ITEM 8.01 OTHER EVENTS
On December 1, 2022, U.S. Bancorp (the "Company") filed a Current Report on Form
8-K (as amended by Form 8-K/A filed on February 16, 2023) to report, among other
things, its acquisition on December 1, 2022, of MUFG Union Bank N.A.'s ("MUFG
Union Bank") core regional banking franchise pursuant to a Share Purchase
Agreement, dated as of September 21, 2021 (as amended by Amendment No. 1 to the
Share Purchase Agreement, dated as of May 10, 2022), by and among the Company,
Mitsubishi UFJ Financial Group, Inc. and MUFG Americas Holdings Corporation
("Seller"), which provided for the Company's purchase from the Seller (the
"Share Purchase") of all the issued and outstanding shares of common stock of
MUFG Union Bank.
This Current Report on Form 8-K is being filed to update certain pro forma
financial information of the Company for purposes of incorporating such
information by reference into one or more registration statements filed or to be
filed by the Company.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
The Company is filing as Exhibit 99.1 to this Form 8-K the unaudited pro forma
condensed combined consolidated income statement of the Company and MUFG Union
Bank for the year ended December 31, 2022, giving effect to the Share Purchase
as if it had occurred on January 1, 2022.
The pro forma condensed combined consolidated income statement included as an
exhibit to this Form 8-K has been presented for informational purposes only. It
does not purport to represent the actual results of operations that the Company
and MUFG Union Bank would have achieved had the businesses been combined during
the period presented in the pro forma condensed combined consolidated income
statement and is not intended to project the future results of operations that
the combined businesses may achieve after the Share Purchase was consummated.
This Form 8-K does not modify or update the consolidated financial statements of
the Company included in the Company's Annual Report on Form 10-K for the year
ended December 31, 2022, nor does it reflect any subsequent information or
events.
(d) Exhibits.
99.1 Unaudited pro forma condensed combined consolidated income statement of
the Company and MUFG Union Bank for the year ended December 31, 2022.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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