UnionBanCal Corporation Reports First Quarter Net Income of $175 Million

  UnionBanCal Corporation Reports First Quarter Net Income of $175 Million

Business Wire

SAN FRANCISCO -- April 29, 2014

UnionBanCal Corporation (the Company), parent company of San Francisco-based
Union Bank, N.A., today reported net income for the quarter of $175 million,
down from $179 million for the prior quarter, and up from $148 million for the
year-ago quarter.

First Quarter Highlights:

  *Continued strong credit quality during the first quarter was reflected by
    low nonperforming assets and a net recovery of loans previously
    charged-off.
  *Solid organic loan growth of $1.6 billion, or 2 percent, to $69.9 billion
    at March 31, 2014 compared with December 31, 2013 while maintaining
    disciplined underwriting standards and strong credit quality.

       *Growth in residential mortgages and commercial mortgages were primary
         drivers of the organic loan growth in the first quarter.

  *Total deposits grew $1.1 billion, or 1 percent, to $81.2 billion at March
    31, 2014 compared with December 31, 2013, reflecting organic retail
    deposit growth.
  *The Company continues to have a strong capital position.

       *In late March, the Federal Reserve published its stress test results
         for the largest U.S. banks; the Federal Reserve did not object to the
         Company’s capital plan.

  *Mitsubishi UFJ Financial Group, Inc. (MUFG), one of the world’s largest
    and most diversified financial groups with total assets of ¥258 trillion,
    or approximately $2.55 trillion, as of December 31, 2013, announced that
    effective July 1, 2014, it will integrate The Bank of Tokyo-Mitsubishi UFJ
    (BTMU) U.S. branch banking operations with the operations of Union Bank,
    N.A., and manage the combined U.S. banking operations under the new name
    MUFG Union Bank, N.A. All of BTMU’s Americas banking activities, including
    the newly unified U.S. organization, will be overseen by UnionBanCal
    Corporation, which will be renamed MUFG Americas Holdings Corporation.

Summary of First Quarter Results

First Quarter Total Revenue

For the first quarter 2014, total revenue (net interest income plus
noninterest income) was $864 million, down $32 million compared with the
fourth quarter 2013.

Net interest income decreased 3 percent and noninterest income decreased 5
percent. Net interest income for the first quarter 2014 was $683 million, down
$23 million, or 3 percent, compared with the fourth quarter 2013. The decrease
in net interest income was due substantially to lower interest income on our
purchased credit-impaired (PCI) loan portfolio. Average total loans held for
investment, excluding PCI loans, increased $1.8 billion, or 3 percent,
compared with the fourth quarter 2013 primarily due to organic growth in
residential mortgages along with commercial and industrial loans. The net
interest margin was 2.87 percent, down 12 basis points from the prior quarter
substantially due to lower yields in the PCI loan portfolio. Average total
deposits increased $0.7 billion, or 1 percent, during the quarter compared
with the fourth quarter 2013, primarily due to organic retail deposit growth.
Substantially all of the growth in our deposits was in interest-bearing money
market deposits.

For the first quarter 2014, noninterest income was $181 million, down $9
million, or 5 percent, compared with fourth quarter 2013, primarily due to
lower net gains on the sale of securities and trading account income.

Compared to first quarter 2013, total revenue declined $40 million, with net
interest income up 5 percent and noninterest income down 28 percent.
Noninterest income decreased $70 million, or 28 percent, primarily due to
lower net gains on the sale of securities. Net interest income increased $30
million compared with the year-ago quarter, primarily due to acquisitions and
organic loan growth. This increase was partially offset by a 17 basis point
decline in the net interest margin, which was primarily due to lower yields on
loans and securities. Average total loans held for investment, excluding PCI
loans, increased $8.8 billion, or 15 percent, compared with first quarter
2013, primarily due to organic loan growth and the PB Capital portfolio
acquisition, which closed in the second quarter of 2013. Average total
deposits increased $6.2 billion compared with the first quarter of 2013,
primarily due to organic growth and acquisitions, with average interest
bearing deposits up $4.4 billion, or 9 percent, and average noninterest
bearing deposits up $1.7 billion, or 7 percent.

First Quarter Noninterest Expense

Noninterest expense for the first quarter 2014 was $660 million, down $29
million compared with the fourth quarter 2013. This decrease was substantially
due to lower current quarter productivity initiative costs, pension expense
and merger costs, partially offset by a higher provision for losses on
unfunded credit commitments. Compared to the first quarter 2013, noninterest
expense was down $53 million, or 7 percent. This decline was largely driven by
lower current quarter merger costs and pension expense.

Balance Sheet

At March 31, 2014, the Company had total assets of $107.2 billion, up $1.3
billion compared with December 31, 2013, primarily due to securities and loan
growth. At March 31, 2014, total deposits were $81.2 billion, up $1.1 billion
compared with December 31, 2013, reflecting organic deposit growth. Core
deposits at March 31, 2014 were $70.7 billion compared with $69.2 billion at
December 31, 2013.

