-----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, G7CQxVnSPlt2pBQsVCgSKkPovr2Q/aX5dT78cgG0BW9zvmVnOQ523AfaNLoK0YMT ivIFDdD/L5OFTQb1MfNF4w== 0000950114-95-000200.txt : 19951119 0000950114-95-000200.hdr.sgml : 19951119 ACCESSION NUMBER: 0000950114-95-000200 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950930 FILED AS OF DATE: 19951113 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MERCANTILE BANCORPORATION INC CENTRAL INDEX KEY: 0000064907 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 430951744 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-11792 FILM NUMBER: 95590597 BUSINESS ADDRESS: STREET 1: P O BOX 524 STREET 2: P O BOX 524 CITY: ST LOUIS STATE: MO ZIP: 63166-0524 BUSINESS PHONE: 3144252525 MAIL ADDRESS: STREET 1: P O BOX 524 CITY: ST LOUIS STATE: MO ZIP: 63166-0524 FORMER COMPANY: FORMER CONFORMED NAME: MERCANTILE TRUST CO DATE OF NAME CHANGE: 19720229 10-Q 1 MERCANTILE BANCORPORATION INC. FORM 10-Q 1 - ------------------------------------------------------------------------ - ------------------------------------------------------------------------ FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR QUARTER ENDED SEPTEMBER 30, 1995 COMMISSION FILE NUMBER 1-11792 MERCANTILE BANCORPORATION INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) MISSOURI 43-0951744 (STATE OF INCORPORATION) (IRS EMPLOYER IDENTIFICATION NO.) P.O. BOX 524 ST. LOUIS, MISSOURI 63166-0524 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (314) 425-2525 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 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. X ---- ---- YES 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, $5.00 PAR VALUE, 55,298,095 SHARES OUTSTANDING AS OF THE CLOSE OF BUSINESS ON OCTOBER 31, 1995. - ------------------------------------------------------------------------ - ------------------------------------------------------------------------ 2 INDEX PART I-FINANCIAL INFORMATION
PAGE NO. -------- Item 1-Financial Statements Consolidated Statement of Income Three months and nine months ended September 30, 1995 and 1994 3 Consolidated Balance Sheet September 30, 1995 and 1994, and December 31, 1994 4 Consolidated Statement of Changes in Shareholders' Equity Nine months ended September 30, 1995 and 1994 5 Consolidated Statement of Cash Flows Nine months ended September 30, 1995 and 1994 6 Item 2-Management's Discussion and Analysis of Financial Condition and Results of Operations 8 PART II-OTHER INFORMATION Item 6-Exhibits and Reports on Form 8-K Signature Exhibit Index
2 3 PART I. FINANCIAL INFORMATION Item 1. Financial Statements. MERCANTILE BANCORPORATION INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF INCOME (THOUSANDS EXCEPT PER COMMON SHARE DATA)
THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30 SEPTEMBER 30 1995 1994 1995 1994 ---- ---- ---- ---- INTEREST INCOME Interest and fees on loans and leases $229,824 $193,848 $673,759 $551,430 Investments in debt and equity securities Trading 57 127 328 345 Taxable 52,475 50,420 153,571 153,982 Tax-exempt 5,176 5,461 16,190 16,297 -------- -------- -------- -------- Total 57,708 56,008 170,089 170,624 Due from banks-interest bearing 754 357 1,310 2,481 Federal funds sold and repurchase agreements 3,481 1,889 9,246 5,735 -------- -------- -------- -------- Total Interest Income 291,767 252,102 854,404 730,270 INTEREST EXPENSE Interest bearing deposits 111,416 79,746 307,053 235,635 Foreign deposits 3,201 1,636 9,707 2,936 Short-term borrowings 22,101 13,514 67,007 29,022 Bank notes 4,017 - 9,774 - Long-term debt 5,415 5,699 16,556 17,346 -------- -------- -------- -------- Total Interest Expense 146,150 100,595 410,097 284,939 -------- -------- -------- -------- NET INTEREST INCOME 145,617 151,507 444,307 445,331 PROVISION FOR POSSIBLE LOAN LOSSES 8,312 8,951 28,928 26,374 -------- -------- -------- -------- NET INTEREST INCOME AFTER PROVISION FOR POSSIBLE LOAN LOSSES 137,305 142,556 415,379 418,957 OTHER INCOME Trust 16,548 14,517 48,252 46,560 Service charges 16,852 17,737 50,062 52,089 Credit card fees 3,361 6,378 14,169 18,087 Securitization revenue 8,397 - 12,920 - Mortgage banking 2,343 2,297 6,763 8,581 Investment banking and brokerage 2,196 1,882 5,582 6,597 Securities gains 1,653 341 3,672 2,168 Other 14,340 8,994 40,060 25,343 -------- -------- -------- -------- Total Other Income 65,690 52,146 181,480 159,425 OTHER EXPENSE Salaries 55,168 51,008 157,503 153,247 Employee benefits 12,655 12,276 38,322 37,554 Net occupancy 8,959 8,135 24,275 23,664 Equipment 9,937 9,129 29,272 28,173 Other 32,816 39,577 107,572 117,502 -------- -------- -------- -------- Total Other Expense 119,535 120,125 356,944 360,140 -------- -------- -------- -------- INCOME BEFORE INCOME TAXES 83,460 74,577 239,915 218,242 INCOME TAXES 26,763 26,417 81,156 78,033 -------- -------- -------- -------- NET INCOME $ 56,697 $ 48,160 $158,759 $140,209 ======== ======== ======== ======== PER COMMON SHARE DATA Average shares outstanding 55,150,062 52,069,711 53,629,980 51,900,015 Net income $1.02 $.92 $2.95 $2.68 Dividends declared .33 .28 .99 .84 Earnings per common share calculated by dividing net income, after deducting dividends on preferred stock, by weighted average common shares outstanding.
