Notice2022-03073
Public Meeting: Proposal by U.S. Bancorp To Acquire MUFG Union Bank, National Association and To Merge MUFG Union Bank, National Association With and Into U.S. Bank National Association
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Published
February 14, 2022
Issuing agencies
Treasury DepartmentComptroller of the CurrencyFederal Reserve System
Abstract
A virtual public meeting will be held regarding the proposal by U.S. Bancorp, Minneapolis, Minnesota to acquire MUFG Union Bank, National Association, San Francisco, California, pursuant to the Bank Holding Company Act, and to merge MUFG Union Bank with and into U.S. Bancorp's subsidiary national bank, U.S. Bank National Association, Cincinnati, Ohio, pursuant to the Bank Merger Act. The purpose of the meeting is to collect information related to factors the Board and OCC consider when making determinations under the Bank Holding Company Act and the Bank Merger Act.
Full Text
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<title>Federal Register, Volume 87 Issue 30 (Monday, February 14, 2022)</title>
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[Federal Register Volume 87, Number 30 (Monday, February 14, 2022)]
[Notices]
[Pages 8248-8250]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2022-03073]
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DEPARTMENT OF THE TREASURY
Office of the Comptroller of the Currency
FEDERAL RESERVE SYSTEM
Public Meeting: Proposal by U.S. Bancorp To Acquire MUFG Union
Bank, National Association and To Merge MUFG Union Bank, National
Association With and Into U.S. Bank National Association
AGENCY: Board of Governors of the Federal Reserve System (Board) and
Office of the Comptroller of the Currency (OCC), Department of
Treasury.
ACTION: Notice of public meeting.
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SUMMARY: A virtual public meeting will be held regarding the proposal
by U.S.
[[Page 8249]]
Bancorp, Minneapolis, Minnesota to acquire MUFG Union Bank, National
Association, San Francisco, California, pursuant to the Bank Holding
Company Act, and to merge MUFG Union Bank with and into U.S. Bancorp's
subsidiary national bank, U.S. Bank National Association, Cincinnati,
Ohio, pursuant to the Bank Merger Act. The purpose of the meeting is to
collect information related to factors the Board and OCC consider when
making determinations under the Bank Holding Company Act and the Bank
Merger Act.
DATES: The meeting date is March 8, 2022, from 11:00 a.m. to 7:00 p.m.
EST. Members of the public seeking to make oral comments during the
virtual meeting must register by 12:00 p.m. EST on March 1, 2022, to be
placed on a list of registered commenters and receive specific
instructions for participation. Any presentation materials that a
member of the public wishes to use during their testimony must also be
provided by 12:00 p.m. EST on March 1, 2022. Members of the public
seeking to watch the virtual meeting (but not provide oral comments)
must register any time prior to 11:59 p.m. EST on March 7, 2022.
FOR FURTHER INFORMATION CONTACT: Federal Reserve: Mark Rauzi, Vice
President, and Chris Wangen, Assistant Vice President, (612) 204-5087,
Supervision, Regulation, and Credit, Federal Reserve Bank of
Minneapolis, 90 Hennepin Avenue, Minneapolis, MN 55401, via email at:
<a href="/cdn-cgi/l/email-protection#54393514392438277a3226367a3b2633"><span class="__cf_email__" data-cfemail="b3ded2f3dec3dfc09dd5c1d19ddcc1d4">[email protected]</span></a>, or via facsimile at: 612-204-5114. OCC: Jason Almonte,
Director for Large Bank Licensing, (202) 253-0829, Office of the
Comptroller of the Currency, 400 7th Street SW, Washington, DC 20219,
via email at <a href="/cdn-cgi/l/email-protection#7e141f0d1110501f121311100a1b3e111d1d500a0c1b1f0d50191108"><span class="__cf_email__" data-cfemail="026863716d6c2c636e6f6d6c7667426d61612c76706763712c656d74">[email protected]</span></a>. If you are deaf, hard of
hearing, or have a speech disability, please dial 7-1-1 to access
telecommunication relay services.
SUPPLEMENTARY INFORMATION:
I. Background and Public Meeting Notice
On October 6, 2021, U.S. Bank National Association, Cincinnati,
Ohio (U.S. Bank), applied to the OCC to merge MUFG Union Bank, National
Association, San Francisco, California (MUFG Union Bank) with and into
U.S. Bank pursuant to section 18(c) of the Federal Deposit Insurance
Act (12 U.S.C. 1828(c)) (Bank Application). On October 7, 2021, the
Board received an application from U.S. Bancorp, Minneapolis,
Minnesota, to acquire all of the issued and outstanding shares of
common stock of MUFG Union Bank, a direct wholly-owned national bank
subsidiary of MUFG Americas Holding Corporation, New York, New York,
and an indirect subsidiary of Mitsubishi UFJ Financial Group, Inc.,
Tokyo, Japan, pursuant to the Bank Holding Company Act (12 U.S.C. 1841
et seq.) (Holding Company Application). The Board and OCC (agencies)
hereby announce that a public meeting on the applications will be held,
as described below.
