Current Report Filing (8-k)
February 08 2016 - 4:46PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
---------------
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 8, 2016
COMERICA INCORPORATED
(Exact name of registrant as specified in its charter)
|
| | |
Delaware ------------ |
1-10706 ---------- |
38-1998421 --------------- |
(State or other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification Number) |
Comerica Bank Tower
1717 Main Street, MC 6404
Dallas, Texas 75201
--------------------------------------------------------------------
(Address of principal executive offices) (zip code)
(214) 462-6831
------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| |
ITEM 7.01 | REGULATION FD DISCLOSURE. |
Comerica Incorporated (“Comerica”) previously announced that Curtis C. Farmer, president of Comerica, will make a presentation at the Credit Suisse Financial Services Forum on Tuesday, February 9, 2016. Karen L. Parkhill, Vice Chairman and Chief Financial Officer, Peter W. Guilfoile, executive vice president and chief credit officer, and Darlene P. Persons, director of Investor Relations, also will participate. Comerica's presentation will begin at 3:00 p.m. ET. To access the live audio webcast, visit the “Investor Relations” area of Comerica's website at www.comerica.com. Replays will be available at the same location following the conference. A copy of the presentation slides, which will be discussed at that conference, is attached hereto as Exhibit 99.1. From time to time, Comerica may also use this presentation in conversations with investors and analysts.
The information in Items 7.01 and 9.01 of this report (including Exhibit 99.1 hereto) is being “furnished” and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such a filing.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
99.1 Credit Suisse Financial Services Forum Presentation Slides
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| |
Title: | Executive Vice President-Governance, Regulatory Relations and Legal Affairs, |
and Secretary
Date: February 8, 2016
EXHIBIT INDEX
| |
99.1 | Credit Suisse Financial Services Forum Presentation Slides |
Comerica Incorporated Credit Suisse Financial Services ForumFebruary 9, 2016 Pete GuilfoileExecutive Vice President and Chief Credit Officer Curt FarmerPresident Karen ParkhillVice Chairman and Chief Financial Officer 2 Safe Harbor Statement Any statements in this presentation that are not historical facts are forward-looking statements as defined in the Private Securities LitigationReform Act of 1995. Words such as “anticipates,” “believes,” “contemplates,” “feels,” “expects,” “estimates,” “seeks,” “strives,” “plans,” “intends,”“outlook,” “forecast,” “position,” “target,” “mission,” “assume,” “achievable,” “potential,” “strategy,” “goal,” “aspiration,” “opportunity,” “initiative,”“outcome,” “continue,” “remain,” “maintain,” “on course,” “trend,” “objective,” “looks forward,” “projects,” “models” and variations of such words andsimilar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “can,” “may” or similar expressions, as theyrelate to Comerica or its management, are intended to identify forward-looking statements. These forward-looking statements are predicated onthe beliefs and assumptions of Comerica's management based on information known to Comerica's management as of the date of thispresentation and do not purport to speak as of any other date. Forward-looking statements may include descriptions of plans and objectives ofComerica's management for future or past operations, products or services, and forecasts of Comerica's revenue, earnings or other measures ofeconomic performance, including statements of profitability, business segments and subsidiaries, estimates