SAN FRANCISCO -- (Business Wire)
UnionBanCal Corporation (“UNBC”) and its primary subsidiary, Union Bank,
N.A. (“Union Bank”), today announced that it has completed its $1.5
billion purchase of Pacific Capital Bancorp (“PCBC”), a bank holding
company headquartered in Santa Barbara, California. As part of the
transaction, Santa Barbara Bank & Trust, N.A. will be merged with and
into Union Bank on December 3, 2012, with Union Bank continuing as the
surviving entity. The merger received final regulatory approval on
November 14, 2012.
Through the transaction, Union Bank acquires $3.7 billion in loans held
for investment and $4.7 billion in deposits, as of September 30, 2012.
The registration of PCBC’s common stock under the Securities Exchange
Act of 1934, as amended, will be terminated. Shares of PCBC common stock
will no longer be listed on any stock exchange or quotation system,
including the Nasdaq Global Market. Public stockholders of record of
PCBC will receive a letter of transmittal with detailed instructions for
exchanging their stock certificates for the per share merger
consideration. Pursuant to the Merger Agreement, each outstanding share
of common stock of PCBC has been converted into the right to receive
$46.00 per share in cash, without interest.
If any public stockholders’ shares are held in “street name” by their
broker, bank or other nominee, such stockholders will receive
instructions from their broker, bank or other nominee as to how to
effect the surrender of their “street name” shares in exchange for the
per share merger consideration. Any stockholders of PCBC with questions
about the merger should contact PCBC Investor Relations c/o UnionBanCal
Corporation, 1021 Anacapa Street, Santa Barbara, California 93101, or by
telephone at (805) 884-6680.
About UnionBanCal Corporation & Union Bank, N.A.
Headquartered in San Francisco, UnionBanCal Corporation is a financial
holding company with assets of $88.2 billion at September 30, 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. As of
September 30, 2012,the bank operated 402 branches in California,
Washington, Oregon, Texas, New York and Illinois, as well as 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 http://www.unionbank.com
for more information.
In connection with the merger, PCBC has filed a definitive information
statement relating to the merger with the Securities and Exchange
Commission (SEC). PCBC INVESTORS SHOULD READ THE DEFINITIVE INFORMATION
STATEMENT BECAUSE IT CONTAINS IMPORTANT INFORMATION ABOUT THE MERGER AND
PCBC, including, without limitation, information regarding the delisting
and deregistration of PCBC shares following the merger, and instructions
regarding the exchange of PCBC shares following the consummation of the
merger for the per share merger consideration. You can obtain the
definitive information statement, as well as other filings containing
information about PCBC, free of charge, at the website maintained by the
SEC at www.sec.gov.
In addition, filings made by PCBC with the SEC, other than preliminary
materials, may be obtained free of charge by contacting PCBC Investor
Relations c/o UnionBanCal Corporation, 1021 Anacapa Street, Santa
Barbara, California 93101, or by telephone at (805) 884-6680.
Cautionary Statement Concerning Forward-Looking Information
This document contains 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.” There are numerous risks and
uncertainties that could and will cause actual results to differ
materially from those discussed in UNBC’s forward-looking statements.
Many of these factors are beyond UNBC’s ability to control or predict
and could have a material adverse effect on UNBC’s financial condition,
results of operations and/or prospects. Such risks and uncertainties
include, but are not limited to, those discussed in UNBC’s public
filings with the SEC. All forward-looking statements included in this
document are based on information available at the time of such
document, and UNBC assumes no obligation to update any forward-looking
Source: UnionBanCal Corporation
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