EX-99.1 2 a6085842ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

UnionBanCal Corporation Reports Third Quarter Results

SAN FRANCISCO--(BUSINESS WIRE)--October 29, 2009--UnionBanCal Corporation:

Highlights:

  • Third quarter net loss was $17 million. Results included after-tax net expenses of $11 million related to the November 2008 privatization of UnionBanCal Corporation.
  • Third quarter revenue was up 4 percent year-over-year and up 2 percent compared with second quarter 2009.
  • Third quarter net interest income was up 8 percent year-over-year and up 2 percent compared with second quarter 2009.
  • Third quarter average total loans increased 3 percent year-over-year and decreased 2 percent versus second quarter 2009.
  • Third quarter average core deposits were up 64 percent year-over-year and 9 percent versus second quarter 2009.
  • Third quarter net interest margin was 3.31 percent, down 36 basis points year-over-year and down 10 basis points versus second quarter 2009.
  • Third quarter annualized average all-in cost of funds was 0.79 percent.
  • Third quarter asset quality metrics:
    • Total provision for credit losses was $320 million, while net loans charged-off were $136 million, or 1.11 percent annualized of average total loans.
    • Net loans charged-off on the $16.4 billion residential mortgage portfolio were $14 million, or 0.34 percent annualized, in third quarter 2009.
    • Nonperforming assets were $1.4 billion, or 1.75 percent of total assets, at quarter-end.
    • Allowance for credit losses to nonaccrual loans was 108 percent at quarter-end. Allowance for credit losses to total loans was 2.97 percent at quarter-end.
    • Total provision for credit losses was 240 percent of net loans charged-off during the first nine months of the year, resulting in an increase to the allowance for credit losses of $565 million.
  • Capital:
    • Total stockholder’s equity was $9.5 billion at September 30, 2009.
    • Tangible common equity ratio was 8.94 percent at September 30, 2009, versus 6.56 percent at June 30, 2009.
    • Tier 1 common capital ratio was 11.58 percent at September 30, 2009, versus 8.66 percent at June 30, 2009.
    • On September 29, 2009, the Company received a $2 billion capital contribution from its sole shareholder, The Bank of Tokyo-Mitsubishi UFJ, Ltd.

UnionBanCal Corporation (the Company or UB) today reported third quarter 2009 net loss of $17 million, compared with net income of $105 million a year earlier, and net loss of $80 million in second quarter 2009. Total provision for credit losses was $320 million in third quarter 2009, compared with $125 million a year earlier, and $375 million in second quarter 2009. Third quarter 2009 net loss included after-tax net expenses of $11 million due to the privatization transaction. Second quarter 2009 net loss included after-tax net expenses of $13 million due to the privatization transaction and a one-time FDIC assessment of $21 million (after-tax). Mitsubishi UFJ Financial Group, Inc. (MUFG), through its wholly-owned subsidiary, The Bank of Tokyo-Mitsubishi UFJ, Ltd. (BTMU), completed its acquisition of all of the outstanding shares of the Company’s common stock (the “privatization transaction”), on November 4, 2008.

For the first nine months of 2009, net loss was $107 million, compared with net income of $355 million for the first nine months of 2008. Total provision for credit losses was $970 million for the first nine months of 2009, compared with $305 million for the first nine months of 2008. Net loss for the first nine months of 2009 included after-tax net expenses of $46 million due to the privatization transaction and a one-time FDIC assessment of $21 million (after-tax).

Summary of Third Quarter Results

Third Quarter Total Revenue

For third quarter 2009, total revenue (taxable-equivalent net interest income plus noninterest income) was $748 million, up 4 percent compared with third quarter 2008. Net interest income increased 8 percent and noninterest income decreased 7 percent. Third quarter 2009 net interest income included $23 million of accretion related to fair value adjustments due to the privatization transaction. Average total loans increased $1.6 billion, or 3 percent; average interest bearing deposits increased $15.7 billion, or 54 percent; and average noninterest bearing deposits increased $2.1 billion, or 17 percent. The strong growth in total deposits reflects successful deposit-gathering marketing initiatives in both the retail and commercial lines of business, as well as significant increases in money market account deposits from institutional escrow clients. The net interest margin in third quarter 2009 was 3.31 percent, a decrease of 36 basis points compared with third quarter 2008, primarily due to lower yields on earning assets.

Average noninterest bearing deposits represented 24.3 percent of average total deposits in third quarter 2009. The annualized average all-in cost of funds was 0.79 percent, compared with 1.60 percent in third quarter 2008. The Company’s average core deposit-to-loan ratio was 106.7 percent in third quarter 2009.

Compared with second quarter 2009, total revenue increased 2 percent, with net interest income up 2 percent and noninterest income flat. Average total loans decreased $0.8 billion, or 2 percent; average interest bearing deposits increased $4.5 billion, or 11 percent; and average noninterest bearing deposits increased $0.6 billion, or 4 percent. The net interest margin decreased 10 basis points compared with second quarter 2009.

Third Quarter Noninterest Income and Noninterest Expense

For third quarter 2009, noninterest income was $184 million, down $15 million, or 7 percent, from the same quarter a year ago, primarily due to lower trust and investment management fees, lower gains on private capital investments, a write down of a loan held for sale recorded in third quarter 2009, and a gain on the sale of real estate recorded in third quarter 2008. These decreases were partially offset by a gain on the sale of U.S. Treasury securities in third quarter 2009.


Noninterest income was flat compared with second quarter 2009. A gain on the sale of U.S. Treasury securities was offset by lower merchant banking fees and lower trading account activities.

Noninterest expense for third quarter 2009 was $506 million, an increase of $62 million, or 14 percent, compared with third quarter 2008. The increase was primarily due to an increase in expenses related to the privatization transaction of $43 million, primarily classified in privatization-related expense and intangible asset amortization expense; and an increase in regulatory agencies expense of $22 million, primarily due to an industry-wide increase in the FDIC assessment rate, effective January 1, 2009. Excluding these two items, noninterest expense was flat.

Noninterest expense for third quarter 2009 decreased $26 million, or 5 percent, compared with second quarter 2009. Regulatory agencies expense decreased $22 million, primarily due to a one-time FDIC assessment of $34 million recorded in second quarter 2009. Expenses associated with the privatization transaction, primarily classified in privatization-related expense and intangible asset amortization expense, were flat. The provision for off-balance sheet losses decreased $9 million, compared with second quarter 2009.

Year-to-Date Results

For the first nine months of 2009, net loss was $107 million, compared with net income of $355 million for the first nine months of 2008. The decline in net income was primarily due to an increase in total provision for credit losses of $404 million after-tax, an increase in net expenses related to the privatization transaction of $39 million after-tax, and an increase in regulatory agencies expense of $52 million after-tax, which included a one-time FDIC assessment of $21 million after-tax.

