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UnionBanCal Corporation Announces Regulatory Approval For Purchase Of Pacific Capital Bancorp

Stocks in this article: MTU

UnionBanCal Corporation (“UNBC”) and its primary subsidiary, Union Bank, N.A. (“Union Bank”), today announced that UNBC has received approval from the Board of Governors of the Federal Reserve System and the Office of the Comptroller of the Currency for its $1.5 billion purchase of Pacific Capital Bancorp (“PCBC”), a bank holding company headquartered in Santa Barbara, California. This action follows the Japan Financial Services Agency’s clearance of the transaction. The transaction was previously announced on March 12, 2012. UNBC has also set its anticipated legal closing date for December 1, 2012.

By acquiring PCBC and its primary subsidiary, Santa Barbara Bank & Trust, N.A. (“SBBT”), Union Bank adds 45 branches, significantly expanding its geographic footprint to important areas of the Central Coast. Union Bank will become the leading bank in the Santa Barbara Metropolitan Statistical Area (MSA), fourth in the Oxnard-Thousand Oaks MSA, and fifth in the Salinas-Carmel MSA.

The acquisition, which includes $3.7 billion in loans held for investment and $4.7 billion in deposits at September 30, 2012, will strengthen Union Bank’s ability to serve customers through greater scale and distribution in community banking, consumer, commercial and small business lending, and wealth management.

Following the consummation of the transaction, the registration of PCBC’s common stock under the Securities Exchange Act of 1934, as amended, will be terminated. In addition, shares of PCBC common stock will no longer be listed on any stock exchange or quotation system, including the Nasdaq Global Market. After the merger is completed, 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.

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 in writing at its principal executive offices at 1021 Anacapa Street, Santa Barbara, California 93101, Attention: Investor Relations, or by telephone at 805-884-6680.

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