First Hawaiian, Inc. Common Stock, par value $0.01 per share Underwriting AgreementUnderwriting Agreement • August 1st, 2018 • First Hawaiian, Inc. • State commercial banks • New York
In connection with the offering of the Shares, the Company has entered into an agreement with BNPP and the Selling Stockholder, dated as of July 26, 2018 (the “Share Repurchase Agreement”), pursuant to which the Company has agreed to repurchase from the Selling Stockholder at the First Time of Delivery in a private, non-underwritten transaction, shares of the Company’s Stock (the “Share Repurchase”) at an aggregate price of approximately $50,000,000, at a purchase price per share equal to the price per share at which the Underwriter will purchase the Firm Shares from the Selling Stockholders pursuant to Section 3 of this Agreement, subject to certain conditions. The Share Repurchase is conditioned upon the consummation of the offering of the Shares pursuant to this Agreement, but the consummation of this offering of the Shares is not contingent on the consummation of the Share Repurchase.
SHARE REPURCHASE AGREEMENT dated as of July 26, 2018 among BNP Paribas, BancWest Corporation and First Hawaiian, Inc.Share Repurchase Agreement • August 1st, 2018 • First Hawaiian, Inc. • State commercial banks • New York
This Share Repurchase Agreement, dated as of July 26, 2018 (this “Agreement”), is made by and among BNP Paribas, a corporation organized and domiciled in France (“BNPP”), BancWest Corporation, a Delaware corporation and indirect wholly-owned subsidiary of BNPP (the “BNPP Selling Stockholder”, and together with BNPP, the “Sellers”), and First Hawaiian, Inc., a Delaware corporation (the “Company”).
AMENDMENT NO. 1 TO STOCKHOLDER AGREEMENTStockholder Agreement • August 1st, 2018 • First Hawaiian, Inc. • State commercial banks • New York
AMENDMENT NO. 1, dated as of August 1, 2018 (this “Amendment”), to the STOCKHOLDER AGREEMENT, dated as of August 9, 2016 (the “Original Agreement”), by and between BNP Paribas, a corporation organized and domiciled in the French Republic (“BNPP”), and First Hawaiian, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Original Agreement.