3 4 MERCANTILE BANCORPORATION INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET (THOUSANDS)
SEPT. 30 DEC. 31 SEPT. 30 1995 1994 1994 -------- ------- -------- ASSETS Cash and due from banks $ 822,849 $ 770,710 $ 755,380 Due from banks-interest bearing 97,473 29,166 22,819 Federal funds sold and repurchase agreements 179,778 128,264 231,279 Investments in debt and equity securities Trading 4,696 14,299 17,290 Available-for-sale 768,422 416,059 648,403 Held-to-maturity (Estimated fair value of $3,094,938, $3,301,207 and $3,237,609, respectively) 3,074,207 3,413,142 3,290,624 ----------- ----------- ----------- Total Investments in Debt and Equity Securities 3,847,325 3,843,500 3,956,317 Loans held-for-sale 91,995 21,383 27,284 Loans and leases, net of unearned income 10,556,013 9,648,595 9,333,192 ----------- ----------- ----------- Total Loans and Leases 10,648,008 9,669,978 9,360,476 Reserve for possible loan losses (187,872) (194,515) (189,954) ----------- ----------- ----------- Net Loans and Leases 10,460,136 9,475,463 9,170,522 Bank premises and equipment 269,073 248,318 248,051 Due from customers on acceptances 1,593 6,609 5,928 Other assets 340,426 304,314 333,182 ----------- ----------- ----------- Total Assets $16,018,653 $14,806,344 $14,723,478 =========== =========== =========== LIABILITIES Deposits Non-interest bearing $ 1,798,605 $ 1,763,439 $ 1,678,270 Interest bearing 9,875,943 9,206,676 9,253,732 Foreign 160,736 219,135 92,704 ----------- ----------- ----------- Total Deposits 11,835,284 11,189,250 11,024,706 Federal funds purchased and repurchase agreements 1,611,392 1,495,540 1,535,425 Other short-term borrowings 394,906 315,425 458,017 Bank notes 250,000 100,000 - Long-term debt 304,280 298,664 300,415 Bank acceptances outstanding 1,593 6,609 5,928 Other liabilities 202,031 166,520 175,025 ----------- ----------- ----------- Total Liabilities 14,599,486 13,572,008 13,499,516 Commitments and contingent liabilities - - - SEPT. 30 DEC. 31 SEPT. 30 1995 1994 1994 -------- ------- -------- SHAREHOLDERS' EQUITY Preferred stock-no par value Shares authorized 5,000 5,000 5,000 Shares issued 15 15 15 12,153 12,153 12,153 Common stock-$5.00 par value Shares authorized 100,000 100,000 100,000 Shares issued 55,931 52,167 52,101 279,658 260,836 260,505 Capital surplus 216,757 166,878 165,769 Retained earnings 936,311 797,423 785,535 Treasury stock, at cost 598 94 - (25,712) (2,954) - ----------- ----------- ---------- Total Shareholders' Equity 1,419,167 1,234,336 1,223,962 ----------- ----------- ----------- Total Liabilities and Shareholders' Equity $16,018,653 $14,806,344 $14,723,478 =========== =========== ===========
4 5 MERCANTILE BANCORPORATION INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY ($ IN THOUSANDS)
COMMON STOCK --------------------- TOTAL OUTSTANDING PREFERRED CAPITAL RETAINED TREASURY SHAREHOLDERS' SHARES DOLLARS STOCK SURPLUS EARNINGS STOCK EQUITY ----------- ------- --------- ------- -------- -------- ------------- BALANCE AT DECEMBER 31, 1993, AS RESTATED 51,666,199 $258,332 $12,153 $161,188 $700,996 $ - $1,132,669 Net income 140,209 140,209 Common dividends declared: Mercantile Bancorporation Inc.-$.84 per share (36,199) (36,199) Pooled companies prior to acquisition (2,429) (2,429) Preferred dividends declared (908) (908) Issuance of common stock: Employee incentive plans 283,946 1,420 1,456 2,876 Convertible notes 138,991 695 2,911 3,606 Net fair value adjustment for available- for-sale securities (16,211) (16,211) Pre-merger transactions of pooled companies and other 11,450 58 214 77 349 ---------- -------- ------- -------- -------- -------- ---------- BALANCE AT SEPTEMBER 30, 1994 52,100,586 $260,505 $12,153 $165,769 $785,535 $ - $1,223,962 ========== ======== ======= ======== ======== ======== ========== BALANCE AT DECEMBER 31, 1994, AS REPORTED 43,207,524 $216,506 $ - $170,083 $684,615 $ (2,954) $1,068,250 Adjustment to reflect poolings-of-interests 8,865,829 44,330 12,153 (3,205) 112,808 - 166,086 ---------- -------- ------- --------- -------- -------- ---------- BALANCE AT DECEMBER 31, 1994, AS RESTATED 52,073,353 260,836 12,153 166,878 797,423 (2,954) 1,234,336 Net income 158,759 158,759 Common dividends declared: Mercantile Bancorporation Inc.-$.99 per share (50,557) (50,557) Pooled companies prior to acquisition (3,715) (3,715) Preferred dividends declared (765) (765) Issuance of common stock in acquisitions of: Southwest Bancshares, Inc. 674,975 3,375 625 9,797 13,797 AmeriFirst Bancorporation, Inc. 661,356 3,307 5,367 3,781 12,455 Plains Spirit Financial Corporation 1,301,180 2,639 22,930 27,701 53,270 Wedge Bank 969,954 4,850 1,649 7,314 13,813 Issuance of common stock for: Employee incentive plans 602,685 2,996 10,554 112 13,662 Convertible notes 331,075 1,655 6,935 8,590 Net fair value adjustment for available- for-sale securities 14,274 14,274 Purchase of treasury stock (1,280,700) (50,571) (50,571) Pre-merger transactions of pooled companies and other 1,819 1,819 ---------- -------- ------- -------- -------- -------- ---------- BALANCE AT SEPTEMBER 30, 1995 55,333,878 $279,658 $12,153 $216,757 $936,311 $(25,712) $1,419,167 ========== ======== ======= ======== ======== ======== ==========
5 6 MERCANTILE BANCORPORATION INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOWS (THOUSANDS)