Total revenue for the first nine months of 2009 was $2.2 billion, an increase of $130 million, or 6 percent, over the first nine months of 2008. Net interest income increased $182 million, or 12 percent, and noninterest income decreased $52 million, or 9 percent. Net interest income for the first nine months of 2009 included $85.6 million of accretion related to fair value adjustments due to the privatization transaction. Noninterest expense increased $293 million, or 23 percent, primarily due to $162 million increase in expense related to the privatization transaction, classified in privatization-related expense and intangible asset amortization expense. In addition, regulatory agencies expense increased $85 million, primarily due to a one-time FDIC assessment of $34 million, recorded in second quarter 2009, and an industry-wide increase in the FDIC assessment rate, effective January 1, 2009. The provision for off-balance sheet losses was $47 million for the first nine months of 2009, compared with $21 million for the first nine months of 2008.

Balance Sheet

At September 30, 2009, the Company had total assets of $78.2 billion, up $15.6 billion, or 25 percent, compared with September 30, 2008. Total loans were $48.2 billion, down $137 million, or 0.3 percent, compared with September 30, 2008. At September 30, 2009, the Company had goodwill and intangibles of $3.0 billion, up $2.6 billion compared with September 30, 2008, due to the privatization transaction, which closed during fourth quarter 2008.


At September 30, 2009, the Company had total liabilities of $68.7 billion, up $10.8 billion, or 19 percent, compared with September 30, 2008. Total deposits were $60.7 billion, up $18.3 billion, or 43 percent. Core deposits at period-end were $52.7 billion, resulting in a core deposit-to-loan ratio of 109 percent.

Credit Quality

Nonperforming assets at September 30, 2009, were $1.4 billion, or 1.75 percent of total assets. This compares with $1.1 billion, or 1.55 percent of total assets, at June 30, 2009, and $304 million, or 0.49 percent of total assets, at September 30, 2008. The increase in nonperforming assets compared with third quarter 2008 was primarily due to higher levels of nonaccrual loans in all categories, reflecting weak economic conditions, and a previously-disclosed change in accounting policy for residential and home equity loans 90 days or more past due, which accounted for $195 million of the increase. The increase in nonperforming assets compared with June 30, 2009, was primarily due to higher levels of nonaccrual loans in the commercial mortgage and construction categories, reflecting weak income property market conditions.

For third quarter 2009, the total provision for credit losses was $320 million, down from $375 million for second quarter 2009. Net loans charged-off were $136 million, or 1.11 percent of average total loans annualized, down from $151 million, or 1.23 percent of average total loans annualized, for second quarter 2009. For third quarter 2008, the total provision for credit losses was $125 million and net loans charged-off were $63 million, or 0.53 percent of average total loans annualized. For the first nine months of 2009, the total provision for credit losses was $970 million and net loans charged-off were $405 million, or 1.10 percent of average total loans annualized.

For the first nine months of 2009, net loans charged-off on the commercial, financial and industrial portfolio were $252 million; net loans charged-off on the construction portfolio were $39 million; net loans charged-off on the commercial mortgage portfolio were $54 million; and net loans charged-off on the consumer portfolio were $31 million. Net loans charged-off on the residential mortgage portfolio, which averaged over $16 billion outstanding in the first nine months of 2009, were only $29 million.

The total provision for credit losses is comprised of the provision for loan losses and the provision for losses on off-balance sheet commitments, which is classified in noninterest expense. In third quarter 2009, the provision for loan losses was $314 million, the provision for losses on off-balance sheet commitments was $6 million, and the total provision for credit losses was $320 million.

At September 30, 2009, the allowance for credit losses as a percent of total loans and as a percent of nonaccrual loans was 2.97 percent and 108 percent, respectively. Since January 1, 2009, the allowance for credit losses has increased from $863 million to $1,433 million, as total provision for credit losses has exceeded net loans charged-off by $565 million during the first nine months of the year.

Capital

Total stockholder’s equity was $9.5 billion at September 30, 2009, up $4.8 billion compared with September 30, 2008, primarily due to a $2 billion increase in goodwill related to the privatization transaction, a $1 billion capital contribution from BTMU in fourth quarter 2008, and a $2 billion capital contribution from BTMU in third quarter 2009. The Company’s tangible common equity ratio was 8.94 percent at September 30, 2009, compared with 6.56 percent at June 30, 2009. The Tier 1 common capital ratio at September 30, 2009, was 11.58 percent, compared with 8.66 percent at June 30, 2009. The Company’s Tier 1 and total risk-based capital ratios at September 30, 2009, were 11.60 percent and 14.42 percent, respectively.


Non-GAAP Financial Measures

This press release contains certain references to financial measures identified as excluding privatization transaction expenses and regulatory agencies expense, which are adjustments from comparable measures calculated and presented in accordance with accounting principles generally accepted in the United States of America (GAAP). These financial measures, as used herein, differ from financial measures reported under GAAP in that they exclude unusual or non-recurring charges, losses, credits or gains. This press release identifies the specific items excluded from the comparable GAAP financial measure in the calculation of each non-GAAP financial measure. Because these items are unusual and substantial costs, management believes that financial presentations excluding the impact of these items provide useful supplemental information which is important to a proper understanding of the Company’s core business results. These presentations should not be viewed as a substitute for results determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP financial measures presented by other companies.

Headquartered in San Francisco, UnionBanCal Corporation is a financial holding company with assets of $78.2 billion at September 30, 2009. Its primary subsidiary, Union Bank, N.A., is a full-service commercial bank providing an array of financial services to individuals, small businesses, middle-market companies, and major corporations. The bank has 337 banking offices in California, Oregon, Washington and Texas and two international offices. UnionBanCal Corporation is a wholly-owned subsidiary of The Bank of Tokyo-Mitsubishi UFJ, Ltd., which is a subsidiary of Mitsubishi UFJ Financial Group, Inc. Union Bank is a proud member of the Mitsubishi UFJ Financial Group (MUFG, NYSE:MTU), one of the world’s largest financial organizations. Visit www.unionbank.com for more information.


