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8-K - UNIONBANCAL CORP. 8-K - MUFG Americas Holdings Corpa50677512.htm

Exhibit 99.1

UnionBanCal Corporation Reports Second Quarter Net Income of $141 Million

Second Quarter Highlights:

  • On June 24, 2013, Union Bank, N.A. announced that it had completed the acquisition of PB Capital Corporation's $3.5 billion institutional commercial real estate (CRE) lending portfolio (PB Capital acquisition).
  • Net income for the second quarter was $141 million, down from $147 million for the prior quarter, and down from $187 million for the year-ago quarter.
  • Total loans held for investment, excluding purchased credit-impaired (PCI) loans, at June 30, 2013, were $64.4 billion, up from $59.8 billion at March 31, 2013, and up from $53.6 billion at June 30, 2012.
  • Core deposits at June 30, 2013, were $65.5 billion, up from $63.6 billion at March 31, 2013, and up from $53.4 billion at June 30, 2012.
  • Total provision for credit losses was a benefit of $5 million, compared with a provision of $12 million for the prior quarter, and a benefit of $15 million for the year-ago quarter.
  • Key asset quality metrics continued to be strong. Excluding PCI loans and Federal Deposit Insurance Corporation (FDIC) covered other real estate owned (OREO):
    • Nonperforming assets at quarter-end were $521 million, or 0.52 percent of total assets, compared with $520 million, or 0.54 percent of total assets, at March 31, 2013.
    • Net charge-offs were $10 million for the quarter, or an annualized 0.06 percent of average total loans held for investment, compared with $12 million for the prior quarter and $29 million a year ago.
  • Net interest margin was 3.00 percent, similar to 3.01 percent for the prior quarter, and down from 3.23 percent for the year-ago quarter.
  • Capital ratios remained strong:
    • Tier 1 common capital ratio, measured using Basel I risk-weighted assets, was 11.47 percent at June 30, 2013, down 98 basis points from 12.45 percent at March 31, 2013.
    • Tangible common equity ratio was 9.11 percent at June 30, 2013, down 94 basis points from 10.05 percent at March 31, 2013.

SAN FRANCISCO--(BUSINESS WIRE)--July 25, 2013--UnionBanCal Corporation (the Company), parent company of San Francisco-based Union Bank, N.A., today reported second quarter 2013 results. Net income for the quarter was $141 million, down from $147 million for the prior quarter, and down from $187 million for the year-ago quarter. Net income declined compared to the prior quarter primarily due to lower gains of the sale of securities, which were largely offset by higher net interest income on higher loan balances and a lower total provision for credit losses.


Summary of Second Quarter Results

Second Quarter Total Revenue

For second quarter 2013, total revenue (net interest income plus noninterest income) was $871 million, down $32 million compared with first quarter 2013. Net interest income increased 3 percent, and noninterest income decreased 20 percent. The net interest margin was 3.00 percent, down 1 basis point from 3.01 percent for the prior quarter.

Net interest income for second quarter 2013 was $666 million, up $18 million, or 3 percent, compared with first quarter 2013. The increase in net interest income was primarily due to higher commercial mortgage loan balances, mostly resulting from the PB Capital acquisition, and higher yields on commercial and industrial loans. The net interest margin was 3.00 percent, similar to 3.01 percent for the prior quarter, as lower yields on total loans and securities were mitigated by declining balances of lower-yielding interest bearing deposits in banks.

Average total loans held for investment, excluding PCI loans, increased $2.9 billion, or 5 percent, compared with first quarter 2013, primarily due to the PB Capital acquisition and organic growth in the residential mortgage and commercial and industrial loan portfolios. Average total deposits increased $1.1 billion, or 1 percent, during the quarter, primarily due to organic retail deposit growth. Average interest bearing deposits increased $0.8 billion, or 2 percent, and average noninterest bearing deposits increased $0.3 billion, or 1 percent.

For second quarter 2013, noninterest income was $205 million, down $50 million, or 20 percent, compared with first quarter 2013, primarily due to lower net gains on the sale of securities.

Compared to second quarter 2012, total revenue grew $37 million, with net interest income up 3 percent and noninterest income up 9 percent. Net interest income increased $20 million compared with the year-ago quarter, primarily due to loan growth, largely offset by a lower net interest margin. The net interest margin declined 23 basis points, primarily due to lower yields on loans and securities.

Average total loans held for investment, excluding PCI loans, increased $8.2 billion, or 15 percent, compared with second quarter 2012, primarily due to the acquisition of Pacific Capital Bancorp (PCBC) that was completed December 1, 2012; the PB Capital acquisition; and organic loan growth. Average total deposits increased $10.9 billion, primarily due to organic growth, with average interest bearing deposits up $6.6 billion, or 15 percent, and average noninterest bearing deposits up $4.3 billion, or 21 percent.

Noninterest income increased $17 million, or 9 percent, compared with second quarter 2012, primarily due to higher trust and investment management fees, which increased primarily due to higher fees on assets under management.

Second Quarter Noninterest Expense

Noninterest expense for second quarter 2013 was $702 million, down $11 million compared with first quarter 2013. Staff expense decreased $8 million, primarily reflecting annual seasonal factors. Non-staff expense decreased $3 million, primarily due to a $2 million reversal of provision for losses on off-balance sheet commitments, compared with a $15 million provision for losses on off-balance sheet commitments in first quarter 2013.

Noninterest expense for second quarter 2013 was up $103 million, or 17 percent, compared with second quarter 2012. Staff expense increased $62 million, primarily due to acquisition-related activity. Non-staff expense increased primarily due to one-time costs associated with the PCBC acquisition. The provision for losses on off-balance sheet commitments was a benefit of $2 million for second quarter 2013, compared with a benefit of $1 million for second quarter 2012.


Taxes

The effective tax rate for second quarter 2013 was 20 percent, compared with an effective tax rate of 26 percent for first quarter 2013. The decrease in the quarterly effective tax rate was primarily due to a change in the 2013 estimated annual effective tax rate, which was caused by the larger impact of low-income housing and alternative energy income tax benefits on lower pre-tax income.

Balance Sheet

At June 30, 2013, the Company had total assets of $102.3 billion, up $5.3 billion compared with March 31, 2013, primarily reflecting the PB Capital acquisition. At June 30, 2013, total deposits were $77.3 billion, up $3.3 billion compared with March 31, 2013, primarily reflecting organic retail deposit growth. Core deposits at June 30, 2013, were $65.5 billion, up $1.9 billion, or 3 percent, compared with March 31, 2013.

