[Federal Register Volume 87, Number 30 (Monday, February 14, 2022)]
[Notices]
[Pages 8248-8250]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[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 https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm, and the OCC's website at 
https://occ.gov/topics/charters-and-licensing/public-comment/business-combination-or-merger-applications-comments.html.
    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: https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm. 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: https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm, 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: https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm. 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: https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm; 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 https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm 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 https://www.occ.gov/topics/charters-and-licensing/public-comment/business-combination-or-merger-applications-comments.html. 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 https://www.federalreserve.gov/foia/us-bancorp-mufg-union-bank-application-materials.htm. 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: https://occ.gov/topics/charters-and-licensing/public-comment/business-combination-or-merger-applications-comments.html. 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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