NINE MONTHS ENDED SEPTEMBER 30 1995 1994 ---- ---- OPERATING ACTIVITIES Net income $ 158,759 $ 140,209 Adjustments to reconcile net income to net cash provided by operating activities Provision for possible loan losses 28,928 26,374 Depreciation and amortization 25,679 22,855 Provision for deferred income taxes 1,030 (1,400) Net change in loans held-for-sale (70,612) 114,184 Net change in accrued interest receivable (8,441) (8,509) Net change in accrued interest payable 24,611 (1,226) Other, net 1,318 (26,524) ---------- ---------- Net Cash Provided by Operating Activities 161,272 265,963 INVESTING ACTIVITIES Investments in debt and equity securities, other than trading securities Purchases (761,986) (1,036,494) Proceeds from maturities 866,095 996,035 Proceeds from sales of available-for-sale securities 147,309 234,814 Net change in loans and leases (813,136) (959,430) Purchases of loans and leases (105,234) (20,063) Proceeds from sales of loans and leases 558,980 165,231 Purchases of premises and equipment (38,802) (30,437) Proceeds from sales of premises and equipment 4,215 2,677 Proceeds from sales of foreclosed property 13,839 19,535 Cash and cash equivalents from acquisitions, net of cash paid 46,732 - Other, net 192 25,645 ---------- ---------- Net Cash Used by Investing Activities (81,796) (602,487) FINANCING ACTIVITIES Net change in non-interest bearing, savings, interest bearing demand and money market deposit accounts (390,376) (455,402) Net change in time certificates of deposit under $100,000 175,145 (198,524) Net change in time certificates of deposit $100,000 and over 129,832 10,970 Net change in other time deposits 96,280 6,330 Net change in foreign deposits (58,399) 66,619 Net change in short-term borrowings 102,981 791,049 Issuance of bank notes 150,000 - Issuance of long-term debt 2,996 75,000 Principal payments on long-term debt (14,399) (57,946) Cash dividends paid (55,037) (39,738) Proceeds from issuance of common stock 2,209 2,442 Purchase of treasury stock (50,571) - Other, net 1,823 (3,447) ---------- ---------- Net Cash Provided by Financing Activities 92,484 197,353 ---------- ---------- INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 171,960 (139,171) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 928,140 1,148,649 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $1,100,100 $1,009,478 ========== ==========
6 7 NOTE 1 The consolidated financial statements include all adjustments which are, in the opinion of management, necessary for the fair statement of the results of these periods and are of a normal recurring nature. NOTE 2 Effective January 3, 1995, Mercantile Bancorporation Inc. ("Corporation" or "Mercantile") acquired UNSL Financial Corp ("UNSL"), a $508 million-asset holding company for the Lebanon, Missouri-based United Savings Bank. Effective May 1, 1995, the Corporation acquired TCBankshares, Inc. ("TCB"), a $1.4 billion-asset holding company based in North Little Rock, Arkansas. Also effective May 1, 1995, the Corporation acquired Central Mortgage Bancshares, Inc. ("Central"), a $655 million-asset bank holding company based in Kansas City, Missouri. The UNSL, TCB, and Central acquisitions were accounted for as poolings- of-interests. The historical consolidated financial statements have been restated to reflect these transactions. Net income and net income per share for Mercantile, UNSL, TCB and Central prior to restatement were as follows:
(THOUSANDS EXCEPT PER COMMON SHARE DATA) THREE MONTHS NINE MONTHS ENDED ENDED SEPTEMBER 30, SEPTEMBER 30, 1994 1994 ------------- ------------- MERCANTILE Net income $41,043 $120,101 Net income per common share .95 2.79 UNSL Net income 1,020 3,063 Net income per common share .65 1.97 TCB Net income 4,117 11,658 Net income per common share 1,811.67 5,109.92 CENTRAL Net income 1,980 5,387 Net income per common share .50 1.38
Effective January 3, 1995, the Corporation acquired Wedge Bank ("Wedge"), an Alton, Illinois bank with assets totaling $196 million. On August 1, 1995, the Corporation completed its acquisitions of Southwest Bancshares, Inc. ("Southwest"), a Springfield, Missouri bank holding company with assets totaling $188 million, and AmeriFirst Bancorporation, Inc. ("AmeriFirst"), a $156 million-asset bank holding company based in Sikeston, Missouri. The Wedge, Southwest and AmeriFirst transactions meet the requirements for treatment as poolings-of-interests; however, due to the immateriality of the financial condition and results of operations of Wedge, Southwest and AmeriFirst to those of Mercantile, the historical financial statements of the Corporation have not been restated for these transactions. On July 7, 1995, the Corporation completed a merger with Plains Spirit Financial Corporation ("Plains Spirit"), a $401 million-asset holding company for a federal savings bank headquartered in Davenport, Iowa. The Plains Spirit transaction was accounted for as a purchase and, accordingly, the results of operations, which were not material, have been included in the financial statements from the acquisition date. 7 8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. - -------------------------------------------------------------------------------------------------------------------------------- EXHIBIT 1 HIGHLIGHTS
