Unlike the illusion that Blue Hill is promoting, the value creation and other benefits from the Hope Bancorp merger are real and achievable.

   -- 100% tax free, stock-for-stock transaction: 0.8048 shares of Hope Bancorp 
      for each Territorial share owned 
 
   -- 25% premium to Territorial's closing stock price just prior to merger 
      announcementi 
 
   -- 1,000%+ increase to Territorial's standalone dividend (from $0.01 to 
      $0.11 per share)ii 
 
   -- Upside value opportunity by being invested in larger, more diversified 
      company with a strong capital position and larger investment platform 
      that is better positioned to navigate varying market environments 
 
   -- $10.5M of incremental value from annual merger enabled cost savings and 
      synergies 
 
   -- Proven management team with strong record of superior value creation -- 
      total shareholder returns ("TSR") outperforming peers 
 
   -- Choice as shareholders could also choose liquidity now if they prefer not 
      to stay invested in the combined organization 

The merger will also create significant benefits for our customers, employees and local Hawai'i communities. Hope Bancorp values the relationships we have established and wants to build on them.

   -- We will continue to operate under the Territorial name. 
 
   -- Our local branches and operations will be led by local teams -- 
      Territorial's customers can benefit from additional choices and rely on 
      the same people they know and respect. 
 
   -- Employees will continue to receive competitive compensation and benefits 
      and will have additional career opportunities. 
 
   -- We will continue to support and invest in our local communities. 

The Territorial Board Continues to Recommend that Shareholders Vote FOR the Hope Bancorp Merger

The Territorial Board takes its fiduciary responsibilities seriously. Absent more information from Blue Hill, there is no basis to engage with Blue Hill or reach a determination that their illusory, non-binding, highly conditional preliminary indication of interest is superior, likely to lead to a superior proposal, or is in Territorial shareholders' best interests.

In contrast, with Hope Bancorp, we will become part of a larger, more diversified regional bank, unlocking new value creation opportunities for shareholders while building on our more than 100-year legacy of serving and supporting our local Hawai'i communities.

We are on a path to complete the Hope Bancorp transaction by the end of this year, subject to the condition that a majority of our shares are voted in favor of it. Your vote is important -- no matter how many, or how few, shares you own. Every vote counts.

So please, join me and the entire Territorial Board and management team by voting FOR the Hope Bancorp merger by internet, phone or mail today.

Sincerely

Allan S. Kitagawa

Chairman of the Board, President and Chief Executive Officer

 
      Your Vote Is Important, No Matter How Many or How 
                     Few Shares You Own! 
  Please take a moment to vote FOR the proposals set 
   forth on the enclosed proxy card -- by Internet, telephone 
   toll-free or by signing, dating and returning the 
   enclosed proxy card or voting instruction form. Vote 
   well in advance of the Special Meeting on November 
   6, 2024 at 8:30 a.m. Hawai i Time. 
   If you have questions about how to vote your shares, 
   please contact: 
                 Laurel Hill Advisory Group 
                Call toll-free: (888) 742-1305 
        Banks and brokers should call: (516) 933-3100 
                  Email: info@laurelhill.com 
------------------------------------------------------------- 
 

About Us

Territorial Bancorp Inc., headquartered in Honolulu, Hawai i, is the stock holding company for Territorial Savings Bank. Territorial Savings Bank is a state-chartered savings bank which was originally chartered in 1921 by the Territory of Hawai i. Territorial Savings Bank conducts business from its headquarters in Honolulu, Hawai i, and has 28 branch offices in the state of Hawai i. For additional information, please visit https://www.tsbhawaii.bank/.

Additional Information about the Hope Merger and Where to Find It

In connection with the proposed Hope Merger, Hope has filed with the U.S. Securities and Exchange Commission (the "SEC") a Registration Statement on Form S-4, containing the Proxy Prospectus, which has been mailed or otherwise delivered to Territorial's stockholders on or about August 29, 2024, as supplemented September 12, 2024. Hope and Territorial may file additional relevant materials with the SEC. INVESTORS AND STOCKHOLDERS ARE URGED TO READ THE PROXY PROSPECTUS, AND ANY OTHER RELEVANT DOCUMENTS THAT ARE FILED OR FURNISHED OR WILL BE FILED OR FURNISHED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND RELATED MATTERS. You may obtain any of the documents filed with or furnished to the SEC by Hope or Territorial at no cost from the SEC's website at www.sec.gov.

Forward-Looking Statements

Some statements in this news release may constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements relate to, among other things, expectations regarding the low-cost core deposit base, diversification of the loan portfolio, expansion of market share, capital to support growth, strengthened opportunities, enhanced value, geographic expansion, and statements about the proposed transaction being immediately accretive. Forward-looking statements include, but are not limited to, statements preceded by, followed by or that include the words "will," "believes," "expects," "anticipates," "intends," "plans," "estimates" or similar expressions. With respect to any such forward-looking statements, Territorial Bancorp claims the protection provided for in the Private Securities Litigation Reform Act of 1995. These statements involve risks and uncertainties. Hope Bancorp's actual results, performance or achievements may differ significantly from the results, performance or achievements expressed or implied in any forward-looking statements. The closing of the proposed transaction is subject to regulatory approvals, the approval of Territorial Bancorp stockholders, and other customary closing conditions. There is no assurance that such conditions will be met or that the proposed merger will be consummated within the expected time frame, or at all. If the transaction is consummated, factors that may cause actual outcomes to differ from what is expressed or forecasted in these forward-looking statements include, among things: difficulties and delays in integrating Hope Bancorp and Territorial Bancorp and achieving anticipated synergies, cost savings and other benefits from the transaction; higher than anticipated transaction costs; deposit attrition, operating costs, customer loss and business disruption following the merger, including difficulties in maintaining relationships with employees and customers, may be greater than expected; and required governmental approvals of the merger may not be obtained on its proposed terms and schedule, or without regulatory constraints that may limit growth. Other risks and uncertainties include, but are not limited to: possible further deterioration in economic conditions in Hope Bancorp's or Territorial Bancorp's areas of operation or elsewhere; interest rate risk associated with volatile interest rates and related asset-liability matching risk; liquidity risks; risk of significant non-earning assets, and net credit losses that could occur, particularly in times of weak economic conditions or times of rising interest rates; the failure of or changes to assumptions and estimates underlying Hope Bancorp's or Territorial Bancorp's allowances for credit losses; potential increases in deposit insurance assessments and regulatory risks associated with current and future regulations; the outcome of any legal proceedings that may be instituted against Hope Bancorp or Territorial Bancorp; the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of the common stock of either or both parties to the proposed transaction; and diversion of management's attention from ongoing business operations and opportunities. For additional information concerning these and other risk factors, see Hope Bancorp's and Territorial Bancorp's most recent Annual Reports on Form 10-K. Hope Bancorp and Territorial Bancorp do not undertake, and specifically disclaim any obligation, to update any forward-looking statements to reflect the occurrence of events or circumstances after the date of such statements except as required by law.

Investor / Media Contacts:

Walter Ida

SVP, Director of Investor Relations

808-946-1400

walter.ida@territorialsavings.net

(i) Based on Territorial and Hope Bancorp's closing prices as of 4/26/24 (day before merger announcement)

(ii) Based on 0.8048 fixed exchange ratio and Hope Bancorp's $0.14 current per share dividend

(END) Dow Jones Newswires

October 16, 2024 08:30 ET (12:30 GMT)