Credit Quality

Credit quality remained strong in the first quarter 2014 reflected by
continued low levels of nonperforming assets and a net recovery of loans
previously charged-off.

Excluding PCI loans and FDIC covered OREO, nonperforming assets ended the
quarter at $467 million, or 0.44 percent of total assets; compared with $447
million or 0.43 percent of total assets, at December 31, 2013; and $520
million, or 0.54 percent of total assets, at March 31, 2013.

Excluding PCI loans and FDIC covered OREO, net recoveries of loans previously
charged-off were $6 million for the first quarter of 2014 compared with net
charge-offs of $18 million for the fourth quarter 2013 and net charge-offs of
$12 million for the first quarter 2013.

In the first quarter of 2014, the overall provision for credit losses was zero
compared with a benefit of $21 million for the fourth quarter 2013 and a
provision of $12 million for the first quarter 2013. The allowance for credit
losses as a percentage of total loans, excluding PCI loans, was 1.02 percent
at March 31, 2014, compared with 1.04 percent at December 31, 2013, and 1.30
percent at March 31, 2013. The allowance for credit losses as a percentage of
nonaccrual loans, excluding PCI loans, was 156 percent at March 31, 2014
compared with 164 percent at December 31, 2013 and 158 percent at March 31,
2013.

Capital

The Company’s stockholder’s equity was $14.5 billion at March 31, 2014
compared with $14.2 billion at December 31, 2013. The Basel I Tier 1 and Total
risk-based capital ratios were 12.64 percent and 14.85 percent, respectively,
at March 31, 2014. The Basel I Tier 1 common capital ratio was 12.57 percent
at March 31, 2014. The tangible common equity ratio was 10.65 percent at March
31, 2014.

The Company’s estimated Common equity tier 1 risk-based capital ratio was
11.42 percent at March 31, 2014. The Common equity tier 1 risk-based capital
ratio was calculated using the standardized approach on a fully phased-in
basis under the U.S. Basel III regulatory capital rules.

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, other credit costs, (reversal
of) provision for losses on unfunded credit 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, 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 (Basel I Tier 1 common capital, the
tangible common equity and the Basel III Common equity tier 1 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. 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 (SEC),
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, 2013, 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 and bank holding company with assets of $107.2 billion at March 31,
2014. Its principal subsidiary, Union Bank, N.A., provides an array of
financial services to individuals, small businesses, middle-market companies,
and major corporations. Union Bank, N.A. operated 422 branches, comprised
primarily of retail banking branches in the West Coast states, along with
branches in Texas, Illinois, New York and Georgia, as well as two
international offices. UnionBanCal Corporation is a wholly owned subsidiary of
The Bank of Tokyo-Mitsubishi UFJ, Ltd. which is a wholly owned subsidiary of
Mitsubishi UFJ Financial Group, Inc., one of the world’s largest and most
diversified financial groups. 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, 2014
                                                                                        from
                   March 31,    December     September    June 30,     March 31,    December  March
                                 31,           30,                                      31,        31,
(Dollars in        2014          2013          2013          2013 ^(1)     2013 ^(1)    2013       2013
millions)
Results of
operations:
Net interest       $ 683         $ 706         $ 685         $ 672         $ 653        (3   )%    5    %
income
Noninterest         181         190         234         201         251       (5   )     (28  )
income
Total revenue        864           896           919           873           904        (4   )     (4   )
Noninterest         660         689         689         702         713       (4   )     (7   )
expense
Pre-tax,
pre-provision        204           207           230           171           191        (1   )     7
income ^(2)
(Reversal of)
provision for       (16     )    (23     )    (16     )    (3      )    (3     )   30         (433 )
loan losses
Income before
income taxes
and including        220           230           246           174           194        (4   )     13
noncontrolling
interests
Income tax          50          55          55          35          50        (9   )     -
expense
Net income
including            170           175           191           139           144        (3   )     18
noncontrolling
interests
Deduct: Net
loss from           5           4           7           3           4         25         25
noncontrolling
interests
Net income
attributable
to UnionBanCal     $ 175        $ 179        $ 198        $ 142        $ 148       (2   )     18
Corporation
(UNBC)
                   
Balance sheet
(end of
period):
Total assets       $ 107,237     $ 105,894     $ 105,484     $ 102,279     $ 96,975     1          11
Total                23,192        22,326        22,318        24,415        22,816     4          2
securities
Total loans
held for             69,933        68,312        67,170        65,843        60,882     2          15
investment
Core deposits        70,665        69,155        68,334        65,533        63,585     2          11
^(3)
Total deposits       81,179        80,101        79,415        77,356        74,038     1          10
Long-term debt       6,545         6,547         7,803         6,058         5,314      -          23
UNBC
stockholder's        14,460        14,215        12,549        12,371        12,565     2          15
equity
                   
