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8-K - UNIONBANCAL CORPORATION 8-K - MUFG Americas Holdings Corpa50253931.htm

Exhibit 99.1

UnionBanCal Corporation Reports First Quarter Net Income of $195 Million

First Quarter Highlights:

  • Net income was $195 million, up from $129 million for the prior quarter, but down from $235 million for the year-ago quarter.
  • Total loans held for investment, excluding FDIC covered loans, at March 31, 2012, were $53.5 billion, up from $52.6 billion at December 31, 2011, and up from $46.7 billion at March 31, 2011.
  • Core deposits at March 31, 2012, were $55.0 billion, up from $52.8 billion at December 31, 2011, and up from $49.4 billion at March 31, 2011.
  • Total provision for credit losses was a benefit of $3 million, compared with a provision of $9 million for the prior quarter, and a benefit of $115 million for the year-ago quarter. Key asset quality metrics strengthened in first quarter. Excluding FDIC covered assets:
    • Nonperforming assets at quarter-end were $558 million, or 0.61 percent of total assets, down from $618 million, or 0.70 percent of total assets, prior quarter.
    • Criticized loans at quarter-end were $1.5 billion, or 2.84 percent of total loans held for investment, down 21 percent from $1.9 billion, or 3.65 percent of total loans held for investment, prior quarter.
  • Capital ratios remained strong during the quarter:
    • Tangible common equity ratio was 10.20 percent at March 31, 2012, unchanged from December 31, 2011.
    • Tier 1 common capital ratio was 13.73 percent at March 31, 2012, down from 13.82 percent at December 31, 2011.
  • Definitive agreement to acquire Pacific Capital Bancorp was executed, with the acquisition expected to be completed in fourth quarter 2012.

SAN FRANCISCO--(BUSINESS WIRE)--April 26, 2012--UnionBanCal Corporation (the Company), parent company of San Francisco-based Union Bank, N.A., today reported first quarter 2012 results. Net income for first quarter was $195 million, up from $129 million for the prior quarter, but down from $235 million for the year-ago quarter. Key drivers of the increase in net income from prior quarter included higher net interest income; a benefit from the reversal of provision for credit losses compared with a provision in the prior quarter; and higher noninterest income, which increased primarily due to gains on the sale of business units and securities.

On March 9, 2012, the Company entered into a definitive agreement to acquire Pacific Capital Bancorp (PCB), a bank holding company headquartered in Santa Barbara, California, for approximately $1.5 billion in cash. The transaction will enhance the Company’s geographic footprint within California’s Central Coast region where PCB’s principal subsidiary, Santa Barbara Bank & Trust, N.A., conducts its banking activities. At December 31, 2011, PCB had total assets of approximately $5.9 billion. The acquisition is expected to be completed in the fourth quarter of 2012, subject to certain customary closing conditions, including approvals from banking regulators.


Summary of First Quarter Results

First Quarter Total Revenue

For first quarter 2012, total revenue (net interest income plus noninterest income) was $855 million, up $64 million, or 8 percent, compared with the prior quarter. Net interest income increased 2 percent, and noninterest income increased 34 percent. The net interest margin was 3.27 percent, compared with 3.29 percent for the prior quarter.

Net interest income for first quarter 2012 was $653 million, up $13 million, or 2 percent, compared with fourth quarter 2011. The increase in net interest income was primarily due to growth in average earning assets, particularly securities and commercial and industrial loans. The net interest margin declined 2 basis points compared with fourth quarter 2011, primarily due to lower yields on total loans, excluding FDIC covered loans, partially offset by a more favorable mix in both earning assets and interest bearing funding sources.

Average total loans, excluding FDIC covered loans, increased $1.9 billion, or 4 percent, compared with fourth quarter 2011, primarily due to growth in commercial and industrial loans and residential mortgage loans. Average FDIC covered loans decreased $112 million, or 11 percent, due to expected runoff of the portfolio. Average interest bearing deposits increased $1.4 billion, or 3 percent, primarily reflecting growth in transaction accounts and time deposits. Average noninterest bearing deposits increased $211 million, or 1 percent.

For first quarter 2012, noninterest income was $202 million, up $51 million, or 34 percent, compared with prior quarter. The increase was primarily due to higher gains on the sale of securities and higher other noninterest income. Other noninterest income increased primarily due to a net gain on the sale of business units and private capital investments.

Compared with first quarter 2011, total revenue was flat, with net interest income up 6 percent and noninterest income down 16 percent. Net interest income increased $35 million compared with the year-ago quarter, primarily due to overall loan growth, partially offset by compression in the net interest margin. The net interest margin declined 22 basis points from the year-ago quarter, primarily due to declining yields on loans, excluding FDIC covered loans, and securities.

Average total loans, excluding FDIC covered loans, increased $6.4 billion, or 14 percent, compared with first quarter 2011, primarily due to growth in commercial and industrial loans and residential mortgage loans. Average FDIC covered loans decreased $539 million, or 37 percent, due to expected runoff of the portfolio. Average noninterest bearing deposits increased $3.0 billion, or 17 percent, and average interest bearing deposits increased $2.0 billion, or 5 percent.

Noninterest income decreased $38 million, or 16 percent, compared with first quarter 2011, primarily due to lower gains on the sale of securities and lower other noninterest income. Other noninterest income declined primarily due to accretion adjustments to the indemnification asset associated with FDIC covered loans and a gain on the sale of MasterCard shares recorded in first quarter 2011, partially offset by a gain on the sale of business units recorded in first quarter 2012.

