-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Uq0vTv9eokaCvFS6IPiwShZ6LJIYFtQOm0Os/gpGOdpM7amhx8AmRKwZy9SzkyFE J0/LIaCOS5n3nw0cumd16Q== 0000931763-00-001231.txt : 20000512 0000931763-00-001231.hdr.sgml : 20000512 ACCESSION NUMBER: 0000931763-00-001231 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000331 FILED AS OF DATE: 20000511 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NATIONAL COMMERCE BANCORPORATION CENTRAL INDEX KEY: 0000101844 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 620784645 STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-06094 FILM NUMBER: 625511 BUSINESS ADDRESS: STREET 1: ONE COMMERCE SQ CITY: MEMPHIS STATE: TN ZIP: 38150 BUSINESS PHONE: 9015233242 MAIL ADDRESS: STREET 1: ONE COMMERCE SQ CITY: MEMPHIS STATE: TN ZIP: 38150 FORMER COMPANY: FORMER CONFORMED NAME: UNITED TENNESSEE BANCSHARES CORP DATE OF NAME CHANGE: 19780820 FORMER COMPANY: FORMER CONFORMED NAME: UNITED TENNESSEE BANSHARES CORP DATE OF NAME CHANGE: 19780525 10-Q 1 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------------------------- FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2000 Commission file number 0-6094 ------ NATIONAL COMMERCE BANCORPORATION -------------------------------- (Exact name of registrant as specified in its charter) Tennessee 62-0784645 ---------- ---------- (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) One Commerce Square Memphis, Tennessee 38150 ------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number including area code - (901)523-3434 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No --- --- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Common Stock, $2 par value -- 108,071,836 shares as of May 1, 2000 PART I. FINANCIAL INFORMATION - ------------------------------ Item 1. Financial Statements -------------------- NATIONAL COMMERCE BANCORPORATION Consolidated Balance Sheets -------------------------------- (In Thousands)
March 31 Dec. 31 2000 1999 ---------- ---------- (unaudited) ASSETS ------ Cash and cash equivalents: Interest-bearing deposits with other banks $ 32,784 $ 21,156 Cash and non-interest bearing deposits 190,375 179,082 Federal funds sold and securities purchased under agreements to resell 80,999 61,058 ---------- ---------- Total cash and cash equivalents 304,158 261,296 ---------- ---------- Securities: Available-for-sale 624,389 553,928 Held-to-maturity 1,907,970 1,759,383 ---------- ---------- Total securities 2,532,359 2,313,311 ---------- ---------- Trading account securities 28,754 30,294 Loans, net of unearned discounts 4,066,030 3,985,789 Less allowance for loan losses 59,090 59,597 ---------- ---------- Net loans 4,006,940 3,926,192 ---------- ---------- Premises and equipment, net 47,093 47,830 Broker/dealer customer receivables 29,381 25,047 Other assets 231,335 202,203 ---------- ---------- Total assets $7,180,020 $6,806,173 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY ------------------------------------ Liabilities: Deposits: Non-interest bearing deposits $ 458,744 $ 454,146 Interest-bearing deposits 4,137,397 4,041,754 ---------- ---------- Total deposits 4,596,141 4,495,900 Short-term borrowings 805,837 883,038 Accounts payable and accrued liabilities 122,702 99,241 Federal Home Loan Bank advances 1,035,635 714,335 Long-term debt 6,372 6,372 ---------- ---------- Total liabilities 6,566,687 6,198,886 ---------- ---------- Capital trust pass-through securities 49,912 49,909 Stockholders' equity: Common stock 216,212 216,446 Additional paid-in capital 85,106 90,230 Retained earnings 271,699 253,940 Accumulated other comprehensive loss (9,596) (3,238) ---------- ---------- Total stockholders' equity 563,421 557,378 Total liabilities and --------- --------- stockholders' equity $7,180,020 $6,806,173 ========== ==========
See notes to consolidated financial statements. 1 NATIONAL COMMERCE BANCORPORATION Consolidated Statements of Income -------------------------------- (Unaudited) (In Thousands, Except per Share Data)
