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As filed with the Securities and Exchange Commission on February 24, 2003
Registration Nos. 333-48552 and 333-48552-01
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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BancWest Corporation Delaware 99-0156159
BancWest Capital I Delaware 99-0351988
BancWest Capital II Delaware 99-0351989
(Exact Name of Each Registrant (State or Other (I.R.S. Employer
as Specified in its Charter) Jurisdiction of Identification
Incorporation or Number)
Organization)
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999 Bishop Street
Honolulu, Hawaii 96813
(808) 525-7000
(Address, including Zip Code, and Telephone Number, including Area Code,
of Registrant's Principal Executive Offices)
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William E. Atwater, Esq.
Senior Vice President and General Counsel
BancWest Corporation
999 Bishop Street
Honolulu, Hawaii 96813
(808) 525-7000
(Name, Address, including Zip Code, and Telephone Number,
including Area Code, of Agent for Service)
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Copies of all correspondence to:
Lee Meyerson, Esq.
Simpson Thacher & Bartlett
425 Lexington Avenue
New York, New York 10017-3954
Telephone: (212) 455-2000
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Approximate Date of Commencement of Proposed Sale to the Public: Not
applicable.
If the only securities being registered on this form are being offered
pursuant to dividend or reinvestment plans, please check the following box. [_]
If any of the securities being registered on this form are to be offered
on a delayed or continuous basis pursuant to Rule 415 under the Securities Act
of 1933 other than securities offered only in connection with dividend or
reinvestment plans, check the following box. [_]
If this form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following
box and list the Securities Act registration statement number of the earlier
effective registration statement for the same offering. [_]
If this form is a post-effective amendment filed pursuant to Rule 462(c)
under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. [_]
If delivery of the prospectus is expected to be made pursuant to Rule
434, please check the following box. [_]
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DEREGISTRATION OF SECURITIES
A Registration Statement on Form S-3 (Registration Nos. 333-48552 and
333-48552-01) was originally filed with the U.S. Securities and Exchange
Commission (the "Commission") on October 25, 2000 by the Registrants (the
"Registration Statement"). The total principal amount of securities registered
by the Registrants under the Registration Statement was $300,000,000, of which
$150,000,000 remain unsold. On December 20, 2001, BancWest Corporation merged
with a subsidiary of BNP Paribas, as a result of which BancWest Corporation
became a wholly owned subsidiary of BNP Paribas. The offering of the
securities by the Registrants has subsequently been terminated.
Pursuant to the undertaking of the Registrants contained in the section
in Part II of the Registration Statement entitled "Undertakings", the
Registrants hereby request that the unsold Capital Securities, Guarantees, and
Junior Subordinated Debentures be removed from registration by means of this
Post-Effective Amendment No. 1.
The Registrants intend to carry forward any excess registration fees they
paid in connection with the Registration Statement to be used in future
registrations pursuant to Rule 457(p) under the Securities Act.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
undersigned registrant certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing on Form S-3 and has duly
caused this Post-Effective Amendment to the Registration Statement to be
signed on its behalf by the undersigned, thereunto duly authorized, in
Honolulu, State of Hawaii, on February 24, 2003.
BANCWEST CORPORATION
By:/s/ WALTER A. DODS, JR.
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Walter A. Dods, Jr.
Chairman and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment to the Registration Statement has been signed on
February 24, 2003 by the following persons in the capacities indicated.
Signature Title
--------- -----
/s/ WALTER A. DODS, JR. Chairman, Chief Executive
- ---------------------------------------- Officer and Director
Walter A. Dods, Jr.
/s/ DOUGLAS C. GRIGSBY Executive Vice President and
- ---------------------------------------- Chief Financial Officer (Principal
Douglas C. Grigsby Financial and Accounting Officer)
*/s/ JACQUES ARDANT Director
- ----------------------------------------
Jacques Ardant
*/s/ JULIA ANN FROHLICH Director
- ----------------------------------------
Julia Ann Frohlich
*/s/ ROBERT A. FUHRMAN Director
- ----------------------------------------
Robert A. Fuhrman
*/s/ PAUL MULLIN GANLEY Director
- ----------------------------------------
Paul Mullin Ganley
*/s/ DAVID M. HAIG Director
- ----------------------------------------
David M. Haig
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*/s/ JOHN A. HOAG Director
- ----------------------------------------
John A. Hoag
*/s/ BERT T. KOBAYASHI, JR. Director
- ----------------------------------------
Bert T. Kobayashi, Jr.
*/s/ MICHEL LARROUILH Director
- ----------------------------------------
Michel Larrouilh
*/s/ PIERRE MARIANI Director
- ----------------------------------------
Pierre Mariani
*/s/ FUJIO MATSUDA Director
- ----------------------------------------
Fujio Matsuda
*/s/ DON J. MCGRATH President, Chief Operating
- ---------------------------------------- Officer and Director
Don J. McGrath
*/s/ RODNEY R. PECK Director
- ----------------------------------------
Rodney R. Peck
*/s/ JOHN K. TSUI Director
- ----------------------------------------
John K. Tsui
*/s/ JACQUES HENRI WAHL Director
- ----------------------------------------
Jacques Henry Wahl
*/s/ ROBERT C. WO Director
- ----------------------------------------
Robert C. Wo
_________________
* By Power of Attorney
/s/ WALTER A. DODS, JR. Attorney-In-Fact
-----------------------------------
Name: Walter A. Dods, Jr.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, each of the
undersigned registrants certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing on Form S-3 and has duly
caused this Post-Effective Amendment to the Registration Statement to be
signed on its behalf by the undersigned, thereunto duly authorized, in
Honolulu, State of Hawaii, on February 24, 2003.
BANCWEST CAPITAL I
By: BANCWEST CORPORATION, as Sponsor
By: /s/ WALTER A. DODS, JR.
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Name: Walter A. Dods, Jr.
Title: Chairman and Chief Executive
Officer
BANCWEST CAPITAL II
By: BANCWEST CORPORATION, as Sponsor
By: /s/ WALTER A. DODS, JR.
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Name: Walter A. Dods, Jr.
Title: Chairman and Chief Executive
Officer
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