THIRD QUARTER NINE MONTHS ($ IN THOUSANDS EXCEPT PER COMMON SHARE DATA) 1995 1994 CHANGE 1995 1994 CHANGE - -------------------------------------------------------------------------------------------------------------------------------- PER COMMON SHARE DATA Net income $ 1.02 $ .92 10.9 % $ 2.95 $ 2.68 10.1 % Dividends declared .33 .28 17.9 .99 .84 17.9 Book value at September 30 25.43 23.26 9.3 25.43 23.26 9.3 Market price at September 30 44 3/4 36 7/8 21.4 44 3/4 36 7/8 21.4 Average shares outstanding 55,150,062 52,069,711 5.9 53,629,980 51,900,015 3.3 - -------------------------------------------------------------------------------------------------------------------------------- OPERATING RESULTS Taxable-equivalent net interest income $148,951 $154,852 (3.8)% $454,655 $455,366 (.2)% Tax-equivalent adjustment 3,334 3,345 (.3) 10,348 10,035 3.1 Net interest income 145,617 151,507 (3.9) 444,307 445,331 (.2) Provision for possible loan losses 8,312 8,951 (7.1) 28,928 26,374 9.7 Other income 65,690 52,146 26.0 181,480 159,425 13.8 Other expense 119,535 120,125 (.5) 356,944 360,140 (.9) Income taxes 26,763 26,417 1.3 81,156 78,033 4.0 Net income 56,697 48,160 17.7 158,759 140,209 13.2 - -------------------------------------------------------------------------------------------------------------------------------- ENDING BALANCES Total assets $16,018,653 $14,723,478 8.8 % Loans and leases 10,648,008 9,360,476 13.8 Deposits 11,835,284 11,024,706 7.4 Shareholders' equity 1,419,167 1,223,962 15.9 Reserve for possible loan losses 187,872 189,954 (1.1) - -------------------------------------------------------------------------------------------------------------------------------- AVERAGE BALANCES Total assets $15,867,317 $14,554,563 9.0 % $15,405,979 $14,474,720 6.4 % Earning assets 14,675,759 13,399,388 9.5 14,239,180 13,283,005 7.2 Loans and leases 10,530,841 9,148,008 15.1 10,136,331 8,876,826 14.2 Deposits 12,208,891 11,619,475 5.1 11,864,912 11,753,489 .9 Shareholders' equity 1,405,255 1,213,560 15.8 1,321,875 1,183,126 11.7 - -------------------------------------------------------------------------------------------------------------------------------- SELECTED RATIOS Return on assets 1.43% 1.32% 1.37% 1.29% Return on equity 16.14 15.87 16.01 15.80 Overhead ratio 55.69 58.03 56.11 58.58 Other expense to average assets 3.01 3.30 3.09 3.32 Net interest rate margin 4.06 4.62 4.26 4.57 Equity to assets 8.86 8.31 Tier I capital to risk-adjusted assets 12.29 11.73 Total capital to risk-adjusted assets 15.63 15.28 Leverage 8.45 8.00 Reserve for possible loan losses to outstanding loans 1.76 2.03 Reserve for possible loan losses to non-performing loans 352.34 469.36 Non-performing assets to outstanding loans and foreclosed assets .64 .77 - -------------------------------------------------------------------------------------------------------------------------------- SELECTED DATA Banks 52 51 Banking offices 322 318 Full-time equivalent employees 6,840 6,558 - -------------------------------------------------------------------------------------------------------------------------------- All previously reported financial information has been restated to reflect the January 3, 1995 merger with UNSL Financial Corp and the May 1, 1995 mergers with TCBankshares, Inc. and Central Mortgage Bancshares, Inc., which were accounted for as poolings-of-interests. Includes Mercantile Bank, FSB, a federally-chartered savings bank. - --------------------------------------------------------------------------------------------------------------------------------
8 9 PERFORMANCE SUMMARY Net income for Mercantile Bancorporation Inc. ("Corporation" or "Mercantile") for the third quarter of 1995 was $56,697,000, a 17.7% improvement from the $48,160,000 earned in the same period a year ago. On a per common share basis, net income was $1.02, up 10.9% from the $.92 earned in last year's third quarter. Return on assets improved to 1.43% in the third quarter compared with 1.37% in the second quarter of this year and 1.32% last year, while return on average equity for the quarter was 16.14% versus 15.87% in 1994. Year-to-date 1995 net income was $158,759,000, up 13.2% from the $140,209,000 earned last year, and on a per common share basis was $2.95, an improvement of 10.1% from the $2.68 recorded in the first nine months of 1994. When compared with 1994, year-to-date 1995 overall results reflected a consistent level of net interest income, lower levels of operating expenses, a higher provision for possible loan losses and a significant increase in other income. For the first nine months of 1995, return on average assets was 1.37% compared with 1.29% last year, while return on average equity was 16.01%, up from 15.80% last year. The financial statements have been restated to include the pre- acquisition accounts and results of operations of UNSL Financial Corp ("UNSL"), Central Mortgage Bancshares, Inc. ("Central") and TCBankshares, Inc. ("TCB"). UNSL was acquired by Mercantile on January 3, 1995 while Central and TCB were acquired by Mercantile on May 1, 1995 in transactions accounted for as poolings-of-interests, hereinafter referred to as Pooled Transactions. Also effective January 3, 1995, Mercantile completed a merger with Wedge Bank ("Wedge"), and on August 1, 1995, completed mergers with Southwest Bancshares, Inc. ("Southwest") and AmeriFirst