For the three months ended March 31 ------------------ 2000 1999 -------- -------- Interest income: Loans $ 86,324 $ 71,488 Securities: Taxable 38,300 32,732 Non-taxable 3,027 3,155 Trading account securities 476 649 Deposits at banks 259 349 Other 1,489 856 -------- -------- Total interest income 129,875 109,229 -------- -------- Interest expense: Deposits 45,854 36,799 Federal Home Loan Bank advances 12,050 8,967 Long-term debt 92 90 Federal funds purchased and securities sold under agreements to repurchase 11,106 7,998 -------- -------- Total interest expense 69,102 53,854 -------- -------- Net interest income 60,773 55,375 Provision for loan losses 2,178 2,539 -------- -------- Net interest income after provision for loan losses 58,595 52,836 -------- -------- Other income: Trust service income 2,363 2,575 Service charges on deposits 6,385 4,914 Other service charges and fees 5,922 4,826 Broker/dealer revenue 4,398 5,431 Securities gains 1 2 Other 5,170 3,847 -------- -------- Total other income 24,239 21,595 -------- -------- Other expenses: Salaries and employee benefits 19,695 19,168 Occupancy expense 3,478 3,364 Furniture and equipment expense 1,914 1,767 Other 14,880 13,306 -------- -------- Total other expenses 39,967 37,605 -------- -------- Income before income taxes 42,867 36,826 Income taxes 13,751 11,937 -------- -------- Net income $ 29,116 $ 24,889 ======== ======== Net income per share - basic $.27 $.24 Net income per share - diluted $.27 $.23 Dividends per share of common stock $.105 $.09
See notes to consolidated financial statements. 2 NATIONAL COMMERCE BANCORPORATION Consolidated Statements of Cash Flows ------------------------------------- (In Thousands)
For the Three Months Ended March 31 ---------- ----------- 2000 1999 --------- --------- (Unaudited) Operating activities: Net income $ 29,116 $ 24,889 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Provision for loan losses 2,182 2,539 Depreciation and amortization 2,368 4,544 Amortization of security premiums and accretion of discounts, net (149) 80 Realized securities (gains) losses (1) (2) Deferred income taxes (benefit) (3,843) 868 Change in assets and liabilities: (Increase) decrease in trading account securities 1,540 22,161 (Increase) decrease in broker/dealer customer receivables (4,334) (39,661) (Increase) decrease in other assets (25,743) (3,652) Increase (decrease) in accounts payable and accrued expenses 22,013 34,011 --------- --------- Net cash provided by (used in) operating activities 23,149 45,777 --------- --------- Investing activities: Proceeds from the maturities of securities 14,190 109,498 Proceeds from sales of securities 0 1,168 Purchases of securities (237,026) (311,343) Net (increase) decrease in loans (82,927) (23,974) Purchase of premises and equipment (1,177) (7,387) --------- --------- Net cash provided by (used in) investing activities (306,940) (232,038) --------- --------- Financing activities: Net increase (decrease) in demand deposits, NOW accounts and savings accounts (30,007) (102,394) Net increase (decrease) in certificates of deposit 130,248 89,682 Net increase (decrease) in federal funds purchased and securities sold under agreements to repurchase (77,201) 127,926 Increase (decrease) in Federal Home Loan Bank advances 321,300 46,063 Proceeds from exercise of stock options 1,649 1,619 Issuance of common stock and other 696 638 Repurchases of common stock (8,671) (4,645) Cash dividends paid (11,361) (9,128) --------- --------- Net cash provided by (used in) financing activities 326,653 149,761 --------- --------- Increase (decrease) in cash and cash equivalents 42,862 (36,500) Cash and cash equivalents at beginning of period 261,296 335,862 --------- --------- Cash and cash equivalents at end of period $ 304,158 $ 299,362 ========= =========
See notes to consolidated financial statements. 3 NATIONAL COMMERCE BANCORPORATION -------------------------------- Notes to Consolidated Financial Statements ------------------------------------------ March 31, 2000 ---------------- (Unaudited) --------- Note A - Basis of Presentation - ------------------------------ The consolidated balance sheet at December 31, 1999 has been derived from the audited financial statements at that date. The accompanying unaudited interim consolidated financial statements reflect all adjustments (consisting only of normally recurring accruals) which are, in the opinion of management, necessary for a fair statement of the results for the interim periods presented. The statements should be read in conjunction with the summary of accounting policies and notes to consolidated financial statements included in the Registrant's annual report for the year ended December 31, 1999. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted in accordance with the rules of the Securities and Exchange Commission. During third quarter, 1999, the Company acquired First Financial Corporation of Mt. Juliet, Tennessee, and Nashville-based Southeastern Mortgage of Tennessee. These acquisitions, which were accounted for using the pooling-of-interests method, are incorporated into reported results. For comparative purposes, all prior period results are restated to include these acquisitions. Note B - Segment Information - ---------------------------- The Company operates three principal lines of business. The commercial banking segment includes lending and related financial services to large-and medium-sized corporations. Included among these services are several specialty services such as real estate finance, asset based lending and residential construction. The retail banking segment includes sales and distribution of financial products and services to individuals. These products and services include loan products such as residential mortgages, home equity lending, automobile and other personal financing needs. Retail banking also offers various deposit products that are designed for customers' saving and transaction needs. The financial services segment includes balance sheet management activities including oversight of the investment portfolio, non-deposit based funding, interest rate risk management, income from transaction processing, in-store consulting/licensing and specialty leasing. The accounting policies of the individual segments are the same as those of the Company described in Note A. Transactions between business segments are conducted at fair value and are eliminated for reporting consolidated financial position and results of operations. Each segment's balance sheet is adjusted to reflect its net funding position. Assets are increased if excess funds are provided; liabilities are increased if funds are needed to support assets. Each segment's net interest income is affected by the internal transfer rate assigned to its net funding position, which rate is equivalent to the Company's average external cost of funds. Interest income for tax-exempt loans and securities is adjusted to a taxable equivalent basis. Expenses for centrally provided services such as deposit servicing, data processing, technology and loan servicing and underwriting are allocated to each segment based upon various statistical information. Other indirect costs, such as management overhead and corporate support, are also allocated to each segment based upon various statistical information. The portion of the provision for loan losses that is not related to specific net charge- offs is allocated to the segment based upon loan growth. There are no significant intersegment revenues. Performance is assessed primarily on net interest margin by the chief operating decision makers. 4 The following tables present condensed income statements and average assets for each reportable segment.
Quarter Ended March 31, 2000: Commercial Retail Financial Banking Banking Services Total ---------- ---------- ---------- ---------- Net interest margin $ 13,622 $ 27,222 $ 23,975 $ 64,819 Provision for loan losses (190) (1,925) (63) (2,178) ---------- ---------- ---------- ---------- Net interest income after provision 13,432 25,297 23,912 62,641 Non-interest income 732 2,880 20,627 24,239 Non-interest expense (3,274) (10,544) (26,149) (39,967) ---------- ---------- ---------- ---------- Net income before taxes 10,890 17,633 18,390 46,913 Income taxes (4,131) (6,689) (6,977) (17,797) ---------- ---------- ---------- ---------- Net income $ 6,759 $ 10,944 $ 11,413 $ 29,116 ========== ========== ========== ========== Average assets $1,052,699 $3,255,547 $2,767,304 $7,075,550 Quarter Ended March 31, 1999: Commercial Retail Financial Banking Banking Services Total ---------- ---------- ---------- ---------- Net interest margin $ 15,154 $ 32,030 $ 11,533 $ 58,717 Provision for loan losses (911) (1,585) (43) (2,539) ---------- ---------- ---------- ---------- Net interest income after provision 14,243 30,445 11,490 56,178 Non-interest income 638 4,341 16,616 21,595 Non-interest expense (3,676) (20,427) (13,502) (37,605) ---------- ---------- ---------- ---------- Net income before taxes 11,205 14,359 14,604 40,168 Income taxes (4,262) (5,462) (5,555) (15,279) ---------- ---------- ---------- ---------- Net income $ 6,943 $ 8,897 $ 9,049 $ 24,889 ========== ========== ========== ========== Average assets $1,009,242 $2,645,227 $2,496,975 $6,151,444
Note C - Earnings Per Share - --------------------------- The following table sets forth the computation of basic and diluted earnings per share:
Three Months Ended ------------------ March 31 -------- In Thousands, Except Per Share Data 2000 1999 -------- -------- Numerator: Net income $ 29,116 $ 24,889 ======== ======== Denominator: Denominator for basic earnings per share - weighted average shares 108,277 104,479 Dilutive potential common shares - Employee stock options 1,468 2,118 -------- -------- Denominator for diluted earnings per share - adjusted weighted average and assumed conversions 109,745 106,597 ======== ======== Basic earnings per share $ .27 $ .24 Diluted earnings per share $ .27 $ .23
