P., L.L.C.
By: /s/ ▇▇▇▇▇ ▇▇▇▇▇
---------------
Name: ▇▇▇▇▇ ▇▇▇▇▇
Title: Director
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
AIG ASIAN OPPORTUNITY G.P., L.L.C.
By: /s/ ▇▇▇▇▇ ▇▇▇▇▇
---------------
Name: ▇▇▇▇▇ ▇▇▇▇▇
Title: Director
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
AIG GLOBAL INVESTMENT CORP. (ASIA) LTD.
By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇
-----------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Managing Director
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
AMERICAN INTERNATIONAL ASSURANCE COMPANY
(BERMUDA) LIMITED
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
------------------
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Director
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
AMERICAN INTERNATIONAL REINSURANCE COMPANY, LTD.
By: /s/ S. ▇▇▇▇▇▇ ▇▇▇▇▇▇
--------------------
Name: S. ▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Vice President and Treasurer
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
AMERICAN INTERNATIONAL GROUP, INC.
By: /s/ Win ▇. ▇▇▇▇▇▇
-----------------
Name: Win ▇. ▇▇▇▇▇▇
Title: Executive Vice President and
Chief Investment Officer
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
NEWBRIDGE ASIA HT, L.P.
By: Newbridge Asia HT, Ltd.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
------------------------
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Title: Vice President
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
NEWBRIDGE ASIA HT, LTD.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
------------------------
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Title: Vice President
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
NEWBRIDGE ASIA GENPAR III, L.P.
By: Newbridge Asia Advisors III, Inc.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
---------------------------
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Title: Vice President
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
NEWBRIDGE ASIA ADVISORS III, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
------------------------
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Title: Vice President
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
TARRANT ADVISORS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
------------------------
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Title: Vice President
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
▇▇▇▇ G.A. III, L.L.C.
By: ▇▇▇▇ Investment Partners, Inc.
Its Managing Member
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
--------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Secretary
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
▇▇▇▇ INVESTMENT PARTNERS, INC.
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
--------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Secretary
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
▇▇▇▇▇▇▇ ▇. ▇▇▇▇
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
--------------------
By: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Attorney-In-Fact
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
UNITED CLASSIC INVESTMENTS LIMITED
By: /s/ ▇▇▇▇▇▇ ▇▇▇
---------------
Name: ▇▇▇▇▇▇ ▇▇▇
Title: Director
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
TVG ASIAN COMMUNICATIONS FUND II, L.P.
By: TELECOM VENTURE GROUP, LLC,
its General Partner
By: /s/ Varun Kumar Bery
--------------------
Name: Varun Kumar Bery
Title: Director
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
TELECOM VENTURE GROUP, LLC
By: /s/ Varun Kumar Bery
--------------------
Name: Varun Kumar Bery
Title: Director
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇
By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇
---------------------
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
HT HOLDINGS V L.P.
By: Newbridge Asia GenPar III, L.P.
By: Newbridge Asia Advisors III, Inc.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
---------------------
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Vice President
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
HT HOLDINGS VI L.P.
By: Newbridge Asia GenPar III, L.P.
By: Newbridge Asia Advisors III, Inc.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
---------------------
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Vice President
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
HT HOLDINGS VII L.P.
By: Newbridge Asia GenPar III, L.P.
By: Newbridge Asia Advisors III, Inc.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
---------------------
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Vice President
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
HT HOLDINGS VIII L.P.
By: Newbridge Asia GenPar III, L.P.
By: Newbridge Asia Advisors III, Inc.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
---------------------
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Vice President
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
HT HOLDINGS IX L.P.
By: HT IX GP, Ltd.
By: /s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
-------------------------
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Director
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their duly authorized representative as of the day and year first
above written.
HT IX GP, LTD.
By: /s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
-------------------------
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Director
