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Controversial bid for Territorial in Hawaii wins shareholder backing

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Controversial bid for Territorial in Hawaii wins shareholder backing


Shareholders of Territorial Bancorp in Honolulu approved the company’s planned sale to Hope Bancorp in Los Angeles.

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Shareholders of Territorial Bancorp in Honolulu on Wednesday voted in favor of a sale to Los Angeles-based Hope Bancorp, ending a contentious and protracted campaign to derail the deal and paving a path to close it by the end of this year.

The deal, announced in April, faced major hurdles in recent weeks after an investor group stepped in with a competing offer — and a higher price tag — that called into question the merits of Hope’s offer. The shareholder vote was originally scheduled for October but was delayed to muster support.

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The combination still needs regulatory approval.

“We expect our combination with Bank of Hope to strengthen Territorial 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,” Territorial Chairman and CEO Allan Kitagawa said in a press release after the vote. “We greatly appreciate the hard work of our employees and their unwavering commitment to delivering outstanding service as we progress toward the closing of this transaction.”

The $17.4 billion-asset Hope agreed in April to an all-stock deal valued at $78.6 million. Hope previously said its offer priced Territorial at $8.82 per share and that it expected to close the transaction by Dec. 31.

However, an investor group led by Blue Hill Advisors and former Bank of Hawaii CEO Allan Landon made a competing offer in August. Its initial cash bid valued Territorial at $12 per share. It later upped that to $12.50 per share.

“We think our offer is clearly superior,” Landon said in an interview ahead of the vote.

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Territorial’s shares traded above $11 on Wednesday.

Landon said the Hope offer came before the Federal Reserve made clear that it planned to cut interest rates and provide relief to community banks such as Territorial, whose securities portfolios and earnings have been under pressure. The Fed lowered its benchmark interest rate by 50 basis points in September and signaled more reductions could follow.

Territorial swung to a third-quarter net loss of $1.3 million, or 15 cents per share, from year-earlier net income of $880,000, or 10 cents per share. Territorial holds older bonds and other assets at low rates and had to pay more for deposits over the past couple years. As a result, its third-quarter net interest income decreased by nearly $2.6 million from a year earlier to $7.5 million.

However, with rates now declining, Landon said the bank’s earnings are poised to recover, and Territorial was worth more than the Hope offer implied.

Before the vote, Yakira Capital Management, one of Territorial’s largest shareholders, urged the bank to consider the Blue Hill offer, calling it financially superior.

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“We continue to question why the board is so vehemently against an offer that provides approximately 25% more value for shareholders,” the Westport, Connecticut-based investment manager said. It owns more than 1% of Territorial’s shares. 

That statement came on the heels of proxy advisor Institutional Shareholder Services supporting consideration of the Blue Hill offer.

However, ISS reversed its position ahead of the vote, and proxy advisor Glass Lewis also recommended that shareholders get behind the Hope deal.

In a letter to shareholders last week, Territorial’s board said it remained committed to the Hope deal. The board said the Blue Hill bid presented too many uncertainties and ultimately did not appear stronger than the Hope package when all factors were considered.

The $2.2 billion-asset bank’s board said that the Blue Hill offer was made on behalf of investors who had not presented sufficient evidence that they had the financial wherewithal to follow through on their offer or the expertise to secure regulatory approvals.

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Territorial also said it would have to pay Hope a $3 million termination fee to pursue the investor group’s offer — an expensive risk given uncertainty about whether the competing offer was sound.

The Blue Hill-led group in October provided an addendum to its offer to provide additional details about the “seven seasoned bank investors backing the proposal, whose individual expressions of interest in acquiring Territorial shares total $134 million,” according to a press release at the time. “That is $26 million more than the amount required to tender for 100% of Territorial’s shares at a price of $12.50 per share.”

The investors collectively manage $3.4 billion “and comprise a mix of funds, family offices and private investors who have executed hundreds of transactions like this,” according to the group’s press release.

Territorial’s shareholder vote was webcast Wednesday afternoon Eastern time. Executives, who were not immediately available to comment, said on the webcast that a majority of shareholders voted in favor of the Hope sale. They said a precise tally would follow in a forthcoming Securities and Exchange Commission filing.

A Blue Hill spokesman said Wednesday the group would await the SEC filing before commenting.

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Hawaii

‘It’s not personal’: Senator calls on state DBEDT director to resign

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‘It’s not personal’: Senator calls on state DBEDT director to resign


HONOLULU (HawaiiNewsNow) – State Sen. Kurt Favella continues to call for the resignation of the head of Hawaii’s Department of Business, Economic Development and Tourism (DBEDT).