Credit Quality

Credit quality continued to be strong during the second quarter of 2013, reflected by lower levels of criticized loans, lower net charge-offs excluding PCI loans, and stable nonperforming assets excluding PCI loans and FDIC covered OREO compared with prior quarter.

Excluding PCI loans and FDIC covered OREO, nonperforming assets ended the quarter at $521 million, or 0.52 percent of total assets; compared with $520 million, or 0.54 percent of total assets, at March 31, 2013; and $539 million, or 0.62 percent of total assets, at June 30, 2012.

Excluding PCI loans, net charge-offs were $10 million for second quarter 2013, or an annualized 0.06 percent of average total loans. This was down from net charge-offs of $12 million, or an annualized 0.08 percent of average total loans, in first quarter 2013; and down from net charge-offs of $29 million, or an annualized 0.21 percent of average total loans, for second quarter 2012.

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 second quarter 2013, the provision for loan losses was a benefit of $3 million and the provision for losses on off-balance sheet commitments was a benefit of $2 million, for a total provision for credit losses benefit of $5 million for second quarter 2013. This compares with a total provision for credit losses of $12 million for first quarter 2013. The primary driver of the lower total provision was improved credit quality in the legacy portfolio.

The allowance for credit losses as a percent of total loans, excluding PCI loans, was 1.18 percent at June 30, 2013, compared with 1.30 percent at March 31, 2013, and 1.46 percent at June 30, 2012. The allowance for credit losses as a percent of nonaccrual loans, excluding PCI loans, was 153 percent at June 30, 2013, compared with 158 percent at March 31, 2013, and 153 percent at June 30, 2012.

Capital

During the second quarter of 2013, Union Bank, N.A., issued $750 million of subordinated debt to the Company’s shareholder, The Bank of Tokyo-Mitsubishi UFJ, Ltd. The subordinated debt qualifies as Tier 2 regulatory capital under federal banking agency risk-based capital guidelines.

At June 30, 2013, the Company’s stockholder’s equity was $12.4 billion, down $195 million, or 2 percent, from March 31, 2013, primarily due to higher unrealized losses on securities available for sale. Tangible common equity was $9.0 billion, down $417 million, or 4 percent, from March 31, 2013. The Company’s tangible common equity ratio was 9.11 percent at June 30, 2013, down 94 basis points from 10.05 percent at March 31, 2013, primarily reflecting the PB Capital acquisition. The Basel I Tier 1 common and Tier 1 risk-based capital ratios were 11.47 percent and 11.55 percent, respectively, at June 30, 2013. Additionally, the Basel I Total risk-based capital ratio was 13.63 percent at June 30, 2013.


Non-GAAP Financial Measures

This press release contains certain references to financial measures identified as excluding PCI loans, FDIC covered OREO, privatization transaction impact, foreclosed asset expense and other credit costs, (reversal of) provision for losses on off-balance sheet commitments, productivity initiative costs and gains, low income housing credit (LIHC) investment amortization expense, expenses of the LIHC consolidated variable interest entities, merger costs related to acquisitions, debt termination fees from balance sheet repositioning, or intangible asset amortization, 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 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.

Headquartered in San Francisco, UnionBanCal Corporation is a financial holding company with assets of $102.3 billion at June 30, 2013. Its primary subsidiary, Union Bank, N.A., provides an array of financial services to individuals, small businesses, middle-market companies, and major corporations. The bank operated 422 branches in California, Washington, Oregon, Texas, Illinois, and New York as well as two international offices, on June 30, 2013. 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
June 30, 2013 from

 

As of and for the Three Months Ended

June 30, March 31, December 31, September 30, June 30, March 31,       June 30,

(Dollars in millions)

2013 2013 2012 2012 2012 2013         2012    
Results of operations:
Net interest income $ 666 $ 648 $ 655 $ 641 $ 646 3

 

%

3 %
Noninterest income   205   255   234   202   188 (20) 9
Total revenue 871 903 889 843 834 (4) 4
Noninterest expense   702   713   715   638   599 (2) 17
Pre-tax, pre-provision income (1) 169 190 174 205 235 (11) (28)
(Reversal of) provision for loan losses   (3)   (3)   (5)   45   (14) - (79)
Income before income taxes and including
noncontrolling interests 172 193 179 160 249 (11) (31)
Income tax expense   34   50   60   42   67 (32) (49)
Net income including noncontrolling interests 138 143 119 118 182 (3) (24)
Deduct: Net loss from noncontrolling interests   3   4   4   6   5 (25) (40)
Net income attributable to
UnionBanCal Corporation (UNBC) $ 141 $ 147 $ 123 $ 124 $ 187 (4) (25)
 
Balance sheet (end of period):
Total assets $ 102,261 $ 96,959 $ 96,992 $ 88,185 $ 87,939 5 16
Total securities 24,415 22,816 22,455 22,089 22,890 7 7
Total loans held for investment 65,843 60,882 60,034 55,410 54,291 8 21
Core deposits (2) 65,533 63,585 63,769 55,141 53,378 3 23
Total deposits 77,310 73,990 74,255 65,143 63,443 4 22
Long-term debt 6,058 5,314 5,622 5,540 6,444 14 (6)
UNBC stockholder's equity 12,399 12,594 12,491 12,437 12,076 (2) 3
 
Balance sheet (period average):
Total assets $ 98,714 $ 96,649 $ 92,051 $ 87,881 $ 89,479 2 10
Total securities 23,183 21,824 21,903 22,496 24,223 6 (4)
Total loans held for investment 63,673 60,553 57,242 55,285 54,937 5 16
Earning assets 89,292 87,055 82,776 79,137 80,625 3 11
Total deposits 75,350 74,256 69,601 64,420 64,499 1 17
UNBC stockholder's equity 12,599 12,584 12,559 12,209 11,905 - 6
 
Performance ratios:
Return on average assets (3) 0.57

%

 

0.61

 

%

0.54

%

 

0.56

 

%

0.84

 

%

Return on average UNBC stockholder's equity (3) 4.49 4.67 3.93 4.03 6.32
Return on average assets excluding the impact of privatization
transaction and merger costs related to acquisitions (3) (4) 0.66 0.72 0.68 0.62 0.90
Return on average UNBC stockholder's equity excluding the impact of
privatization transaction and merger costs related to acquisitions (3) (4) 6.12 6.62 5.93 5.38 8.22
Efficiency ratio (5) 80.55 78.89 80.45 75.61 71.83
Adjusted efficiency ratio (6) 69.60 67.76 70.29 68.37 66.18
Net interest margin (3) (7) 3.00 3.01 3.17 3.25 3.23
 
Capital ratios:
Tier 1 risk-based capital ratio (8) 11.55

%

 

12.54

 

%

12.44

%

 

13.77

 

%

13.78

 

%

Total risk-based capital ratio (8) 13.63 14.02 13.93 15.51 15.54
Leverage ratio (8) 10.36 10.70 11.18 12.03 11.58
Tier 1 common capital ratio (8) (9) 11.47 12.45 12.35 13.77 13.78
Tangible common equity ratio (10) 9.11 10.05 9.92 11.46 11.04
 
 
 

Refer to Exhibit 14 for footnote explanations.

