UnionBanCal Corporation Announces Completion of Acquisition of Pacific Capital Bancorp

  UnionBanCal Corporation Announces Completion of Acquisition of Pacific
  Capital Bancorp

Business Wire

SAN FRANCISCO -- December 01, 2012

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.

Additional 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 statement.

Contact:

UnionBanCal Corporation
Tom Taggart
(415) 765-2249
thomas.taggart@unionbank.com
or
Dan Weidman
(213) 236-4050
daniel.weidman@unionbank.com
 
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