Balance sheet
(period
average):
Total assets       $ 106,491     $ 104,424     $ 101,534     $ 98,714      $ 96,649     2          10
Total                22,611        22,282        22,909        23,183        21,824     1          4
securities
Total loans
held for             69,293        67,619        66,608        63,673        60,553     2          14
investment
Earning assets       96,100        94,707        92,035        89,292        87,055     1          10
Total deposits       80,433        79,747        77,434        75,350        74,256     1          8
UNBC
stockholder's        14,390        12,604        12,210        12,599        12,584     14         14
equity

Performance
ratios:
Return on
average assets       0.66    %     0.68    %     0.78    %     0.58    %     0.61   %
^ (4)
Return on
average UNBC         4.87          5.66          6.50          4.53          4.68
stockholder's
equity ^ (4)
Return on
average assets
excluding the
impact of
privatization
transaction          0.72          0.75          0.81          0.66          0.72
and merger
costs related
to
acquisitions ^
(4) (5)
Return on
average UNBC
stockholder's
equity
excluding the
impact of
privatization        6.11          7.41          8.01          6.17          6.69
transaction
and merger
costs related
to
acquisitions ^
(4) (5)
Efficiency           76.38         76.89         75.01         80.37         78.84
ratio ^ (6)
Adjusted
efficiency           67.95         67.08         67.21         69.45         67.72
ratio ^ (7)
Net interest
margin ^ (4)         2.87          2.99          2.99          3.03          3.04
(8)

Capital
ratios:
Tier 1
risk-based           12.64   %     12.41   %     11.17   %     11.55   %     12.54  %
capital ratio
^(9) (10)
Total
risk-based           14.85         14.61         13.11         13.63         14.02
capital ratio
^(9) (10)
Tier 1
leverage ratio       11.27         11.27         10.22         10.36         10.70
^(10)
Tier 1 common
capital ratio        12.57         12.34         11.10         11.47         12.45
^(9) (10) (11)
Tangible
common equity        10.65         10.54         9.01          9.08          10.02
ratio ^ (12)
Common equity
tier 1
risk-based
capital ratio
(U.S. Basel
III                  11.42         11.14         n/a           n/a           n/a
standardized
approach;
fully
phased-in)
^(10) (13)

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, 2014
                                                                                       from
                    March 31,   December    September   June 30,    March 31,      December  March
                                 31,          30,                                      31,        31,
(Dollars in         2014         2013         2013         2013         2013           2013       2013
millions)
                                                                                                       
Credit Data:
(Reversal of)
provision for
loan losses,
excluding           $ (18    )   $ (22    )   $ (16    )   $ (3     )   $ (3     )     18     %   (500 )%
purchased
credit-impaired
loans
(Reversal of)
provision for
purchased
credit-impaired       2            (1     )     -            -            -            300        nm
loan losses not
subject to FDIC
indemnification
(Reversal of)
provision for
losses on            16         2          1          (2     )    15          nm         7
unfunded credit
commitments
Total (reversal
of) provision       $ -         $ (21    )   $ (15    )   $ (5     )   $ 12          (100   )   (100 )
for credit
losses
                                                                                                       
Net loans
charged-off         $ (6     )   $ 11         $ (1     )   $ 8          $ 14           (155   )   (143 )
(recovered)
Nonperforming         506          499          574          589          607          1          (17  )
assets
Criticized
loans held for        1,317        1,274        1,270        1,362        1,545        3          (15  )
investment
^(14)
                                                                                       
Credit Ratios:
Allowance for                                                                                     
loan losses to:
Total loans
held for              0.80   %    0.83   %    0.91   %    0.95   %    1.05   %   
investment
Nonaccrual            119.58       128.42       119.04       120.11       122.62
loans
Allowance for
credit losses
to ^(15) :
Total loans
held for              1.01         1.02         1.10         1.16         1.27
investment
Nonaccrual            151.35       158.30       144.63       146.34       149.24
loans
Net loans
charged-off
(recovered) to        (0.04  )     0.07         (0.01  )     0.05         0.10
average total
loans held for
investment ^(4)
Nonperforming
assets to total
loans held for
investment and        0.72         0.74         0.85         0.89         1.00
Other Real
Estate Owned
(OREO)
Nonperforming
assets to total       0.47         0.48         0.54         0.58         0.63
assets
Nonaccrual
loans to total        0.67         0.65         0.76         0.79         0.85
loans held for
investment
                                                                                                       
Excluding
purchased
credit-impaired
loans and FDIC
covered OREO ^
(16):
Allowance for
loan losses to:
Total loans
held for              0.80   %    0.84   %    0.92   %    0.97   %    1.06   %               
investment
Nonaccrual            123.14       132.82       123.53       125.69       129.56
loans
Allowance for
credit losses
to ^(15) :
Total loans
held for              1.02         1.04         1.12         1.18         1.30
investment
Nonaccrual            156.05       163.78       150.14       153.18       157.75
loans
Net loans
charged-off
(recovered) to        (0.04  )     0.11         0.01         0.06         0.08
average total
loans held for
investment ^(4)
Nonperforming
assets to total
loans held for        0.68         0.66         0.78         0.81         0.87
investment and
OREO
Nonperforming
assets to total       0.44         0.43         0.49         0.52         0.54
assets
Nonaccrual
loans to total        0.65         0.63         0.75         0.77         0.82
loans held for
investment