Bancorporation, Inc. ("AmeriFirst"). All three transactions also met the requirements for treatment as poolings-of-interests; however, due to their immateriality, Mercantile's historical financial statements were not restated. The Plains Spirit Financial Corporation ("Plains Spirit") merger closed on July 7, 1995 and was accounted for as a purchase. On August 4, 1995, the Corporation announced plans to expand its presence in Iowa through a merger with Hawkeye Bancorporation, a $2.0 billion- asset holding company based in Des Moines. There are currently three smaller pending acquisitions in various stages of approval which are summarized in Exhibit 2. - ------------------------------------------------------------------------------------------------------------------------------- EXHIBIT 2 ACQUISITIONS ($ IN THOUSANDS)
CONSIDERATION ------------------ ACCOUNTING DATE ASSETS DEPOSITS CASH SHARES METHOD ---- ------ -------- ---- ------ ---------- ACQUISITIONS COMPLETED Southwest Bancshares, Inc. Aug. 1, 1995 $ 187,701 155,628 $ 1 674,975 Pooling AmeriFirst Bancorporation, Inc. Aug. 1, 1995 155,521 130,179 1 661,356 Pooling Plains Spirit Financial Corporation July 7, 1995 400,754 276,887 6,697 1,301,180 Purchase TCBankshares, Inc. May 1, 1995 1,422,798 1,217,740 - 4,749,999 Pooling Central Mortgage Bancshares, Inc. May 1, 1995 654,584 571,105 8 2,537,723 Pooling UNSL Financial Corp Jan. 3, 1995 508,346 380,716 11 1,578,107 Pooling Wedge Bank Jan. 3, 1995 195,716 152,865 1 969,954 Pooling United Postal Bancorp, Inc. Feb. 1, 1994 1,260,765 1,025,252 39 5,631,953 Pooling Metro Bancorporation Jan. 3, 1994 370,175 333,183 6 1,638,278 Pooling ACQUISITIONS PENDING Hawkeye Bancorporation 4th Qtr. 1995 1,992,565 1,717,075 - 7,874,903 Pooling First Sterling Bancorp, Inc. 4th Qtr. 1995 170,002 132,513 - 521,424 Pooling Security Bank of Conway, F.S.B. 1st Qtr. 1996 100,323 87,758 - 322,000 Pooling Metro Savings Bank, F.S.B. 1st Qtr. 1996 83,349 76,125 199,446 Pooling In addition to Mercantile common stock issued, the Corporation assumed, through an exchange, the outstanding, non-convertible preferred stock of TCBankshares, Inc. Estimated shares to be issued in acquisition. - -------------------------------------------------------------------------------------------------------------------------------
9 10 On May 17, 1995, the Corporation securitized $400,000,000 of its MasterCard(R) and VISA(R) credit card loans through the Mercantile Credit Card Master Trust, largely in a public underwriting. The Class A Floating Rate Credit Card Participation Certificates were rated AAA by Moody's and Standard & Poor's, while the Class B Certificates were rated A. Overnight borrowings were reduced accordingly. The financial statement impact of the securitization is to reduce net interest income, credit card income, the provision for possible loan losses and operating expenses with a net offsetting increase in securitization revenue, which is classified as other income. There is minimal effect on net income. Net interest income decreased 3.9% to $145,617,000 for the third quarter of 1995 and .2% to $444,307,000 for the first nine months of 1995. The net interest rate margin was 4.06% this quarter compared with 4.25% in the second quarter of 1995 and 4.62% for the third quarter of 1994, while the year-to-date margin was 4.26% compared with 4.57% last year. Average earning assets for the first nine months of 1995 of $14.2 billion were 7.2% higher than last year as average loan volume was up 14.2%, offset by declines in investments. Other income was $65,690,000 for the third quarter of 1995, an increase of $13,544,000 or 26.0% from a year ago. For the first nine months of 1995, other income was $181,480,000, an improvement of $22,055,000 or 13.8% from last year. Trust fees, securities gains and miscellaneous income all improved from the first nine months of 1994. Securitization revenue in 1995 of $12,920,000 also significantly enhanced other income. Third-quarter non-interest expenses were down .5% from a year ago and totaled $119,535,000 compared with $120,125,000 last year, and year- to-date were $356,944,000, down .9%. Likewise, there was an improvement in the year-to-date overhead ratio to 56.11% compared with 58.58% last year, and a lowering of the operating expense to average assets ratio to 3.09% versus 3.32% in the first nine months of 1994. The reduction in expense levels resulted primarily from the realization of synergies from mergers completed in prior years and lower FDIC insurance expense. The FDIC insurance rebate for the period June 1 to September 30, 1995 was $5,500,000, and was reflected as a reduction in operating expenses. The provision for possible loan losses for the third quarter of 1995 was $8,312,000 compared with $8,951,000 the prior year, and was $28,928,000 for the first nine months of 1995 compared with $26,374,000 in 1994. Net charge-offs for the - -------------------------------------------------------------------------------------------------------------------------------- EXHIBIT 3 ORGANIZATIONAL CONTRIBUTION ($ IN THOUSANDS)