of credit trends and global stability.Such statements reflect the view of Comerica's management as of this date with respect to future events and are subject to risks anduncertainties. Should one or more of these risks materialize or should underlying beliefs or assumptions prove incorrect, Comerica's actual resultscould differ materially from those discussed. Factors that could cause or contribute to such differences are changes in general economic, politicalor industry conditions; changes in monetary and fiscal policies, including changes in interest rates; changes in regulation or oversight; Comerica'sability to maintain adequate sources of funding and liquidity; the effects of more stringent capital or liquidity requirements; declines or otherchanges in the businesses or industries of Comerica's customers, including the energy industry; operational difficulties, failure of technologyinfrastructure or information security incidents; reliance on other companies to provide certain key components of business infrastructure; factorsimpacting noninterest expenses which are beyond Comerica's control; changes in the financial markets, including fluctuations in interest rates andtheir impact on deposit pricing; changes in Comerica's credit rating; unfavorable developments concerning credit quality; the interdependence offinancial service companies; the implementation of Comerica's strategies and business initiatives; Comerica's ability to utilize technology toefficiently and effectively develop, market and deliver new products and services; competitive product and pricing pressures among financialinstitutions within Comerica's markets; changes in customer behavior; any future strategic acquisitions or divestitures; management's ability tomaintain and expand customer relationships; management's ability to retain key officers and employees; the impact of legal and regulatoryproceedings or determinations; the effectiveness of methods of reducing risk exposures; the effects of terrorist activities and other hostilities; theeffects of catastrophic events including, but not limited to, hurricanes, tornadoes, earthquakes, fires, droughts and floods; changes in accountingstandards and the critical nature of Comerica's accounting policies. Comerica cautions that the foregoing list of factors is not exclusive. Fordiscussion of factors that may cause actual results to differ from expectations, please refer to our filings with the Securities and ExchangeCommission. In particular, please refer to “Item 1A. Risk Factors” beginning on page 12 of Comerica's Annual Report on Form 10-K for the yearended December 31, 2014. Forward-looking statements speak only as of the date they are made. Comerica does not undertake to updateforward-looking statements to reflect facts, circumstances, assumptions or events that occur after the date the forward-looking statements aremade. For any forward-looking statements made in this presentation or in any documents, Comerica claims the protection of the safe harbor forforward-looking statements contained in the Private Securities Litigation Reform Act of 1995.
3 Comerica: A Brief Overview 12/31/15 ● 1Consists of Other Markets ($7.9B) & Finance/ Other ($0.4B). Comerica Strengths Strong capital position,Prudent credit underwriting CONSERVATIVE Complemented by Retail Bank and Wealth Management PRIMARILY A BUSINESS BANK Strong presence in Texas, California, & Michigan ATTRACTIVE FOOTPRINT Products & services of a large bank with the culture of a community bank NIMBLE SIZE$72B in Assets Founded 166 years ago LONG HISTORY Trusted Advisor approach RELATIONSHIP BANKING STRATEGY Loans by Geography($ in billons; 4Q15 average) California$17.0 35% Other Markets$7.6 16%Michigan$13.0 27% Texas$10.9 