UnionBanCal Corporation and Subsidiaries
Financial Highlights (Unaudited)

Exhibit 1

   
As of and for the Three Months Ended Percent Change to
September 30, 2009 from
September 30,   June 30,   September 30, September 30,   June 30,
(Dollars in thousands) 2008 2009 (1) 2009 (1) 2008   2009
Results of operations:
Net interest income (2) $ 522,296 $ 553,094 $ 564,296 8.04 % 2.03 %
Noninterest income   198,721     183,213     183,929   (7.44 %) 0.39 %
Total revenue 721,017 736,307 748,225 3.77 % 1.62 %
Noninterest expense 443,812 532,058 505,815 13.97 % (4.93 %)
Provision for loan losses   117,000     360,000     314,000   nm (12.78 %)

Income (loss) from continuing operations before income taxes (2)

160,205 (155,751 ) (71,590 ) nm 54.04 %
Taxable-equivalent adjustment 2,550 2,748 3,260 27.84 % 18.63 %
Income tax expense (benefit)   47,549     (78,492 )   (57,821 ) nm 26.34 %
Income (loss) from continuing operations 110,106 (80,007 ) (17,029 ) nm 78.72 %
Loss from discontinued operations   (5,276 )   -     -   (100.00 %) -
Net income (loss) $ 104,830   $ (80,007 ) $ (17,029 ) nm 78.72 %
 
 
Balance sheet (end of period):
Total assets (3) $ 62,599,753 $ 73,984,788 $ 78,153,207 24.85 % 5.63 %
Total loans 48,306,118 48,896,520 48,169,508 (0.28 %) (1.49 %)
Nonperforming assets 304,246 1,144,602 1,367,691 nm 19.49 %
Total deposits 42,355,853 58,338,959 60,691,368 43.29 % 4.03 %
Medium- and long-term debt 3,827,164 5,131,068 5,121,553 33.82 % (0.19 %)
Stockholder's equity 4,692,648 7,429,500 9,475,004 nm 27.53 %
 
Balance sheet (period average):
Total assets $ 61,145,251 $ 71,495,226 $ 74,352,649 21.60 % 4.00 %
Total loans 47,196,204 49,556,222 48,764,826 3.32 % (1.60 %)
Earning assets 56,920,548 65,008,223 68,235,083 19.88 % 4.96 %
Total deposits 41,661,224 54,352,412 59,453,936 42.71 % 9.39 %
Stockholder's equity 4,588,441 7,303,050 7,358,773 60.38 % 0.76 %
 
Financial ratios (4):
Return on average assets (5):
From continuing operations 0.72 % (0.45 %) (0.09 %)
Net income (loss) 0.68 % (0.45 %) (0.09 %)
Return on average stockholder's equity (5):
From continuing operations 9.55 % (4.39 %) (0.92 %)
Net income (loss) 9.09 % (4.39 %) (0.92 %)
Efficiency ratio (6) 58.76 % 68.28 % 65.07 %
Net interest margin (2) 3.67 % 3.41 % 3.31 %
Tangible common equity ratio (7) 6.96 % 6.56 % 8.94 %

Tier 1 common capital ratio (8) (9)

8.00 % 8.66 % 11.58 %
Tier 1 risk-based capital ratio (3) (9) 8.02 % 8.68 % 11.60 %
Total risk-based capital ratio (3) (9) 10.94 % 11.54 % 14.42 %
Leverage ratio (3) (9) 7.97 % 7.89 % 10.40 %
Allowance for loan losses to:
Total loans 1.20 % 2.21 % 2.62 %
Nonaccrual loans 200.94 % 98.14 % 95.15 %
Allowances for credit losses to (10) :
Total loans 1.43 % 2.55 % 2.97 %
Nonaccrual loans 239.50 % 113.24 % 108.16 %

Net loans charged off to average total loans (5)

0.53 % 1.23 % 1.11 %

Nonperforming assets to total loans, foreclosed assets and distressed loans held for sale

0.63 % 2.34 % 2.84 %
Nonperforming assets to total assets (3) 0.49 % 1.55 % 1.75 %

Selected financial ratios excluding impact of privatization transaction (1) (4) (15):

From continuing operations:
Return on average assets (5) 0.76 % (0.39 %) (0.03 %)
Return on average stockholder's equity (5) 10.08 % (5.48 %) (0.45 %)
Efficiency ratio (6) 57.90 % 63.97 % 60.36 %
 
Refer to Exhibit 12 for footnote explanations.
 

UnionBanCal Corporation and Subsidiaries
Financial Highlights (Unaudited)

Exhibit 2

     
As of and for the Nine Months Ended Percent Change to
September 30, 2009 from
September 30, September 30, September 30,
(Dollars in thousands, except per share data) 2008 2009 (1) 2008
Results of operations:
Net interest income (2) $ 1,498,287 $ 1,680,010 12.13%
Noninterest income   593,743     541,858   (8.74%)
Total revenue 2,092,030 2,221,868 6.21%
Noninterest expense 1,266,330 1,559,256 23.13%
Provision for loan losses   284,000     923,000   nm

Income (loss) from continuing operations before income taxes (2)

541,700 (260,388 ) nm
Taxable-equivalent adjustment 7,405 8,625 16.48%
Income tax expense (benefit)   167,493     (162,169 ) nm
Income (loss) from continuing operations 366,802 (106,844 ) nm
Loss from discontinued operations   (12,037 )   -   (100.00%)
Net income (loss) $ 354,765   $ (106,844 ) nm
 
Balance sheet (end of period):
Total assets (3) $ 62,599,753 $ 78,153,207 24.85%
Total loans 48,306,118 48,169,508 (0.28%)
Nonperforming assets 304,246 1,367,691 nm
Total deposits 42,355,853 60,691,368 43.29%
Medium- and long-term debt 3,827,164 5,121,553 33.82%
Stockholder's equity 4,692,648 9,475,004 nm
 
Balance sheet (period average):
Total assets $ 59,023,615 $ 71,000,250 20.29%
Total loans 45,138,144 49,366,280 9.37%
Earning assets 54,689,402 64,593,827 18.11%
Total deposits 42,821,802 53,526,802 25.00%
Stockholder's equity 4,640,908 7,332,747 58.00%
 
Financial ratios (4):
Return on average assets (5):
From continuing operations 0.83 % (0.20 %)
Net income (loss) 0.80 % (0.20 %)
Return on average stockholder's equity (5):
From continuing operations 10.56 % (1.95 %)
Net income (loss) 10.21 % (1.95 %)
Efficiency ratio (6) 58.10 % 66.34 %
Net interest margin (2) 3.65 % 3.47 %
Tangible common capital ratio (7) 6.96 % 8.94 %

Tier 1 common capital ratio (8) (9)

8.00 % 11.58 %
Tier 1 risk-based capital ratio (3) (9) 8.02 % 11.60 %
Total risk-based capital ratio (3) (9) 10.94 % 14.42 %
Leverage ratio (3) (9) 7.97 % 10.40 %
Allowance for loan losses to:
Total loans 1.20 % 2.62 %
Nonaccrual loans 200.94 % 95.15 %

Allowances for credit losses to (10):

Total loans 1.43 % 2.97 %
Nonaccrual loans 239.50 % 108.16 %

Net loans charged off to average total loans (5)

0.31 % 1.10 %

Nonperforming assets to total loans, foreclosed assets and distressed loans held for sale

0.63 % 2.84 %
Nonperforming assets to total assets (3) 0.49 % 1.75 %

Selected financial ratios excluding impact of privatization transaction (1) (4) (15):

From continuing operations:
Return on average assets (5) 0.84 % (0.12 %)
Return on average stockholder's equity (5) 10.74 % (1.67 %)
Efficiency ratio (6) 57.80 % 61.14 %
 
Refer to Exhibit 12 for footnote explanations.
 

