Hope Bancorp, Inc. (“Hope Bancorp”) (NASDAQ: HOPE), the holding
company of Bank of Hope, and Territorial Bancorp Inc.
(“Territorial”) (NASDAQ: TBNK), the stock holding company of
Territorial Savings Bank, today jointly announced the signing of a
definitive merger agreement, which is expected to create the
largest regional bank catering to multi-ethnic customers across the
continental United States and the Hawaiian Islands.
As of December 31, 2023, Territorial had total assets of $2.24
billion, total loans of $1.31 billion and total deposits of $1.64
billion. Territorial Savings Bank, a state-chartered savings bank,
originally chartered in 1921 by the Territory of Hawai‘i, conducts
business from its headquarters in Honolulu, Hawai‘i, and operates
28 branches in the state. Hope Bancorp intends to preserve the
100-plus year legacy of the Territorial Savings Bank brand name,
culture and commitment to local communities. Following the
completion of the transaction, the legacy Territorial franchise in
Hawai‘i will continue to do business under the Territorial Savings
Bank brand, as a trade name of Bank of Hope.
Strategic Highlights of Proposed Transaction
- Adds stable, low-cost core deposit base to the combined
company
- Accelerates diversification of the combined company’s loan mix
through the addition of a residential mortgage portfolio with
excellent asset quality
- Opportunity to grow Territorial’s market share and enhance the
customer experience by leveraging the combined company’s larger
balance sheet, resources and more extensive array of banking
products and services
- Combined footprint expands to include attractive Hawai‘i market
with large Asian American and Pacific Islander communities
- Strong levels of capital to support the growth of the combined
franchise
“We believe this combination will strengthen our position as one
of the leading Asian American banks in the country by expanding our
footprint to the Hawaiian Islands,” stated Kevin S. Kim, Chairman,
President and Chief Executive Officer of Hope Bancorp, Inc. “Upon
the close of the transaction, we believe Territorial’s high-quality
deposit base will enhance our core funding mix and Territorial’s
residential mortgage portfolio will accelerate the diversification
of our loans. We look forward to building on Territorial’s 100-plus
year legacy of exemplary customer service and support of local
communities in a strategically important market.”
“Our merger with Hope Bancorp will bring together two companies
that share long-standing commitments to our customers and the
communities where we live and work,” said Allan S. Kitagawa,
Chairman, President and Chief Executive Officer of Territorial
Bancorp Inc. “Our name will remain Territorial Savings Bank, and we
expect a seamless transition for our customers, who will continue
to benefit from our strong focus on relationship banking,
personalized service and tailored financial solutions. At the same
time, we believe the proposed combination will strengthen
Territorial Savings Bank for the long term, providing many
advantages for our customers and employees as we become part of a
larger organization with greater resources, enhanced technology
platforms, and an expanded array of banking products and
services.”
Under the terms of the merger agreement, upon completion of the
transaction, Territorial shareholders will receive a fixed exchange
ratio of 0.8048 shares of Hope Bancorp common stock in exchange for
each share of Territorial common stock they own, in a 100%
stock-for-stock transaction valued at approximately $78.6 million.
Based on the closing price of Hope Bancorp’s common stock on April
26, 2024, this represents a value of $8.82 per share of Territorial
common stock, although the actual value will be determined upon
transaction closing. Upon completion of the transaction, it is
expected that Hope Bancorp shareholders will own approximately
94.4% of the combined entity and Territorial shareholders will own
approximately 5.6%, with the actual percentages being determined as
of the transaction closing date. The transaction is intended to
qualify as a tax-free reorganization for Territorial shareholders.
The proposed transaction, after the close, is expected to be
immediately accretive to Hope Bancorp’s earnings.
The Boards of Directors of both companies have approved the
merger agreement and the transaction contemplated thereby. The
transaction is expected to close by year-end 2024, subject to
regulatory approvals, the approval of Territorial shareholders, and
the satisfaction of other customary closing conditions.
Hope Bancorp is being advised by the investment banking firm of
D.A. Davidson & Co., and the law firm of Greenberg Traurig,
LLP. Territorial is being advised by the investment banking firm of
Keefe, Bruyette & Woods, a Stifel Company, and the law firm of
Luse Gorman, PC.