SEPTEMBER 30, 1995 --------------------------------------------------------------------------- KANSAS PARENT ST. LOUIS CITY COMMUNITY COMPANY AND AREA AREA BANKS ELIMINATIONS CONSOLIDATED --------- ------ --------- ------------ ------------ Net income $ 73,737 $ 17,666 $ 71,820 $ (4,464) $ 158,759 Average assets 7,027,093 1,730,021 7,145,635 (496,770) 15,405,979 Return on assets 1.40% 1.36% 1.34% 1.37% Net interest rate margin 3.82 4.60 4.37 4.26 Overhead ratio 56.36 56.13 53.02 56.11 Equity to assets 8.06 8.12 8.86 8.86 Reserve for possible loan losses to outstanding loans 1.57 2.00 1.87 1.76 Reserve for possible loan losses to non- performing loans 290.70 345.51 419.62 352.34 Non-performing loans to outstanding loans .54 .58 .45 .50 Non-performing assets to outstanding loans and foreclosed assets .70 .69 .56 .64 Includes the results of Mercantile Bank of St. Louis N.A., Mercantile Bank of Illinois N.A., Mercantile Trust Company N.A., Mercantile Business Credit, Inc. (asset-based lending), Mercantile Investment Services, Inc. (brokerage), Mississippi Valley Advisors Inc. (investment management) and Mississippi Valley Life Insurance Co. (credit life). Includes the pre-acquisition financial performance of Pooled Transactions consummated prior to September 30, 1995. - --------------------------------------------------------------------------------------------------------------------------------
10 11 first nine months of 1995 and 1994 were $37,320,000 and $21,703,000, respectively, and on an annualized basis were .49% of average loans compared with .33% last year, when significant commercial real estate recoveries were realized. At September 30, 1995, the reserve for possible loan losses was $187,872,000, which was 1.76% of total loans and 352.34% of non-performing loans. Non-performing assets as of September 30, 1995 were $68,400,000 or .64% of total loans and foreclosed assets, compared with the year-end 1994 figures of $47,716,000 or .49%, and $72,670,000 or .77% at September 30, 1994. Foreclosed assets included above were $15,079,000 compared with $14,157,000 at year-end and $32,199,000 last September 30. Earnings in the St. Louis Area banks (Mercantile Bank of St. Louis N.A., Mercantile Bank of Illinois N.A. and Mercantile Trust Company N.A.) for the first nine months of 1995 were $73,737,000, the same level as the first nine months of 1994. Return on average assets for the three banks was 1.40% compared with 1.46% for the first nine months of 1994. In the 46 Community Banks, net income was $71,820,000, an increase of 11.3%, while return on average assets was 1.34% compared with 1.36% last year. Earnings for the three banks in the Kansas City Area for the first nine months of 1995 were $17,666,000, up 13.7% from a year ago. Return on average assets was 1.36% compared with 1.28% last year. The results for Community Banks included the pre-acquisition financial performance of the Pooled Transactions. Consolidated assets of $16.0 billion were up 8.8% from last September 30. Core deposits increased by 5.4% to $10.8 billion, loans were $10.6 billion, up 13.8% from last year, and shareholders' equity of $1.4 billion was 15.9% higher than at September 30, 1994. Tier I capital to risk-adjusted assets improved to 12.29% compared with 11.73% last year, while Total capital to risk-adjusted assets at September 30, 1995 and 1994 was 15.63% and 15.28%, respectively. The following financial commentary presents a more thorough discussion and analysis of the results of operations and financial position of the Corporation for the third quarter and first nine months of 1995. NET INTEREST INCOME Net interest income for the third quarter of 1995 was $145,617,000, a 3.9% decline from the $151,507,000 earned last year, and for the first nine months of 1995 was $444,307,000, a .2% drop from last year. For the quarter, the net interest rate margin was 4.06% compared with 4.62% last year, while the year-to-date 1995 margin was 4.26% versus 4.57% in 1994. Factors contributing to the lower net interest rate margins in 1995 included more competitive pricing for both loans and deposits, the movement of retail deposits from savings and transaction accounts to higher-costing, longer-term certificates of deposit, a decline in core deposit funding as a percentage of total funding, introductory rates on the SBC Communications Inc. co-branded credit card program, and the credit card securitization. Also, the companies acquired in 1995 have generally had lower net interest rate margins, thereby further diluting the Corporation's margin. Partially offsetting these negative factors was average loan growth of $1.3 billion or 14.2% for the first nine months of 1995. - --------------------------------------------------------------------------------------------------------------------------- EXHIBIT 4 LOANS AND LEASES ($ IN THOUSANDS)
SEPTEMBER 30 1995 1994 CHANGE ---- ---- ------ Commercial $ 2,623,217 $2,379,135 10.3% Real estate-commercial 1,714,975 1,546,104 10.9 Real estate-construction 280,139 276,361 1.4 Real estate-residential 3,742,007 2,981,166 25.5 Consumer 1,545,909 1,418,351 9.0 Credit card loans issued 1,141,761 758,925 50.4 Securitized credit card loans (400,000) - - Foreign - 434 - ---------- ---------- Total Loans and Leases $10,648,008 $9,360,476 13.8 =========== ========== - ---------------------------------------------------------------------------------------------------------------------------