UnionBanCal Corporation and Subsidiaries
Condensed Consolidated Statements of Income (Unaudited)
(Taxable-Equivalent Basis)

Exhibit 3

         
For the Three Months Ended For the Nine Months Ended
September 30, June 30, September 30, September 30,
(Amounts in thousands) 2008 2009 (1) 2009 (1) 2008 2009 (1)
Interest Income (2)
Loans $ 638,862 $ 586,890 $ 578,514 $ 1,889,732 $ 1,769,471
Securities 100,659 98,754 110,170 305,042 312,205
Interest bearing deposits in banks 147 3,550 4,956 503 9,406
Federal funds sold and securities purchased under resale agreements 1,787 97 110 5,573 348
Trading account assets   1,364     231     271     5,287     660  
Total interest income   742,819     689,522     694,021     2,206,137     2,092,090  
 
Interest Expense
Deposits 135,736 100,186 101,374 500,905 306,598
Federal funds purchased and securities sold under repurchase agreements 15,630 19 41 44,402 113
Commercial paper 8,056 954 355 26,127 2,901
Medium- and long-term debt 25,989 29,415 27,112 65,138 84,056
Trust notes 239 238 239 715 715
Other borrowed funds   34,873     5,616     604     70,563     17,697  
Total interest expense   220,523     136,428     129,725     707,850     412,080  
 
Net Interest Income (2) 522,296 553,094 564,296 1,498,287 1,680,010
Provision for loan losses   117,000     360,000     314,000     284,000     923,000  
Net interest income after provision for loan losses   405,296     193,094     250,296     1,214,287     757,010  
 
Noninterest Income
Service charges on deposit accounts 77,079 71,843 74,888 229,521 218,053
Trust and investment management fees 40,638 34,130 34,506 127,828 102,543
Trading account activities 12,397 16,251 10,513 40,096 49,456
Merchant banking fees 12,789 19,924 14,601 35,667 48,357
Brokerage commissions and fees 9,520 8,506 8,611 30,014 25,424
Card processing fees, net 8,129 8,124 8,559 24,060 24,219
Securities gains (losses), net 50 (172 ) 12,694 48 12,522
Other   38,119     24,607     19,557     106,509     61,284  
Total noninterest income   198,721     183,213     183,929     593,743     541,858  
 
Noninterest Expense
Salaries and employee benefits 238,129 233,057 233,981 723,098 710,601
Net occupancy 38,574 43,222 43,146 113,008 128,289
Intangible asset amortization 671 40,281 40,641 2,011 121,809
Regulatory agencies 8,572 52,836 30,739 16,078 101,513
Outside services 20,741 22,948 22,219 58,045 64,001
Professional services 17,236 19,489 17,647 47,764 53,074
Equipment 14,437 16,602 17,838 44,925 49,853
Software 14,812 14,205 16,502 44,016 45,745
Foreclosed asset expense (income) 524 3,282 (144 ) 696 4,024
Provision for losses on off-balance sheet commitments 8,000 15,000 6,000 21,000 47,000
Privatization-related expense 6,193 7,433 6,649 6,193 40,901
Other   75,923     63,703     70,597     189,496     192,446  
Total noninterest expense   443,812     532,058     505,815     1,266,330     1,559,256  
 
Income (loss) from continuing operations before income taxes (2) 160,205 (155,751 ) (71,590 ) 541,700 (260,388 )
Taxable-equivalent adjustment 2,550 2,748 3,260 7,405 8,625
Income tax expense (benefit) 47,549 (78,492 ) (57,821 ) 167,493 (162,169 )
         
Income (Loss) from Continuing Operations   110,106     (80,007 )   (17,029 )   366,802     (106,844 )
 
Loss from discontinued operations before income taxes (8,175 ) - - (22,692 ) -
Income tax benefit   (2,899 )   -     -     (10,655 )   -  
Loss from Discontinued Operations   (5,276 )   -     -     (12,037 )   -  
Net Income (Loss) $ 104,830   $ (80,007 ) $ (17,029 ) $ 354,765   $ (106,844 )
 
Refer to Exhibit 12 for footnote explanations.
 

UnionBanCal Corporation and Subsidiaries

Consolidated Balance Sheets

Exhibit 4

     
(Unaudited)
September 30,
December 31, (Unaudited)
September 30,
(Dollars in thousands) 2008 2008 (1) 2009 (1)
Assets
Cash and due from banks $ 1,959,484 $ 1,568,578 $ 1,155,497
Interest bearing deposits in banks 16,029 2,872,698 2,659,460
Federal funds sold and securities purchased under resale agreements   488,014     63,069     437,328  
Total cash and cash equivalents 2,463,527 4,504,345 4,252,285
Trading account assets:
Pledged as collateral 18,124 6,283 60,816
Held in portfolio 711,293 1,210,496 879,734
Securities available for sale:
Pledged as collateral 1,404,463 54,525 -
Held in portfolio 6,890,891 8,140,013 18,210,574
Securities held to maturity (Fair value: September 30, 2009, $1,269,934) - - 1,193,337

Loans (net of allowance for loan losses: September 30, 2008, $580,474; December 31, 2008, $737,767; September 30, 2009, $1,260,307)

47,725,644 48,847,783 46,909,201
Due from customers on acceptances 21,562 23,131 12,842
Premises and equipment, net 474,519 680,004 667,005
Intangible assets, net 4,447 713,485 601,140
Goodwill 355,287 2,369,326 2,369,326
Other assets 2,524,839 3,571,995 2,996,947
Assets of discontinued operations to be disposed or sold   5,157     4     -  
Total assets $ 62,599,753   $ 70,121,390   $ 78,153,207  
 
Liabilities
Noninterest bearing $ 13,694,272 $ 13,566,873 $ 14,472,375
Interest bearing   28,661,581     32,482,896     46,218,993  
Total deposits 42,355,853 46,049,769 60,691,368
Federal funds purchased and securities sold under repurchase agreements 1,760,442 172,758 229,268
Commercial paper 1,659,935 1,164,327 423,499
Other borrowed funds 6,718,935 8,196,597 164,861
Trading account liabilities 506,890 1,034,663 715,075
Acceptances outstanding 21,562 23,131 12,842
Other liabilities 1,020,085 1,685,412 1,306,097
Medium- and long-term debt 3,827,164 4,288,488 5,121,553
Junior subordinated debt payable to subsidiary grantor trust 14,093 13,980 13,640
Liabilities of discontinued operations to be extinguished or assumed   22,146     7,960     -  
Total liabilities   57,907,105     62,637,085     68,678,203  
 
Stockholder's Equity
Preferred stock:

Authorized 5,000,000 shares; no shares issued or outstanding as of September 30, 2008, December 31, 2007 and September 30, 2009

- - -
Common stock, par value $1 per share:

Authorized 300,000,000 shares; issued 159,834,897 shares as of September 30, 2008, 136,330,829 shares as of December 31, 2008 and September 30, 2009

159,835 136,331 136,331
Additional paid-in capital 1,299,045 3,195,023 5,195,023

Treasury stock - 18,748,501 shares as of September 30, 2008, no shares as of December 31, 2008 and September 30, 2009

(1,204,759 ) - -
Retained earnings 5,050,682 4,964,802 4,857,958
Accumulated other comprehensive loss   (612,155 )   (811,851 )   (714,308 )
Total stockholder's equity   4,692,648     7,484,305     9,475,004  
Total liabilities and stockholder's equity $ 62,599,753   $ 70,121,390   $ 78,153,207  
 
Refer to Exhibit 12 for footnote explanations.
 