5 Note D - Comprehensive Income - ----------------------------- During the first quarter of 2000 and 1999, total comprehensive income amounted to $22,758 and $23,461, respectively. Note E - Pending Acquisitions - ----------------------------- The Company and CCB Financial Corporation announced March 20 a definitive merger of equals agreement. The transaction will be accounted for as a pooling of interests. The combined company, which will retain the name National Commerce Bancorporation, will be headquartered in Memphis, Tennessee, with its operations headquarters in Durham, North Carolina. The combined company will have assets of approximately $15 billion. The merger, which has been unanimously approved by the boards of directors of both companies, is conditioned upon standard regulatory and shareholder approvals and is expected to close in the third quarter of 2000. NCBC completed its acquisition of Piedmont Bancorp., Inc., the holding company of Hillsborough Savings Bank, Inc. SSB during April 2000. Hillsborough Savings Bank is a $147 million-asset bank. The transaction will be accounted for as an immaterial pooling of interests. 6 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS --------------------------------------------------------------- The purpose of this discussion is to focus on important factors affecting the Company's financial condition and results of operations. Reference should be made to the consolidated financial statements (including the notes thereto) for an understanding of the following discussion and analysis. In this discussion, net interest income and net interest margin are presented on a fully taxable equivalent basis. During third quarter, 1999, the Company acquired First Financial Corporation of Mt. Juliet, Tennessee, and Nashville-based Southeastern Mortgage of Tennessee. These acquisitions, which were accounted for using the pooling-of-interests method, are incorporated into reported results. For comparative purposes, all prior period results are restated to include these acquisitions. All per share data is adjusted to reflect all stock dividends and stock splits declared. The Private Securities Litigation Reform Act of 1995 (the "Act") provides a safe harbor for forward-looking statements made by or on behalf of the Company. All statements in this Report on Form 10-Q that are not historical facts or that express expectations and projections with respect to future matters are "forward-looking statements" for the purpose of the safe harbor provided by the Act. The Company cautions readers that such "forward-looking statements," including, without limitation, those relating to future business initiatives and prospects, revenues, working capital, liquidity, capital needs, interest costs and income, and "Year 2000" remediation efforts, wherever they occur in this document or in other statements attributable to the Company, are necessarily estimates reflecting the best judgment of the Company's senior management. Such statements involve a number of risks and uncertainties that could cause actual results to differ materially from those suggested by the "forward-looking statements." Such "forward-looking statements" should, therefore be considered in light of various important factors, including those set forth in this document. Important factors currently known to management that could cause actual results to differ materially from those in forward-looking statements include significant fluctuations in interest rates, inflation, economic recession, significant changes in the federal and state legal and regulatory environment, significant underperformance in the Company's portfolio of outstanding loans, and competition in the Company's markets. Other factors set forth from time to time in the Company's reports and registration statements filed with the Securities and Exchange Commission should also be considered. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time. Financial Condition - ------------------- Following is a comparison of the March 31, 2000 and December 31, 1999 consolidated balance sheets. In the asset section, total loans, net of unearned discounts increased by $80.2 million or 2.0% compared to December 31, 1999 levels. Commercial loans decreased by $9.8 million or 1.4%. Real estate construction loans increased by $18.2 million or 6.4% reflecting current demand. Real estate mortgage loans increased by $67.0 million or 4.1% and consumer loans increased $3.2 million or .2%, reflecting lower interest rates and the competitive refinancing environment. Securities increased by $219 million or 9.5% from year-end 1999. Securities held to maturity increased by $148.6 million or 8.4%, and securities available for sale increased $70.5 million or 12.7%, reflecting current portfolio investment strategies, and current market conditions. Federal funds sold and securities purchased under agreements to resell increased by $19.9 million or 32.7% from December 31, 1999 levels, reflecting excess funds that otherwise were not employed in loans or securities at March 31, 2000. Trading account securities decreased by $1.5 million or 5.1% from year-end 1999 levels. This decrease reflects the trading activity generated by NBC Capital Markets Group, Inc., the Company's broker/dealer subsidiary, which fluctuates from 7 time to time. Broker/dealer customer receivables increased $4.3 million or 17.3%. In the liability section, total deposits increased by $100.2 million or 2.2%, principally as a result of a $111.2 million or an 8.3% increase to certificates of deposit greater than $100,000 and a $19.1 million or 1.9% increase to certificate of deposit less than $100,000 which were partially offset by a $46.3 million or 4.0% decrease in money market savings accounts. Federal funds purchased and securities sold under agreements to repurchase decreased $77.2 million or 8.7% from year-end 1999 levels. This category of liabilities fluctuates with the availability of overnight funds purchased from downstream correspondent banks. Federal Home Loan Bank advances increased $321 million or 45.0% from December 31, 1999. This increase is principally the result of asset/liability management decisions related to the current interest rate environment. Results of Operations - --------------------- Three Months Ended March 31, 2000, Compared to Three Months Ended March 31, 1999 - -------------------------------------------------------------------------------- Net income was $29,116,000 for the first quarter of 2000, a 17.0% increase over the $24,889,000 reported for the same period a year earlier. Diluted earnings per share were $.27, compared to $.23 per share in 1999, up 17.4%. Basic earnings per share were $.27, compared to $.24 per share in 1999, up 12.5%. Net interest income, the difference between interest earned on loans and investments and interest paid on interest-bearing liabilities, increased by $6,102,000 or 10.4% for the first quarter of 2000. This increase reflects a $21,350,000 or 19.0% increase in total interest income that more than offsets a $15,248,000 or 28.3% increase in interest expense. Interest income increased in 2000 due to an increase of $894,814,000 or 15.6% in total average earning assets and an increase in the yield on average earning assets from 7.94% to 8.11%. The increased volume of earning assets raised interest income by approximately $17,524,000, while the increased yield raised interest income by approximately $3,826,000. Interest expense increased in the first quarter of 2000, reflecting an increase in average interest-bearing liabilities of $829,911,000 or 16.4%, and an increase in the cost of interest-bearing liabilities from 4.31% to 4.71% caused generally by a rising interest rate environment. The increase in the rate paid on interest-bearing liabilities increased interest expense by approximately $6,434,000 and the increase in average outstandings raised interest expense by approximately $8,814,000. The net interest margin (taxable equivalent net interest income as a percentage of average earning assets) was 3.92% in first quarter 2000, compared to 4.14% in first quarter of 1999. The provision for loan losses in the first quarter of 2000 was $2,178,000, versus $2,539,000 for the first quarter of 1999. Net charge-offs were $2,685,000, or .27% of average loans compared to $2,039,000 or .24% of average loans in 1999. The allowance for loan losses totaled $59,090,000 at March 31, 2000, representing 1.45% of quarter-end net loans compared to $59,597,000 at March 31, 1999, representing 1.50% of quarter-end net loans. Following is a comparison of non-earning assets and loans past due 90 days or more for the quarters ended March 31, 1999, December 31, 1998, and March 31, 1998 (dollars in thousands): 8