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    September   June     March
                                   31,          30,          30,       31,
(Dollars in            2014        2013         2013         2013      2013
millions)                                                    ^(1)      ^(1)
Interest Income
Loans                  $  667      $  695       $  668       $ 649     $ 629
Securities                115         115          118         118       118
Other                    5         6          2         2       3   
Total interest           787       816        788       769     750 
income
                                                                       
Interest Expense
Deposits                  62          64           63          61        60
Commercial paper
and other                 1           1            2           1         1
short-term
borrowings
Long-term debt           41        45         38        35      36  
Total interest           104       110        103       97      97  
expense
                                                                       
Net Interest              683         706          685         672       653
Income
(Reversal of)
provision for loan       (16  )     (23  )      (16  )     (3  )    (3  )
losses
Net interest
income after
(reversal of)            699       729        701       675     656 
provision for loan
losses
                                                                       
Noninterest Income
Service charges on        51          51           53          52        53
deposit accounts
Trust and
investment                26          28           34          38        35
management fees
Trading account           16          20           15          21        5
activities
Securities gains,         2           8            47          27        96
net
Credit facility           28          28           31          26        26
fees
Merchant banking          24          25           29          23        16
fees
Brokerage
commissions and           13          12           12          11        11
fees
Card processing           8           8            8           9         9
fees, net
Other, net               13        10         5         (6  )    -   
Total noninterest        181       190        234       201     251 
income
                                                                       
Noninterest
Expense
Salaries and              388         406          391         413       421
employee benefits
Net occupancy and         71          70           77          84        75
equipment
Professional and          55          64           66          62        58
outside services
Intangible asset          13          16           16          17        16
amortization
Regulatory                15          14           20          20        20
assessments
(Reversal of)
provision for             16          2            1           (2  )     15
losses on unfunded
credit commitments
Other                    102       117        118       108     108 
Total noninterest        660       689        689       702     713 
expense
                                                                       
Income before
income taxes and
including                 220         230          246         174       194
noncontrolling
interests
Income tax expense       50        55         55        35      50  
                                                                       
Net Income
including                 170         175          191         139       144
Noncontrolling
Interests
Deduct: Net loss
from                     5         4          7         3       4   
noncontrolling
interests
Net Income
attributable to        $  175     $  179      $  198      $ 142    $ 148 
UNBC

Refer to Exhibit 11 for footnote explanations.



UnionBanCal Corporation and Subsidiaries
Consolidated Balance Sheets (Unaudited)
Exhibit 4

                 March 31,    December     September    June 30,     March 31,
                                 31,           30,
(Dollars in
millions           2014          2013          2013          2013 ^(1)     2013 ^(1)
except for per
share amount)
Assets
Cash and due       $ 1,792       $ 1,863       $ 1,719       $ 1,405       $ 1,265
from banks
Interest
bearing              2,883         4,329         5,471         1,899         3,776
deposits in
banks
Federal funds
sold and
securities          32          11          122         50          50     
purchased
under resale
agreements
Total cash and
cash                 4,707         6,203         7,312         3,354         5,091
equivalents
Trading
account assets
(includes $9
at March 31,
2014; $8 at
December 31,
2013; $13 at
September 30,        841           851           776           844           1,119
2013; $4 at
June 30, 2013;
and $40 at
March 31, 2013
of assets
pledged as
collateral)
Securities
available for        15,366        15,817        16,872        23,510        21,801
sale
Pledged as
collateral
Held in
portfolio
Securities
held to
maturity (Fair
value: March
31, 2014,
$7,810;
December 31,         7,826         6,509         5,446         905           1,015
2013, $6,439;
September 30,
2013, $5,450;
June 30, 2013,
$891; and
March 31,
2013, $1,036)
Loans held for       69,933        68,312        67,170        65,843        60,882
investment
Allowance for       (557    )    (568    )    (608    )    (625    )    (638   )
loan losses
Loans held for
investment,          69,376        67,744        66,562        65,218        60,244
net
Premises and         641           688           685           699           707
equipment, net
Goodwill             3,227         3,228         3,168         3,186         2,952
Other assets        5,253       4,854       4,663       4,563       4,046  
Total assets       $ 107,237    $ 105,894    $ 105,484    $ 102,279    $ 96,975 
                                                                           
Liabilities
Deposits:
Noninterest        $ 26,881      $ 26,495      $ 26,126      $ 25,655      $ 24,679
bearing
Interest            54,298      53,606      53,289      51,701      49,359 
bearing
Total deposits       81,179        80,101        79,415        77,356        74,038
Commercial
paper and
other                2,660         2,563         3,078         3,792         2,228
short-term
borrowings
Long-term debt       6,545         6,547         7,803         6,058         5,314
Trading
account              531           540           614           566           742
liabilities
Other               1,611       1,675       1,767       1,866       1,818  
liabilities
Total               92,526      91,426      92,677      89,638      84,140 
liabilities
                                                                           
