HONOLULU - Territorial Bancorp Inc. (NASDAQ:TBNK), a Hawaii-based bank holding company, has for the third time rejected a merger proposal from Blue Hill Advisors LLC, despite a 4% increase in their offer. The board reaffirmed its commitment to a merger with Hope Bancorp, Inc. (NASDAQ:HOPE), initially announced on April 29, 2024.
Allan S. Kitagawa, Chairman, CEO and President of Territorial, stated that the Blue Hill Group's proposal remains "highly uncertain and inferior" to the Hope merger. The proposal relies on potential investments from unnamed investors with only non-binding indications of interest, whereas Hope has already invested in the regulatory and shareholder approval processes through a signed merger agreement.
The Blue Hill Group has not provided evidence that the investor group can secure the required regulatory approvals promptly, if at all. Their proposal also includes the uncertain completion of a tender offer and is subject to additional conditions, including due diligence. In contrast, a detailed due diligence review has been completed for the Hope merger, with only a few remaining conditions.
Territorial's board has repeatedly rejected the Blue Hill Group's offer, following careful consideration and engagement in a process that evaluated other strategic alternatives before entering into the agreement with Hope. The proposed merger with Hope is expected to benefit Territorial's shareholders, customers, employees, and the communities it operates in.
Hope Bancorp has filed a Registration Statement on Form S-4 with the U.S. Securities and Exchange Commission (SEC), containing the Proxy Prospectus, which was distributed to Territorial's stockholders around August 29, 2024, and supplemented on September 12, 2024. Investors and stockholders are urged to read these documents carefully for more information about the proposed transaction.
Territorial Bancorp Inc. is the holding company for Territorial Savings Bank, which operates 28 branch offices in Hawaii. The information in this article is based on a press release statement from Territorial Bancorp Inc.
InvestingPro Insights
Territorial Bancorp Inc.'s (NASDAQ:TBNK) decision to reject Blue Hill Advisors' merger proposal for the third time and stick with Hope Bancorp aligns with some interesting financial metrics and trends revealed by InvestingPro data.
According to InvestingPro Tips, TBNK is currently trading at a low Price / Book multiple of 0.36, which could be a factor in the ongoing merger discussions and valuations. This low valuation might be partly explained by the company's recent financial performance, as InvestingPro data shows a revenue decline of 27.52% over the last twelve months as of Q2 2024.
Despite these challenges, TBNK has shown resilience in some areas. An InvestingPro Tip highlights that the company has maintained dividend payments for 15 consecutive years, demonstrating a commitment to shareholder returns even in challenging times. This could be an important consideration for long-term investors evaluating the merger proposals.
Interestingly, TBNK has experienced a strong return over the last three months, with InvestingPro data showing a 28.42% price total return. This recent performance might influence shareholders' perspectives on the merger decisions and the company's standalone prospects.
For investors seeking a more comprehensive analysis, InvestingPro offers additional tips and metrics that could provide deeper insights into TBNK's financial health and future prospects. There are 8 more InvestingPro Tips available for Territorial Bancorp Inc., which could be valuable for understanding the full picture behind the company's strategic decisions.
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