City Bank rejects Central Pacific meeting request
By Andrew Gomes
Advertiser Staff Writer
City Bank yesterday said it will not move a May 28 special shareholders meeting scheduled to consider an unsolicited buyout by Central Pacific Bank.
Central Pacific in its hostile takeover bid requested the meeting be pushed back to June 19 because it said the earlier date didn't give shareholders time to sufficiently consider merger issues.
But City Bank said its rival had plenty of time to solicit shareholders, and had previously agreed to a meeting date between May 28 and June 22.
City Bank also rejected a legal argument Central Pacific made on Monday saying federal securities laws require proxy statements, which contain voting information, be sent to shareholders at least 20 days before the meeting.
City Bank said the rule applies to annual meetings and not special shareholder meetings. The bank, which rejected other legal concerns raised by Central Pacific, also said Central Pacific could have sent out its proxy materials last month, more than 20 days before the meeting, and has been running full-page newspaper advertisements and personally visiting shareholders since last month.
"We find it disingenuous that you now assert that you need additional time to communicate with our shareholders," City Bank said in a letter yesterday to Central Pacific legal counsel Glenn Ching. "You have clearly had enough time to get your message across to all constituencies."
Ann Takiguchi, Central Pacific communications officer, said the bank will continue to do what it can to give shareholders a voice in the future of the company.
"We strongly believe that CB shareholders should have a fair opportunity to receive and review our offer of the merger proposal," she said. "Just as (with) our voting rights as citizens, shareholder democracy should be an open and fair process."
Copies of preliminary proxy statements from both companies are available on their Web sites — www.citybankhawaii.com and www.cpbi.com — through investor relations and SEC links.
Reach Andrew Gomes at agomes@honoluluadvertiser.com or 525-8065.