The Republican lawmaker accused DBEDT director James Tokioka Monday of not supporting the state’s film industry.

“I’m very disappointed in Jimmy Tokioka and it’s not personal. I’m upset because he dares to forget the film industry,” Favella said. “It’s not on life support. It’s dead. We have nothing.”

Some are questioning the timing and motivation of Favella’s latest remarks.

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“I don’t think people of reasonable mind would be calling for Jimmy’s ouster in this instance,” said Demont Connor, a Tokioka supporter. “He’s not going to play petty politics with his office, and so for me, for him to be called to step down, it’s kind of egregious.”

Earlier this month, Favella accused Tokioka of not doing enough to reprimand Hawaii Tourism Authority executive Isaac Choy over allegations of a racist remark in 2023 and a chauvinistic attitude toward women.

Tokioka said at the time he had put a written warning in Choy’s personnel file.

Choy was put on leave while the state attorney general investigates the allegations.

Gov. Josh Green says he’ll determine what comes next after the facts have been identified.

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Public sends off the crew of Hokule‘a, Hikianalia – The Garden Island

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Public sends off the crew of Hokule‘a, Hikianalia – The Garden Island






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Exploring the extraordinary tradition of Hawaiian lei making:

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Exploring the extraordinary tradition of Hawaiian lei making:


From its golden sun to its turquoise surf, Hawaii can always take your breath away. But it’s the colorful leis that may dazzle the most.

The island’s exquisite array of flowers, valued for their fragrances, are harvested by Hawaiians for the ancient tradition of lei making. 

Hawaii native Meleana Estes picks flowers – like the valued flower puakenikeni, known as the perfume flower tree ten cent flower – to create a colorful palette for her leis. A single lei can use 300 individual flowers and take hours to make.

An “expression of aloha”

A single lei can use 300 individual flowers and take hours to make.

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CBS Sunday Morning


Hawaiians have been proudly sewing leis for more than 1,000 years. It’s a tradition that was introduced by early Polynesian settlers who wore garlands around their necks or heads as a gesture of respect for the gods.

There’s never a wrong time to bestow someone with a lei, Estes says. Today, Hawaiians hand out leis for nearly every occasion – from weddings to funerals, to airport pickups and beyond.

“Really a lei is your expression of aloha. Your love,” Estes explained, adding that it can also show a warm welcome to a house guest.

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Estes learned the intricate art of lei-making from her grandmother or “Tutu,” and published a book called “Lei Aloha” to celebrate her traditions. 

“She was very intentional. I feel like my Tutu would think about it for three days prior, you know, as she’d start gathering with intention for that one person,” Estes said.

With dozens ofspecies of flowers growing on the islands, the designs are endless. Estes makes extraordinary creations for family and friends using a long needle and thread. 

“It’s beautiful, very architectural,” Estes said of the process.

You can see the colorful creations on display at the Annual Lei Day Celebration in Hawaii, held every May 1 since 1929. Dozens of master lei makers enter their work for a chance of being crowned best in show by judges, including Jamie Adams Detwiler.

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“It’s really difficult” to pick just one winner, Detwiler said, noting that she looks for “what feeling” the leis bring to her and that they stay true to the lei method.

This year’s winner: a customary lei kui or sewn lei.

Getting creative

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Andrew Mau, who owns a small Oahu boutique called ISLAND-BOY, shows off some unique designs.

CBS Sunday Morning


But while lei making remains popular, its future could be in peril. Suburban sprawl has paved over many flower farms and climate change has overheated remaining land. An estimated 90 percent of flowers used in leis are now imported from countries like Thailand.

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Andrew Mau, who owns a small Oahu boutique called ISLAND-BOY, where he makes leis from mostly family sourced flowers, said he’s seeing the impact firsthand.  

“Everybody’s personal lei making stash or, you know, garden or mango tree or whatever you have, it’s been reduced,” he said.

The fact that a lei only lasts around two or three days has also added more stress on the island’s dwindling flower stock, forcing lei-makers like himself to adapt. 

“We work with what we can get. Sometimes we don’t get enough flowers to make a lei. We use unripe fruit. An ornamental banana. We recently had someone bring in avocados from their tree,” said Mau, though he admits it breaks from tradition.

Mau’s work – particularly his “forever lei” – is so popular it regularly sells out. 

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“A forever lei is our response to the perishability of flowers. We work with wood beads – seeds, shells, nuts…it doesn’t have an expiration date,” he explained. 



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