 

 

UnionBanCal Corporation and Subsidiaries
Financial Highlights (Unaudited)

Exhibit 2

 
                     

As of and for the Six Months Ended

 

Percent Change to
June 30, 2013 from

June 30, June 30,

 

June 30,

(Dollars in millions) 2013 2012

 

2012

Results of operations:
Net interest income $ 1,314 $ 1,287 2 %
Noninterest income   460   402 14
Total revenue 1,774 1,689 5
Noninterest expense   1,415   1,213 17
Pre-tax, pre-provision income (1) 359 476 (25)
(Reversal of) provision for loan losses   (6)   (15) (60)
Income before income taxes and including
noncontrolling interests 365 491 (26)
Income tax expense   84   118 (29)
Net income including noncontrolling interests 281 373 (25)
Deduct: Net loss from noncontrolling interests   7   9 (22)
Net income attributable to UNBC $ 288 $ 382 (25)
 
Balance sheet (end of period):
Total assets $ 102,261 $ 87,939 16
Total securities 24,415 22,890 7
Total loans held for investment 65,843 54,291 21
Core deposits (2) 65,533 53,378 23
Total deposits 77,310 63,443 22
Long-term debt 6,058 6,444 (6)
UNBC stockholder's equity 12,399 12,076 3
 
Balance sheet (period average):
Total assets $ 97,687 $ 89,464 9
Total securities 22,507 24,244 (7)
Total loans held for investment 62,122 54,543 14
Earning assets 88,179 80,564 9
Total deposits 74,807 64,462 16
UNBC stockholder's equity 12,591 11,763 7
 
Performance ratios:
Return on average assets (3) 0.59 % 0.86 %
Return on average UNBC stockholder's equity (3) 4.58 6.53
Return on average assets excluding the impact of privatization

transaction and merger costs related to acquisitions (3) (4)

 

0.69 0.91
Return on average stockholders' equity excluding the impact of

privatization transaction and merger costs related to acquisitions (3) (4)

6.39

 

 

8.47

Efficiency ratio (5) 79.70 71.84
Adjusted efficiency ratio (6) 68.66 67.38
Net interest margin (3) (7) 3.00 3.28
 
Capital ratios:
Tier 1 risk-based capital ratio (8) 11.55 % 13.78 %
Total risk-based capital ratio (8) 13.63 15.54
Leverage ratio (8) 10.36 11.58
Tier 1 common capital ratio (8) (9) 11.47 13.78
Tangible common equity ratio (10) 9.11 11.04
 
 
 
Refer to Exhibit 14 for footnote explanations.
 

UnionBanCal Corporation and Subsidiaries
Credit Quality (Unaudited)

Exhibit 3

                                     

 

 

As of and for the Three Months Ended

Percent Change to
June 30, 2013 from

   
June 30, March 31, December 31, September 30, June 30, March 31,       June 30,
(Dollars in millions) 2013 2013 2012 2012 2012 2013         2012    
 
Credit Data:
(Reversal of) provision for loan losses, excluding FDIC covered loans $ (3) $ (3) $ (3) $ 43 $ (13)

-

% (77) %
(Reversal of) provision for FDIC covered loan losses not subject to
FDIC indemnification - - (2) 2 (1) - 100
(Reversal of) provision for losses on off-balance sheet commitments   (2)   15   (10)   (4)   (1) 113 (100)
Total (reversal of) provision for credit losses $ (5) $ 12 $ (15) $ 41 $ (15) 142 (67)
Net loans charged off $ 8 $ 14 $ 5 $ 42 $ 31 (43) (74)
Nonperforming assets 589 607 616 637 658 (3) (10)
Criticized loans held for investment (11) 1,362 1,545 1,277 1,520 1,443 (12) (6)
 
Credit Ratios:
Allowance for loan losses to:
Total loans held for investment 0.95 % 1.05 % 1.09 % 1.21 % 1.21 %
Nonaccrual loans 120.11 122.62 129.47 125.12 118.63
Allowance for credit losses to (12):
Total loans held for investment 1.16 1.27 1.28 1.43 1.45
Nonaccrual loans 146.34 149.24 152.67 148.80 142.20
Net loans charged off to average total loans held for investment (3) 0.05 0.10 0.03 0.30 0.22
Nonperforming assets to total loans held for investment
and Other Real Estate Owned (OREO) 0.89 1.00 1.02 1.15 1.21
Nonperforming assets to total assets 0.58 0.63 0.63 0.72 0.75
Nonaccrual loans to total loans held for investment 0.79 0.85 0.84 0.96 1.02
 
Excluding purchased credit-impaired loans and FDIC covered OREO (13):
Allowance for loan losses to:
Total loans held for investment 0.97 % 1.06 % 1.11 % 1.20 % 1.22 %
Nonaccrual loans 125.69 129.56 137.40 130.29 127.22
Allowance for credit losses to (12):
Total loans held for investment 1.18 1.30 1.31 1.43 1.46
Nonaccrual loans 153.18 157.75 162.05 155.39 152.64
Net loans charged off to average total loans held for investment (3) 0.06 0.08 0.01 0.29 0.21
Nonperforming assets to total loans held for investment
and OREO 0.81 0.87 0.88 0.96 1.01
Nonperforming assets to total assets 0.52 0.54 0.54 0.60 0.62
Nonaccrual loans to total loans held for investment 0.77 0.82 0.81 0.92 0.96
 

 

As of and for the
Six Months Ended

 

Percent Change

to June 30, 2013

June 30, June 30,
(Dollars in millions) 2013 2012 from June 30, 2012
 
Credit Data:
(Reversal of) provision for loan losses, excluding FDIC covered loans $ (6) $ (12) 50

%

 

(Reversal of) provision for FDIC covered loan losses not subject to FDIC indemnification - (3) 100
(Reversal of) provision for losses on off-balance sheet commitments   13   (3) nm
Total (reversal of) provision for credit losses $ 7 $ (18) 139
Net loans charged off $ 22 $ 84 (74)
Nonperforming assets 589 658 (10)
 
Credit Ratios:
Net loans charged off to average total loans held for investment (3) 0.07 % 0.31 %
Nonperforming assets to total assets 0.58 0.75
 
Excluding purchased credit-impaired loans and FDIC covered OREO (13):
Net loans charged off to average total loans held for investment (3) 0.07 % 0.31 %
Nonperforming assets to total assets 0.52 0.62
       
Refer to Exhibit 14 for footnote explanations.
 

