-----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, Gc3D3jS53XYZe+sFvVFZC4ZP5hokV+/TB83kK6C3R7bde6ZPug+VbECedx4tV1Nz aVd9gFNJaVCjWV+RuKX4QA== /in/edgar/work/0000950124-00-007221/0000950124-00-007221.txt : 20001130 0000950124-00-007221.hdr.sgml : 20001130 ACCESSION NUMBER: 0000950124-00-007221 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20001128 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20001129 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMERICA INC /NEW/ CENTRAL INDEX KEY: 0000028412 STANDARD INDUSTRIAL CLASSIFICATION: [6021 ] IRS NUMBER: 381998421 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-10706 FILM NUMBER: 780317 BUSINESS ADDRESS: STREET 1: 411 W LAFAYETTE CITY: DETROIT STATE: MI ZIP: 48226-3509 BUSINESS PHONE: 3132229743 MAIL ADDRESS: STREET 1: 411 W LAFAYETTE CITY: DETROIT STATE: MI ZIP: 48226-3509 FORMER COMPANY: FORMER CONFORMED NAME: DETROITBANK CORP DATE OF NAME CHANGE: 19850311 8-K 1 k58854e8-k.txt FORM 8-K 1 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): November 28, 2000 COMERICA INCORPORATED (Exact Name of Registrant as Specified in its Charter)
Delaware 1-10706 38-1998421 -------- ------- ---------- (State or other jurisdiction of (Commission File Number) (IRS Employer Identification Number) Incorporation)
Comerica Tower at Detroit Center 500 Woodward Avenue, MC 3391 Detroit, Michigan 48226 ------------------------------ (Address of principal executive offices) (zip code) (800) 521-1190 --------------------------------------------------------------------------- (Registrant's telephone number, including area code) 2 ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE Comerica Incorporated, a Delaware corporation ("Comerica"), on November 28, 2000, filed declarations on its behalf and on behalf of its wholly-owned subsidiary, Comerica Holdings Incorporated, to become financial holding companies under Section 4(1)(i) of the Bank Holding Company Act and Section 225.82 of the Federal Reserve Board's Regulation Y. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial statements of businesses acquired. - Not Applicable (b) Pro forma financial information. - Not Applicable (c) Exhibits. 99.1 Letter to the Federal Reserve Bank of Chicago dated November 28, 2000, stating the election of Comerica Incorporated to become a financial holding company under Section 4(1)(i) of the Bank Holding Company Act and Section 225.82 of the Board's Regulation Y. 99.2 Letter to Federal Reserve Bank of Chicago dated November 28, 2000 stating the election of Comerica Holdings Incorporated, wholly-owned subsidiary of Comerica Incorporated to become a financial holding company under Section 4(1)(i) of the Bank Holding Company Act and Section 225.82 of the Board's Regulation Y. SIGNATURE 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 hereunder duly authorized. COMERICA INCORPORATED By: /s/ Mark W. Yonkman ----------------------------------- Name: Mark W. Yonkman Title: First Vice President, Assistant General Counsel and Assistant Secretary November 29, 2000 3 EXHIBIT INDEX (c) Exhibits. 99.1 Letter to the Federal Reserve Bank of Chicago dated November 28, 2000, stating the election of Comerica Incorporated to become a financial holding company under Section 4(1)(i) of the Bank Holding Company Act and Section 225.82 of the Board's Regulation Y. 99.2 Letter to Federal Reserve Bank of Chicago dated November 28, 2000 stating the election of Comerica Holdings Incorporated, wholly-owned subsidiary of Comerica Incorporated to become a financial holding company under Section 4(1)(i) of the Bank Holding Company Act and Section 225.82 of the Board's Regulation Y. EX-99.1 2 k58854ex99-1.txt LETTER TO THE FEDERAL RESERVE BANK 1 EXHIBIT 99.1 Comerica Tower at Detroit Center Corporate Legal Department 500 Woodward Avenue, 33rd Floor Detroit, Michigan 48226 (313) 222-7464 (313) 222-9480 - Facsimile Julius L. Loeser Senior Vice President and Deputy General Counsel VIA FACSIMILE (312)-913-2479 & VIA AIRBORNE EXPRESS November 28, 2000 Jack Wixted, Senior Vice President Federal Reserve Bank of Chicago 230 South LaSalle Street Chicago, IL 60604-1413 Re: Declaration of Election to be Financial Holding Company Dear Mr. Wixted: We are filing on behalf of Comerica Incorporated, currently a bank holding company, pursuant to Section 4(l)(i) of the Bank Holding Company Act (12 U.S.C.ss.1843 (l)(i)) and Section 225.82 of the Board's Regulation Y, this written declaration of its election to become a financial holding company. 1. Statement Election Comerica Incorporated elects to be a financial holding company. 2. Company and Each Depository Institution Subsidiary The name of the company is Comerica Incorporated. The address of its head office is 500 Woodward Avenue, Detroit, Michigan 48226. The name and address of each depository institution subsidiary is: a.) Comerica Bank 500 Woodward Avenue Detroit, Michigan 48226 2 Jack Wixted, Senior Vice President Federal Reserve Bank of Chicago November 28, 2000 Page 2 b.) Comerica Bank-California 333 W. Santa Clara Street San Jose, California 95113 c.) Comerica Bank-Texas Thanksgiving Tower 1601 Elm Street Dallas, Texas 72201 d.) Comerica Bank, N.A. 3450 West Central Avenue Suite 230 Toledo, Ohio 43606 e.) Comerica Bank & Trust, N.A. 101 North Main Street Ann Arbor, Michigan 48104 3. Capitalization I hereby certify that all depository institutions controlled by the company are well capitalized as of this date. 4. Capital Ratios The capital ratios for all relevant capital measures as of the close of the previous quarter for each depository institution controlled by the company on this date are set forth in the attachment to this letter. 