Territorial Bancorp Postpones Special Meeting of Stockholders
October 04 2024 - 8:00AM
Territorial Bancorp Inc. (NASDAQ: TBNK) (“Territorial”) announced
today that it has postponed the Company’s Special Meeting of
Stockholders (the “Special Meeting”) to vote on its proposed merger
with Hope Bancorp, Inc. (NASDAQ: HOPE) (“Hope Bancorp”), which was
originally scheduled for 8:30 a.m., Hawaii time, on October 10,
2024. The Special Meeting has been rescheduled for November 6, 2024
at 8:30 a.m., Hawaii time. The August 14, 2024 record date for
stockholders entitled to vote at the Special Meeting is unchanged.
The Special Meeting has been postponed in order to allow the
Territorial Board of Directors and management team to continue
discussions with stockholders regarding the pending Hope Bancorp
merger.
The Territorial Board continues to unanimously recommend that
Territorial stockholders vote “For” the merger with Hope Bancorp
and all related proposals.
Additional Information about the Hope Merger and Where
to Find It
In connection with the proposed Hope Merger, Hope has filed with
the U.S. Securities and Exchange Commission (the “SEC”) a
Registration Statement on Form S-4, containing the Proxy
Prospectus, which has been mailed or otherwise delivered to
Territorial’s stockholders on or about August 29, 2024, as
supplemented September 12, 2024. Hope and Territorial may
file additional relevant materials with the SEC. INVESTORS AND
STOCKHOLDERS ARE URGED TO READ THE PROXY PROSPECTUS, AND ANY OTHER
RELEVANT DOCUMENTS THAT ARE FILED OR FURNISHED OR WILL BE FILED OR
FURNISHED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO
THOSE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY
CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED
TRANSACTION AND RELATED MATTERS. You may obtain any of the
documents filed with or furnished to the SEC by Hope or Territorial
at no cost from the SEC’s website at www.sec.gov.
Forward-Looking Statements
Some statements in this news release may constitute
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. These forward-looking
statements relate to, among other things, expectations regarding
the low-cost core deposit base, diversification of the loan
portfolio, expansion of market share, capital to support growth,
strengthened opportunities, enhanced value, geographic expansion,
and statements about the proposed transaction being immediately
accretive. Forward-looking statements include, but are not limited
to, statements preceded by, followed by or that include the words
“will,” “believes,” “expects,” “anticipates,” “intends,” “plans,”
“estimates” or similar expressions. With respect to any such
forward-looking statements, Territorial Bancorp claims the
protection provided for in the Private Securities Litigation Reform
Act of 1995. These statements involve risks and uncertainties. Hope
Bancorp’s actual results, performance or achievements may differ
significantly from the results, performance or achievements
expressed or implied in any forward-looking statements. The closing
of the proposed transaction is subject to regulatory approvals, the
approval of Territorial Bancorp stockholders, and other customary
closing conditions. There is no assurance that such conditions will
be met or that the proposed merger will be consummated within the
expected time frame, or at all. If the transaction is consummated,
factors that may cause actual outcomes to differ from what is
expressed or forecasted in these forward-looking statements
include, among things: difficulties and delays in integrating Hope
Bancorp and Territorial Bancorp and achieving anticipated
synergies, cost savings and other benefits from the transaction;
higher than anticipated transaction costs; deposit attrition,
operating costs, customer loss and business disruption following
the merger, including difficulties in maintaining relationships
with employees and customers, may be greater than expected; and
required governmental approvals of the merger may not be obtained
on its proposed terms and schedule, or without regulatory
constraints that may limit growth. Other risks and uncertainties
include, but are not limited to: possible further deterioration in
economic conditions in Hope Bancorp’s or Territorial Bancorp’s
areas of operation or elsewhere; interest rate risk associated with
volatile interest rates and related asset-liability matching risk;
liquidity risks; risk of significant non-earning assets, and net
credit losses that could occur, particularly in times of weak
economic conditions or times of rising interest rates; the failure
of or changes to assumptions and estimates underlying Hope
Bancorp’s or Territorial Bancorp’s allowances for credit losses;
potential increases in deposit insurance assessments and regulatory
risks associated with current and future regulations; the outcome
of any legal proceedings that may be instituted against Hope
Bancorp or Territorial Bancorp; the risk that any announcements
relating to the proposed transaction could have adverse effects on
the market price of the common stock of either or both parties to
the proposed transaction; and diversion of management’s attention
from ongoing business operations and opportunities. For additional
information concerning these and other risk factors, see Hope
Bancorp’s and Territorial Bancorp’s most recent Annual Reports on
Form 10-K. Hope Bancorp and Territorial Bancorp do not undertake,
and specifically disclaim any obligation, to update any
forward-looking statements to reflect the occurrence of events or
circumstances after the date of such statements except as required
by law.
About Us
Territorial Bancorp Inc., headquartered in Honolulu, Hawaii, is
the stock holding company for Territorial Savings Bank. Territorial
Savings Bank is a state-chartered savings bank which was originally
chartered in 1921 by the Territory of Hawaii. Territorial Savings
Bank conducts business from its headquarters in Honolulu, Hawaii,
and has 28 branch offices in the state of Hawaii. For additional
information, please visit https://www.tsbhawaii.bank.
Investor / Media Contacts:Walter IdaSVP,
Director of Investor
Relations808-946-1400walter.ida@territorialsavings.net
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