UnionBanCal Corporation and Subsidiaries
Loans and Allowance for Credit Losses (Unaudited)

Exhibit 5

         
Three Months Ended Percent Change to
September 30, 2009 from
September 30, June 30, September 30, September 30, June 30,
(Dollars in millions) 2008 2009 (1) 2009 (1) 2008 2009
 
Loans (period average)
Commercial, financial and industrial $ 17,153 $ 17,917 $ 16,804 (2.04%) (6.21%)
Construction 2,613 2,789 2,773 6.12% (0.58%)
Mortgage - Commercial 8,009 8,255 8,261 3.15% 0.07%
Mortgage - Residential 15,281 16,083 16,372 7.14% 1.80%
Consumer 3,421 3,841 3,883 13.50% 1.09%
Lease financing   639     661     662   3.67% 0.22%
 
Total loans held to maturity 47,116 49,546 48,755 3.48% (1.60%)
Total loans held for sale   80     10     10   (87.68%) -
 
Total loans $ 47,196   $ 49,556   $ 48,765   3.32% (1.60%)
 
Nonperforming Assets (period end)
Nonaccrual loans:
Commercial, financial and industrial $ 162 $ 370 $ 380 nm 2.70%
Construction 93 314 388 nm 23.57%
Mortgage - Commercial 34 265 355 nm 33.96%
Mortgage - Residential (11) - 133 165 nm 24.06%
Consumer (11) - 20 21 nm 5.00%
Restructured - nonaccrual (11)   -     -     16   nm nm
Total nonaccrual loans 289 1,102 1,325 nm 20.24%
 
Restructured loans - nonperforming 1 10 - (100.00%) (100.00%)
Distressed loans held for sale - - 9 nm nm
Foreclosed assets   14     33     34   nm 3.03%
Total nonperforming assets $ 304   $ 1,145   $ 1,368   nm 19.48%

Loans 90 days or more past due and still accruing

$ 50   $ 4   $ 5   (90.00%) 25.00%
Restructured loans that are still accruing $ -   $ 1   $ 2   nm 100.00%
 
Analysis of Allowances for Credit Losses
Beginning balance $ 527 $ 870 $ 1,082
 
Provision for loan losses 117 360 314
 
Loans charged off:
Commercial, financial and industrial (42 ) (86 ) (78 )
Construction (16 ) (23 ) (14 )
Mortgage - Commercial - (23 ) (26 )
Mortgage - Residential (3 ) (9 ) (14 )
Consumer   (4 )   (12 )   (11 )
Total loans charged off   (65 )   (153 )   (143 )
 
Loans recovered:
Commercial, financial and industrial 2 1 6
Consumer   -     1     1  
Total loans recovered   2     2     7  
Net loans recovered (charged off)   (63 )   (151 )   (136 )
 
Adjustment for impaired loans related to privatization - 2 -
Foreign translation adjustment   -     1     1  
Ending balance of allowance for loan losses 581 1,082 1,261
Allowance for off-balance sheet
commitment losses   111     166     172  
$ -
Allowances for credit losses $ 692   $ 1,248   $ 1,433  
 
Refer to Exhibit 12 for footnote explanations.
 

UnionBanCal Corporation and Subsidiaries
Net Interest Income (Unaudited)

Exhibit 6

           
For the Three Months Ended
September 30, 2008 September 30, 2009 (1)
(Dollars in thousands) Average
Balance
Interest
Income/
Expense (2)
Average
Yield/
Rate (2)(5)
  Average
Balance
Interest
Income/
Expense (2)
Average
Yield/
Rate (2)(5)
Assets
Loans: (12)
Commercial, financial and industrial $ 17,262,407 $ 229,377 5.29 % $ 16,805,449 $ 188,974 4.46 %
Construction 2,579,582 30,352 4.68 2,772,804 20,828 2.98
Mortgage - Residential 15,285,171 211,965 5.55 16,380,014 230,210 5.62
Mortgage - Commercial 8,008,618 111,816 5.58 8,261,161 88,998 4.31
Consumer 3,421,338 49,286 5.73 3,882,929 44,042 4.50
Lease financing   639,088     6,066   3.80   662,469     5,462 3.30
Total loans 47,196,204 638,862 5.40 48,764,826 578,514 4.73
Securities - taxable 8,348,785 99,614 4.77 10,590,200 107,171 4.05
Securities - tax-exempt 51,831 1,045 8.06 184,772 2,999 6.49
Interest bearing deposits in banks 13,642 147 4.27 7,496,380 4,956 0.26

Federal funds sold and securities purchased under resale agreements

361,361 1,787 1.97 282,457 110 0.15
Trading account assets   948,725     1,364   0.57   916,448     271 0.12
Total earning assets 56,920,548   742,819   5.21 68,235,083   694,021 4.06
Allowance for loan losses (506,452 ) (1,044,533 )
Cash and due from banks 1,606,632 1,135,794
Premises and equipment, net 475,408 668,699
Other assets   2,649,115     5,357,606  
Total assets $ 61,145,251   $ 74,352,649  
Liabilities
Deposits:
Transaction accounts $ 15,552,783 61,636 1.58 $ 33,064,944 72,837 0.87
Savings and consumer time 3,899,687 13,237 1.35 4,486,545 12,572 1.11
Large time   9,847,584     60,863   2.46   7,430,960     15,965 0.85
Total interest bearing deposits   29,300,054     135,736   1.84   44,982,449     101,374 0.89

Federal funds purchased and securities sold under repurchase agreements

3,496,184 15,365 1.75 169,267 41 0.09

Net funding allocated from (to) discontinued operations (13)

55,121 265 1.91 - - -
Commercial paper 1,432,207 8,056 2.24 472,246 355 0.30
Other borrowed funds (14) 4,886,263 34,873 2.84 262,441 604 0.91
Medium- and long-term debt 3,300,675 25,989 3.13 5,098,821 27,112 2.11
Trust notes   14,148     239   6.73   13,696     239 6.96
Total borrowed funds   13,184,598     84,787   2.56   6,016,471     28,351 1.87
Total interest bearing liabilities 42,484,652   220,523   2.06 50,998,920   129,725 1.01
Noninterest bearing deposits 12,361,170 14,471,487
Other liabilities   1,710,988     1,523,469  
Total liabilities 56,556,810 66,993,876
Stockholder's Equity
Common equity   4,588,441     7,358,773  
Total stockholder's equity   4,588,441     7,358,773  

Total liabilities and stockholder's equity

$ 61,145,251   $ 74,352,649  
Reported Net Interest Income/Margin

Net interest income/margin (taxable-equivalent basis)

522,296 3.67 % 564,296 3.31 %
Less: taxable-equivalent adjustment   2,550     3,260
Net interest income $ 519,746   $ 561,036
                             
Average Assets and Liabilities of Discontinued Operations for Period Ended:
September 30, 2008 September 30, 2009
Assets $ 5,738 $ -
Liabilities $ 60,859 $ -
Net Liabilities $ (55,121 ) $ -
                             
   
Refer to Exhibit 12 for footnote explanations.
 