UnionBanCal Corporation and Subsidiaries
Consolidated Statements of Income (Unaudited)

Exhibit 4

                                     
For the Three Months Ended
June 30, March 31, December 31, September 30, June 30,
(Dollars in millions) 2013 2013 2012 2012 2012
Interest Income

Loans

$ 649 $ 629 $ 629 $ 608 $ 608

Securities

118 118 122 129 134

Other

  2   3   3   1   -

Total interest income

  769   750   754   738   742
 
Interest Expense

Deposits

67 65 62 56 57

Commercial paper and other short-term borrowings

1 1 1 2 3

Long-term debt

  35   36   36   39   36

Total interest expense

  103   102   99   97   96
 
Net Interest Income 666 648 655 641 646
(Reversal of) provision for loan losses   (3)   (3)   (5)   45   (14)
Net interest income after (reversal of) provision for loan losses   669   651   660   596   660
 
Noninterest Income
Service charges on deposit accounts 52 53 51 51 52
Trust and investment management fees 38 35 33 29 27
Trading account activities 24 8 33 26 25
Securities gains, net 27 96 20 41 28
Credit facility fees 26 26 27 27 26
Merchant banking fees 23 16 23 24 19
Brokerage commissions and fees 12 12 12 11 11
Card processing fees, net 9 9 8 8 8
Other, net   (6)   -   27   (15)   (8)
Total noninterest income   205   255   234   202   188
 
Noninterest Expense
Salaries and employee benefits 413 421 408 356 351
Net occupancy and equipment 84 75 70 65 64
Professional and outside services 62 58 81 54 47
Intangible asset amortization 17 16 19 20 21
Regulatory assessments 20 20 17 14 16
(Reversal of) provision for losses on
off-balance sheet commitments (2) 15 (10) (4) (1)
Other   108   108   130   133   101
Total noninterest expense   702   713   715   638   599
 
Income before income taxes and including
noncontrolling interests 172 193 179 160 249
Income tax expense 34 50 60 42 67
         
Net Income including Noncontrolling Interests 138 143 119 118 182
Deduct: Net loss from noncontrolling interests   3   4   4   6   5
Net Income attributable to UNBC $ 141 $ 147 $ 123 $ 124 $ 187
 

UnionBanCal Corporation and Subsidiaries
Consolidated Statements of Income (Unaudited)

Exhibit 5

                   
For the Six Months Ended
June 30, June 30,
(Dollars in millions)           2013 2012
Interest Income
Loans $ 1,278 $ 1,202
Securities 236 276
Other   5   2

Total interest income

 

  1,519   1,480
 
Interest Expense
Deposits 132 115
Commercial paper and other short-term borrowings 2 6
Long-term debt   71   72

Total interest expense

 

  205   193
 
Net Interest Income 1,314 1,287
(Reversal of) provision for loan losses   (6)   (15)

Net interest income after (reversal of) provision for loan losses

 

  1,320   1,302

 

Noninterest Income
Service charges on deposit accounts 105 107
Trust and investment management fees 73 57
Trading account activities 32 56
Securities gains, net 123 47
Credit facility fees 52 51
Merchant banking fees 39 42
Brokerage commissions and fees 24 21
Card processing fees, net 18 16
Other, net   (6)   5

Total noninterest income

 

  460   402
 

Noninterest Expense

Salaries and employee benefits 834 715
Net occupancy and equipment 159 132
Professional and outside services 120 93
Intangible asset amortization 33 42
Regulatory assessments 40 34
(Reversal of) provision for losses on
off-balance sheet commitments 13 (3)
Other   216   200

Total noninterest expense

 

  1,415   1,213
 
Income before income taxes and including
noncontrolling interests 365 491

Income tax expense

 

84 118

 

 
Net Income including Noncontrolling Interests 281 373
 
Deduct: Net loss from noncontrolling interests   7   9
Net Income attributable to UNBC $ 288 $ 382
 

UnionBanCal Corporation and Subsidiaries
Consolidated Balance Sheets (Unaudited)

Exhibit 6

                                         
 
June 30, March 31, December 31, September 30, June 30,
(Dollars in millions except for per share amount) 2013 2013 2012 2012 2012
Assets
Cash and due from banks $ 1,405 $ 1,265 $ 1,845 $ 1,237 $ 1,396
Interest bearing deposits in banks 1,899 3,776 3,477 1,703 1,479
Federal funds sold and securities purchased under resale agreements   50   50   169   32   46
Total cash and cash equivalents 3,354 5,091 5,491 2,972 2,921
Trading account assets (includes $4 at June 30, 2013; $40 at March 31,
2013; $1 at December 31, 2012; $3 at September 30, 2012; and $34
at June 30, 2012 of assets pledged as collateral) 844 1,119 1,208 1,236 1,237
Securities available for sale 23,510 21,801 21,352 20,907 20,545
Securities held to maturity (Fair value: June 30, 2013, $891;
March 31, 2013, $1,036; December 31, 2012, $1,135; September 30,
2012, $1,224; and June 30, 2012, $2,536) 905 1,015 1,103 1,182 2,345
Loans held for investment 65,843 60,882 60,034 55,410 54,291
Allowance for loan losses   (625)   (638)   (653)   (668)   (656)
Loans held for investment, net 65,218 60,244 59,381 54,742 53,635
Premises and equipment, net 699 707 710 637 649
Intangible assets, net 322 339 376 298 318
Goodwill 3,186 2,952 2,942 2,457 2,457
FDIC indemnification asset 233 285 338 401 449
Other assets   3,990   3,406   4,091   3,353   3,383
Total assets $ 102,261 $ 96,959 $ 96,992 $ 88,185 $ 87,939
 
Liabilities
Deposits:
Noninterest bearing $ 25,655 $ 24,679 $ 25,478 $ 21,490 $ 20,777
Interest bearing   51,655   49,311   48,777   43,653   42,666
Total deposits 77,310 73,990 74,255 65,143 63,443
Commercial paper and other short-term borrowings 3,792 2,228 1,363 2,091 3,035
Long-term debt 6,058 5,314 5,622 5,540 6,444
Trading account liabilities 566 742 895 952 976
Other liabilities   1,866   1,821   2,102   1,763   1,712
Total liabilities   89,592   84,095   84,237   75,489   75,610
 
