(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
/x/ No fee required.
/ / Fee computed on table below per Exchange Act
Rules 14a-6(i)(1) and 0-11.
/ / Check box if any part of the fee is offset as provided by Exchange
Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid
previously. Identify the previous filing by registration statement
number, or
the form or schedule and the date of its filing.
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(1) |
Amount
previously paid: |
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(2) |
Form,
Schedule or Registration Statement No.: |
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(3) |
Filing
party: |
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(4) |
Date
filed: |
This communication may be deemed to include forward-looking statements,
such as statements that relate to CB Bancshares' financial results.
Forward-looking statements are typically identified by words or phrases such as
"believe," "expect," "anticipate," "intent," "estimate," "may increase," "may
fluctuate," and similar expressions or future or conditional verbs such as
"will," "should," "would," and "could." Forward-looking statements are CB
Bancshares current estimates or expectations of future events or future
results. For such statements, CB Bancshares claims the protection of the safe
harbor for forward-looking statements contained in the Private Securities
Litigation Reform Act of 1995. Actual results could differ materially from
those indicated by these statements because the realization of those results is
subject to many risks and uncertainties. CB Bancshares' 2002 Annual Report on
Form 10-K and other periodic reports to the Securities and Exchange Commission
contain additional information about factors that could affect actual results.
All forward-looking statements included in this communication are based on
information available at the time of the release, and CB Bancshares assumes no
obligation to update any forward-looking statement.
The directors and certain executive officers of CB Bancshares may be
deemed to be participants in the solicitation of proxies from the shareholders
of CB Bancshares in connection with CB Bancshares' special meeting of
shareholders (the "Special Meeting") under the Hawaii Control Share
Acquisitions Statute. Information concerning such participants is contained in
CB Bancshares' definitive proxy statement on Schedule 14A relating to CB
Bancshares' 2003 Annual Meeting filed with the Securities and Exchange
Commission (the "SEC") on March 12, 2003.
CB Bancshares filed a preliminary proxy statement on Schedule 14A with
the SEC on May 5, 2003 with respect to its solicitation of proxies for use at
the Special Meeting and, subject to future developments, CB Bancshares may file
with the SEC a Solicitation/Recommendation Statement on Schedule 14D-9 relating
to any tender/exchange offer made by Central Pacific Financial Corp.
Shareholders of CB Bancshares are advised to read CB Bancshares'
Solicitation/Recommendation Statement on Schedule 14D-9 and CB Bancshares'
proxy statement for the Special Meeting when such documents become available
because they will contain important information. Shareholders of CB Bancshares
and other interested parties may obtain, free of charge, copies of the Schedule
14D-9 (when available), CB Bancshares' proxy statement and other documents
filed by CB Bancshares with the SEC at the SEC's internet website at
www.sec.gov. Each of these documents (when available) may also be obtained,
free of charge, by calling investor relations at CB Bancshares at 808-546-8413.
# # #
2
RADIO ADVERTISEMENT #1 BROADCAST BY CB BANCSHARES ON HAWAII LOCAL RADIO
STATIONS
RADIO ADVERTISEMENT #2 BROADCAST BY CB BANCSHARES ON HAWAII LOCAL RADIO
STATIONS
NEWSPAPER ADVERTISEMENT PUBLISHED BY CB BANCSHARES IN HAWAII LOCAL PRINT
MEDIA
# # #
RADIO ADVERTISEMENT #1 BROADCAST BY CB BANCSHARES ON HAWAII LOCAL RADIO
STATIONS
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Announcer: |
You've
probably heard about the hostile takeover attempt for CB Bancshares and City
Bank. You may have even heard Central Pacific's Clinton Arnoldus call it a
"win-win" for everyone, or that it's a done deal. |
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|
Well,
it's not a done deal, and as for "win-win?" You decide. |
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Woman
#1: |
It's
a bad deal for employees, with as many as 200 jobs cut to meet the merger cost
savings Mr. Arnoldus has projected. |
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Man: |
It's
a bad deal for Hawaii's small business community, with fewer banks focused on
their needs. And it would directly impact more than 4,500 small businesses who
are current suppliers to City Bank. |
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Woman
#2: |
It's
a bad deal for Hawaii's economy, with millions of dollars of negative economic
impact statewide. This isn't what we need now with our Island economy
struggling to recover. |
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Announcer: |
City
Bank has rejected this hostile takeover. For all these reasons, and many more.
|
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|
It's
a lose-lose deal. For City Bank. And for Hawaii. |
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|
We're
proud to be City Bank. |
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|
Investors
should read CB Bancshares' SEC filings for information on the solicitation of
proxies for the special shareholders meeting, available at sec.gov. |
# # #
3
RADIO ADVERTISEMENT #2 BROADCAST BY CB BANCSHARES ON HAWAII LOCAL RADIO
STATIONS
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Announcer: |
CB
Bancshares and City Bank have rejected the hostile takeover by Central Pacific.
Why should it matter to you? |
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|
Because
a bank isn't just another business. It's a community institution that touches
the lives of hundreds of thousands of people... your friends and neighbors. |
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Man: |
It's
a bad deal for shareholders, many who live and work here in Hawaii. The
proposal is financially inadequate and undervalues the true earnings power of
the City Bank franchise. |
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Woman
#1: |
It's
a bad deal for employees, especially the 200 or more of us who could face
layoffs in a merger. We don't want vague assurances, we want our jobs. |
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Woman
#2: |
It's
a bad deal for customers, including the tens of thousands who would be
dislocated by the branch closings outlined to investors. We've been banking at
these locations, and with these employees, for years. |
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Announcer: |
City
Bank has rejected this hostile takeover. For all these reasons, and many
more. |
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|
It's
a lose-lose deal. For City Bank. And for Hawaii. |
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|
We're
proud to be City Bank. |
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|
Investors
should read CB Bancshares' SEC filings for information on the solicitation of
proxies for the special shareholders meeting, available at sec.gov. |
# # #
NEWSPAPER ADVERTISEMENT PUBLISHED BY CB BANCSHARES IN HAWAII LOCAL PRINT
MEDIA
4