UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C.  20549

 

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

 

Date of report (Date of earliest event reported):

April 22, 2003

 

 

Central Pacific Financial Corp.

(Exact name of registrant as specified in its charter)

 

 

Hawaii

 

0-10777

 

99-0212597

(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(I.R.S. Employer
Identification No.)

 

 

 

 

 

220 South King Street, Honolulu, Hawaii

 

 

96813

(Address of principal executive offices)

 

 

 

(Zip Code)

 

(808) 544-0500

(Registrant’s telephone number, including area code)

 

 

 

 

ITEM 5.          OTHER EVENTS AND REQUIRED FD DISCLOSURE

 

        On April 23, 2004, Central Pacific Financial Corp., a Hawaii corporation, and CB Bancshares, Inc., a Hawaii corporation, announced that they had entered into an Agreement and Plan of Merger dated April 22, 2004 (the “Merger Agreement”).  Pursuant to the Merger Agreement, CB Bancshares will merge with and into Central Pacific, with Central Pacific as the surviving corporation.

 

        The press release announcing the merger is attached hereto as Exhibit 99.1 and a copy of the Merger Agreement is attached hereto as Exhibit 99.2, and each is incorporated into this Item 5 by reference.

 

ITEM 7.          FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

 

(c)                                  Exhibits

 

99.1  -  Press release dated April 23, 2004

 

99.2  -  Agreement and Plan of Merger dated April 23, 2004 between Central Pacific Financial Corp. and CB Bancshares, Inc.

 

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SIGNATURES

 

        Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

 

 

Central Pacific Financial Corp.

 

 

 

 

 

(Registrant)

 

 

 

 

 

 

 

Date:  April 23, 2003

 

 

By:

/s/ Clint Arnoldus

 

 

 

 

 

 

Clint Arnoldus

 

 

 

 

 

 

Chairman, President and

 

 

 

 

 

 

Chief Executive Officer

 

 

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EXHIBIT INDEX

 

Exhibit No.

 

Description

 

 

 

 

 

 

 

99.1

 

Press release dated April 23, 2004

 

 

 

 

 

 

 

99.2

 

Agreement and Plan of Merger dated April 22, 2004 between Central Pacific Financial Corp. and CB Bancshares, Inc.

 

 

 

 

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