Equity
UNBC
Stockholder's
Equity:
Preferred                        
stock:
Authorized
5,000,000
shares; no           -             -             -             -             -
shares issued
or outstanding
Common stock,
par value $1
per share:
Authorized
300,000,000
shares;
136,330,830
shares issued
and
outstanding as
of March 31,
2014, December
31, 2013,
September 30,
2013, June 30,       136           136           136           136           136
2013, and
March 31, 2013
Additional
paid-in              7,196         7,191         5,985         5,979         5,997
capital
Retained             7,687         7,512         7,333         7,135         6,993
earnings
Accumulated
other               (559    )    (624    )    (905    )    (879    )    (561   )
comprehensive
loss
Total UNBC
stockholder's        14,460        14,215        12,549        12,371        12,565
equity
Noncontrolling      251         253         258         270         270    
interests
Total equity        14,711      14,468      12,807      12,641      12,835 
Total
liabilities        $ 107,237    $ 105,894    $ 105,484    $ 102,279    $ 96,975 
and equity

Refer to Exhibit 11 for footnote explanations.



UnionBanCal Corporation and Subsidiaries
Net Interest Income (Unaudited)
Exhibit 5

                      For the Three Months Ended
                        March 31, 2014                     December 31, 2013
                                     Interest  Average                  Interest  Average
                        Average       Income/    Yield/      Average       Income/    Yield/
(Dollars in             Balance       Expense    Rate        Balance       Expense    Rate
millions)                             ^(8)       ^(4)(8)                   ^(8)       ^(4)(8)
Assets
Loans held for
investment: ^(17)
Commercial and          $ 23,969      $   198    3.34  %     $ 23,176      $   196    3.35  %
industrial
Commercial mortgage       13,230          119    3.61          12,984          123    3.78
Construction              946             8      3.67          868             7      3.46
Lease financing           849             11     5.41          981             8      3.43
Residential               25,990          238    3.66          25,143          231    3.67
mortgage
Home equity and
other consumer           3,233         32     3.99         3,305         35     4.13
loans
Loans, before
purchased                 68,217          606    3.58          66,457          600    3.60
credit-impaired
loans
Purchased
credit-impaired          1,076         61     22.90        1,162         96     32.75
loans
Total loans held          69,293          667    3.88          67,619          696    4.10
for investment
Securities                22,611          120    2.12          22,282          118    2.12
Interest bearing          3,565           2      0.25          4,242           3      0.26
deposits in banks
Federal funds sold
and securities            131             -      0.18          138             -      0.09
purchased under
resale agreements
Trading account           267             2      3.08          203             2      4.36
assets
Other earning            233           1      1.40         223           1      1.89
assets
Total earning             96,100         792    3.31          94,707         820    3.45
assets
Allowance for loan        (577    )                            (618    )
losses
Cash and due from         1,499                                1,553
banks
Premises and              645                                  678
equipment, net
Other assets             8,824                              8,104   
Total assets            $ 106,491                           $ 104,424 
Liabilities
Interest bearing
deposits:
Transaction and
money market            $ 37,519          36     0.38        $ 36,636          35     0.38
accounts
Savings                   5,572           1      0.11          5,576           1      0.13
Time                     11,214        25     0.92         11,431        28     0.96
Total interest           54,305        62     0.47         53,643        64     0.48
bearing deposits
Commercial paper
and other                 2,632           1      0.21          2,562           1      0.22
short-term
borrowings ^(18)
Long-term debt           6,546         41     2.47         7,094         45     2.52
Total borrowed           9,178         42     1.82         9,656         46     1.91
funds
Total interest            63,483         104    0.66          63,299         110    0.69
bearing liabilities
Noninterest bearing       26,128                               26,104
deposits
Other liabilities        2,237                              2,160   
Total liabilities         91,848                               91,563
Equity
UNBC Stockholder's        14,390                               12,604
equity
Noncontrolling           253                                257     
interests
Total equity             14,643                             12,861  
Total liabilities       $ 106,491                           $ 104,424 
and equity
                                                                                      
Net interest
income/spread                             688    2.65  %                       710    2.76  %
(taxable-equivalent
basis)
Impact of
noninterest bearing                              0.19                                 0.20
deposits
Impact of other
noninterest bearing                              0.03                                 0.03
sources
Net interest margin                              2.87                                 2.99
Less:
taxable-equivalent                       5                                   4
adjustment
Net interest income                   $   683                              $   706

Refer to Exhibit 11 for footnote explanations.