Year-to-date 1995 average loans in the St. Louis Area, Kansas City Area and Community Banks grew by 7.7%, 22.5% and 18.8%, respectively. Exhibit 4 portrays loan volumes at September 30, 1995 and 1994 by category. Total average 11 12 loans grew by 14.2% or $1.3 billion. Including the securitized loans, growth was $1.5 billion or 16.4% on an annualized basis. From June 30, 1995 to September 30, 1995, loans outstanding grew by 5.5%, with most of that increase attributable to the three acquisitions which closed in the quarter and growth in the co-branded credit card loans. Year-to-date average commercial loan growth was $223,634,000, up 9.8%, and was broad-based across the system. Commercial real estate and construction loans grew by $181,428,000 or 10.2% with the growth generally in the smaller markets served by Mercantile. Residential mortgage loans were up $600,464,000 or 21.4%, due largely to the Wedge, Plains Spirit, Southwest and AmeriFirst acquisitions. Internal growth is now stabilizing in the current lower interest rate environment as the pipeline mix is changing from adjustable-rate loans, which are generally retained as earning assets, to fixed-rate loans, which are generally sold with servicing retained. Average credit card loans grew by 2.2%, due primarily to the volume generated by the SBC Communications Inc. co-branded card, partially offset by the impact of the securitization and a decline in the core Mercantile MasterCard(R) and VISA(R) portfolio. The co-branded card should continue to add significantly to loan growth in future periods. On a managed portfolio basis, average credit card loan volume was up $192,389,000 or 21.2% from the second quarter of 1995. Other consumer loans increased by $237,531,000 or 18.8% in the first nine months of 1995, due primarily to loans added from the four acquisitions cited above. The 6.3% year-to-date decline in average investments in debt and equity securities came largely through maturities in which the proceeds were used to fund loan growth. Short-term investments are primarily used for short-term excess liquidity or balancing the interest rate sensitivity of the Corporation, and on average decreased by $42,923,000 or 15.3% during the first nine months of 1995. A decline in core deposits was offset by an increase in short-term borrowings and bank notes. Mercantile remained substantially core funded at 91.56% of total deposits and 76.29% of earning assets for the first nine months of 1995. Changes in average core deposits for the past seven quarters are shown in the Condensed Quarterly Average Balance Sheet on Pages 19 and 20 of this report. Average non-interest bearing deposits declined by $92,394,000 or 4.3% through the first nine months of 1995. A reclassification of $100,000,000 to other time deposits during the first quarter of 1995 accounted for the decline as well as higher interest rates and thus, larger earnings credits for compensatory balances to pay for services. The $511,253,000 or 50.0% increase in average short-term borrowings and outstanding bank notes of $250,000,000 made up for the loss of core deposits and funded loan growth. All borrowings are in accordance with current liquidity guidelines. Also funding asset growth was average shareholders' equity, which grew by $138,749,000 or 11.7%, due largely to net earnings retained, the conversion of capital notes to equity, a favorable change in the FAS 115 adjustment, and stock issued in the Wedge, Southwest, AmeriFirst and Plains Spirit transactions and under various employee benefit plans. The factors discussed above are consistent with Mercantile's overall corporate policy relative to rate sensitivity and liquidity, which is to produce the optimal yield and maturity mix consistent with interest rate expectations and projected liquidity needs. The Condensed Quarterly Average Balance Sheet, with rates earned and paid, is summarized by quarter on Pages 19 and 20. OTHER INCOME Non-interest income increased 26.0% during the third quarter of 1995 to $65,690,000, and for the nine month period was $181,480,000 compared with $159,425,000 a year ago, an improvement of 13.8%. Year- to-date trust fees and other miscellaneous income improved from last year while investment banking revenue, mortgage banking income, service charges, credit card and letters of credit fees declined. Excess servicing fees on the securitized credit card loans were $12,920,000 this year. Net securities gains were $3,672,000 in 1995 compared with $2,168,000 last year. 12 13 - ------------------------------------------------------------------------------------------------------------------------------- EXHIBIT 5 OTHER INCOME ($ IN THOUSANDS)
THIRD QUARTER NINE MONTHS 1995 1994 CHANGE 1995 1994 CHANGE ---- ---- ------ ---- ---- ------ Trust (Exhibit 6) $16,548 $14,517 14.0% $ 48,252 $ 46,560 3.6% Service charges 16,852 17,737 (5.0) 50,062 52,089 (3.9) Credit card fees (Exhibit 7) 3,361 6,378 (47.3) 14,169 18,087 (21.7) Securitization revenue 8,397 - - 12,920 - - Mortgage banking 2,343 2,297 2.0 6,763 8,581 (21.2) Investment banking and brokerage 2,196 1,882 16.7 5,582 6,597 (15.4) Letters of credit fees 1,863 2,024 (8.0) 4,707 5,052 (6.8) Securities gains 1,653 341 - 3,672 2,168 69.4 Other 12,477 6,970 79.0 35,353 20,291 74.2 ------- ------- -------- -------- Total Other Income $65,690 $52,146 26.0 $181,480 $159,425 13.8 ======= ======= ======== ======== - -------------------------------------------------------------------------------------------------------------------------------
