Press Release June 23, 2014

Goodwin Procter Advises Citizens Financial Group in Major Transaction with U.S. Bancorp

A cross-practice team of Goodwin Procter attorneys recently represented Citizens Financial Group in the sale of its entire Illinois retail and select middle market banking franchise to U.S. Bancorp. The deal, which closed June 20, was valued at approximately $315 million, and included $1.1 billion in assets, $5.3 billion in deposits, 94 branches and nearly 800 employees. The completed sale is one of the largest banking transactions in the U.S. since 2008.

Citizens Financial Group is the 13th largest retail bank holding company in the United States according to SNL Financial with $126.9 billion of total assets as of March 31, 2014. Headquartered in Providence, Rhode Island, CFG delivers a broad range of retail and commercial banking products and services through branches and ATMs in an 11-state footprint across the New England, Mid-Atlantic and Midwest regions; and through online, telephone and mobile banking platforms. Its two bank subsidiaries are Citizens Bank, N.A., and Citizens Bank of Pennsylvania.

U.S. Bancorp, with $361 billion in assets as of Sept. 30, 2013, is the parent company of U.S. Bank, the 5th largest commercial bank in the United States. The company operates 3,088 banking offices in 25 states and 4,937 ATMs and provides a comprehensive line of banking, brokerage, insurance, investment, mortgage, trust and payment services products to consumers, businesses and institutions.

The Goodwin team advising Citizens Financial was led by partners Regina Pisa and Michael Whalen. Additional support was provided by partner Mat Sibble (Leveraged Finance), partner Yoel Kranz (Derivatives), counsel Katherine Murphy and attorney Erin Claywell (Real Estate), partner Greg Bibler and senior attorney Nate Brodeur (Environmental), partner Brad Smith and associate Tim Holahan (Employment), partner Bob Kester and associate Argyrios Saccopoulos (Tax).

The transaction attracted significant media attention including articles in The New York Times and The Wall Street Journal, among others. To learn more, please read the Citizens press release announcing the close of the transaction.