UnionBanCal Corporation and Subsidiaries
Net Interest Income (Unaudited)
Exhibit 6

                      For the Three Months Ended
                        March 31, 2014                     March 31, 2013
                                     Interest  Average                 Interest  Average
                        Average       Income/    Yield/      Average      Income/    Yield/
(Dollars in             Balance       Expense   Rate        Balance      Expense    Rate
millions)                             ^(8)       ^(4)(8)                  ^(1)(8)    ^(1)(4)(8)
Assets
Loans held for
investment: ^(17)
Commercial and          $ 23,969      $   198    3.34  %    $ 21,341     $   177    3.37    %
industrial
Commercial mortgage       13,230          119    3.61          9,898          101    4.10
Construction              946             8      3.67          650            8      5.21
Lease financing           849             11     5.41          1,062          7      2.49
Residential               25,990          238    3.66          22,858         222    3.88
mortgage
Home equity and
other consumer           3,233         32     3.99         3,602        34     3.84
loans
Loans, before
purchased                 68,217          606    3.58          59,411         549    3.72
credit-impaired
loans
Purchased
credit-impaired          1,076         61     22.90        1,142        80     28.33
loans
Total loans held          69,293          667    3.88          60,553         629    4.19
for investment
Securities                22,611          120    2.12          21,824         121    2.21
Interest bearing          3,565           2      0.25          4,223          3      0.25
deposits in banks
Federal funds sold
and securities            131             -      0.18          171            -      0.19
purchased under
resale agreements
Trading account           267             2      3.08          151            -      0.29
assets
Other earning            233           1      1.40         133          -      0.64
assets
Total earning             96,100         792    3.31          87,055        753    3.48
assets
Allowance for loan        (577    )                            (653   )
losses
Cash and due from         1,499                                1,399
banks
Premises and              645                                  705
equipment, net
Other assets             8,824                              8,143  
Total assets            $ 106,491                           $ 96,649 
Liabilities
Interest bearing
deposits:
Transaction and
money market            $ 37,519          36     0.38        $ 31,705         22     0.28
accounts
Savings                   5,572           1      0.11          5,855          2      0.14
Time                     11,214        25     0.92         12,314       36     1.17
Total interest           54,305        62     0.47         49,874       60     0.49
bearing deposits
Commercial paper
and other                 2,632           1      0.21          1,837          1      0.21
short-term
borrowings ^(18)
Long-term debt           6,546         41     2.47         5,406        36     2.68
Total borrowed           9,178         42     1.82         7,243        37     2.05
funds
Total interest            63,483         104    0.66          57,117        97     0.68
bearing liabilities
Noninterest bearing       26,128                               24,382
deposits
Other liabilities        2,237                              2,302  
Total liabilities         91,848                               83,801
Equity
UNBC Stockholder's        14,390                               12,584
equity
Noncontrolling           253                                264    
interests
Total equity             14,643                             12,848 
Total liabilities       $ 106,491                           $ 96,649 
and equity
                                                                                     
Net interest
income/spread                             688    2.65  %                     656    2.80    %
(taxable-equivalent
basis)
Impact of
noninterest bearing                              0.19                                0.20
deposits
Impact of other
noninterest bearing                              0.03                                0.04
sources
Net interest margin                              2.87                                3.04
Less:
taxable-equivalent                       5                                  3
adjustment
Net interest income                   $   683                             $   653

Refer to Exhibit 11 for footnote explanations.



UnionBanCal Corporation and Subsidiaries
Loans and Nonperforming Assets (Unaudited)
Exhibit 7

                    March 31,  December    September  June 30,  March
                                  31,          30,                    31,
(Dollars in           2014        2013         2013        2013       2013
millions)
                                                                      
Loans held for
investment
(period end)
Loans held for
investment:
Commercial and        $  23,654   $  23,528    $  23,125   $ 22,266   $ 21,433
industrial
Commercial               13,568      13,092       12,905     13,008     9,918
mortgage
Construction             1,019       905          855        808        659
Lease financing         845        854         972       984       1,060
Total commercial         39,086      38,379       37,857     37,066     33,070
portfolio
                                                                      
Residential              26,602      25,547       24,714     23,835     23,146
mortgage
Home equity and
other consumer          3,194      3,280       3,336     3,456     3,542
loans
Total consumer          29,796     28,827      28,050    27,291    26,688
portfolio
Loans held for
investment,
before purchased        68,882     67,206      65,907    64,357    59,758
credit-impaired
loans
Purchased
credit-impaired         1,051      1,106       1,263     1,486     1,124
loans
Total loans held      $  69,933   $  68,312    $  67,170   $ 65,843   $ 60,882
for investment
                                                                      
Nonperforming
Assets (period
end)
Nonaccrual loans:
Commercial and        $  89       $  44        $  62       $ 69       $ 49
industrial
Commercial              46         51          88        62        57
mortgage
Total commercial         135         95           150        131        106
portfolio
                                                                      
Residential              266         286          293        315        326
mortgage
Home equity and
other consumer          49         46          48        50        59
loans
Total consumer          315        332         341       365       385
portfolio
                                                                      
Nonaccrual loans,
before purchased         450         427          491        496        491
credit-impaired
loans
Purchased
credit-impaired         16         15          20        24        29
loans
Total nonaccrual         466         442          511        520        520
loans
                                                                      
OREO                     17          20           22         25         29
FDIC covered OREO       23         37          41        44        58
                                                                      
Total
nonperforming         $  506      $  499       $  574      $ 589      $ 607
assets
                                                                      
