Acquiring party Blue Hill ups bid for Hawaii bank
Territorial Bancorp Continues to Reject Blue Hill Advisors' Acquisition Proposal
In a series of events since August 2025, Territorial Bancorp has received acquisition offers from Blue Hill Advisors. However, these offers have not resulted in a change of control or acceptance by Territorial Bancorp's board or shareholders.
The latest offer, worth $12.50 per share, represents a 27% premium over the Hope deal, based on the Los Angeles bank's closing stock price from Wednesday. Despite this increased offer, Territorial Bancorp has once again rejected Blue Hill's proposal for a third time.
Jason Blumberg, a managing member of Blue Hill, stated that shareholders recognize the superiority of their offer. Contrarily, Territorial CEO Allan Kitagawa stated that the Blue Hill proposal remains highly uncertain and inferior to the Hope merger.
The primary reasons for Territorial’s rejection of Blue Hill Advisors’ offers appear to be related to the lack of a controlling stake or activist intent by Blue Hill. Blue Hill-related entities hold 0.0% beneficial ownership in Territorial Bancorp, indicating that their offers are not backed by a significant or activist stake to influence governance or control.
Territorial Bancorp’s board and shareholders seem inclined towards merging with Hope Bancorp, which likely presents a more favorable strategic fit, valuation, or long-term growth prospects compared to Blue Hill Advisors’ offers.
The filings show no governance disruption or control contest stemming from Blue Hill Advisors, suggesting their proposals have not swayed the board from pursuing the Hope Bancorp transaction.
Blue Hill's offer provides an option for up to 30% of existing shareholders to continue to invest in the recovery of Territorial. However, among other concerns, Territorial would have to pay Hope a $3 million termination fee if it were to entertain a competing offer.
Allan Landon, former Bank of Hawaii CEO, and Jason Blumberg would receive Territorial board seats under Blue Hill's latest proposal. Landon, in a statement, stated that the increased offer makes Blue Hill's proposal more attractive. However, he did not provide any evidence to support that investors could secure regulatory approval quickly if needed.
Territorial shareholders are scheduled to meet on October 10 to vote on the Hope deal. The reiteration of Territorial's commitment to the Hope Bancorp transaction was made despite Blue Hill Advisors increasing its offer by 50 cents per share last week.
[1] Source: Company filings and public statements.
The proposed acquisition by Blue Hill Advisors is yet to be accepted by Territorial Bancorp's board and shareholders, as they seem more inclined towards merging with Hope Bancorp due to a more favorable strategic fit, valuation, or long-term growth prospects. The latest offer from Blue Hill Advisors, while attractive in some aspects, remains uncertain and inferior compared to the Hope merger for Territorial Bancorp.