First Quarter Noninterest Expense

Noninterest expense for first quarter 2012 was $614 million, down $5 million, or 1 percent, compared with fourth quarter 2011, reflecting, in part, the initial impact of productivity initiatives launched in 2011. Salaries and employee benefits expense increased primarily due to annual seasonal factors and higher pension expense. Non-staff expense decreased primarily due to lower intangible asset amortization expense following a write-off of intangible assets recorded in fourth quarter 2011; lower professional and outside services expense, primarily due to lower consulting costs; and a benefit from the provision for losses on off-balance sheet commitments of $2 million in first quarter 2012, compared with a provision of $2 million in fourth quarter 2011.


Noninterest expense for first quarter 2012 was flat compared with first quarter 2011. Lower other noninterest expense was partially offset by higher salaries and employee benefits expense, which increased primarily due to higher pension expense. Other noninterest expense declined primarily due to certain reserves for contingencies recorded in first quarter 2011. The provision for losses on off-balance sheet commitments was a benefit of $2 million, compared with a benefit of $13 million in first quarter 2011.

Taxes

The effective tax rate for first quarter 2012 was 21 percent, compared with an effective tax rate of 24 percent for fourth quarter 2011. The decrease in the effective tax rate was primarily due to a tax adjustment recorded in first quarter 2012.

Balance Sheet

At March 31, 2012, the Company had total assets of $92.3 billion, up $2.6 billion, or 3 percent, compared with December 31, 2011, and up $11.7 billion, or 14 percent, compared with March 31, 2011.

At March 31, 2012, total deposits were $65.1 billion, up $0.7 billion, or 1 percent, compared with December 31, 2011, and up $6.4 billion, or 11 percent, compared with March 31, 2011. Core deposits at March 31, 2012, were $55.0 billion, up $2.2 billion, or 4 percent, compared with December 31, 2011, and up $5.6 billion, or 11 percent, compared with March 31, 2011.

Credit Quality

The total provision for credit losses was a benefit of $3 million for first quarter 2012, compared with a provision of $9 million for fourth quarter 2011, primarily due to improved credit quality in the existing portfolio. Nonperforming assets, excluding FDIC covered assets, decreased $60 million, or 10 percent, compared with prior quarter, primarily due to repayments and charge-offs. Net charge-offs increased $25 million compared with fourth quarter 2011, primarily due to higher commercial and industrial charge-offs that were not related to a single borrower or industry, as well as lower commercial portfolio loan recoveries.

Excluding FDIC covered assets, nonperforming assets were $558 million, or 0.61 percent of total assets, at March 31, 2012, down from $618 million, or 0.70 percent of total assets, at December 31, 2011, and $815 million, or 1.03 percent of total assets, at March 31, 2011.

Excluding FDIC covered assets, net charge-offs for first quarter 2012 were $54 million, up from $29 million for fourth quarter 2011, and up slightly from $53 million for first quarter 2011. Excluding FDIC covered assets, net charge-offs to average total loans for first quarter 2012 were 0.41 percent annualized, up from 0.21 percent annualized for fourth quarter 2011, and down from 0.46 percent annualized for first quarter 2011.

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 first quarter 2012, the provision for loan losses was a benefit of $1 million and the provision for losses on off-balance sheet commitments was a benefit of $2 million.

The allowance for credit losses as a percent of total loans, excluding FDIC covered loans, was 1.54 percent at March 31, 2012, compared with 1.67 percent at December 31, 2011, and 2.48 percent at March 31, 2011. The allowance for credit losses as a percent of nonaccrual loans, excluding FDIC covered loans, was 155 percent at March 31, 2012, compared with 149 percent at December 31, 2011, and 148 percent at March 31, 2011.


Capital

Total stockholder’s equity was $11.8 billion and tangible common equity was $9.1 billion at March 31, 2012. The Company’s tangible common equity ratio was 10.20 percent at March 31, 2012, unchanged from December 31, 2011, and up 40 basis points from 9.80 percent at March 31, 2011. The Basel I Tier 1 common and Tier 1 risk-based capital ratios were both 13.73 percent at March 31, 2012. Additionally, the Basel I Total risk-based capital ratio was 15.77 percent at March 31, 2012.

Non-GAAP Financial Measures

This press release contains certain references to financial measures identified as excluding privatization transaction impact, foreclosed asset expense, (reversal of) provision for losses on off-balance sheet commitments, productivity initiative costs and gains, low income housing credit investment amortization expense, expenses of the consolidated variable interest entities, or merger costs related to acquisitions, 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 or credits. This press release identifies the specific items excluded from the comparable GAAP financial measure in the calculation of each non-GAAP financial measure. 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. This press release also includes additional capital ratios (the tangible common equity and Basel I Tier 1 common capital ratios) to facilitate the understanding of the Company’s capital structure and for use in assessing and comparing the quality and composition of UnionBanCal’s capital structure to other financial institutions. 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.

Forward-Looking Statements

The following appears in accordance with the Private Securities Litigation Reform Act. This press release includes forward-looking statements that involve risks and uncertainties. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. Often, they include the words "believe," "continue," "expect," "target," "anticipate," "intend," "plan," "estimate," "potential," "project," or words of similar meaning, or future or conditional verbs such as "will," "would," "should," "could," or "may." They may also consist of annualized amounts based on historical interim period results. Forward-looking statements in this press release include those related to the Company’s risk-based capital ratios and its agreement to acquire Pacific Capital Bancorp. There are numerous risks and uncertainties that could and will cause actual results to differ materially from those discussed in the Company’s forward-looking statements. Many of these factors are beyond the Company’s ability to control or predict and could have a material adverse effect on the Company’s financial condition, and results of operations or prospects. For more information about factors that could cause actual results to differ materially from our expectations, refer to our reports filed with the Securities and Exchange Commission, including the discussions under "Management's Discussion & Analysis of Financial Condition and Results of Operations" and "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2011, as filed with the SEC and available on the SEC’s website at www.sec.gov. Any factor described above or in our SEC reports could, by itself or together with one or more other factors, adversely affect our financial results and condition. All forward-looking statements included in this press release are based on information available at the time of the release, and the Company assumes no obligation to update any forward-looking statement.