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 June 30, 2013, March 31, 2013, December 31,
2012, September 30, 2012, and June 30, 2012 136 136 136 136 136
Additional paid-in capital 5,979 5,997 5,994 5,989 5,985
Retained earnings 7,163 7,022 6,875 6,752 6,628
Accumulated other comprehensive loss   (879)   (561)   (514)   (440)   (673)
Total UNBC stockholder's equity 12,399 12,594 12,491 12,437 12,076
Noncontrolling interests   270   270   264   259   253
Total equity   12,669   12,864   12,755   12,696   12,329
Total liabilities and equity $ 102,261 $ 96,959 $ 96,992 $ 88,185 $ 87,939
 

UnionBanCal Corporation and Subsidiaries
Net Interest Income (Unaudited)

Exhibit 7

                                           
 
For the Three Months Ended
June 30, 2013 March 31, 2013
(Dollars in millions)

Average
Balance

Interest
Income/
Expense (7)

Average
Yield/
Rate (3)(7)

Average
Balance

Interest
Income/
Expense (7)

Average
Yield/
Rate (3)(7)

Assets
Loans held for investment: (14)
Commercial and industrial $ 21,701 $ 185 3.42 % $ 21,341 $ 177 3.37 %
Commercial mortgage 11,851 112 3.79 9,898 101 4.10
Construction 800 7 3.30 650 8 5.21
Lease financing 1,056 9 3.53 1,062 7 2.49
Residential mortgage 23,428 220 3.77 22,858 222 3.88
Home equity and other consumer loans   3,500   33 3.85   3,602   34 3.84
Loans, before purchased credit-impaired loans 62,336 566 3.64 59,411 549 3.72
Purchased credit-impaired loans   1,337   83 24.69   1,142   80 28.33
Total loans held for investment 63,673 649 4.08 60,553 629 4.19
Securities 23,183 122 2.11 21,824 121 2.21
Interest bearing deposits in banks 1,923 1 0.25 4,223 3 0.25
Federal funds sold and securities
purchased under resale agreements 123 - 0.16 171 - 0.19
Trading account assets 162 - 0.36 151 - 0.29
Other earning assets   228   1 0.53   133   - 0.64
Total earning assets 89,292   773 3.47 87,055   753 3.48
Allowance for loan losses (642) (653)
Cash and due from banks 1,355 1,399
Premises and equipment, net 704 705
Other assets   8,005   8,143
Total assets $ 98,714 $ 96,649
Liabilities
Interest bearing deposits:
Transaction and money market accounts $ 32,296 26 0.32 $ 31,705 22 0.28
Savings 5,666 2 0.13 5,855 2 0.14
Time   12,710   39 1.25   12,314   41 1.34
Total interest bearing deposits   50,672   67 0.53   49,874   65 0.53
Commercial paper and other short-term borrowings (15) 3,224 1 0.18 1,837 1 0.21
Long-term debt   5,326   35 2.64   5,406   36 2.68
Total borrowed funds   8,550   36 1.71   7,243   37 2.05
Total interest bearing liabilities 59,222   103 0.70 57,117   102 0.72
Noninterest bearing deposits 24,678 24,382
Other liabilities   1,945   2,302
Total liabilities 85,845 83,801
Equity
UNBC Stockholder's equity 12,599 12,584
Noncontrolling interests   270   264
Total equity   12,869   12,848
Total liabilities and equity $ 98,714 $ 96,649
 
Net interest income/spread
(taxable-equivalent basis) 670 2.77 % 651 2.76 %
Impact of noninterest bearing deposits 0.20 0.21
Impact of other noninterest bearing sources 0.03 0.04
Net interest margin 3.00 3.01
Less: taxable-equivalent adjustment   4   3
Net interest income $ 666 $ 648
 
 
     
Refer to Exhibit 14 for footnote explanations.
 

UnionBanCal Corporation and Subsidiaries

Net Interest Income (Unaudited)

Exhibit 8

                   
For the Three Months Ended
June 30, 2013   June 30, 2012
(Dollars in millions)

Average
Balance

     

Interest
Income/
Expense (7)

     

Average
Yield/
Rate (3)(7)

Average
Balance

     

Interest
Income/
Expense (7)

     

Average
Yield/
Rate (3)(7)

Assets
Loans held for investment: (14)
Commercial and industrial $ 21,701 $ 185 3.42 % $ 20,155 $ 181 3.60 %
Commercial mortgage 11,851 112 3.79 8,276 82 3.97
Construction 800 7 3.30 709 8 4.67
Lease financing 1,056 9 3.53 1,015 11 4.33
Residential mortgage 23,428 220 3.77 20,357 220 4.31
Home equity and other consumer loans   3,500   33 3.85   3,634   35 3.87
Loans, before purchased credit-impaired loans 62,336 566 3.64 54,146 537 3.97
Purchased credit-impaired loans   1,337   83 24.69   791   73 37.42
Total loans held for investment 63,673 649 4.08 54,937 610 4.45
Securities 23,183 122 2.11 24,223 135 2.22
Interest bearing deposits in banks 1,923 1 0.25 1,093 - 0.26
Federal funds sold and securities
purchased under resale agreements 123 - 0.16 64 - 0.22
Trading account assets 162 - 0.36 175 - 0.57
Other earning assets   228   1 0.53   133   - 0.21
Total earning assets 89,292   773 3.47 80,625   745 3.71
Allowance for loan losses (642) (709)
Cash and due from banks 1,355 1,313
Premises and equipment, net 704 659
Other assets   8,005   7,591
Total assets $ 98,714 $ 89,479
Liabilities
Interest bearing deposits:
Transaction and money market accounts $ 32,296 26 0.32 $ 25,646 14 0.22
Savings 5,666 2 0.13 5,311 2 0.16
Time   12,710   39 1.25   13,119   41 1.26
Total interest bearing deposits   50,672   67 0.53   44,076   57 0.52
Commercial paper and other short-term borrowings (15) 3,224 1 0.18 4,691 3 0.26
Long-term debt   5,326   35 2.64   5,679   36 2.54
Total borrowed funds   8,550   36 1.71   10,370   39 1.51
Total interest bearing liabilities 59,222   103 0.70 54,446   96 0.71
Noninterest bearing deposits 24,678 20,423
Other liabilities   1,945   2,445
Total liabilities 85,845 77,314
Equity
UNBC Stockholder's equity 12,599 11,905
Noncontrolling interests   270   260
Total equity   12,869   12,165
Total liabilities and equity $ 98,714 $ 89,479
 
Net interest income/spread
(taxable-equivalent basis) 670 2.77 % 649 3.00 %
Impact of noninterest bearing deposits 0.20 0.19
Impact of other noninterest bearing sources 0.03 0.04
Net interest margin 3.00 3.23
Less: taxable-equivalent adjustment   4   3
Net interest income $ 666 $ 646
 
 
 
Refer to Exhibit 14 for footnote explanations.
 