UnionBanCal Corporation and Subsidiaries
Net Interest Income (Unaudited)

Exhibit 7

           
For the Three Months Ended
June 30, 2009 (1) September 30, 2009 (1)
(Dollars in thousands) Average
Balance
Interest
Income/
Expense (2)
Average
Yield/
Rate (2)(5)
Average
Balance
Interest
Income/
Expense (2)
Average
Yield/
Rate (2)(5)
Assets
Loans: (12)
Commercial, financial and industrial $ 17,920,408 $ 194,560 4.35 % $ 16,805,449 $ 188,974 4.46 %
Construction 2,788,671 20,658 2.97 2,772,804 20,828 2.98
Mortgage - Residential 16,089,739 230,269 5.72 16,380,014 230,210 5.62
Mortgage - Commercial 8,254,595 91,689 4.44 8,261,161 88,998 4.31
Consumer 3,841,202 44,116 4.61 3,882,929 44,042 4.50
Lease financing   661,607     5,598 3.38   662,469     5,462 3.30
Total loans 49,556,222 586,890 4.74 48,764,826 578,514 4.73
Securities - taxable 8,564,355 97,738 4.56 10,590,200 107,171 4.05
Securities - tax-exempt 48,176 1,016 8.44 184,772 2,999 6.49
Interest bearing deposits in banks 5,594,318 3,550 0.25 7,496,380 4,956 0.26

Federal funds sold and securities purchased under resale agreements

203,529 97 0.19 282,457 110 0.15
Trading account assets   1,041,623     231 0.09   916,448     271 0.12
Total earning assets 65,008,223   689,522 4.25 68,235,083   694,021 4.06
Allowance for loan losses (839,115 ) (1,044,533 )
Cash and due from banks 1,285,449 1,135,794
Premises and equipment, net 669,993 668,699
Other assets   5,370,676     5,357,606  
Total assets $ 71,495,226   $ 74,352,649  
Liabilities
Deposits:
Transaction accounts $ 29,514,913 66,549 0.90 $ 33,064,944 72,837 0.87
Savings and consumer time 4,328,326 13,546 1.26 4,486,545 12,572 1.11
Large time   6,604,845     20,091 1.22   7,430,960     15,965 0.85
Total interest bearing deposits   40,448,084     100,186 0.99   44,982,449     101,374 0.89

Federal funds purchased and securities sold under repurchase agreements

163,381 19 0.05 169,267 41 0.09
Commercial paper 569,337 954 0.67 472,246 355 0.30
Other borrowed funds (14) 2,124,419 5,616 1.06 262,441 604 0.91
Medium- and long-term debt 5,137,901 29,415 2.30 5,098,821 27,112 2.11
Trust notes   13,809     238 6.90   13,696     239 6.96
Total borrowed funds   8,008,847     36,242 1.82   6,016,471     28,351 1.87
Total interest bearing liabilities 48,456,931   136,428 1.13 50,998,920   129,725 1.01
Noninterest bearing deposits 13,904,328 14,471,487
Other liabilities   1,830,917     1,523,469  
Total liabilities 64,192,176 66,993,876
Stockholder's Equity
Common equity   7,303,050     7,358,773  
Total stockholder's equity   7,303,050     7,358,773  

Total liabilities and stockholder's equity

$ 71,495,226   $ 74,352,649  
Reported Net Interest Income/Margin

Net interest income/margin (taxable-equivalent basis)

553,094 3.41 % 564,296 3.31 %
Less: taxable-equivalent adjustment   2,748   3,260
Net interest income $ 550,346 $ 561,036
   
Refer to Exhibit 12 for footnote explanations.
 

UnionBanCal Corporation and Subsidiaries
Net Interest Income (Unaudited)

Exhibit 8

           
For the Nine Months Ended
September 30, 2008 September 30, 2009 (1)
(Dollars in thousands) Average
Balance
Interest
Income/
Expense (2)
Average
Yield/
Rate (2)(5)
Average
Balance
Interest
Income/
Expense (2)
Average
Yield/
Rate (2)(5)
Assets
Loans: (12)
Commercial, financial and industrial $ 16,623,490 $ 697,292 5.60 % $ 17,737,052 $ 577,321 4.35 %
Construction 2,551,348 97,763 5.12 2,765,178 60,747 2.94
Residential mortgage 14,593,755 604,506 5.52 16,132,655 694,917 5.74
Commercial mortgage 7,694,956 336,508 5.83 8,256,389 283,076 4.57
Consumer 3,030,042 140,129 6.18 3,816,050 134,697 4.72
Lease financing   644,553     13,534   2.80   658,956     18,713 3.79
Total loans 45,138,144 1,889,732 5.59 49,366,280 1,769,471 4.78
Securities - taxable 8,332,647 301,810 4.83 9,166,395 307,165 4.47
Securities - tax-exempt 52,641 3,232 8.19 94,947

5,040

7.08
Interest bearing deposits in banks 36,936 503 1.82 4,664,896 9,406 0.27

Federal funds sold and securities purchased under resale agreements

301,153 5,573 2.47 227,832 348 0.20
Trading account assets   827,881     5,287   0.85   1,073,477     660 0.08
Total earning assets 54,689,402   2,206,137   5.38 64,593,827   2,092,090 4.32
Allowance for loan losses (454,191 ) (865,208 )
Cash and due from banks 1,675,293 1,244,981
Premises and equipment, net 480,705 670,884
Other assets   2,632,406     5,355,766  
Total assets $ 59,023,615   $ 71,000,250  
Liabilities
Deposits:
Transaction accounts $ 15,323,611 204,064 1.78 $ 28,397,683 200,483 0.94
Savings and consumer time 3,974,976 50,684 1.70 4,394,706 42,057 1.28
Large time   10,909,525     246,157   3.01   7,090,250     64,058 1.21
Total interest bearing deposits   30,208,112     500,905   2.21   39,882,639     306,598 1.03