Headquartered in San Francisco, UnionBanCal Corporation is a financial holding company with assets of $92.3 billion at March 31, 2012. 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 operated 406 branches in California, Washington, Oregon, Texas, and New York as well as two international offices, on March 31, 2012. 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

              Percent Change to
As of and for the Three Months Ended March 31, 2012 from
March 31, December 31, September 30, June 30, March 31, December 31,   March 31,
(Dollars in millions) 2012 2011 2011 2011 2011   2011 2011
Results of operations:
Net interest income $ 653 $ 640 $ 606 $ 614 $ 618 2 % 6 %
Noninterest income   202     151   185     240     240   34 (16 )
Total revenue 855 791 791 854 858 8 -
Noninterest expense   614     619   603     578     615   (1 ) -
Pre-tax, pre-provision income 241 172 188 276 243 40 (1 )
(Reversal of) provision for loan losses   (1 )   7   (13 )   (94 )   (102 ) (114 ) 99

Income before income taxes and including noncontrolling interests

242 165 201 370 345 47 (30 )
Income tax expense   51     40   33     131     114   28 (55 )
Net income including noncontrolling interests 191 125 168 239 231 53 (17 )
Deduct: Net loss from noncontrolling interests   4     4   4     3     4   - -

Net income attributable to UnionBanCal Corporation (UNBC)

$ 195   $ 129 $ 172   $ 242   $ 235   51 (17 )
 
Balance sheet (end of period):
Total assets $ 92,323 $ 89,676 $ 84,013 $ 80,093 $ 80,642 3 14
Total securities 25,432 24,106 20,962 19,430 21,673 6 17
Total loans held for investment 54,322 53,540 50,998 48,967 48,105 1 13
Core deposits (3) 55,013 52,840 50,720 48,156 49,433 4 11
Total deposits 65,089 64,420 60,454 57,181 58,677 1 11
Long-term debt 5,554 6,684 7,064 7,069 6,078 (17 ) (9 )
UNBC stockholder's equity 11,821 11,562 10,900 10,667 10,355 2 14
 
Balance sheet (period average):
Total assets $ 89,449 $ 87,079 $ 82,197 $ 80,334 $ 80,056 3 12
Total securities 24,265 22,721 19,145 20,543 21,601 7 12
Total loans held for investment 54,149 52,365 50,214 48,849 48,283 3 12
Earning assets 80,503 78,007 73,303 71,709 71,351 3 13
Total deposits 64,425 62,848 59,580 58,333 59,471 3 8
UNBC stockholder's equity 11,621 11,646 10,708 10,366 10,167 - 14
 
Performance ratios:
Return on average assets (2) 0.88 % 0.59

 

%

0.83 % 1.21 % 1.19 %
Return on average UNBC stockholder's equity (2) 6.75 4.39 6.36 9.36 9.38

Return on average assets excluding the impact of privatization transaction (2)

0.93 0.65 0.90 1.28 1.24

Return on average stockholder's equity excluding the impact of privatization transaction (2)

8.76 5.97 8.65 12.45 12.41
Efficiency ratio (4) 71.86 78.27 76.21 67.77 71.62
Core Efficiency ratio (4) 68.76 69.12 66.12 63.17 67.04
Net interest margin (1) (2) 3.27 3.29 3.31 3.44 3.49
 
Capital ratios:
Tier 1 risk-based capital ratio (7) 13.73 % 13.82

 

%

13.09 % 13.08 % 12.84 %
Total risk-based capital ratio (7) 15.77 15.98 15.41 15.41 15.41
Leverage ratio (7) 11.35 11.44 10.96 10.96 10.66
Tier 1 common capital ratio (6) (7) 13.73 13.82 13.09 13.08 12.84
Tangible common equity ratio (5) 10.20 10.20 10.10 10.29 9.80

Refer to Exhibit 11 for footnote explanations.

 

 
UnionBanCal Corporation and Subsidiaries
Credit Quality (Unaudited)

Exhibit 2

                  Percent Change to
As of and for the Three Months Ended March 31, 2012 from
March 31, December 31, September 30, June 30, March 31, December 31,   March 31,
(Dollars in millions) 2012 2011 2011 2011 2011 2011   2011  
 
Credit Data:
(Reversal of) provision for loan losses, excluding FDIC covered loans $ 1 $ 7 $ (13 ) $ (92 ) $ (102 ) (86 ) %

nm

%
(Reversal of) provision for FDIC covered loan losses not subject to FDIC indemnification (2 ) - - (2 ) - nm nm
(Reversal of) provision for losses on off-balance sheet commitments   (2 )   2   -     (18 )   (13 ) (200 ) 85
Total (reversal of) provision for credit losses $ (3 ) $ 9 $ (13 ) $ (112 ) $ (115 ) (133 ) nm
Net loans charged off $ 53 $ 28 $ 44 $ 111 $ 53 89 -
Nonperforming assets 706 782 870 865 1,032 (10 ) (32 )
Criticized loans held for investment, excluding FDIC covered loans 1,519 1,920 1,972 2,548 2,891 (21 ) (47 )
 
Credit Ratios:
Allowance for loan losses to:
Total loans held for investment 1.30 % 1.43

 

%

1.51 % 1.69 % 2.15 %
Nonaccrual loans 121.35 119.58 105.97 114.05 118.50
Allowance for credit losses to (8) :
Total loans held for investment 1.54 1.68 1.76 1.96 2.46
Nonaccrual loans 144.01 140.46 124.09 132.19 135.61
Net loans charged off to average total loans held for investment (2) 0.40 0.21 0.35 0.91 0.44

Nonperforming assets to total loans held for investment and Other Real Estate Owned (OREO)