UnionBanCal Corporation and Subsidiaries
Net Interest Income (Unaudited)

Exhibit 9

             
For the Six Months Ended
June 30, 2013         June 30, 2012
(Dollars in millions)

Average
Balance

     

Interest
Income/
Expense (7)

     

Average
Yield/
Rate (3)(7)

Average
Balance

     

Interest
Income/
Expense (7)

     

Average
Yield/
Rate (3)(7)

Assets    
Loans held for investment: (14)
Commercial and industrial $ 21,522 $ 362 3.39 % $ 19,902 $ 356 3.59 %
Commercial mortgage 10,880 213 3.93 8,275 167 4.04
Construction 725 15 4.15 756 16 4.28
Lease financing 1,059 16 3.01 1,018 22 4.29
Residential mortgage 23,145 442 3.82 20,080 436 4.34
Home equity and other consumer loans   3,551     67 3.84   3,663     71 3.90
Loans, before purchased credit-impaired loans 60,882 1,115 3.68 53,694 1,068 3.98
Purchased credit-impaired loans   1,240     163 26.36   849     139 32.94
Total loans held for investment 62,122 1,278 4.13 54,543 1,207 4.43
Securities 22,507 243 2.16 24,244 277 2.29
Interest bearing deposits in banks 2,986 4 0.25 1,412 2 0.26
Federal funds sold and securities
purchased under resale agreements 147 - 0.18 63 - 0.22
Trading account assets 156 - 0.33 163 - 0.59
Other earning assets   261     1 0.46   139     - 0.16
Total earning assets 88,179   1,526 3.47 80,564   1,486 3.70
Allowance for loan losses (647 ) (737 )
Cash and due from banks 1,377 1,320
Premises and equipment, net 704 666
Other assets   8,074     7,651  
Total assets $ 97,687   $ 89,464  
Liabilities
Interest bearing deposits:
Transaction and money market accounts $ 32,002 48 0.30 $ 25,627 28 0.22
Savings 5,760 4 0.13 5,295 4 0.16
Time   12,514     80 1.29   13,281     83 1.25
Total interest bearing deposits   50,276     132 0.53   44,203     115 0.52
Commercial paper and other short-term borrowings (15) 2,534 2 0.19 4,513 6 0.28
Long-term debt   5,366     71 2.66   5,879     72 2.47
Total borrowed funds   7,900     73 1.86   10,392     78 1.52
Total interest bearing liabilities 58,176   205 0.71 54,595   193 0.71
Noninterest bearing deposits 24,531 20,259
Other liabilities   2,122     2,584  
Total liabilities 84,829 77,438
Equity
UNBC Stockholder's equity 12,591 11,763
Noncontrolling interests   267     263  
Total equity   12,858     12,026  
Total liabilities and equity $ 97,687   $ 89,464  
 
Net interest income/spread
(taxable-equivalent basis) 1,321 2.76 % 1,293 2.99 %
Impact of noninterest bearing deposits 0.21 0.19
Impact of other noninterest bearing sources 0.03 0.03
Net interest margin 3.00 3.21
Less: taxable-equivalent adjustment   7   6
Net interest income $ 1,314 $ 1,287
 
 
     
Refer to Exhibit 14 for footnote explanations.

UnionBanCal Corporation and Subsidiaries
Loans and Nonperforming Assets (Unaudited)

Exhibit 10

                 

 

     

 

     

 

   

 

   

 

(Dollars in millions)

June 30,
2013

March 31,
2013

December 31,
2012

September 30,
2012

June 30,
2012

 
Loans held for investment (period end)
Loans held for investment:

 

Commercial and industrial

$ 22,266 $ 21,433 $ 20,827 $ 20,124 $ 19,465
Commercial mortgage 13,008 9,918 9,939 8,293 8,188
Construction 808 659 627 678 613
Lease financing   984   1,060   1,104   962   994
Total commercial portfolio 37,066 33,070 32,497 30,057 29,260
 
Residential mortgage 23,835 23,146 22,705 21,335 20,729
Home equity and other consumer loans   3,456   3,542   3,647   3,494   3,604
Total consumer portfolio   27,291   26,688   26,352   24,829   24,333
Loans held for investment, before purchased credit-impaired loans   64,357   59,758   58,849   54,886   53,593
Purchased credit-impaired loans   1,486   1,124   1,185   524   698
 
Total loans held for investment $ 65,843 $ 60,882 $ 60,034 $ 55,410 $ 54,291
 
Nonperforming Assets (period end)
Nonaccrual loans:
Commercial and industrial $ 69 $ 49 $ 48 $ 36 $ 75
Commercial mortgage   62   57   65   91   101
 
Total commercial portfolio 131 106 113 127 176
 
Residential mortgage 315 326 306 325 293
Home equity and other consumer loans   50   59   56   52   44
Total consumer portfolio   365   385   362   377   337
 
Nonaccrual loans, before purchased credit-impaired loans 496 491 475 504 513
Purchased credit-impaired loans   24   29   30   30   40
Total nonaccrual loans 520 520 505 534 553
 
OREO 25 29 45 22 26
FDIC covered OREO   44   58   66   81   79
 
Total nonperforming assets $ 589 $ 607 $ 616 $ 637 $ 658
 
Total nonperforming assets, excluding purchased credit-impaired
loans and FDIC covered OREO $ 521 $ 520 $ 520 $ 526 $ 539
 
Loans 90 days or more past due and still accruing (16) $ 7 $ 3 $ 1 $ 1 $ 1
 
               
Refer to Exhibit 14 for footnote explanations.