3-31-00 12-31-99 3-31-99 -------- --------- -------- Non-accrual loans $ 1,207 $ 0 $ 182 Renegotiated loans 0 0 0 Other real estate 220 271 1,200 -------- --------- -------- Total non-earning assets $ 1,427 $ 271 $ 1,382 ======== ========= ======== Accruing loans past due 90 days or more $ 5,037 $ 5,470 $ 4,315 Percentage of total loans .12% .14% .13%
Non-interest income, excluding securities transactions, totaled $24,239,000 for the quarter, an increase of $2,644,000, or 12.2%, from last year's first quarter. The Company's broker/dealer revenue decreased $1,033,000 versus first quarter 1999, reflecting current market conditions. All other sources of non- interest income, including service charge income, trust service income, fuel card processing income, and supermarket sublicense income increased a net of $3,678,000 or 22.8%. Securities gains totaled $1,000 in first quarter 2000, compared to securities gains of $2,000 in 1999. Non-interest expenses (excluding the provision for loan losses) increased by $2,362,000 or 6.3% in first quarter, 2000, primarily reflecting increased employment and other expenses relating to new products and locations and increased promotional expenses of new loan and deposit gathering campaigns. The Company's annualized return on average assets and return on average equity were 1.65% and 20.60% respectively, for first quarter of 2000. These compared with 1999 first quarter returns of 1.62% and 22.80%, respectively. Liquidity and Capital Resources - ------------------------------- Interest-bearing bank balances, federal funds sold, trading account securities, and securities available for sale are the principal sources of short-term asset liquidity. Other sources of short-term liquidity include federal funds purchased and repurchase agreements, credit lines with other banks, and borrowings from the Federal Reserve Bank and the Federal Home Loan Bank. Maturing loans and securities are the principal sources of long-term asset liquidity. Total realized stockholders' equity increased by $6,043,000 from December 31, 1999. Retained earnings accounted for the majority of the increase. Through March 31, 2000, 8.9 million shares had been repurchased and cancelled under a stock repurchase program initiated in January, 1996, and extended in December, 1997, and December, 1999. The following capital ratios do not include the effect of FAS No. 115 and FAS No. 133 on Tier I capital, total capital, or total risk-weighted assets. As indicated in the following table, the Company and its banking subsidiaries exceeded all minimum required capital ratios for well-capitalized institutions at March 31, 1999.
3-31-00 12-31-99 3-31-99 ------- -------- ------- Total capital to risk-weighted assets 13.80% 13.75% 13.01% Tier I capital to risk-weighted assets 12.57% 12.50% 11.76% Tier I capital to assets (leverage ratio) 8.52% 8.86% 7.77%
Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK ---------------------------------------------------------- No significant changes since December 31, 1999. See Item 2 - "Management's Discussion and Analysis of Financial Condition and Results of Operations." 9 PART II. OTHER INFORMATION - --------------------------- Item 6. Exhibits and Reports on Form 8-K --------------------------------- a. Exhibits 27. Financial Data Schedule b. Reports on Form 8-K A current report on Form 8-K dated March 27, 2000 was filed under Item 5 Other Events discussing the proposed merger with CCB Financial Corporation. Exhibits to the Form 8-K included the 1999 audited financial statements of CCB Financial Corporation and the 1999 unaudited proforma combined condensed financial information as required by Regulation S-X. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. NATIONAL COMMERCE BANCORPORATION (Registrant) By /s/ Lewis E. Holland -------------------------------------- Lewis E. Holland Vice Chairman, Treasurer and Chief Financial Officer (Authorized Officer) (Principal Financial Officer) Date May 9, 2000 ------------ 10 EX-27 2 FINANCIAL DATA SCHEDULE
9 1,000 3-MOS 3-MOS DEC-31-2000 DEC-31-1999 JAN-01-2000 JAN-01-1999 MAR-31-2000 MAR-31-1999 190,375 192,165 32,784 22,076 80,999 85,121 28,754 40,576 624,389 935,302 1,907,970 1,417,413 1,804,098 1,417,755 4,066,030 3,393,979 59,090 53,518 7,180,020 6,296,354 4,596,141 4,182,274 1,807,277 727,304 122,702 115,659 40,567 784,045 563,421 437,173 0 0 0 0 0 0 7,180,020 6,296,354 86,324 71,488 41,327 35,887 2,224 1,854 129,875 109,229 45,854 36,799 23,248 17,055 60,773 55,375 2,178 2,539 1 2 39,967 37,605 42,867 36,826 42,867 36,826 0 0 0 0 29,116 24,889 .27 .24 .27 .23 3.92 4.14 1,207 182 5,037 4,315 6,300 0 0 0 59,597 53,018 3,560 2,887 875 848 59,09053,518 59,090 53,518 0 0 0 0 0
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