Territorial Bancorp (US:TBNK) Prnewswire·2024-10-17 19:38Core Viewpoint - The investors, led by Allan Landon and Blue Hill Advisors, are committed to completing a transaction with Territorial Bancorp Inc. and are urging shareholders to vote against the proposed sale to Hope Bancorp at the adjourned special meeting on November 6, 2024 [1][2]. Group 1: Investor Proposal and Strategy - The investors reaffirm their readiness to engage with Territorial's Board if the sale to Hope is rejected, maintaining their cash offer of $12.50 per share, which represents a substantial premium over the current value of the Hope merger consideration [1][2]. - The investors emphasize that the sale process conducted by the Board was flawed, as it occurred near the stock's all-time low after a nearly 70% decline, and involved only two other potential buyers [2]. - The investors argue that their proposal is likely to be viewed as superior, offering up to 30% of Territorial shareholders the chance to participate in the company's recovery, while the Board's approved sale values Territorial at the second lowest bank sale multiple in recorded history [2]. Group 2: Market Conditions and Shareholder Recommendations - Since the announcement of the sale to Hope in April 2024, the banking sector has improved, with expectations of lower interest rates benefiting Territorial through repricing of its higher-cost wholesale funding [2]. - A leading independent proxy advisory firm, Institutional Shareholder Services Inc. (ISS), has recommended that shareholders vote against the sale to Hope, stating that the competing offer from Blue Hill appears credible and could mitigate the downside risk of rejecting the merger [2]. Group 3: Shareholder Engagement - Territorial shareholders are encouraged to contact Blue Hill Advisors for more information and to express support for the investor proposal, with instructions available for those wishing to change their vote before the special meeting [3].