First Hawaiian entered into a definitive merger agreement to acquire TriCo in an all-stock transaction, valuing each TriCo share at 2.095 First Hawaiian shares. The structure includes an initial merger of a First Hawaiian subsidiary into TriCo, a second-step merger of the survivor into First Hawaiian, and a subsequent bank merger combining Tri Counties Bank with First Hawaiian Bank. Four TriCo directors will join First Hawaiian's board, and the transaction is subject to shareholder and multiple regulatory approvals, as well as effectiveness of a Form S-4. Under certain termination scenarios, either party may owe an $80 million fee.
Agreement 1: First Hawaiian to Merge With TriCo in All-Stock Deal at 2.095x Exchange Ratio
- Agreement type: Agreement and Plan of Reorganization and Merger
- Counterparty: TriCo Bancshares
- Signed / Effective: Jul 12 2026 / N/A
- Duration / Termination: Until closing
- Reason: Expand footprint and scale through stock-for-stock combination
Agreement 2: First Hawaiian Secures Voting Support From TriCo Directors for Stock-for-Stock Merger
- Agreement type: Voting and support agreements
- Counterparty: TriCo directors
- Signed / Effective: Jul 12 2026 / same
- Duration / Termination: Until closing or earlier termination
- Reason: Increase deal certainty by securing key shareholder votes
Original SEC Filing:
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