22% Michigan$22.1 37% Deposits by Geography($ in billions; 4Q15 average) California$18.5 31% Texas$10.818% Other1$8.314% Total $48.5 Total $59.7 4 Comerica: Our Focus 12/31/15 ● 1Analysis based on non-parallel gradual increase in interest rates over 12 months. For methodology see the Company’s Form 10-Q, as filed with the SEC. ● 2Estimated GROWING LOANS & FEE INCOME CONTROLLING EXPENSES MAINTAINING ASSET QUALITY MANAGING CAPITAL POSITIONED FOR RISING RATES • Positioned in faster growing markets and industries• Focus on cross-sell to drive fee income • Continued tight expense control while making necessary investments • Strong Capital base; Basel III Common Equity Tier 1 Capital: 10.53%2• Continue share buyback; Increased dividend in 3Q15 • Strong credit culture leads to solid credit metrics• Weathered cycle well relative to peers • 200 bps increase in rates expected to result in >10% increase in net interest income1
43.8 49.5 51.7 54.8 58.3 010 2030 4050 60 2011 2012 2013 2014 2015 Other TX CA MI 5 Diverse Geographic FootprintAssists in driving consistent, steady growth Average Deposits($ in billions) 40.1 43.3 44.4 46.6 48.6 0 10 20 30 40 50 2011 2012 2013 2014 2015 Other TX CA MI Average Loans ($ in billions) Florida7 Michigan 214 Arizona19 Texas133 California103 U.S. Banking Centers by Location 1 1 Total 476 Comerica Economic Activity Indices2: MI index improved resulting in 2% year over year increase in Nov. CA index improved in Nov. with job growth of 3% (compared to 2% for US) TX index decreased slightly in Nov., but at 4.7% unemployment remains below national average 12/31/15 ● 1Includes Sterling Bancshares from July 2011 acquisition. ● 2Source: Comerica Economics 6 MichiganMarket leadership position with strong deposit base 18.5 19.6 20.3 21.0 21.9 2011 2012 2013 2014 2015 Diverse Loan Portfolio($ in billions; 2015 average) = Total Middle Market - 58% General Middle Market50% National Dealer8% Corporate Banking7% Commercial Real Estate3% Small Business11% Retail Banking8% Private Banking13% Total$13.2 General Middle Market25% Corporate Banking5% Commercial Real Estate1% Small Business6% Retail Banking57% Private Banking6% Strong Retail Deposit Share($ in billions; 2015 average) Total$21.9 Average Deposits ($ in billions) 12/31/15
1.3 2.1 2011 2015 0.3 0.7 0.9 2.1 2011 2015 EquityFundServices 1.5 2.0 2011 2015 2.0 3.7 2011 2015 Commercial Real Estate Private Banking National Dealer Services 7 CaliforniaDeep expertise driving growth Diverse Loan Portfolio($ in billions; 2015 average) = Total Middle Market - 65% General Middle Market25% Entertainment4% Environmental Services1% National Dealer23% Tech. & Life Sciences12% Corporate Banking5% Commercial Real Estate12% Small Business4% Retail Banking2% Private Banking12% Total$16.6 Technology & Life Sciences Areas of Loan Growth ($ in billions; Average) 12/31/15 8 TexasBusiness friendly state that has weathered many cycles 12/31/15 ● 1Source: Comerica Economics; December 2015 ● 2Includes Sterling Bancshares from July 2011 acquisition. Diverse Loan Portfolio($ in billions; 2015 average) = Total Middle Market - 61% General Middle Market22% Energy31% Environmental Services1% National Dealer4% Tech. & Life Sciences3% Corporate Banking4% Commercial Real Estate11% Small Business 14% Retail Banking3% Private Banking7% Total$11.2Texas Market Loans($ in billions; 4Q15 average) San Antonio$0.2B2% Dallas$4.8B44% Houston$3.7B34% Austin$0.6B5% Other2$1.6B15% Total $10.9 Established presence: 1988 Growth over past five years• Average Loans +10% (CAGR)• Average Deposits + 9% (CAGR) Less than 15% of Texas GDP consists of energy sector1 Comerica’s strategy built to withstand economic cycles
