By Lisa Kerner
Charlotte, N.C., Aug. 18 - Mitsubishi UFJ Financial Group, Inc.'s subsidiary the Bank of Tokyo-Mitsubishi UFJ, Ltd. agreed to acquire UnionBanCal Corp. for $73.50 per share in a cash tender offer, the companies announced on Monday.
The offer is expected to begin by Aug. 29.
UnionBanCal rejected a $63.00-per-share offer last week from Tokyo-based Mitsubishi UFJ, a 65.4% shareholder. In June, UnionBanCal's special committee turned down Mitsubishi UFJ's proposed offer of $58.00 per share for the company's stock.
Mitsubishi UFJ said its latest offer values the UnionBanCal shares it does not already own at approximately $3.5 billion and values UnionBanCal at approximately $10.1 billion.
Both companies' boards of directors, as well as UnionBanCal's special committee, approved the merger agreement, according to a Mitsubishi UFJ news release.
The tender offer is not subject to a financing condition and would not require Japanese or U.S. bank regulatory or antitrust approval, Mitsubishi UFJ noted.
Once the merger is completed, UnionBanCal will become a wholly owned indirect subsidiary of Mitsubishi UFJ. The bank holding company would maintain its headquarters location in San Francisco.
"This agreement will provide us with a wide range of opportunities to expand our presence in the U.S. market through our enhanced relationship with UnionBanCal," Tokyo-Mitsubishi UFJ president Katsunori Nagayasu said in the release.
Chairman of UnionBanCal's special committee Richard D. Farman added that the transaction is "highly attractive and in the best interests of the minority shareholders."
Morgan Stanley is advising Mitsubishi UFJ.
Credit Suisse is acting as financial adviser to UnionBanCal's special committee.
| Acquirer: | Mitsubishi UFJ Financial Group, Inc.
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| Target: | UnionBanCal Corp.
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| Announcement date: | Aug. 18
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| Transaction total: | $3.5 billion
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| Price per share: | $73.50
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| Expected closing: | Upon completion of tender offer
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| Stock price for target: | NYSE: UB: $65.49 on Aug. 15
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