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Published on 8/29/2008 in the Prospect News Special Situations Daily.

Mitsubishi UFJ begins tender offer for UnionBanCal

By Lisa Kerner

Charlotte, N.C., Aug. 29 - Mitsubishi UFJ Financial Group, Inc. subsidiary's, the Bank of Tokyo-Mitsubishi UFJ, Ltd., began a $73.50-per-share cash tender offer for all of the outstanding shares of common stock it does not already own of UnionBanCal Corp.

The offer and withdrawal rights are set to end at midnight ET on Sept. 26, Mitsubishi UFJ said.

UnionBanCal's board of directors is recommending its shareholders tender their shares in the offer.

Tokyo-based Mitsubishi UFJ plans to complete a second-step merger "promptly" after the tender offer is completed, a company news release said.

According to Mitsubishi UFJ, it has held a majority ownership position in UnionBanCal since 1996 and currently has a 64.9% stake in the San Francisco-based bank holding company.

The Bank of Tokyo-Mitsubishi UFJ agreed on Aug. 18 to acquire UnionBanCal for $73.50 per share, it was previously reported. UnionBanCal had rejected two earlier offers from Mitsubishi UFJ, one for $63.00 per share and one for $58.00 per share.

Innisfree M&A Inc. is the information agent, and Morgan Stanley & Co. Inc. is the dealer-manager for the offer.


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