UnionBanCal Corporation and Subsidiaries
Allowance for Credit Losses (Unaudited)

Exhibit 11

                                           
As of and for the Three Months Ended
(Dollars in millions)  

June 30,
2013

March 31,
2013

December 31,
2012

September 30,
2012

June 30,
2012

 
Analysis of Allowance for Credit Losses
Balance, beginning of period $ 638 $ 653 $ 668 $ 656 $ 704
 
(Reversal of) provision for loan losses, excluding FDIC covered loans (3 ) (3 ) (3 ) 43 (13 )
(Reversal of) provision for FDIC covered loan losses not subject to
FDIC indemnification - - (2 ) 2 (1 )
Increase (decrease) in allowance covered by FDIC indemnification (2 ) 2 (4 ) 8 (3 )
Other - - (1 ) 1 -
 
Loans charged off:
Commercial and industrial (11 ) (1 ) (6 ) (12 ) (10 )
Commercial mortgage (1 ) (2 ) (3 ) (1 ) (5 )
Construction   -     -     -     -     (11 )
Total commercial portfolio (12 ) (3 ) (9 ) (13 ) (26 )
 
Residential mortgage (3 ) (7 ) (6 ) (22 ) (9 )
Home equity and other consumer loans   (5 )   (6 )   (9 )   (19 )   (7 )
Total consumer portfolio (8 ) (13 ) (15 ) (41 ) (16 )
 
FDIC covered loans   -     (3 )   (8 )   (3 )   (2 )
Total loans charged off (20 ) (19 ) (32 ) (57 ) (44 )
 
Recoveries of loans previously charged off:
Commercial and industrial 7 3 6 7 8
Commercial mortgage 2 - 10 5 -
Construction - - 2 1 5
Lease financing   -     -     5     -     -  
Total commercial portfolio 9 3 23 13 13
 
Home equity and other consumer loans   1     1     1     1     -  
Total consumer portfolio   1     1     1     1     -  
 
FDIC covered loans   2     1     3     1     -  
Total recoveries of loans previously charged off   12     5     27     15     13  
Net loans charged off   (8 )   (14 )   (5 )   (42 )   (31 )
 
Ending balance of allowance for loan losses 625 638 653 668 656
Allowance for losses on off-balance sheet commitments   136     138     117     126     130  
Total allowance for credit losses $ 761   $ 776   $ 770   $ 794   $ 786  
 
Components of allowance for loan losses:
Allowance for loan losses, excluding allowance on purchased
credit-impaired loans $ 624 $ 637 $ 652 $ 656 $ 652
Allowance for loan losses on purchased credit-impaired loans   1     1     1     12     4  
Total allowance for loan losses $ 625   $ 638   $ 653   $ 668   $ 656  

UnionBanCal Corporation and Subsidiaries
Securities Available for Sale (Unaudited)

Exhibit 12

                                                   
 
Fair Value Fair Value
June 30, 2013 March 31, 2013 Amount Change from % Change from
(Dollars in millions)

Amortized
Cost

Fair
Value

Amortized
Cost

Fair
Value

March 31,
2013

March 31,
2013

 
U.S. government sponsored agencies $ 362 $ 364 $ 468 $ 472 $ (108) (23) %
Residential mortgage-backed securities:
U.S. government and government sponsored agencies 14,930 14,673 13,172 13,281 1,392 10
Privately issued 330 328 358 362 (34) (9)
Commercial mortgage-backed securities 3,904 3,750 3,500 3,563 187 5
Collateralized loan obligations 2,414 2,445 2,296 2,302 143 6
Asset-backed and other   79         80   99   100   (20) (20)
Asset Liability Management securities 22,019 21,640 19,893 20,080 1,560 8
Other debt securities:
Direct bank purchase bonds 1,708 1,703 1,557 1,532 171 11
Other 155 152 154 158 (6) (4)
Equity securities   15         15   30   31   (16) (52)
Total securities available for sale $ 23,897       $ 23,510 $ 21,634 $ 21,801 $ 1,709 8 %
 

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

Exhibit 13

 
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 For the Six Months Ended

(Dollars in millions)

June 30,
2013

March 31,
2013

December 31,
2012

September 30,
2012

June 30,
2012

 

June 30,
2013

June 30,
2012

 
Net income attributable to UNBC $ 141 $ 147 $ 123 $ 124 $ 187 $ 288 $ 382
Adjustments for merger costs related to acquisitions, net of tax 27 24 26 3 2 51 2
Net adjustments for privatization transaction, net of tax   (8 )   (1 )   2     5     7     (9 )   13  
Net income attributable to UNBC, excluding impact of
privatization transaction and merger costs related to acquisitions $ 160   $ 170   $ 151   $ 132   $ 196   $ 330   $ 397  
 
Average total assets $ 98,714 $ 96,649 $ 92,051 $ 87,881 $ 89,479 $ 97,687 $ 89,464
Net adjustments related to privatization transaction   2,318     2,330     2,345     2,359     2,377     2,324     2,385  
Average total assets, excluding impact of privatization transaction $ 96,396   $ 94,319   $ 89,706   $ 85,522   $ 87,102   $ 95,363   $ 87,079  
Return on average assets (3) 0.57 % 0.61 % 0.54 % 0.56 % 0.84 % 0.59 % 0.86 %
Return on average assets, excluding impact of privatization
transaction and merger costs related to acquisitions (3) (4) 0.66 0.72 0.68 0.62 0.90 0.69 0.91
 
Average UNBC stockholder's equity $ 12,599 $ 12,584 $ 12,559 $ 12,209 $ 11,905 $ 12,591 $ 11,763
Adjustments for merger costs related to acquisitions (64 ) (48 ) (15 ) (5 ) (2 ) (80 ) (1 )
Net adjustments for privatization transaction   2,337     2,353     2,360     2,366     2,371     2,345     2,373  
Average UNBC stockholder's equity, excluding impact of
privatization transaction and merger costs related to acquisitions $ 10,326   $ 10,279   $ 10,214   $ 9,848   $ 9,536   $ 10,326   $ 9,391  
Return on average UNBC stockholder's equity (3) 4.49 % 4.67 % 3.93 % 4.03 % 6.32 % 4.58 % 6.50 %
Return on average UNBC stockholder's equity, excluding impact of
privatization transaction and merger costs related to acquisitions (3) (4) 6.12 6.62 5.93 5.38 8.22 6.39 8.47
 
Noninterest expense $ 702 $ 713 $ 715 $ 638 $ 599 $ 1,415 $ 1,213
Less: Foreclosed asset expense and other credit costs (3 ) (1 ) 6 - 1 (4 ) 2
Less: (Reversal of) provision for losses on off-balance sheet commitments (2 ) 15 (10 ) (4 ) (1 ) 13 (3 )
Less: Productivity initiative costs 13 4 19 10 2 17 8
Less: Low income housing credit (LIHC) investment amortization expense 20 15 17 15 18 35 31
Less: Expenses of the LIHC consolidated VIEs 6 6 6 10 8 12 15
Less: Merger costs related to acquisitions 44 40 43 6 3 84 4
Less: Net adjustments related to privatization transaction 14 14 17 21 21 28 43
Less: Debt termination fees from balance sheet repositioning - - - 30 - - -
Less: Intangible asset amortization   4     3     -     -     -     7     2  
Noninterest expense, as adjusted (a) $ 606   $ 617   $ 617   $ 550   $ 547   $ 1,223   $ 1,111  
 
