BANCWEST CORP/HI
8-K, 1999-07-02
STATE COMMERCIAL BANKS
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION

                                WASHINGTON, D.C.
                                -----------------

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                                -----------------

                                  JULY 1, 1999
                        (Date of earliest event reported)


                              BANCWEST CORPORATION
               (Exact name of registrant as specified in charter)

                              ---------------------
                                    DELAWARE
                            (State of Incorporation)

                                     0-7949
                            (Commission File Number)

                                   99-0156159
                        (IRS Employer Identification No.)

                    999 BISHOP STREET, HONOLULU, HAWAII 96813
               (Address of Principal Executive Offices)(Zip Code)

                                 (808) 525-7000
              (Registrant's Telephone Number, Including Area Code)
               ---------------------------------------------------
<PAGE>   2
Item 2.  Acquisition or Disposition of Assets

                  The merger (the "Merger") of SierraWest Bancorp ("SierraWest")
with and into Bank of the West, a wholly owned subsidiary of BancWest
Corporation (the "Company") was completed on July 1, 1999. In the Merger, each
share of common stock, no par value, of SierraWest (other than shares owned
directly or indirectly by the Company or SierraWest or any of their respective
subsidiaries, with certain exceptions, which were canceled and ceased to exist)
issued and outstanding immediately prior to the Effective Time of the Merger was
canceled, retired and converted into the right to receive 0.82 of a share of
common stock, $1.00 par value per share, of the Company. The Company will issue,
in aggregate, approximately 4.40 million shares of its common stock in the
Merger.

                  The basic terms of the Merger were described in the Company's
Registration Statement on Form S-4 (No. 333-76271).

                  A copy of the Company's press release announcing the
completion of the Merger is filed as an exhibit hereto and incorporated by
reference herein.


Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

         (c)    Exhibits.

         (99.1) Press Release dated July 1, 1999.
<PAGE>   3
                                   SIGNATURES

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


                                     BANCWEST CORPORATION

                                     By:      /s/ Howard H. Karr
                                              ----------------------------------
                                     Name:    Howard H. Karr
                                     Title:   Executive Vice President and Chief
                                              Financial Officer



Date:    July  2, 1999
<PAGE>   4
                                 EXHIBIT INDEX

<TABLE>
<CAPTION>
Exhibit No.                    Exhibit
- -----------                    -------
<S>               <C>
(99.1)            Press Release dated July 1, 1999
</TABLE>

<PAGE>   1
                                                                    NEWS RELEASE

                      [LETTERHEAD OF BANCWEST CORPORATION]


FOR IMMEDIATE RELEASE

                      BANCWEST-SIERRAWEST MERGER COMPLETED;
                        BANCWEST ASSETS NOW $16.3 BILLION

         (San Francisco, California - July 1, 1999) - BancWest Corporation
(NYSE:BWE) announced that it has completed its merger with SierraWest Bancorp
(Nasdaq: SWBS), parent of SierraWest Bank. The $180-million transaction closed
today.

         SierraWest Bancorp (with assets of $900 million as of June 30,1999) and
SierraWest Bank were merged into San Francisco-based Bank of the West, a
subsidiary of BancWest. With the merger, BancWest now has total assets of about
$16.3 billion.

         BancWest Chairman and Chief Executive Officer Walter A. Dods, Jr. said
the merger enhances the Northern California presence of Bank of the West and
expands the franchise into Nevada for the first time. BancWest also operates in
Hawaii, Oregon, Washington, Idaho, Guam and Saipan. Its principal subsidiaries
are Bank of the West and First Hawaiian Bank.

         Don J. McGrath, president and chief operating officer of BancWest
Corporation and president and chief executive officer of Bank of the West, added
that SierraWest customers will benefit from Bank of the West's "full range of
financial products, including consumer finance, business banking, trust and
investment services."

         SierraWest Bancorp is the holding company for SierraWest Bank, with 20
branches along the Interstate 80 corridor in Sacramento, the Central Valley, the
Sierra foothills and Lake Tahoe regions of California and in northern Nevada.
SierraWest, headquartered in Truckee, Calif., is one of the top originators of
U.S. Small Business Administration (SBA) loans in the nation.

                                     (more)

                           [FIRST HAWAIIAN BANK LOGO]
                             [BANK OF THE WEST LOGO]
<PAGE>   2
BancWest-SierraWest Merger Completed;
BancWest Assets Now $16.3 Billion
Page 2


         "SierraWest's SBA business line complements Bank of the West's lending
in other specialized markets, including religious lending, consumer finance,
equipment leasing, real estate and business banking," McGrath said.

         BancWest Corporation is a bank holding company headquartered in
Honolulu, Hawaii, with an administrative headquarters in San Francisco,
California.

         Bank of the West was founded in 1874 and is the fifth largest bank in
California. It now has 166 branches in Northern California, Oregon, Washington,
Idaho and Nevada. The acquisition of SierraWest increases Bank of the West's
assets to $9.1 billion.

         Honolulu-based First Hawaiian Bank, founded in 1858, has 59 branches in
Hawaii, Guam and and Saipan.


                                      #####


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