Total
nonperforming
assets, excluding
purchased             $  467      $  447       $  513      $ 521      $ 520
credit-impaired
loans and FDIC
covered OREO
                                                                      
Loans 90 days or
more past due and     $  4        $  5         $  8        $ 7        $ 3
still accruing ^
(18)

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    September  June     March
                                    31,          30,         30,       31,
(Dollars in             2014        2013         2013        2013      2013
millions)
                                                                       
Analysis of
Allowance for
Credit Losses
Balance, beginning      $  568      $  608       $  625      $ 638     $ 653
of period
                                                                       
(Reversal of)
provision for loan
losses, excluding          (18  )      (22  )       (16  )     (3  )     (3  )
purchased
credit-impaired
loans
(Reversal of)
provision for
purchased
credit-impaired            2           (1   )       -          -         -
loan losses not
subject to FDIC
indemnification
Increase (decrease)
in allowance               -           (6   )       (2   )     (2  )     2
covered by FDIC
indemnification
Other                      (1   )      -            -          -         -
                                                                       
Loans charged-off:
Commercial and             (5   )      (18  )       (6   )     (11 )     (1  )
industrial
Commercial mortgage        (1   )      (2   )       (2   )     (1  )     (2  )
Construction              -         -          (1   )    -       -   
Lease financing           -         -          -        -       -   
Total commercial           (6   )      (20  )       (9   )     (12 )     (3  )
portfolio
                                                                       
Residential                (1   )      (1   )       (2   )     (3  )     (7  )
mortgage
Home equity and
other consumer            (2   )     (4   )      (2   )    (5  )    (6  )
loans
Total consumer             (3   )      (5   )       (4   )     (8  )     (13 )
portfolio
                                                                       
Purchased                 -         -          -        -       (3  )
credit-impaired
Total loans                (9   )      (25  )       (13  )     (20 )     (19 )
charged-off
                                                                       
Recoveries of loans
previously
charged-off:
Commercial and             11          6            5          7         3
industrial
Commercial mortgage        -           -            4          2         -
Construction               3           -            1          -         -
Lease financing           -         1          -        -       -   
Total commercial           14          7            10         9         3
portfolio
                                                                       
Residential                -           -            -          -         -
mortgage
Home equity and
other consumer            1         -          2        1       1   
loans
Total consumer            1         -          2        1       1   
portfolio
                                                                       
Purchased                 -         7          2        2       1   
credit-impaired
Total recoveries of
loans previously          15        14         14       12      5   
charged-off
Net loans recovered       6         (11  )      1        (8  )    (14 )
(charged-off)
                                                                       
Ending balance of
allowance for loan         557         568          608        625       638
losses
Allowance for
losses on unfunded        148       132        131      136     138 
credit commitments
Total allowance for     $  705     $  700      $  739     $ 761    $ 776 
credit losses
                                                                       
Components of
allowance for loan
losses:
Allowance for loan
losses, excluding
allowance on            $  554      $  567       $  607      $ 624     $ 637
purchased
credit-impaired
loans
Allowance for loan
losses on purchased       3          1            1          1         1
credit-impaired
loans
Allowance for loan
losses to be              -         -          -        -       -   
reimbursed by the
FDIC
Total allowance for     $  557     $  568      $  608     $ 625    $ 638 
loan losses
                                                                             
                                                                             

UnionBanCal Corporation and Subsidiaries
Securities (Unaudited)
Exhibit 9

Securities Available  
for Sale

                                                                   Fair       Fair
                                                                       Value       Value
                         March 31, 2014         December 31, 2013      Change      % Change
                                                                       from        from
                         Amortized   Fair       Amortized   Fair       December    December
                                                                       31,         31,
(Dollars in              Cost        Value      Cost        Value      2013        2013
millions)
Asset Liability
Management
securities:
U.S.
government-sponsored     $  72       $ 72       $  73       $ 73       $ (1    )   (1    )%
agencies
Residential
mortgage-backed
securities:
U.S. government
agency and                  8,754      8,529       9,194      8,900      (371  )   (4    )
government-sponsored
agencies
Privately issued            207        210         220        222        (12   )   (5    )
Privately issued -
commercial                  1,876      1,830       1,947      1,870      (40   )   (2    )
mortgage-backed
securities
Collateralized loan         2,642      2,642       2,670      2,673      (31   )   (1    )
obligations
Asset-backed and           24        25         34        35        (10   )   (29   )
other
Asset Liability
Management                  13,575     13,308      14,138     13,773     (465  )   (3    )
securities
Other debt
securities:
Direct bank purchase        1,986      1,987       1,968      1,960      27        1
bonds
Other                       67         63          81         76         (13   )   (17   )
Equity securities          7         8          7         8         -        -
Total securities         $  15,635   $ 15,366   $  16,194   $ 15,817   $ (451  )   (3    )
available for sale
                                                                                         