Total revenue $ 871 $ 903 $ 889 $ 843 $ 834 $ 1,774 $ 1,689
Add: Net interest income taxable-equivalent adjustment 4 3 3 3 3 7 6
Less: Productivity initiative gains - - - - - - 23
Less: Accretion related to privatization-related fair value adjustments 3 5 15 42 10 8 21
Less: Other credit costs   2     (9 )   -     -     -     (7 )   -  
Total revenue, as adjusted (b) $ 870   $ 910   $ 877   $ 804   $ 827   $ 1,780   $ 1,651  
Adjusted efficiency ratio (a)/(b) (6) 69.60 % 67.76 % 70.29 % 68.37 % 66.18 % 68.66 % 67.38 %
 
Total UNBC stockholder's equity $ 12,399 $ 12,594 $ 12,491 $ 12,437 $ 12,076
Less: Goodwill 3,186 2,952 2,942 2,457 2,457
Less: Intangible assets, except mortgage servicing rights (MSRs) 321 337 373 298 318
Less: Deferred tax liabilities related to goodwill and intangible assets   (118 )   (122 )   (129 )   (117 )   (115 )
Tangible common equity (c) $ 9,010   $ 9,427   $ 9,305   $ 9,799   $ 9,416  
Tier 1 capital, determined in accordance with regulatory requirements $ 9,931 $ 10,031 $ 9,864 $ 10,196 $ 10,049
Less: Junior subordinated debt payable to trusts   66     66     66     -     -  
Tier 1 common equity (d) $ 9,865   $ 9,965   $ 9,798   $ 10,196   $ 10,049  
Total assets $ 102,261 $ 96,959 $ 96,992 $ 88,185 $ 87,939
Less: Goodwill 3,186 2,952 2,942 2,457 2,457
Less: Intangible assets, except MSRs 321 337 373 298 318
Less: Deferred tax liabilities related to goodwill and intangible assets   (118 )   (122 )   (129 )   (117 )   (115 )
Tangible assets (e) $ 98,872   $ 93,792   $ 93,806   $ 85,547   $ 85,279  
Risk-weighted assets, determined in accordance with regulatory requirements (f) (7) $ 85,979   $ 80,018   $ 79,321   $ 74,065   $ 72,905  
Tangible common equity ratio (c)/(e) (10) 9.11 % 10.05 % 9.92 % 11.46 % 11.04 %
Tier 1 common capital ratio (d)/(f) (8) (9) 11.47 12.45 12.35 13.77 13.78
 
Refer to Exhibit 14 for footnote explanations.

UnionBanCal Corporation and Subsidiaries
 
Footnotes

Exhibit 14

 
 
(1)       Pre-tax, pre-provision income is total revenue less noninterest expense. Management believes that this is a useful financial measure because it enables investors and others to assess the Company's ability to generate capital to cover loan losses through a credit cycle.
 
(2) Core deposits exclude brokered deposits, foreign time deposits and domestic time deposits greater than $250,000.
 
(3) Annualized.
 
(4) These ratios exclude the impact of the privatization transaction and merger costs related to acquisitions. Management believes that these ratios provide useful supplemental information regarding UnionBanCal's business results. Please refer to Exhibit 13 for a reconciliation between certain GAAP amounts and these non-GAAP measures.
 
(5) The efficiency ratio is total noninterest expense as a percentage of total revenue (net interest income and noninterest income).
 
(6) The adjusted efficiency ratio, a non-GAAP financial measure, is adjusted noninterest expense (noninterest expense excluding privatization-related expenses and fair value amortization/accretion, foreclosed asset expense and other credit costs, (reversal of) provision for losses on off-balance sheet commitments, low income housing credit (LIHC) investment amortization expense, expenses of the LIHC consolidated VIEs, merger costs related to acquisitions, certain costs related to productivity initiatives, debt termination fees from balance sheet repositioning and intangible asset amortization) as a percentage of adjusted total revenue (net interest income (taxable-equivalent basis) and noninterest income), excluding impact of privatization, gains from productivity initiatives related to the sale of certain business units in 2012, and other credit costs. Management discloses the adjusted efficiency ratio as a measure of the efficiency of our operations, focusing on those costs most relevant to our business activities. Please refer to Exhibit 13 for a reconciliation between certain GAAP amounts and these non-GAAP measures.
 
(7) Yields, interest income and net interest margin are presented on a taxable-equivalent basis using the federal statutory tax rate of 35 percent.
 
(8) Estimated as of June 30, 2013.
 
(9) The Tier 1 common capital ratio is the ratio of Tier 1 capital, less qualifying trust preferred securities, if any, to risk-weighted assets. 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 13 for a reconciliation between certain GAAP amounts and these non-GAAP measures.
 
(10) 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 13 for a reconciliation between certain GAAP amounts and these non-GAAP measures.
 
(11) Criticized loans held for investment reflect loans in the commercial portfolio segment that are monitored for credit quality based on internal ratings. Amounts exclude small business loans, which are monitored by business credit score and delinquency status.
 
(12) The allowance for credit losses ratios include the allowances for loan losses and losses on off-balance sheet commitments.
 
(13) These ratios exclude the impact of all purchased credit-impaired loans and FDIC covered OREO. Purchased credit-impaired loans and OREO related to the April 2010 acquisitions of certain assets and assumption of certain liabilities of Frontier Bank and Tamalpais Bank are covered under loss share agreements between Union Bank, N.A. and the Federal Deposit Insurance Corporation. Management believes the exclusion of purchased credit-impaired loans and FDIC covered OREO from certain asset quality ratios that include nonperforming loans, nonperforming assets, net loans charged off, 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.
 
(14) 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.
 
(15) Includes interest bearing trading liabilities.
 
(16) Excludes loans totaling $210 million, $125 million, $124 million, $88 million, and $124 million that are 90 days or more past due and still accruing at June 30, 2013, March 31, 2013, December 31, 2012, September 30, 2012, and June 30, 2012, respectively, which consist of loans accounted for in accordance with the accounting standards for purchased credit-impaired loans. The past due status of individual loans within the pools is not a meaningful indicator of credit quality, as potential credit losses are measured at the loan pool level.
 
nm = not meaningful
 
 

CONTACT:
UnionBanCal Corporation
Thomas Taggart, 415-765-2249
Corporate Communications
or
Michelle Crandall, 415-765-2780
Investor Relations