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The Honolulu Advertiser

Posted at 12:01 p.m., Friday, May 9, 2003

CPB sweetens buyout offer

By Andrew Gomes
Advertiser Staff Writer

Central Pacific Financial Corp. sweetened its buyout offer of City Bank today, increasing the portion of cash and reducing the amount of stock offered to City Bank shareholders, though the total value of the deal remains about the same.

Central Pacific said it "replaced a great offer with an even better offer," but stock and merger analysts said the move was more likely a way to delay a key shareholder vote.

"This was a very clever tactic that has nothing to do with ... the value of anything," said Scott Keller, president of Deal Analytics, a financial research firm in New York that assesses takeovers. "The whole point was to call for a new special shareholders meeting."

City Bank had set a special shareholder meeting for May 28 to consider Central Pacific's hostile takeover bid. Central Pacific complained that didn't give shareholders enough time to consider its proposal, and asked for a date in late June.

By withdrawing its original offer, Central Pacific left nothing to vote on at the May 28 meeting, and a new meeting date will have to be set. Central Pacific needs more than 50 percent approval to advance its bid.

Larry Goeas, senior vice president at A.G. Edwards & Sons, said it appeared Central Pacific wanted to start over with a different time frame for consideration of the merger opposed by City Bank officers and directors.

"I don't know what the advantage is (in the new offer)," he said.

Wayne Miyao, City Bank senior vice president and spokesman, said he could not immediately respond to Central Pacific's offer.

The new offer's total consideration is $70.10, based on the closing price of Central Pacific stock today. The former offer's total consideration was $70. Both values are adjusted to account for a 10 percent stock dividend scheduled to be paid to City Bank shareholders.

Reach Andrew Gomes at agomes@honoluluadvertiser.com or 525-8065.