Multifamily 46% Retail 11% Commercial 12% Office7% Single Family 8% Multi-Use3%Land Carry 6% Other 7% Dallas 32% Houston 30% Austin 25% San Antonio7% Other 6% 9 Commercial Real Estate Line of BusinessLong history of working with well established developers 12/31/15 ● 1Excludes CRE line of business loans not secured by real estate. ● 2Includes CRE line of business loans not secured by real estate. CRE by Property Type1($ in millions; Period-end, based on location of property) Michigan 7% California 45% Texas29%Florida 3% Other 16% CRE by Market1($ in millions; Period-end, based on location of property) Total$3,808 Total$3,808 4.4 4.1 3.7 4.1 4.6 2011 2012 2013 2014 2015 CRE Period-end2($ in millions) Total$1,113 10 Growth in Technology and Life Sciences20+ Years experience provides competitive advantage 12/31/15 ● 1TLS net charge-offs to avg. TLS loans 0.3 0.3 0.4 0.6 1.0 1.3 1.8 2.0 2.5 3.1 2011 2012 2013 2014 2015 Equity Fund Services Technology & Life Sciences Avg. Loans($ in billions) Customer Segment Overview(based on period-end loans) Strong relationships with top-tier investors Granular portfolio: ~850 customers (including ~175 customers in Equity Fund Services) Closely monitor cash balances Numerous verticals, many with concentration limits• Ad tech ● Cyber security• Software ● Life sciences Net Charge-off Ratio1(In basis points) Total $3.3B 80 57 61 89 108 2011 2012 2013 2014 2015 Early Stage~10% Growth~35% Late Stage~10% Leveraged Finance~5% Equity Fund Services~40% l .4
Ex-energy3, 4Q15 credit improved with a decline in criticized and nonaccruals Total criticized less than 7% of loans Total nonaccruals 0.8% of loans Outside of energy3, we are not seeing significant credit deterioration 11 Credit Quality Consistently Better Than PeersRemains Well Below Historical Levels 12/31/15 ● 1Source: SNL Financial ● 22015 data as of 9/30/15. ● 3Information includes all loans related to energy at 12/31/15, including Energy business line (~$3.1B) & other businesses (~$625MM) that have a sizable portion of their revenue related to energy or could be otherwise disproportionately negatively impacted by prolonged low oil and gas prices. NPLs as a % of Total Loans(In basis points) 0 40 80 120 160 200 240 2007 2008 2009 2010 2011 2012 2013 2014 2015 Total CMAPeer Average Net Charge-offs as % of Total Loans(In basis points) 1 60 140 220 300 380 460 2007 2008 2009 2010 2011 2012 2013 2014 2015 Total CMAPeer Average 1 2 $ in millions Criticized NAL 4Q15 NCO E&P $967 $108 $13 Midstream 42 - - Services 235 24 14 Energy-related 187 29 6 TOTAL $1,431 $161 $33 12 Energy Reserve IncreasedContinued decline in loans; losses expected to be manageable3 12/31/15 ● 1Information includes all loans related to energy at 12/31/15, including Energy business line (~$3.1B) & other businesses (~$625MM) that have a sizable portion of their revenue related to energy or could be otherwise disproportionatelynegatively impacted by prolonged low oil and gas prices ● 2The bank's entire allowance is available to cover any & all losses. The allocation of allowance for energy loans reflects our robust allowance methodology which contains quantitative and qualitative components. ● 3Outlook as of 2/8/16 454 535 463 481 479566 535 530 513 480 2,539 2,496 2,316 2,249 2,111 3,559 3,566 3,309 3,243 3,070 4Q14 1Q15 2Q15 3Q15 4Q15 Midstream Services Exploration & Production Energy Business Line Loans ($ in millions; Period-end) Energy1 Credit Metrics >4% reserve2 on energy1 loans 87% nonaccrual loans current on interest, including the 2 loans that are in bankruptcy $18MM in 2nd lien loans $23MM deep water exposure Overall, collateral coverage remains strong Stress analysis: oil prices remain at $30 bblfor 1 year with static loan balances, reserve estimated to increase by $75-125MM3 Conduct rigorous review of each and every relationship at least quarterly Prudently downgrading loans based on current quarter & projected performance (NOT historical) using today’s prices, including:• Cash flow with hedges running-off• Senior & total leverage Risk Rating Approach