1.30 1.46 1.70 1.76 2.14
Nonperforming assets to total assets 0.76 0.87 1.04 1.08 1.28
Nonaccrual loans to total loans held for investment 1.07 1.19 1.42 1.48 1.81
 
Excluding FDIC covered assets (12):
Allowance for loan losses to:
Total loans held for investment 1.30 % 1.42

 

%

1.51 % 1.70 % 2.17 %
Nonaccrual loans 129.95 126.26 112.28 124.09 129.10
Allowance for credit losses to (8) :
Total loans held for investment 1.54 1.67 1.77 1.97 2.48
Nonaccrual loans 154.55 148.80 131.92 144.23 148.17
Net loans charged off to average total loans held for investment (2) 0.41 0.21 0.36 0.92 0.46

Nonperforming assets to total loans held for investment and OREO

1.04 1.17 1.38 1.42 1.74
Nonperforming assets to total assets 0.61 0.70 0.83 0.86 1.03
Nonaccrual loans to total loans held for investment 1.00 1.12 1.34 1.37 1.68
 
 
 

Refer to Exhibit 11 for footnote explanations.

 

                     
UnionBanCal Corporation and Subsidiaries
Consolidated Statements of Income (Unaudited)

Exhibit 3

 
 
For the Three Months Ended
March 31, December 31, September 30, June 30, March 31,
(Dollars in millions) 2012 2011 2011 2011 2011
Interest Income
Loans $ 606 $ 603 $ 576 $ 565 $ 559
Securities 142 134 123 138 143
Other   2     2     3     2     1  
Total interest income   750     739     702     705     703  
 
Interest Expense
Deposits 58 57 53 53 53
Commercial paper and other short-term borrowings 3 1 2 2 1
Long-term debt   36     41     41     36     31  
Total interest expense   97     99     96     91     85  
 
Net Interest Income 653 640 606 614 618
(Reversal of) provision for loan losses   (1 )   7     (13 )   (94 )   (102 )
Net interest income after (reversal of) provision for loan losses   654     633     619     708     720  
 
Noninterest Income
Service charges on deposit accounts 55 53 51 50 52
Trading account activities 31 38 27 28 33
Trust and investment management fees 30 31 33 34 34
Merchant banking fees 23 22 27 29 19
Securities gains, net 19 - 1 29 28
Brokerage commissions and fees 10 10 12 12 13
Card processing fees, net 8 9 17 18 15
Other   26     (12 )   17     40     46  
Total noninterest income   202     151     185     240     240  
 
Noninterest Expense
Salaries and employee benefits 364 347 348 346 344
Net occupancy and equipment 68 71 64 67 65
Professional and outside services 46 55 55 55 44
Intangible asset amortization 21 32 25 24 25
Regulatory assessments 18 15 14 19 21

(Reversal of) provision for losses on off-balance sheet commitments

(2 ) 2 - (18 ) (13 )
Other   99     97     97     85     129  
Total noninterest expense   614     619     603     578     615  

Income before income taxes and including noncontrolling interests

242 165 201 370 345
Income tax expense   51     40     33     131     114  
 
Net Income including Noncontrolling Interests 191 125 168 239 231

Deduct: Net loss from noncontrolling interests

  4     4     4     3     4  
 
Net Income attributable to UNBC $ 195   $ 129   $ 172   $ 242   $ 235  
 

 

UnionBanCal Corporation and Subsidiaries

Consolidated Balance Sheets (Unaudited)

Exhibit 4

                   
 
March 31, December 31, September 30, June 30, March 31,
(Dollars in millions except for per share amount) 2012 2011 2011 2011 2011
Assets
Cash and due from banks $ 1,371 $ 1,419 $ 1,277 $ 1,233 $ 1,247

Interest bearing deposits in banks (includes $8 at March 31, 2012 and December 31, 2011, $7 at September 30, 2011, $24 at June 30, 2011 and $23 at March 31, 2011 related to consolidated variable interest entities (VIEs))

3,260 2,764 2,757 2,477 1,912
Federal funds sold and securities purchased under resale agreements   8     12     28     78     24  
Total cash and cash equivalents 4,639 4,195 4,062 3,788 3,183

Trading account assets (includes $3 at March 31, 2012, $14 at December 31, 2011, $6 at September 30, 2011, $1 at June 30, 2011 and $6 at March 31, 2011 of assets pledged as collateral)

1,177 1,135 1,120 898 876

Securities available for sale (includes $340 at June 30, 2011 and $308 at March 31, 2011 of securities pledged as collateral)

23,366 22,833 19,633 18,098 20,334

Securities held to maturity (Fair value: March 31, 2012, $2,278 December 31, 2011, $1,429; September 30, 2011, $1,474; June 30, 2011, $1,610; and March 31, 2011, $1,646)

2,066 1,273 1,329 1,332 1,339
Loans held for investment:
Loans, excluding FDIC covered loans 53,473 52,591 49,904 47,718 46,715
FDIC covered loans   849     949     1,094     1,249     1,390  
Total loans held for investment 54,322 53,540 50,998 48,967 48,105
Allowance for loan losses   (704 )   (764 )   (768 )   (826 )   (1,034 )
Loans held for investment, net 53,618 52,776 50,230 48,141 47,071
Premises and equipment, net 663 684 673 686 694
Intangible assets, net 341 360 383 407 432
Goodwill 2,456 2,457 2,447 2,447 2,447
FDIC indemnification asset 521 598 616 650 699

Other assets (includes $278 at March 31, 2012, $286 at December 31, 2011, $290 at September 30, 2011, $272 at June 30, 2011 and $277 at March 31, 2011 related to consolidated VIEs)

  3,476     3,365     3,520     3,646     3,567  
Total assets $ 92,323   $ 89,676   $ 84,013   $ 80,093   $ 80,642  
 
