The subsidiary banks of Central Pacific and CBBI each received "satisfactory" ratings at their most recent CRA performance evaluations.
CBBI also has expressed concern that the proposed transaction and merger of City Bank and CP Bank might result in the termination of City Bank's status as a minority depository institution under Section 308 of the Financial Institutions Reform, Recovery, and Enforcement Act ("FIRREA").
In addition, the Board has considered publicly available financial and other information on the organizations and their subsidiaries, and all the information submitted on the financial and managerial aspects of the proposal by Central Pacific and CBBI.
Central Pacific proposes to acquire the shares of CBBI with a combination of cash and shares of Central Pacific's common stock.
CBBI alleges that the management of Central Pacific is inexperienced in transactions involving bank acquisitions and lacks the managerial skill to consummate the transaction.
Central Pacific's plan for integrating CBBI and its subsidiaries into Central Pacific appears adequate.
CBBI is a Hawaiian corporation and Hawaiian law contains various provisions governing proposals to acquire Hawaiian corporations that are unsolicited by the management.
Whether the HCSAA is an obstacle to consummation of this transaction depends on the actions taken by the management and shareholders of CBBI.
CBBI's board of directors has significant discretion in determining whether the CBBI rights plan will become effective in a particular case and, specifically, whether it will have any effect on this proposal.
Central Pacific also has filed a notice under sections 4(c)(8) and 4(j) of the BHC Act to acquire Datatronix, a nonbanking subsidiary of CBBI that engages in data processing and data transmission activities.
Central Pacific has indicated that the proposal would enable it, through its bank and nonbank subsidiaries, to provide CBBI and Datatronix customers with access to certain investment and trust products and services that CBBI and Datatronix currently do not offer.
46) CBBI has expressed concern that a prolonged, contested acquisition of CBBI would be costly to CBBI and Central Pacific and would divert the time and resources of the management of these institutions.