II. Purpose and Procedures
To protect the health and safety of all participants in light of
the ongoing COVID-19 pandemic, the meeting will be held virtually.
The purpose of the public meeting is to collect information
relating to the factors that the agencies consider under the applicable
statutes in acting on the applications. These factors include the
effects of the proposal on the convenience and needs of the communities
to be served by the combined organization; the insured depository
institutions' performance under the Community Reinvestment Act;
competition in the relevant markets; the effects of the proposal on the
stability of the U.S. banking or financial system; the financial and
managerial resources and future prospects of the companies and banks
involved in the proposal; and the effectiveness of the companies and
banks in combatting money laundering activities. Witnesses may present
testimony and/or written materials to support the proposed
transactions, to oppose the proposed transactions, or to provide
information without taking a position in support or opposition.
Testimony at the public meeting will be presented virtually to a
panel consisting of Presiding Officers and other panel members
appointed by the Presiding Officers. The Presiding Officers will have
the authority and discretion to ensure that the meeting proceeds in a
fair and orderly manner. The rules for taking evidence in an
administrative proceeding will not apply to the public meeting. In
general, the role of the panel members will be to listen to the oral
testimony and consider any written submissions. The panelists may ask
questions of those who testify; however, the questions generally will
be limited to seeking clarification of statements made. Panel members
may question witnesses, but no cross-examination of witnesses will be
permitted. The public meeting will be transcribed, and the transcript
will be posted on the respective public websites of the Board and the
OCC.\1\
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\1\ Materials related to the applications are available on the
Board's website at <a href="https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm">https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm</a>, and the OCC's website at
<a href="https://occ.gov/topics/charters-and-licensing/public-comment/business-combination-or-merger-applications-comments.html">https://occ.gov/topics/charters-and-licensing/public-comment/business-combination-or-merger-applications-comments.html</a>.
The transcript of the meeting will be posted to the agencies'
respective websites.
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Information for Persons Wishing to Testify
All persons wishing to testify at the public meeting must submit a
written request to testify no later than 12:00 p.m. EST on March 1,
2022, through the online registration web page at: <a href="https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm">https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm</a>. The Board will provide the OCC with a copy of each
request to testify and any written presentation materials submitted by
the requester.
The online registration web page will collect the following
information from persons requesting to testify: (i) A brief statement
of the nature of the expected testimony (including whether the
testimony will support or oppose the proposed transactions or provide
other comments or information); (ii) the name, city and state,
telephone number, organization (if applicable), and email address of
the person testifying; and (iii) the identification of any special
needs, such as translation services, or disabilities requiring
assistance. Translators or interpreters will be provided to the extent
available if a need for such services is noted in the request to
testify.
Any presentation materials that a person testifying wishes to
present at the meeting (e.g., a PowerPoint presentation) must be
submitted by 12:00 p.m. EST on March 1, 2022, via email to:
<a href="/cdn-cgi/l/email-protection#086569486578647b266e7a6a26677a6f"><span class="__cf_email__" data-cfemail="e88589a88598849bc68e9a8ac6879a8f">[email protected]</span></a>, and the subject line of the email should state
``PUBLIC MEETING.'' Copies of testimony may, but need not, be filed
with the Presiding Officers via email to <a href="/cdn-cgi/l/email-protection#3f525e7f524f534c11594d5d11504d58"><span class="__cf_email__" data-cfemail="c0ada180adb0acb3eea6b2a2eeafb2a7">[email protected]</span></a> before the
meeting begins or within three business days after the date of the
meeting, and the subject line of the email should state ``PUBLIC
MEETING.'' The Board will provide copies of all presentation materials
and written testimony to the OCC.
Persons who wish to testify must be able to access the online
meeting platform using a computer, tablet, smart phone, or similar
mobile device and have a video camera on their computer or mobile
device. Persons who have registered to testify will be contacted by
Federal Reserve staff prior to the meeting and provided with specific
instructions on participation (e.g., how to connect to the online
meeting), as well as an opportunity to attend a
[[Page 8250]]
technical session on how to connect to audio and video for the meeting.
Information for Persons Watching or Listening to the Meeting Without
Testifying
Persons interested in watching the meeting (but not testifying)
must register by submitting their name and email address through the
online registration web page: <a href="https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm">https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm</a>, and will be provided
information on accessing the online meeting platform.
Persons who wish to listen to the meeting (but not watch it or
testify) need not register online and may access audio of the meeting
using a call-in number that will be available on the registration web
page on March 7, 2022 at: <a href="https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm">https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm</a>. Persons attending
via telephone will only be able to listen to the meeting audio, and all
phone lines will be placed on mute to minimize disruption. Persons
listening to the public meeting via telephone will not be able to
provide testimony and will not have the ability to view the speakers or
any presentation or other materials during the meeting.