13 Card ProgramsGenerating Fees & Valuable Deposits 12/31/15 ● 1Source: the Nilson Report July 2015, based on 2014 data 720 954 1,236 1,465 1,723 2011 2012 2013 2014 2015 Government Card Deposits(Average; $ in millions) Robust pipeline Commercial Cards used for:• Purchasing• Travel and entertainment• Online vendor payments• Fleet maintenance Merchant Services: • Enable businesses to accept card payments • Advanced security products & reporting tools Prepaid card: • #2 prepaid card issuer in US1• 49 distinct state & local government benefit programs• Exclusive provider of prepaid debit cards for US Treasury DirectExpress 30 34 37 42 43 2011 2012 2013 2014 2015 Commercial Card Fees ($ in millions) Expansion of Card Programs 151 158 171 180 187 2011 2012 2013 2014 2015 14 Advisory ServicesDrives growth in Fiduciary Income 12/31/15 ● 1Based on noninterest income Fiduciary Income($ in millions) Advisory Services Comerica Securities Trust Services & Asset Management• Institutional & Personal• Professional Trust Alliance $144B in assets under management & administration Professional Trust Alliance Since 1995 Agreement with broker/dealers & RIAs to provide trust services to their clients 17 alliance partners Unique fee generating business Dedicated team with 13 offices in the US Personal Trust & Asset Mgmt.33% Institutional Trust & Asset Mgmt.22% Comerica Securities21% Alliance24% Wide Array of Advisory Services1
Expenses Remain Well ControlledFocus on efficiency while facing headwinds 2 2.5 3 3.5 4 2011 2012 2013 2014 2015 Comerica Peer Average Total Noninterest Expenses / Average Assets1(In percentage points) 12/31/15 ● 1Source: SNL ● 2Excludes BOKF, MTB, & ZION as data was not available as of 2/5/16. ● 3Number of employees – full time equivalent. 15 Maintaining Expense Discipline Continuous review of processes in order to maximize efficiency Carefully managing workforce Judiciously negotiate contract renewals Leverage use of technology Reallocate resources to faster growing businesses Driving down consulting, marketing, travel & entertainment, as well as legal fees 4 6 8 10 12 2011 2012 2013 2014 2015 Comerica Peer Average (Avg. Loans + Deposits) / Employee1,2,3($ in millions) Fixed Rate~15% Libor-Based~65%Prime-Based~20% Interest-bearing48% Noninterest-bearing52% 16 Interest Rate SensitivityRemain well positioned for rising rates 12/31/15 ● 1NIB = Noninterest-bearing deposits ● For methodology see the Company’s Form 10-Q, as filed with the SEC. Estimates are based on simulation modeling analysis. Estimated Net Interest Income: Annual (12 month) SensitivitiesBased on Various AssumptionsAdditional Scenarios are Relative to 4Q15 Standard Model($ in millions) ~110 ~180 ~190 ~200 ~210 ~250 ~310 Up 100bps Addl.$3BDepositDecline Addl.20%Increasein Beta Addl.$1BDepositDecline 4Q15StandardModel Addl.~3%LoanGrowth Up 300bps Deposits: Large Proportion of NIB1($ in billions, Period-end) Loan Portfolio: Primarily Floating Rate($ in billions, Period-end) Total$59.9 Total$49.1