Investor Conference Call
Hope Bancorp previously announced that it will host an investor
conference call on Monday, April 29, 2024, at 9:30 a.m. Pacific
Time / 6:30 a.m. Hawai‘i Time / 12:30 p.m. Eastern Time to review
unaudited financial results for its first quarter ended March 31,
2024. Investors and analysts are invited to access the conference
call by dialing 866-235-9917 (domestic) or 412-902-4103
(international) and asking for the “Hope Bancorp Call.” A
presentation to accompany the earnings call, along with a
presentation regarding the proposed Territorial merger, will be
available at the Investor Relations section of Hope Bancorp’s
website at www.ir-hopebancorp.com. Other interested parties are
invited to listen to a live webcast of the call available at the
Investor Relations section of Hope Bancorp’s website. After the
live webcast, a replay will remain available at the Investor
Relations section of Hope Bancorp’s website for one year. A
telephonic replay of the call will be available at 877-344-7529
(domestic) or 412-317-0088 (international) for one week through May
6, 2024, replay access code 4889007.
About Hope Bancorp, Inc.
Hope Bancorp, Inc. (NASDAQ: HOPE) is the holding company of Bank
of Hope, the first and only super regional Korean American bank in
the United States with $18.09 billion in total assets as of March
31, 2024. Headquartered in Los Angeles, California and serving a
multi-ethnic population of customers across the nation, Bank of
Hope provides a full suite of commercial, corporate and consumer
loans, including commercial and commercial real estate lending, SBA
lending, residential mortgage and other consumer lending; deposit
and fee-based products and services; international trade financing;
cash management services, foreign currency exchange solutions, and
interest rate derivative products, among others. Bank of Hope
operates 48 full-service branches in California, Washington, Texas,
Illinois, New York, New Jersey, Virginia, Alabama, and Georgia.
Bank of Hope also operates SBA loan production offices, commercial
loan production offices, and residential mortgage loan production
offices in the United States; and a representative office in Seoul,
Korea. Bank of Hope is a California-chartered bank, and its
deposits are insured by the FDIC to the extent provided by law.
Bank of Hope is an Equal Opportunity Lender. For additional
information, please go to www.bankofhope.com. By including the
foregoing website address link, Hope Bancorp does not intend to and
shall not be deemed to incorporate by reference any material
contained or accessible therein.
About Territorial Bancorp Inc.
Territorial Bancorp Inc. (NASDAQ: TBNK), headquartered in
Honolulu, Hawai‘i, 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
Hawai‘i. Territorial Savings Bank conducts business from its
headquarters in Honolulu, Hawai‘i and has 28 branch offices in the
state of Hawai‘i. For additional information, please visit
Territorial’s website at: https://www.tsbhawaii.bank. By including
the foregoing website address link, Territorial does not intend to
and shall not be deemed to incorporate by reference any material
contained or accessible therein.
Additional Information and Where to Find It
In connection with the proposed merger, Hope Bancorp, Inc. will
file with the Securities and Exchange Commission (“SEC”) a
Registration Statement on Form S-4, which will include a Proxy
Statement of Territorial Bancorp Inc. that also constitutes a
prospectus of Hope Bancorp, Inc. Territorial Bancorp shareholders
are encouraged to read the Registration Statement and the Proxy
Statement/Prospectus regarding the merger when it becomes available
and any other relevant documents filed with the SEC, as well as any
amendments or supplements to those documents, because they will
contain important information about the proposed merger.
Territorial Bancorp shareholders will be able to obtain a free copy
of the Proxy Statement/Prospectus, as well as other filings
containing information about Hope Bancorp and Territorial Bancorp
at the SEC’s Internet site (www.sec.gov). Territorial Bancorp
shareholders will also be able to obtain these documents, free of
charge, from Territorial Bancorp at
https://www.tsbhawaii.bank/tsb/investor-relations/.
Participants in Solicitation
Territorial Bancorp and its directors, executive officers,
management and employees may be deemed to be participants in the
solicitation of proxies in respect of the merger. Information
concerning Territorial Bancorp’s participants is set forth in the
Proxy Statement, dated April 16, 2024, for Territorial Bancorp’s
2024 annual meeting of shareholders as filed with the SEC on
Schedule 14A. Additional information regarding the participants in
the solicitation of proxies in respect of the proposed transaction
and interests of participants of Territorial Bancorp in the
solicitation of proxies in respect of the merger will be included
in the Registration Statement and Proxy Statement/Prospectus to be
filed with the SEC. Free copies of these documents, when available,
may be obtained as described in the preceding paragraph.
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, Hope Bancorp and Territorial Bancorp
each 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
shareholders, 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.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240429477982/en/
For Hope Bancorp, Inc.: Julianna Balicka EVP & Chief
Financial Officer 213-235-3235 julianna.balicka@bankofhope.com
Angie Yang SVP, Director of Investor Relations & Corporate
Communications 213-251-2219 angie.yang@bankofhope.com
For Territorial Bancorp Inc. Walter Ida SVP, Director of
Investor Relations 808-946-1400
walter.ida@territorialsavings.net
Grafico Azioni Territorial Bancorp (NASDAQ:TBNK)
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