Federal funds purchased and securities sold under repurchase agreements

2,628,257 43,628 2.22 194,562 113 0.08

Net funding allocated from (to) discontinued operations (13)

45,520 774 2.27 - - -
Commercial paper 1,375,789 26,127 2.54 586,754 2,901 0.66
Other borrowed funds (14) 3,224,146 70,563 2.92 2,472,324 17,697 0.96
Medium- and long-term debt 2,594,875 65,138 3.35 4,994,660 84,056 2.25
Trust notes   14,261     715   6.68   13,808     715 6.90
Total borrowed funds   9,882,848     206,945   2.80   8,262,108     105,482 1.71
Total interest bearing liabilities 40,090,960   707,850   2.36 48,144,747   412,080 1.14
Noninterest bearing deposits 12,613,690 13,644,163
Other liabilities   1,678,057     1,878,593  
Total liabilities 54,382,707 63,667,503
Stockholder's Equity
Common equity   4,640,908     7,332,747  
Total stockholder's equity   4,640,908     7,332,747  

Total liabilities and stockholder's equity

$ 59,023,615   $ 71,000,250  
Reported Net Interest Income/Margin

Net interest income/margin (taxable-equivalent basis)

1,498,287 3.65 % 1,680,010 3.47 %
Less: taxable-equivalent adjustment   7,405     8,625
Net interest income $ 1,490,882   $ 1,671,385
 
Average Assets and Liabilities of Discontinued Operations for Period Ended:
September 30, 2008 September 30, 2009
Assets $ 74,723 $ -
Liabilities $ 120,243 $ -
Net Liabilities $ (45,520 ) $ -
 
   
Refer to Exhibit 12 for footnote explanations.
 

UnionBanCal Corporation and Subsidiaries
         
Noninterest income (Unaudited)

Exhibit 9

 
For the Three Months Ended Percentage Change to
September 30, 2009 from
(Dollars in thousands) September 30,
2008
June 30,
2009 (1)
September 30,
2009 (1)
September 30,
2008
June 30,
2009
Service charges on deposit accounts $ 77,079 $ 71,843 $ 74,888 (2.84 ) % 4.24 %
Trust and investment management fees 40,638 34,130 34,506 (15.09 ) 1.10
Merchant banking fees 12,789 19,924 14,601 14.17 (26.72 )
Securities gains (losses), net 50 (172 ) 12,694 nm nm
Trading account activities 12,397 16,251 10,513 (15.20 ) (35.31 )
Brokerage commissions and fees 9,520 8,506 8,611 (9.55 ) 1.23
Card processing fees, net 8,129 8,124 8,559 5.29 5.35
Gains (losses) on private capital investments, net 5,597 (1,123 ) (18 ) nm (98.40 )
Other   32,522   25,730     19,575   (39.81 ) (23.92 )
Total noninterest income $ 198,721 $ 183,213   $ 183,929   (7.44 ) % 0.39 %
 
Noninterest expense (Unaudited)
 
For the Three Months Ended Percentage Change to
September 30, 2009 from
(Dollars in thousands) September 30,
2008
June 30,
2009 (1)
September 30,
2009 (1)
September 30,
2008
June 30,
2009
Salaries and other compensation $ 204,389 $ 191,104 $ 198,768 (2.75 ) % 4.01 %
Employee benefits   33,740   41,953     35,213   4.37 (16.07 )
Salaries and employee benefits 238,129 233,057 233,981 (1.74 ) 0.40
Net occupancy 38,574 43,222 43,146 11.85 (0.18 )
Intangible asset amortization 671 40,281 40,641 nm 0.89
Regulatory agencies 8,572 52,836 30,739 nm (41.82 )
Outside services 20,741 22,948 22,219 7.13 (3.18 )
Equipment 14,437 16,602 17,838 23.56 7.44
Professional services 17,236 19,489 17,647 2.38 (9.45 )
Software 14,812 14,205 16,502 11.41 16.17
Advertising and public relations 12,624 11,349 14,562 15.35 28.31
Low income housing credit investment amortization 11,616 11,026 13,064 12.47 18.48
Communications 9,204 9,192 9,494 3.15 3.29
Data processing 8,945 8,042 7,975 (10.84 ) (0.83 )
Foreclosed asset expense (income) 524 3,282 (144 ) nm nm

Provision for losses on off-balance sheet commitments

8,000 15,000 6,000 (25.00 ) (60.00 )
Privatization-related expense 6,193 7,433 6,649 7.36 (10.55 )
Other   33,534   24,094     25,502   (23.95 ) 5.84
Total noninterest expense $ 443,812 $ 532,058   $ 505,815   13.97 % (4.93 ) %
   
Refer to Exhibit 12 for footnote explanations.
 

UnionBanCal Corporation and Subsidiaries
     
Noninterest income (Unaudited)

Exhibit 10

 
For the Nine Months Ended Percentage Change to
September 30, 2009 from
(Dollars in thousands) September 30,
2008
September 30,
2009 (1)
September 30,
2008
Service charges on deposit accounts $ 229,521 $ 218,053 (5.00) %
Trust and investment management fees 127,828 102,543 (19.78)
Trading account activities 40,096 49,456 23.34
Merchant banking fees 35,667 48,357 35.58
Brokerage commissions and fees 30,014 25,424 (15.29)
Card processing fees, net 24,060 24,219 0.66
Securities losses, net 48 12,522 nm
Gains (losses) on private capital investments, net 7,949 (3,262) nm
Gains on the VISA IPO redemption 14,211 - (100.00)
Other 84,349 64,546 (23.48)
Total noninterest income $ 593,743 $ 541,858 (8.74) %
 
Noninterest expense (Unaudited)
 

For the Nine Months Ended

Percentage Change to
September 30, 2009 from
(Dollars in thousands) September 30,
2008
September 30,
2009 (1)
September 30,
2008
Salaries and other compensation $ 600,477 $ 578,095 (3.73) %
Employee benefits 122,621 132,506 8.06
Salaries and employee benefits 723,098 710,601 (1.73)
Net occupancy 113,008 128,289 13.52
Intangible asset amortization 2,011 121,809 nm
Regulatory agencies 16,078 101,513 nm
Outside services 58,045 64,001 10.26
Professional services 47,764 53,074 11.12
Equipment 44,925 49,853 10.97
Software 44,016 45,745 3.93
Advertising and public relations 33,579 36,532 8.79
Low income housing credit investment amortization 29,248 34,256 17.12
Communications 27,690 27,404 (1.03)
Data processing 23,805 24,592 3.31
Foreclosed asset expense (income) 696 4,024 nm
Provision for losses on off-balance sheet commitments 21,000 47,000 nm
Privatization-related expense 6,193 40,901 nm
Other 75,174 69,662 (7.33)
Total noninterest expense $ 1,266,330 $ 1,559,256 23.13 %
   
Refer to Exhibit 12 for footnote explanations.
 