5. Management The undersigned hereby certifies that all depository institutions controlled by the company are "well-managed", as of the date of this letter. 3 Jack Wixted, Senior Vice President Federal Reserve Bank of Chicago November 28, 2000 Page 3 Thank you for your consideration of this declaration. If you have any questions about what we propose, we would be pleased to answer them. Best wishes, /s/ Julius L. Loeser cc: Mitchell Doepke 4 Jack Wixted, Senior Vice President Federal Reserve Bank of Chicago November 28, 2000 Page 4 bcc: Ralph Babb Marvin Elenbaas Michael Fidler John Gonzalez George Madison Ronald Marks Michael Michalak Eugene Miller Jay Oberg Thomas Ogden Mark Yonkman 5 Summary of Risk-Based Capital and Leverage Ratios September 30, 2000
Tier 1 Tier 2 Risk-adj. Adj. Total Leverage Tier I Total Capital Capital Assets Assets (i) Ratio (2) Ratio Ratio ------- ------- --------- ---------- --------- ------ ----- Comerica Consolidated 3,501,522 2,018,126 49,795,692 40,191,509 8.71% 7.03% 11.08% Comerica Bank 2,826,598 1,702,353 40,186,867 32,325,393 8.74% 7.03% 11.27% Comerica Bank - Texas 401,711 148,045 3,815,643 3,758,472 10.69% 10.53% 14.41% Comerica Bank - California 457,543 207,538 6,198,916 5,134,600 8.91% 7.38% 10.73% Comerica Bank, N,A. 8,845 -- 2,346 10,241 86.37% 377.02% 377.02% Comerica Bank & Trust, N.A. 1,124 -- 508 1,495 75.18% 221.26% 221.26%
(1) Adjusted total assets are defined as the quarterly average total assets reported on the FRY-9C or the call report, less goodwill and other intangibles acquired after February, 1992. (2) Tier 1 capital divided by adjusted total assets. EX-99.2 3 k58854ex99-2.txt LETTER TO THE FEDERAL RESERVE BANK 1 EXHIBIT 99.2 Comerica Tower at Detroit Center Corporate Legal Department 500 Woodward Avenue, 33rd Floor Detroit, Michigan 48226 (313) 222-7464 (313) 222-9480 - Facsimile Julius L. Loeser Senior Vice President and Deputy General Counsel VIA FACSIMILE (312)-913-2479 & VIA AIRBORNE EXPRESS November 28, 2000 Jack Wixted, Senior Vice President Federal Reserve Bank of Chicago 230 South LaSalle Street Chicago, IL 60604-1413 Re: Declaration of Election to be Financial Holding Company Dear Mr. Wixted: We are filing on behalf of Comerica Holdings Incorporated, currently a bank holding company, pursuant to Section 4(l)(i) of the Bank Holding Company Act (12 U.S.C.ss.1843 (l)(i)) and Section 225.82 of the Board's Regulation Y, this written declaration of its election to become a financial holding company. 1. Statement Election Comerica Holdings Incorporated elects to be a financial holding company. 2. Company and Each Depository Institution Subsidiary The name of the company is Comerica Holdings Incorporated. The address of its head office is 500 Woodward Avenue, Detroit, Michigan 48226. The name and address of each depository institution subsidiary is: a.) Comerica Bank-California 333 W. Santa Clara Street San Jose, California 95113 2 Jack Wixted, Senior Vice President Federal Reserve Bank of Chicago November 28, 2000 Page 2 b.) Comerica Bank-Texas Thanksgiving Tower 1601 Elm Street Dallas, Texas 72201 3. Capitalization I hereby certify that all depository institutions controlled by the company are well capitalized as of this date. 4. Capital Ratios The capital ratios for all relevant capital measures as of the close of the previous quarter for each depository institution controlled by the company on this date are set forth in the attachment to this letter. 5. Management The undersigned hereby certifies that all depository institutions controlled by the company are "well-managed", as of the date of this letter. Thank you for your consideration of this declaration. If you have any questions about what we propose, we would be pleased to answer them. Best wishes, /s/ Julius L. Loeser cc: Mitchell Doepke 3 Jack Wixted, Senior Vice President Federal Reserve Bank of Chicago November 28, 2000 Page 3 bcc: Ralph Babb Marvin Elenbaas Michael Fidler John Gonzalez George Madison Ronald Marks Michael Michalak Eugene Miller Jay Oberg Thomas Ogden Mark Yonkman 4 Summary of Risk-Based Capital and Leverage Ratios September 30, 2000
Tier 1 Tier 2 Risk-adj. Adj. Total Leverage Tier I Total Capital Capital Assets Assets (i) Ratio (2) Ratio Ratio ------- ------- --------- ---------- --------- ------ ----- Comerica Bank - Texas 401,711 148,045 3,815,643 3,758,472 10.69% 10.53% 14.41% Comerica Bank - California 457,543 207,538 6,198,916 5,134,600 8.91% 7.38% 10.73%
(1) Adjusted total assets are defined as the quarterly average total assets reported on the FRY-9C or the call report, less goodwill and other intangibles acquired after February, 1992. (2) Tier 1 capital divided by adjusted total assets. -----END PRIVACY-ENHANCED MESSAGE-----