UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A-7 (FINAL AMENDMENT)
Under the Securities Exchange Act of 1934
BANCWEST CORPORATION
(Name of Issuer)
Common Stock
(Title of Class of Securities)
059790 10 5
(CUSIP Number)
BNP PARIBAS
16, Boulevard des Italiens
75009 Paris, France
(011) (33) (1) 4014-7286
Attention: Pierre Mariani
French American Banking Corporation
787 Seventh Avenue
New York, NY 10019
(212) 841-3197
Attention: Everett Schenk
with copies to:
Daniel S. Sternberg
Paul E. Glotzer
Cleary, Gottlieb, Steen & Hamilton
One Liberty Plaza
New York, NY 10006
(212) 225-2000
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
December 20, 2001
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of ss.ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box: [ ]
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See ss. 240.13d-7(b) for other
parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 (the "Act") or otherwise subject to the liabilities of that section of the
Act but shall be subject to all other provisions of the Act (however, see the
Notes).
BNP Paribas ("BNP Paribas") and French American Banking Corporation ("FABC")
hereby amend their joint Statement on Schedule 13D dated November 10, 1998, as
amended by Amendment No. 1 thereto, dated July 20, 1999, Amendment No. 2
thereto, dated September 20, 1999, Amendment No. 3 thereto, dated November 30,
1999, Amendment No. 4 thereto, dated February 2, 2000, Amendment No. 5 thereto,
dated May 4, 2001, and Amendment No. 6 thereto, dated May 8, 2001, relating to
the common stock, par value $1.00 per share (the "Common Stock"), of BancWest
Corporation, a Delaware Corporation (the "Issuer" or "BancWest") (such Statement
on Schedule 13D as amended, the "Schedule 13D"), as set forth below. All
capitalized terms used in this Amendment and not otherwise defined herein have
the meanings ascribed to such terms in the Schedule 13D.
Item 5 of the Schedule 13D is hereby amended in its entirety to read as
follows:
Item 5. Interest in Securities of the Issuer.
The Merger of Chauchat L.L.C., a wholly-owned subsidiary of BNP
Paribas, with and into BancWest was consummated and became effective on December
20, 2001. At the effective time of the Merger, all outstanding shares of Common
Stock were cancelled and converted solely into the right to receive $35.00 per
share in cash, without interest thereon (except for shares held in the treasury
of BancWest or by any wholly owned Subsidiary of BancWest (other than Fiduciary
Shares (as defined in the Merger Agreement) and shares held in respect of a debt
previously contracted) which were cancelled without any consideration being
payable therefor) and BancWest became a wholly owned subsidiary of BNP Paribas.
Accordingly, this Amendment No. 7 constitutes the Final Amendment to the
Schedule 13D.
SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief,
the undersigned certifies that the information set forth in this statement is
true, complete and correct.
December 20, 2001
BNP PARIBAS
By: /s/ Pierre Mariani
--------------------------------
Name: Pierre Mariani
Title: Head of International
Retail Banking
FRENCH AMERICAN BANKING CORPORATION
By: /s/ Patrick J. Donegan
--------------------------------
Name: Patrick J. Donegan
Title: Secretary