Transcript of the Meeting
The agencies anticipate that a transcript of the meeting, together
with any materials presented at the meeting, will be posted on each
agency's respective public website. An audio or video recording of the
meeting will not be retained by the agencies.
Meeting Procedures
The Presiding Officers will prepare a schedule for persons wishing
to testify and establish the order of presentation. To ensure an
opportunity for all interested commenters to present their views, the
Presiding Officers may limit the time for presentations and may
establish other procedures related to the conduct of the public meeting
as appropriate. For instance, each person may be permitted up to five
minutes to testify. In order to verify the identity of persons
scheduled to testify at the virtual public meeting, all individuals
will first join a virtual waiting room prior to testifying, where they
must present a valid, government-issued photo identification using the
video conference feature. The Presiding Officers may extend the end
time of the meeting beyond 7:00 p.m. EST, if additional time is needed
to accommodate demonstrated public interest.
Reasonable Accommodations
Persons who wish to request reasonable accommodations should submit
a request through the online registration web page at: <a href="https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm">https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm</a>; or, by submitting an email to: <a href="/cdn-cgi/l/email-protection#95f8f4d5f8e5f9e6bbf3e7f7bbfae7f2"><span class="__cf_email__" data-cfemail="462b27062b362a356820342468293421">[email protected]</span></a>, and the
subject line of the email should state ``PUBLIC MEETING.'' Requests
should be made no later than 12:00 p.m. EST on March 1, 2022. Requests
submitted after this time may not be possible to accommodate. Requests
should include a detailed description of the accommodation needed and a
way for Federal Reserve staff to contact the requester if more
information is needed regarding the request.
Extension of the Comment Period
The Board is extending the comment period on the Holding Company
Application, and the OCC is extending the comment period on the Bank
Application, through 5:00 p.m. EST on March 11, 2022.
Written comments regarding the Holding Company Application may be
submitted to the Federal Reserve Bank of Minneapolis, Chris P. Wangen,
Assistant Vice President, 90 Hennepin Avenue, Minneapolis, Minnesota
55480-0291, or electronically to
<a href="/cdn-cgi/l/email-protection#6e031e021d401d1c0d40030b1c090b1c1d0f000a0f0d1f1b071d071a0701001d401d030c2e031e021d40081c0c40011c09"><span class="__cf_email__" data-cfemail="7e130e120d500d0c1d50131b0c191b0c0d1f101a1f1d0f0b170d170a1711100d500d131c3e130e120d50180c1c50110c19">[email protected]</span></a>; or the offices of the
Board of Governors, Ann E. Misback, Secretary of the Board, 20th Street
and Constitution Avenue NW, Washington DC 20551-0001. All written
comments will be made available on the Board's website at <a href="https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm">https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm</a> as submitted, unless modified for technical reasons or to
remove personally identifiable information or other confidential
information at the commenter's request. Accordingly, written comments
will not be edited to remove any confidential, contact or identifying
information.
Written comments on the Bank Application may be submitted to Jason
Almonte, Director for Large Bank Licensing at <a href="/cdn-cgi/l/email-protection#9fd3feedf8faddfef1f4ecdff0fcfcb1ebedfafeecb1f8f0e9"><span class="__cf_email__" data-cfemail="0d416c7f6a684f6c63667e4d626e6e23797f686c7e236a627b">[email protected]</span></a>
or at 340 Madison Avenue, Fifth Floor, New York, New York 10173.
Written comments will be made available on OCC's website at <a href="https://www.occ.gov/topics/charters-and-licensing/public-comment/business-combination-or-merger-applications-comments.html">https://www.occ.gov/topics/charters-and-licensing/public-comment/business-combination-or-merger-applications-comments.html</a>. In general, the OCC
will publish each comment without change, including any business or
personal information, name and address, email addresses, and phone
numbers. Comments received, including attachments and other supporting
material, are part of the public record and subject to public
disclosure. Do not enclose any information in a comment or supporting
material that is confidential or inappropriate for public disclosure.
Privacy Note
The Board will make the public record of the Holding Company
Application, including all comments received, the materials presented
during testimony at the public meeting, and the transcript of the
public meeting, available on the Board's public website at <a href="https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm">https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm</a>. The OCC will make the public record of the Bank
Application, including all comments received, the materials presented
during testimony at the public meeting, and the transcript of the
public meeting, available on the OCC's public website at: <a href="https://occ.gov/topics/charters-and-licensing/public-comment/business-combination-or-merger-applications-comments.html">https://occ.gov/topics/charters-and-licensing/public-comment/business-combination-or-merger-applications-comments.html</a>. Persons submitting
comments and/or testimony are reminded to include only information that
they wish to make available to the public.
Michael J. Hsu,
Acting Comptroller of the Currency.
By order of the Board of Governors of the Federal Reserve
System.
Ann Misback,
Secretary of the Board.
[FR Doc. 2022-03073 Filed 2-11-22; 8:45 am]
BILLING CODE 6210-01-P; 4810-33-P
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