Summary: M&T Bank Corp.

Strong asset quality Good business diversity Strong market positions in less-volatile U.S. regions Exposure to higher-risk loan categories such as commercial real estate Challenges associated with the planned acquisition of Hudson City Bancorp The negative outlook reflects Standard&Poor's Ratings Services' view of challenges associated with M&T Bank Corp.'s planned acquisition of Hudson City Bancorp. Management has been working to remedy certain regulatory issues the Federal Reserve identified that pertain to M&T's Bank Secrecy Act and Anti-Money Laundering (BSA/AML) compliance program. The June 2013 written agreement with the Federal Reserve delayed M&T's expected acquisition of Hudson City Bancorp, which M&T had originally planned on closing in the first half of 2013. (M&T and Hudson City agreed to extend the

...Outlook: Negative The negative outlook reflects Standard & Poor's Ratings Services' view of challenges associated with M&T Bank Corp.'s planned acquisition of Hudson City Bancorp. Management has been working to remedy certain regulatory issues the Federal Reserve identified that pertain to M&T's Bank Secrecy Act and Anti-Money Laundering (BSA/AML) compliance program. The June 2013 written agreement with the Federal Reserve delayed M&T's expected acquisition of Hudson City Bancorp, which M&T had originally planned on closing in the first half of 2013. (M&T and Hudson City agreed to extend the termination date; the parties must complete the transaction by Dec. 31, 2014.) We believe management has made significant progress addressing its BSA/AML compliance issues. However, if additional compliance-related deficiencies or regulatory concerns materialize, we could lower the ratings. We plan to review the impact of the addition of Hudson City on M&T's risk profile if the bank receives regulatory...

Summary