Liabilities
Deposits:
Noninterest bearing $ 20,488 $ 20,598 $ 19,630 $ 17,708 $ 18,062
Interest bearing   44,601     43,822     40,824     39,473     40,615  
Total deposits 65,089 64,420 60,454 57,181 58,677
Commercial paper and other short-term borrowings 6,680 3,683 2,455 2,838 3,260

Long-term debt (includes $8 at March 31, 2012, December 31, 2011, September 30, 2011, June 30, 2011 and March 31, 2011 related to consolidated VIEs)

5,554 6,684 7,064 7,069 6,078
Trading account liabilities 922 1,040 946 730 696

Other liabilities (includes $1 at March 31, 2012 and December 31, 2011, $3 at September 30, 2011, $2 at June 30, 2011 and $2 at March 31, 2011 related to consolidated VIEs)

  1,996     2,019     1,925     1,338     1,303  
Total liabilities   80,241     77,846     72,844     69,156     70,014  
 
Equity
UNBC Stockholder's Equity:
Common stock, par value $1 per share:

Authorized 300,000,000 shares; 136,330,830 shares issued and outstanding as of March 31, 2012 and December 31, 2011, and 136,330,829 shares issued and outstanding as of September 30, 2011, June 30, 2011, and March 31, 2011

136 136 136 136 136
Additional paid-in capital 5,992 5,989 5,203 5,199 5,201
Retained earnings 6,441 6,246 6,117 5,945 5,703
Accumulated other comprehensive loss   (748 )   (809 )   (556 )   (613 )   (685 )
Total UNBC stockholder's equity 11,821 11,562 10,900 10,667 10,355
Noncontrolling interests   261     268     269     270     273  
Total equity   12,082     11,830     11,169     10,937     10,628  
Total liabilities and equity $ 92,323   $ 89,676   $ 84,013   $ 80,093   $ 80,642  
 

 
UnionBanCal Corporation and Subsidiaries
Net Interest Income (Unaudited)

Exhibit 5

 
      For the Three Months Ended
March 31, 2012     December 31, 2011
    Interest     Average     Interest     Average
Average Income/ Yield/ Average Income/ Yield/
(Dollars in millions) Balance Expense (1) Rate (1)(2) Balance Expense (1) Rate (1)(2)
Assets
Loans held for investment: (9)
Commercial and industrial $ 19,650 $ 187 3.83

 

%

$ 18,268 $ 174 3.77

 

%

Commercial mortgage 8,274 85 4.11 8,086 84 4.12
Construction 803 8 3.94 893 9 3.77
Lease financing 1,021 11 4.25 1,073 14 5.45
Residential mortgage 19,802 216 4.36 19,298 223 4.61
Home equity and other consumer loans   3,692     36 3.94   3,728     38 4.03
Total loans, excluding FDIC covered loans 53,242 543 4.09 51,346 542 4.20
FDIC covered loans   907     66 29.04   1,019     63 24.88
Total loans held for investment 54,149 609 4.51 52,365 605 4.60
Securities 24,265 142 2.35 22,721 134 2.36
Interest bearing deposits in banks 1,731 2 0.25 2,591 2 0.26

Federal funds sold and securities purchased under resale agreements

61 - 0.21 61 - 0.16
Trading account assets 151 - 0.62 141 - 0.65
Other earning assets   146     - 0.10   128     - 0.33
Total earning assets 80,503   753 3.75 78,007   741 3.79
Allowance for loan losses (765 ) (780 )
Cash and due from banks 1,326 1,342
Premises and equipment, net 673 678
Other assets   7,712     7,832  
Total assets $ 89,449   $ 87,079  
Liabilities
Interest bearing deposits:
Transaction and money market accounts $ 25,609 14 0.22 $ 24,763 14 0.22
Savings 5,278 2 0.16 5,338 3 0.17
Time   13,443     42 1.24   12,863     40 1.23
Total interest bearing deposits   44,330     58 0.52   42,964     57 0.51
Commercial paper and other short-term borrowings (10) 4,335 3 0.29 2,733 1 0.23
Long-term debt   6,079     36 2.41   6,977     41 2.35
Total borrowed funds   10,414     39 1.53   9,710     42 1.75
Total interest bearing liabilities 54,744   97 0.71 52,674   99 0.74
Noninterest bearing deposits 20,095 19,884
Other liabilities   2,722     2,606  
Total liabilities 77,561 75,164
Equity
UNBC Stockholder's equity 11,621 11,646
Noncontrolling interests   267     269  
Total equity   11,888     11,915  
Total liabilities and equity $ 89,449   $ 87,079  
 
Net interest income/spread
(taxable-equivalent basis) 656 3.04

 

%

642 3.05

 

%

Impact of noninterest bearing deposits 0.19 0.20
Impact of other noninterest bearing sources 0.04 0.04
Net interest margin 3.27 3.29
Less: taxable-equivalent adjustment   3   2
Net interest income $ 653 $ 640
 
 
Refer to Exhibit 11 for footnote explanations.
 

 
UnionBanCal Corporation and Subsidiaries
Net Interest Income (Unaudited)

Exhibit 6

 
      For the Three Months Ended
March 31, 2012   March 31, 2011
    Interest     Average     Interest     Average
Average Income/ Yield/ Average Income/ Yield/
(Dollars in millions) Balance Expense (1) Rate (1)(2)   Balance Expense (1) Rate (1)(2)
Assets
Loans held for investment: (9)
Commercial and industrial $ 19,650 $ 187 3.83

 

%

$ 15,325 $ 157 4.13

 

%

Commercial mortgage 8,274 85 4.11 7,778 85 4.38
Construction 803 8 3.94 1,341 12 3.48
Lease financing 1,021 11 4.25 776 8 4.33
Residential mortgage 19,802 216 4.36 17,794 220 4.94
Home equity and other consumer loans   3,692     36 3.94   3,823     40 4.29
Total loans, excluding FDIC covered loans 53,242 543 4.09 46,837 522 4.48
FDIC covered loans   907     66 29.04   1,446     39 10.89
Total loans held for investment 54,149 609 4.51 48,283 561 4.67
Securities 24,265 142 2.35 21,601 143 2.64
Interest bearing deposits in banks 1,731 2 0.25 1,200 1 0.25