                                                                                         
Securities Held to
Maturity
                                                                                         
                                                                       Carrying    Carrying
                                                                       Amount      Amount
                         March 31, 2014         December 31, 2013      Change      % Change
                                                                       from        from
                         Carrying    Fair       Carrying    Fair       December    December
                                                                       31,         31,
(Dollars in              Amount      Value      Amount      Value      2013        2013
millions)                ^(20)                  ^(20)
U.S. government
agency and
government-sponsored
agencies -               $  5,466    $ 5,443    $  4,995    $ 4,934    $ 471       9     %
residential
mortgage-backed
securities
U.S. government
agency and
government-sponsored
agencies -                  1,751      1,762       1,514      1,505      237       16
commercial
mortgage-backed
securities
U.S. Treasury               484        481         -          -          484       nm
U.S.
government-sponsored       125       124        -         -         125      nm
agencies
Total securities         $  7,826    $ 7,810    $  6,509    $ 6,439    $ 1,317    20
held to maturity
                                                                                         
                                                                                         

<td class*Story too large*
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      September     June 30,     March 31,
                                          31,             30,
(Dollars in millions)     2014            2013            2013            2013 ^(1)      2013 ^(1)
                                                                                                  
Net income                $ 175           $ 179           $ 198           $ 142          $ 148
attributable to UNBC
Net adjustments for
merger costs related        11              12              15              27             24
to acquisitions, net
of tax
Net adjustments for
privatization              1             2             (14     )      (8     )      (1     )
transaction, net of
tax
Net income
attributable to UNBC,
excluding impact of
privatization             $ 187          $ 193          $ 199          $ 161         $ 171    
transaction and
merger costs related
to acquisitions
                                                                                                  
Average total assets      $ 106,491       $ 104,424       $ 101,534       $ 98,714       $ 96,649
Less: Net adjustments
related to                 2,272         2,297         2,309         2,318        2,330  
privatization
transaction
Average total assets,
excluding impact of       $ 104,219      $ 102,127      $ 99,225       $ 96,396      $ 94,319 
privatization
transaction
Return on average           0.66    %      0.68    %      0.78    %      0.58   %      0.61   %
assets ^ (4)
Return on average
assets, excluding
impact of
privatization               0.72            0.75            0.81            0.66           0.72
transaction and
merger costs related
to acquisitions ^ (4)
(5)
                                                                                                  
Average UNBC              $ 14,390        $ 12,604        $ 12,210        $ 12,599       $ 12,584
stockholder's equity
Less: Adjustments for
merger costs related        (118    )       (105    )       (93     )       (64    )       (48    )
to acquisitions
Less: Net adjustments
for privatization          2,302         2,306         2,319         2,337        2,353  
transaction
Average UNBC
stockholder's equity,
excluding impact of
privatization             $ 12,206       $ 10,403       $ 9,984        $ 10,326      $ 10,279 
transaction and
merger costs related
to acquisitions
Return on average
UNBC stockholder's          4.87    %      5.66    %      6.50    %      4.53   %      4.68   %
equity ^(4)
Return on average
UNBC stockholder's
equity, excluding
impact of
privatization               6.11            7.41            8.01            6.17           6.69
transaction and
merger costs related
to acquisitions ^(4)
(5)
                                                                                                  
Noninterest expense       $ 660           $ 689           $ 689           $ 702          $ 713
Less: Foreclosed
asset expense and           -               2               (2      )       (3     )       (1     )
other credit costs
Less: (Reversal of)
provision for losses        16              2               1               (2     )       15
on unfunded credit
commitments
Less: Productivity          1               20              14              13             4
initiative costs
Less: Low income
housing credit (LIHC)       20              24              17              20             15
investment
amortization expense
Less: Expenses of the
LIHC consolidated           8               6               11              6              6
VIEs
Less: Merger costs
related to                  17              25              25              44             40
acquisitions
Less: Net adjustments
related to                  10              14              13              14             14
privatization
transaction
Less: Intangible           3             3             3             4            3      
asset amortization
Noninterest expense,      $ 585          $ 593          $ 607          $ 606         $ 617    
as adjusted (a)
                                                                                                  
Total revenue             $ 864           $ 896           $ 919           $ 873          $ 904
Add: Net interest
income                      5               4               4               4              3
taxable-equivalent
adjustment
Less: Productivity          -               6               11              -              -
initiative gains
Less: Accretion
related to
privatization-related       6               8               8               3              5
fair value
adjustments
Less: Other credit         2             1             1             2            (9     )
costs
Total revenue, as         $ 861          $ 885          $ 903          $ 872         $ 911    
adjusted (b)
Adjusted efficiency         67.95   %      67.08   %      67.21   %      69.45  %      67.72  %
ratio (a)/(b) ^(7)
                                                                                                  
Total UNBC                $ 14,460        $ 14,215        $ 12,549        $ 12,371       $ 12,565
stockholder's equity
Less: Goodwill              3,227           3,228           3,168           3,186          2,952
Less: Intangible
assets, except              275             288             287             321            337
mortgage servicing
rights (MSRs)
Less: Deferred tax
liabilities related        (102    )      (105    )      (110    )      (118   )      (122   )
to goodwill and
intangible assets
Tangible common           $
equity (c)

[TRUNCATED]
 
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