UnionBanCal Corporation and Subsidiaries
         
Reconciliation of Non-GAAP Measures (Unaudited)

Exhibit 11

 

The following table presents a reconciliation between certain Generally Accepted Accounting Principles (GAAP) amounts and specific non-GAAP measures as used to complete selected non-GAAP financial ratios.

 
For the three months ended For the nine months ended
(Dollars in thousands) September 30, 2008 June 30, 2009 September 30, 2009 September 30, 2008 September 30, 2009
 
Income (loss) from continuing operations $ 110,106 $ (80,007 ) $ (17,029 ) $ 366,802 $ (106,844 )
Privatization-related expense, net of tax 6,193 4,514 (460 ) 6,193 20,414
Net accretion and amortization related to fair value adjustments, net of tax   -     8,765     11,832     -     25,115  

Income (loss) from continuing operations, excluding impact of privatization transaction

$ 116,299   $ (66,728 ) $ (5,657 ) $ 372,995   $ (61,315 )
 
Average total assets $ 61,145,251 $ 71,495,226 $ 74,352,649 $ 59,023,615 $ 71,000,250
Net adjustments related to privatization transaction   (329 )   2,610,303     2,590,543     (111 )   2,607,236  
Average total assets, excluding impact of privatization transaction $ 61,145,580   $ 68,884,923   $ 71,762,106   $ 59,023,726   $ 68,393,014  
 
Return on average assets from continuing operations 0.72 % (0.45 %) (0.09 %) 0.83 % (0.20 %)
Effect of privatization transaction   0.04 %   0.06 %   0.06 %   0.01 %   0.08 %

Return on average assets from continuing operations, excluding impact of privatization transaction

  0.76 %   (0.39 %)   (0.03 %)   0.84 %   (0.12 %)
 
Average stockholder's equity $ 4,588,441 $ 7,303,050 $ 7,358,773 $ 4,640,908 $ 7,332,747
Net adjustments related to privatization transaction   -     2,423,392     2,418,824     -     2,410,287  
Average stockholder's equity, excluding impact of privatization transaction $ 4,588,441   $ 4,879,658   $ 4,939,949   $ 4,640,908   $ 4,922,460  
 
Return on stockholder's equity from continuing operations 9.55 % (4.39 %) (0.92 %) 10.56 % (1.95 %)
Effect of privatization transaction   0.53 %   (1.09 %)   0.47 %   0.18 %   0.28 %
Return on stockholder's equity, excluding impact of privatization transaction   10.08 %   (5.48 %)   (0.45 %)   10.74 %   (1.67 %)
 
Noninterest expense $ 443,812 $ 532,058 $ 505,815 $ 1,266,330 $ 1,559,256
Privatization-related expense 6,193 7,433 6,649 6,193 40,901
Amortization related to fair value adjustments   -     41,894     42,548     -     126,985  
Noninterest expense, excluding impact of privatization transaction $ 437,619   $ 482,731   $ 456,618   $ 1,260,137   $ 1,391,370  
 
Total revenue $ 721,017 $ 736,307 $ 748,225 $ 2,092,030 $ 2,221,868
Accretion related to fair value adjustments   -     27,455     23,060     -     85,616  
Total revenue, excluding impact of privatization transaction $ 721,017   $ 708,852   $ 725,165   $ 2,092,030   $ 2,136,252  
 
Efficiency ratio 58.76 % 68.28 % 65.07 % 58.10 % 66.34 %
Effect of privatization transaction   (0.86 %)   (4.31 %)   (4.71 %)   (0.30 %)   (5.20 %)
Efficiency ratio, excluding impact of privatization transaction   57.90 %   63.97 %   60.36 %   57.80 %   61.14 %
 

UnionBanCal Corporation and Subsidiaries
   
Footnotes

Exhibit 12

       
 
(1)

On November 4, 2008, Mitsubishi UFJ Financial Group, Inc. (MUFG), through its wholly-owned subsidiary, The Bank of Tokyo - Mitsubishi UFJ, Ltd. (BTMU), completed its acquisition of all of the remaining outstanding shares of UnionBanCal Corporation (the Company) common stock (the “privatization transaction”). The Company estimated the fair value of its tangible assets and liabilities as of October 1, 2008 and recorded fair value adjustments to its tangible assets and liabilities equivalent to the proportionate incremental percentage ownership acquired by BTMU in the privatization transaction. In addition, the Company recorded goodwill and other intangible assets. The Company’s financial condition as of December 31, 2008 and subsequent periods reflect the impact of these fair value adjustments and other amounts recorded. The Company’s results of operations for the nine months ended September 30, 2009 include accretion and amortization related to the fair value adjustments.

(2) Yields and interest income are presented on a taxable-equivalent basis using the federal statutory tax rate of 35 percent.
(3) End of period total assets and assets used in calculating these ratios include those of discontinued operations.
(4) Average balances used to calculate our financial ratios are based on continuing operations data only, unless otherwise indicated.
(5) Annualized.
(6)

The efficiency ratio is noninterest expense, excluding foreclosed asset expense (income), the provision for losses on off-balance sheet commitments and low income housing credit (LIHC) investment amortization expense, as a percentage of net interest income (taxable-equivalent basis) and noninterest income, and is calculated for continuing operations only.

(7)

The tangible common equity ratio is the ratio of total equity less intangibles (net of the corresponding deferred tax liability), as a percentage of total assets, less intangibles.

(8) The Tier 1 common capital ratio is the ratio of Tier 1 common capital to risk weighted assets.
(9) Estimated as of September 30, 2009. The regulatory capital and leverage ratios include discontinued operations.
(10)

The allowance for credit losses ratios include the allowances for loan losses and losses on off-balance sheet commitments. These ratios relate to continuing operations only.

(11)

Reflects previously disclosed change in accounting policy for residential and home equity loans 90 days or more past due, which was effective January 1, 2009.

(12)

Average balances on loans outstanding include all nonperforming loans and loans held for sale. The amortized portion of net loan origination fees (costs) is included in interest income on loans, representing an adjustment to the yield.

(13)

Net funding allocated from (to) discontinued operations represents the shortage (excess) of assets over liabilities of discontinued operations. The expense (earning) on funds allocated from (to) discontinued operations is calculated by taking the net balance and applying an earnings rate or a cost of funds equivalent to the corresponding period's Federal funds purchased rate.

(14) Includes interest bearing trading liabilities.
(15)

These ratios exclude the impact of the privatization transaction. Please refer to Exhibit 11 for a reconciliation between certain Generally Accepted Accounting Principles (GAAP) amounts and these non-GAAP measures.

nm = not meaningful

CONTACT:
UnionBanCal Corporation
Stephen L. Johnson, 415-765-3252
Public Relations
Michelle R. Crandall, 415-765-2780
Investor Relations