Federal funds sold and securities purchased under resale agreements

61 - 0.21 96 - 0.18
Trading account assets 151 - 0.62 150 - 1.19
Other earning assets   146     - 0.10   21     - 3.49
Total earning assets 80,503   753 3.75 71,351   705 3.97
Allowance for loan losses (765 ) (1,182 )
Cash and due from banks 1,326 1,246
Premises and equipment, net 673 712
Other assets   7,712     7,929  
Total assets $ 89,449   $ 80,056  
Liabilities
Interest bearing deposits:
Transaction and money market accounts $ 25,609 14 0.22 $ 25,489 15 0.25
Savings 5,278 2 0.16 4,811 3 0.24
Time   13,443     42 1.24   12,033     35 1.14
Total interest bearing deposits   44,330     58 0.52   42,333     53 0.50
Commercial paper and other short-term borrowings (10) 4,335 3 0.29 2,435 1 0.27
Long-term debt   6,079     36 2.41   5,902     31 2.16
Total borrowed funds   10,414     39 1.53   8,337     32 1.61
Total interest bearing liabilities 54,744   97 0.71 50,670   85 0.68
Noninterest bearing deposits 20,095 17,138
Other liabilities   2,722     1,815  
Total liabilities 77,561 69,623
Equity
UNBC Stockholder's equity 11,621 10,167
Noncontrolling interests   267     266  
Total equity   11,888     10,433  
Total liabilities and equity $ 89,449   $ 80,056  
 
Net interest income/spread
(taxable-equivalent basis) 656 3.04

 

%

620 3.29

 

%

Impact of noninterest bearing deposits 0.19 0.17
Impact of other noninterest bearing sources 0.04 0.03
Net interest margin 3.27 3.49
Less: taxable-equivalent adjustment   3   2
Net interest income $ 653 $ 618
 
 
Refer to Exhibit 11 for footnote explanations.
 

                     
UnionBanCal Corporation and Subsidiaries
Loans and Nonperforming Assets (Unaudited)

Exhibit 7

 
 
March 31, December 31, September 30, June 30, March 31,
(Dollars in millions) 2012 2011 2011 2011 2011
 
Loans held for investment (period end)
Loans held for investment, excluding FDIC covered loans:
Commercial and industrial $ 19,429 $ 19,226 $ 17,545 $ 15,854 $ 15,143
Commercial mortgage 8,510 8,175 7,927 7,729 7,749
Construction 776 870 966 1,055 1,153
Lease financing   1,023   965   693   701   773
Total commercial portfolio 29,738 29,236 27,131 25,339 24,818
Residential mortgage 20,081 19,625 19,043 18,610 18,110
Home equity and other consumer loans   3,654   3,730   3,730   3,769   3,787
Total consumer portfolio   23,735   23,355   22,773   22,379   21,897
Total loans held for investment, excluding FDIC covered loans   53,473   52,591   49,904   47,718   46,715
FDIC covered loans   849   949   1,094   1,249   1,390
Total loans held for investment $ 54,322 $ 53,540 $ 50,998 $ 48,967 $ 48,105
 
Nonperforming Assets (period end)
Nonaccrual loans:
Commercial and industrial $ 71 $ 127 $ 163 $ 110 $ 113
Commercial mortgage 120 139 206 230 265
Construction 16 16 16 47 71
Lease financing   -   -   -   -   71
Total commercial portfolio 207 282 385 387 520
Residential mortgage 301 285 259 242 241
Home equity and other consumer loans   26   24   25   23   22
Total consumer portfolio   327   309   284   265   263
Total nonaccrual loans, excluding FDIC covered loans 534 591 669 652 783
FDIC covered loans   46   47   56   72   90
Total nonaccrual loans 580 638 725 724 873
 
OREO 24 27 21 26 32
FDIC covered OREO   102   117   124   115   127
 
Total nonperforming assets $ 706 $ 782 $ 870 $ 865 $ 1,032
 
Total nonperforming assets, excluding FDIC covered assets $ 558 $ 618 $ 690 $ 678 $ 815
 
Loans 90 days or more past due and still accruing (13) $ 2 $ 1 $ 3 $ 2 $ 3
 
Refer to Exhibit 11 for footnote explanations.
 

 
UnionBanCal Corporation and Subsidiaries
Allowance for Credit Losses (Unaudited)

Exhibit 8

                     
As of and for the Three Months Ended
March 31, December 31, September 30, June 30, March 31,
(Dollars in millions) 2012 2011 2011 2011 2011
 
Analysis of Allowance for Credit Losses
Balance, beginning of period $ 764 $ 768 $ 826 $ 1,034 $ 1,191
(Reversal of) provision for loan losses, excluding FDIC covered loans 1 7 (13 ) (92 ) (102 )

(Reversal of) provision for FDIC covered loan losses not subject to FDIC indemnification

(2 ) - - (2 ) -
Increase (decrease) in allowance covered by FDIC indemnification (6 ) - - (3 ) (2 )
Other (14) - 17 (1 ) - -
 
Loans charged off:
Commercial and industrial (34 ) (7 ) (20 ) (11 ) (23 )
Commercial mortgage (6 ) (14 ) (10 ) (14 ) (24 )
Construction - - - (3 ) (1 )
Lease financing   -     (14 )   (5 )   (71 )   -  
Total commercial portfolio (40 ) (35 ) (35 ) (99 ) (48 )
Residential mortgage (12 ) (9 ) (12 ) (13 ) (14 )
Home equity and other consumer loans   (11 )   (10 )   (8 )   (10 )   (11 )
Total consumer portfolio (23 ) (19 ) (20 ) (23 ) (25 )
FDIC covered loans   -     -     (2 )   (1 )   -  
Total loans charged off (63 ) (54 ) (57 ) (123 ) (73 )
 