17 Active Capital ManagementIncreased shares repurchased in 4Q15 12/31/15 ● 1Outlook as of 2/8/16 Dividends Per Share Growth $0.40 $0.55 $0.68 $0.79 $0.83 2011 2012 2013 2014 2015 197 188 182 179 176 2011 2012 2013 2014 2015 Common Shares Outstanding(in millions) 2015 Capital Plan Target1: Up to $393MM equity repurchases over five quarters (2Q15 through 2Q16) 4Q15: 1.5MM shares for $65MM 3Q15: 1.2MM shares for $59MM 2Q15: 1.0MM shares & 500,000 warrants for $59MM Pace of buyback linked to financial performance & balance sheet movement 18 Well Positioned for the Future 12/31/15 ● 1Analysis based on non-parallel gradual increase in interest rates over 12 months. For methodology see the Company’s Form 10-Q, as filed with the SEC. ● 2Estimated GROWING LOANS & FEE INCOME CONTROLLING EXPENSES MAINTAINING ASSET QUALITY MANAGING CAPITAL POSITIONED FOR RISING RATES • Positioned in faster growing markets and industries• Focus on cross-sell to drive fee income • Continued tight expense control while making necessary investments • Strong Capital base; Basel III Common Equity Tier 1 Capital: 10.53%2• Continue share buyback; Increased dividend in 3Q15 • Strong credit culture leads to solid credit metrics• Weathered cycle well relative to peers • 200 bps increase in rates expected to result in >10% increase in net interest income1
Appendix 2,539 2,496 2,316 2,249 2,111 4Q14 1Q15 2Q15 3Q15 4Q15 20 Energy Line of Business30+ Years experience with strong performance through past cycles 12/31/15 ● 1Commitments totaling ~$200MM Natural Gas 13% Oil40% Mixed17% ~130 customers Hedged 50% or more of revenue: • Up to one year = 59% of customers• Over one year = 30% of customers Fall redeterminations: • Borrowing bases declined ~10% on average • 45% of borrowers had same or better loan-to-value ratios Collateral deficiencies: • 7 relationships1 totaling ~$30MM in deficiencies • Typical deficiency amortizes over 6 months Natural Gas11 % Oil40% Mixed18% Service16% Midstream15% Exploration & Production 69% or $2,111 Customer-Base Predominantly E&P($ in millions; Period-end) Total$3,070 E&P portfolio statistics
566 535 530 513 480 4Q14 1Q15 2Q15 3Q15 4Q15 21 12/31/15 ● 1Other businesses (not included in our Energy business line) that have a sizable portion of their revenue related to energy or could be otherwise disproportionately negatively impacted by prolonged low oil and gas prices. General Middle Market-TX 48% Corp Banking 22% Small Business 13% TLS 10% Other 7% ~110 Energy-related Customers1($ in millions; Period-end) Total$624 780 741 722 614 624 4Q14 1Q15 2Q15 3Q15 4Q15 ~10% ~25% ~40% ~25% Mixed18% ~60 Energy Services Customers($ in millions; Period-end) Proprietary Services & Manufacturing Products Wellsite Service & Equipment Early Stage Services & Commodity Products Pipeline, Refinery & Industrial Uses Total $480Exploration Production Energy Services and Energy-RelatedGranular, contracting portfolios 22 12/31/15 ● 1Source: Mortgage Bankers Association (MBA) Mortgage Finance Forecast as of 1/20/16 ● 2$ in billions; 4Q15 estimated ● 3Based on MBA annual mortgage origination estimates 566 614 923 1,53 5 1,48 3 1,50 7 1,9 96 2,09 4 1,73 7 1,81 5 1,60 5 1,10 9 886 1 ,319 1, 595 1,39 7 1,39 9 2 ,089 2,13 6 1,74 2 200 300 400 500 600 700 800 900 1Q1 1 2Q1 1 3Q1 1 4Q1 1 1Q1 2 2Q1 2 3Q1 2 4Q1 2 1Q1 3 2Q1 3 3Q1 3 4Q1 3 1Q1 4 2Q1 4 3Q1 4 4Q1 4 1Q1 5 2Q1 5 3Q1 5 4Q1 5 Actual MBAMortgageOriginationVolumes Average Loans($ in millions) Mortgage Banker Finance50 Years experience with reputation for consistent, reliable approach MBA Mortgage Originations Forecast1($ in billions) 330 395 381 380 320 372 367 321 1Q15Actual 2Q15Actual 3Q15Actual 4Q15 1Q16 2Q16 3Q16 4Q16 Purchase Refinance 1,2 Provide warehouse financing: bridge from residential mortgage origination to sale to end market Extensive backroom provides collateral monitoring and customer service Focus on full banking relationships Granular portfolio with 100+ relationships Market share approx. doubled over past five years3 Underlying mortgages are typically related to home purchases as opposed to refinancesAs of 4Q15: • Comerica: ~75% purchase • Industry: 53% purchase1
Comerica (NYSE:CMA)
Historical Stock Chart
From Mar 2024 to Apr 2024
Comerica (NYSE:CMA)
Historical Stock Chart
From Apr 2023 to Apr 2024
