US BANCORP DE : Other Events, Financial Statements and Exhibits (form 8-K) – Marketscreener.com

Item 8.01. Other Events

In September 2021, U.S. Bancorp announced that it had entered into a definitive
acquisition agreement to acquire the core regional banking franchise of MUFG
Union Bank, N.A. Closing of the transaction is subject to customary closing
conditions, including regulatory approvals which are not within U.S. Bancorp’s
control. U.S. Bancorp no longer expects to receive U.S. regulatory approvals in
time to allow for closing to occur in the first half of 2022; however, the
parties continue to make significant progress in planning for closing and
integration while awaiting regulatory approvals. At this time, U.S. Bancorp
expects closing and system integration to occur in the second half of 2022.

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of
1995:

This current report on Form 8-K contains forward-looking statements about
U.S. Bancorp. Statements that are not historical or current facts, including
statements about beliefs and expectations, are forward-looking statements and
are based on the information available to, and assumptions and estimates made
by, management as of the date hereof. These forward-looking statements cover,
among other things, anticipated future revenue and expenses and the future plans
and prospects of U.S. Bancorp. Forward-looking statements often use words such
as “anticipates,” “targets,” “expects,” “hopes,” “estimates,” “projects,” “forecasts,” “intends,” “plans,” “goals,” “believes,” “continue” and other
similar expressions or future or conditional verbs such as “will,” “may,” “might,” “should,” “would” and “could.” Forward-looking statements involve
inherent risks and uncertainties, including the following risks and
uncertainties and the risks and uncertainties more fully discussed in the
section entitled “Risk Factors” of Exhibit 13 to U.S. Bancorp’s Annual Report on
Form 10-K for the year ended December 31, 2021, which could cause actual results
to differ materially from those anticipated. The COVID-19 pandemic is adversely
affecting U.S. Bancorp, its customers, counterparties, employees, and
third-party service providers, and the ultimate extent of the impacts on its
business, financial position, results of operations, liquidity, and prospects is
uncertain. Continued deterioration in general business and economic conditions
or turbulence in domestic or global financial markets could adversely affect
U.S. Bancorp’s revenues and the values of its assets and liabilities, reduce the
availability of funding to certain financial institutions, lead to a tightening
of credit, and increase stock price volatility. In addition, changes to
statutes, regulations, or regulatory policies or practices could affect U.S.
Bancorp in substantial and unpredictable ways. U.S. Bancorp’s results could also
be adversely affected by changes in interest rates; increases in unemployment
rates; deterioration in the credit quality of its loan portfolios or in the
value of the collateral securing those loans; deterioration in the value of its
investment securities; legal and regulatory developments; litigation; increased
competition from both banks and non-banks; civil unrest; the effects of climate
change; changes in customer behavior and preferences; breaches in data security,
including as a result of work-from-home arrangements; failures to safeguard
personal information; the impacts of international hostilities or geopolitical
events; effects of mergers and acquisitions and related integration; effects of
critical accounting policies and judgments; and management’s ability to
effectively manage credit risk, market risk, operational risk, compliance risk,
strategic risk, interest rate risk, liquidity risk and reputation risk. In
addition, U.S. Bancorp’s proposed acquisition of MUFG Union Bank presents risks
and uncertainties, including, among others: the risk that the cost savings, any
revenue synergies and other anticipated benefits of the proposed acquisition may
not be realized or may take longer than anticipated to be realized; the risk
that U.S. Bancorp’s business could be disrupted as a result of the announcement
and pendency of the proposed acquisition and diversion of management’s attention
from ongoing business operations and opportunities; the possibility that the
proposed acquisition, including the integration of MUFG Union Bank, may be more
costly or difficult to complete than anticipated; delays in closing the proposed
acquisition; and the failure of required governmental approvals to be obtained
or any other closing conditions in the definitive purchase agreement to be
satisfied.

For discussion of these and other risks that may cause actual results to differ
from those described in forward-looking statements, refer to U.S. Bancorp’s
Annual Report on Form 10-K for the year ended December 31, 2021, on file with
the Securities and Exchange Commission, including the sections entitled “Corporate Risk Profile” and “Risk Factors” contained in Exhibit 13, and all
subsequent filings with the Securities and Exchange Commission under Sections
13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934. In addition,
factors other than these risks also could adversely affect U.S. Bancorp’s
results, and the reader should not consider these risks to be a complete set of
all potential risks or uncertainties. Readers are cautioned not to place undue
reliance on any forward-looking statements. Forward-looking statements speak
only as of the date hereof, and U.S. Bancorp undertakes no obligation to update
them in light of new information or future events.

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Item 9.01. Financial Statements and Exhibits.

 (d) Exhibits. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3

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