Recoveries of loans previously charged off:
Commercial and industrial 4 8 5 8 7
Commercial mortgage 3 15 1 2 8
Construction   1     2     4     2     4  
Total commercial portfolio 8 25 10 12 19
Residential mortgage - - 1 - -
Home equity and other consumer loans   1     -     1     -     1  
Total consumer portfolio   1     -     2     -     1  
FDIC covered loans 1 1 1 - -
Total recoveries of loans previously charged off   10     26     13     12     20  

Net loans charged off

  (53 )   (28 )   (44 )   (111 )   (53 )
 
Ending balance of allowance for loan losses 704 764 768 826 1,034
Allowance for losses on off-balance sheet commitments   131     133     131     131     150  
Total allowance for credit losses $ 835   $ 897   $ 899   $ 957   $ 1,184  
 
Components of allowance for loan losses:
Allowance for loan losses, excluding allowance on FDIC covered loans $ 694 $ 747 $ 751 $ 809 $ 1,011
Allowance for loan losses on FDIC covered loans 10 17 17 17 23
         
Total allowance for loan losses $ 704   $ 764   $ 768   $ 826   $ 1,034  
 
Refer to Exhibit 11 for footnote explanations.
 

 
UnionBanCal Corporation and Subsidiaries
Securities Available for Sale (Unaudited)

Exhibit 9

                         
 
Fair Value Fair Value
March 31, 2012 December 31, 2011 Amount Change from   % Change from
Amortized Fair Amortized Fair December 31, December 31,
(Dollars in millions) Cost Value Cost Value 2011 2011
 
U.S. government sponsored agencies $ 7,061 $ 7,103 $ 6,943 $ 6,997 $ 106 2 %
Residential mortgage-backed securities:
U.S. government and government sponsored agencies 13,615 13,809 13,307 13,485 324 2
Privately issued 719 688 800 738 (50 ) (7 )
Commercial mortgage-backed securities 1,212 1,251 1,032 1,060 191 18
Asset-backed securities 278 279 283 284 (5 ) (2 )
Other debt securities 180 183 180 188 (5 ) (3 )
Equity securities   53       53   81       81   (28 ) (35 )
Total securities available for sale $ 23,118     $ 23,366 $ 22,626     $ 22,833 $ 533  
 

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

Exhibit 10

             
The following table presents a reconciliation between certain Generally Accepted Accounting Principles (GAAP) amounts and specific non-GAAP measures as used to compute selected non-GAAP financial ratios.
 
As of and for the Three Months Ended
March 31, December 31, September 30, June 30, March 31,
(Dollars in millions) 2012 2011 2011 2011 2011
 
Net income attributable to UNBC $ 195 $ 129 $ 172 $ 242 $ 235
Net adjustments related to privatization transaction, net of tax   6     10     10     6     3  

Net income attributable to UNBC, excluding impact of privatization transaction

$ 201   $ 139   $ 182   $ 248   $ 238  
 
Average total assets $ 89,449 $ 87,079 $ 82,197 $ 80,334 $ 80,056
Net adjustments related to privatization transaction   2,394     2,419     2,442     2,459     2,473  
Average total assets, excluding impact of privatization transaction $ 87,055   $ 84,660   $ 79,755   $ 77,875   $ 77,583  
Return on average assets (2) 0.88 % 0.59 % 0.83 % 1.21 % 1.19 %
Return on average assets, excluding impact of privatization transaction (2) (11) 0.93 0.65 0.90 1.28 1.24
 
Average UNBC stockholder's equity $ 11,621 $ 11,646 $ 10,708 $ 10,366 $ 10,167
Net adjustments related to privatization transaction   2,375     2,380     2,385     2,390     2,396  

Average UNBC stockholder's equity, excluding impact of privatization transaction

$ 9,246   $ 9,266   $ 8,323   $ 7,976   $ 7,771  
Return on average UNBC stockholder's equity (2) 6.75 % 4.39 % 6.36 % 9.36 % 9.38 %

Return on average UNBC stockholder's equity, excluding impact of privatization transaction (2) (11)

8.76 5.97 8.65 12.45 12.41
 
Noninterest expense $ 614 $ 619 $ 603 $ 578 $ 615
Less: Foreclosed asset expense 1 3 4 2 3
Less: (Reversal of) provision for losses on off-balance sheet commitments (2 ) 2 - (18 ) (13 )
Less: Productivity initiative costs 6 14 33 5 4
Less: Low income housing credit investment amortization expense 13 23 15 18 13
Less: Expenses of the consolidated VIEs 7 6 6 6 6
Less: Merger costs related to acquisitions   1     -     1     10     13  
Net noninterest expense before privatization adjustments $ 588   $ 571   $ 544   $ 555   $ 589  
Net adjustments related to privatization transaction   22     32     26     25     26  
Net noninterest expense, excluding impact of privatization transaction (a) $ 566   $ 539   $ 518   $ 530   $ 563  
 
Total revenue $ 855 $ 791 $ 791 $ 854 $ 858
Add: Net interest income taxable-equivalent adjustment 3 2 2 3 2
Less: Productivity initiative gains   23     -     -     -     -  
Total revenue before privatization adjustments 835 793 793 857 860
Accretion related to privatization-related fair value adjustments   11     15     10     16     21  
Total revenue, excluding impact of privatization transaction (b) $ 824   $ 778   $ 783   $ 841   $ 839  
Core efficiency ratio, excluding impact of privatization transaction (a)/(b) (4) (11) 68.76 69.12 66.12 63.17 67.04
 
Total UNBC stockholder's equity $ 11,821 $ 11,562 $ 10,900 $ 10,667 $ 10,355
Less: Goodwill 2,456 2,457 2,447 2,447 2,447
Less: Intangible assets 341 360 383 407 432
Less: Deferred tax liabilities related to goodwill and intangible assets   (123 )   (130 )   (140 )   (149 )   (159 )
Tangible common equity (c) $ 9,147   $ 8,875   $ 8,210   $ 7,962   $ 7,635  

Tier 1 capital, determined in accordance with regulatory requirements/Tier 1 common equity (d)

$ 9,853   $ 9,641   $ 8,724   $ 8,535   $ 8,280  
Total assets $ 92,323 $ 89,676 $ 84,013 $ 80,093 $ 80,642
Less: Goodwill 2,456 2,457 2,447 2,447 2,447
Less: Intangible assets 341 360 383 407 432
Less: Deferred tax liabilities related to goodwill and intangible assets   (123 )   (130 )   (140 )   (149 )   (159 )
Tangible assets (e) $ 89,649   $ 86,989   $ 81,323   $ 77,388   $ 77,922  
Risk-weighted assets, determined in accordance with regulatory requirements (f) (7) $ 71,752   $ 69,738   $ 66,628   $ 65,274   $ 64,467  
Tangible common equity ratio (c)/(e) (5) 10.20 % 10.20 % 10.10 % 10.29 % 9.80 %
Tier 1 common capital ratio (d)/(f) (6) (7) 13.73 13.82 13.09 13.08 12.84
 
Refer to Exhibit 11 for footnote explanations.
 

     
UnionBanCal Corporation and Subsidiaries
 
Footnotes

Exhibit 11

         
 
(1) Yields and interest income are presented on a taxable-equivalent basis using the federal statutory tax rate of 35 percent.
(2) Annualized.
(3) Core deposits exclude brokered deposits, foreign time deposits and domestic time deposits greater than $250,000.
(4) The efficiency ratio is total noninterest expense as a percentage of total revenue (net interest income and noninterest income). The core efficiency ratio, a non-GAAP financial measure, is net noninterest expense (noninterest expense excluding privatization-related expenses and fair value amortization/accretion, foreclosed asset expense, (reversal of) provision for losses on off-balance sheet commitments, low income housing credit investment amortization expense, expenses of the consolidated VIEs, merger costs related to acquisitions, asset impairment charges and certain costs related to productivity initiatives) as a percentage of total revenue (net interest income (taxable-equivalent basis) and noninterest income), excluding impact of privatization and gains relating to productivity initiatives. Management discloses the core efficiency ratio as a measure of the efficiency of our operations, focusing on those costs most relevant to our core activities. Please refer to Exhibit 10 for a reconciliation between certain GAAP amounts and these non-GAAP measures.
(5) The tangible common equity ratio, a non-GAAP financial measure, is calculated as tangible common equity divided by tangible assets. The methodology for determining tangible common equity may differ among companies. The tangible common equity ratio facilitates the understanding of UnionBanCal's capital structure and is used to assess and compare the quality and composition of UnionBanCal's capital structure to other financial institutions. Please refer to Exhibit 10 for a reconciliation between certain GAAP amounts and these non-GAAP measures.
(6) The Tier 1 common capital ratio is the ratio of Tier 1 capital, less qualifying trust preferred securities, to risk-weighted assets. All of the trust preferred securities were paid off in March 2011. The Tier 1 common capital ratio, a non-GAAP financial measure, facilitates the understanding of UnionBanCal's capital structure and is used to assess and compare the quality and composition of UnionBanCal's capital structure to other financial institutions. Please refer to Exhibit 10 for a reconciliation between certain GAAP amounts and these non-GAAP measures.
(7) Estimated as of March 31, 2012.
(8) The allowance for credit losses ratios include the allowances for loan losses and losses on off-balance sheet commitments.
(9) Average balances on loans outstanding include all nonperforming loans. The amortized portion of net loan origination fees (costs) is included in interest income on loans, representing an adjustment to the yield.
(10) Includes interest bearing trading liabilities.
(11) These ratios exclude the impact of the privatization transaction. Management believes that these ratios, which exclude the push-down accounting effects of the privatization transaction, provide useful supplemental information regarding UnionBanCal's core business results. Please refer to Exhibit 10 for a reconciliation between certain GAAP amounts and these non-GAAP measures.
(12) These ratios exclude the impact of the FDIC covered loans, the related allowance for loan losses and FDIC covered OREO, which are covered under loss share agreements between Union Bank, N.A. and the Federal Deposit Insurance Corporation. Such agreements are related to the April 2010 acquisitions of certain assets and assumption of certain liabilities of Frontier Bank and Tamalpais Bank. Management believes the exclusion of FDIC covered loans and FDIC covered OREO in certain asset quality ratios that include nonperforming loans, nonperforming assets, total loans held for investment and the allowance for loan losses or credit losses in the numerator or denominator provides a better perspective into underlying asset quality trends.
(13) Excludes loans totaling $144 million, $165 million, $198 million, $251 million, and $279 million that are 90 days or more past due and still accruing at March 31, 2012, December 31, 2011, September 30, 2011, June 30, 2011, and March 31, 2011, respectively, which consist of FDIC covered loans accounted for in accordance with the accounting standards for purchased credit impaired loans.
(14) "Other" includes a $16 million allowance for loan losses transfer attributed to an internal reorganization on October 1, 2011 in which The Bank of Tokyo-Mitsubishi UFJ transferred its trust company, The Bank of Tokyo-Mitsubishi UFJ Trust Company (BTMUT) to UnionBanCal.
 
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CONTACT:
UnionBanCal Corporation
Thomas Taggart, 415-765-2249
Corporate Communications
Michelle Crandall, 415-765-2780
Investor Relations