Trust fees were $16,548,000 for the third quarter of 1995, up 14.0%, due primarily to favorable investment results and strength in the bond and equity markets, successful marketing efforts and selective fee increases. On a year-to-date basis, trust fees totaled $48,252,000, an increase of 3.6%. Exhibit 6 further details comparative trust revenue by line of business for the third quarter and first nine months of 1995 and 1994. - ------------------------------------------------------------------------------------------------------------------------------ EXHIBIT 6 TRUST INCOME ($ IN THOUSANDS)
THIRD QUARTER NINE MONTHS 1995 1994 CHANGE 1995 1994 CHANGE ---- ---- ------ ---- ---- ------ Personal trust-St. Louis Area banks $ 5,385 $ 4,820 11.7% $16,121 $14,898 8.2% Mississippi Valley Advisors Inc. 3,492 3,037 15.0 9,928 9,483 4.7 Corporate and institutional services 3,016 2,607 15.7 8,348 8,729 (4.4) Kansas City Area and Community Banks 4,655 4,053 14.9 13,855 13,450 3.0 ------- ------- ------- ------- Total Trust Income $16,548 $14,517 14.0 $48,252 $46,560 3.6 ======= ======= ======= ======= - ------------------------------------------------------------------------------------------------------------------------------
Service charge income of $16,852,000 was down 5.0% for the third quarter and declined 3.9% for the first nine months of 1995. Declining average deposit volumes, as well as corporate customers who opted to use compensating deposit balances to offset analysis charges, accounted for the drop in service charges. Credit card fee income was $3,361,000 for the third quarter of 1995, 47.3% less than the 1994 level. For the first nine months of 1995, credit card income was $14,169,000 or 21.7% less than the comparable 1994 period. The decline in income was due primarily to the netting of the transaction-based rebates paid to the new co-branded cardholders against fee income and the reclassification of fees relating to the securitized loans to securitization revenue. A breakout of credit card fees is shown in Exhibit 7. Securitization revenue represents the excess servicing fees accruing to Mercantile on the $400,000,000 in credit card loans securitized in the Mercantile Credit Card Master Trust. Mortgage banking income decreased by $1,818,000 or 21.2% from the first nine months of 1994, when significant gains were recognized on the sales of loans. At September 30, 1995, servicing volume was approximately $5.1 billion. During the second quarter of 1995, Mercantile adopted FAS 122, "Accounting for Mortgage Servicing Rights, an amendment of FASB Statement No. 65," for which the financial impact was immaterial. Investment banking and brokerage fees, which consists of transaction fees for services performed on behalf of both individual and corporate customers, primarily sales of annuities and mutual funds as well as foreign exchange revenues, 13 14 - ------------------------------------------------------------------------------------------------------------------------------- EXHIBIT 7 CREDIT CARD INCOME ($ IN THOUSANDS)
THIRD QUARTER NINE MONTHS 1995 1994 CHANGE 1995 1994 CHANGE ---- ---- ------ ---- ---- ------ Interchange fees $ 3,199 $2,430 31.6% $ 8,357 $ 6,728 24.2% Late payment fees 1,228 1,012 21.3 3,233 2,998 7.8 Merchant revenue, net of related expense 1,277 865 47.6 2,642 2,190 20.6 Annual fees 224 1,141 (80.4) 1,719 3,586 (52.1) Other cardholder income 2,062 930 - 4,690 2,585 81.4 Co-branded card rebate (4,629) - - (6,472) - - ------- ------ ------- ------- Total Credit Card Income $ 3,361 $6,378 (47.3) $14,169 $18,087 (21.7) ======= ====== ======= ======= - -------------------------------------------------------------------------------------------------------------------------------
were $2,196,000 for the third quarter of 1995, an improvement of 16.7% from 1994. For the first nine months, revenues were down $1,015,000 or 15.4% from the 1994 results. These revenues can vary with movements in interest rates and overall market conditions. Securities gains increased by $1,504,000 from the first nine months of 1994, due largely to gains on the sale of equity securities. All other non-interest income was up 58.1% for the quarter and 59.4% year-to- date as during the third quarter the Corporation realized gains of $5,300,000 on the sale of leased equipment; also, in the first quarter of 1995 a gain of $5,155,000 was recorded on the sale of its equity interest in a joint venture. OTHER EXPENSE Expenses other than interest expense and the provision for possible loan losses for the third quarter of 1995 were $119,535,000, a decline of .5% from the third quarter of 1994. For the first nine months of 1995, total other expenses were $356,944,000, a .9% decrease from the 1994 level. Total operating expenses were 3.09% of average assets - ------------------------------------------------------------------------------------------------------------------------------- EXHIBIT 8 OTHER EXPENSE ($ IN THOUSANDS)
THIRD QUARTER NINE MONTHS 1995 1994 CHANGE 1995 1994 CHANGE ---- ---- ------ ---- ---- ------ Salaries $ 55,168 $ 51,008 8.2% $157,503 $153,247 2.8% Employee benefits 12,655 12,276 3.1 38,322 37,554 2.0 -------- -------- -------- -------- Total Personnel Expense 67,823 63,284 7.2 195,825 190,801 2.6 Net occupancy 8,959 8,135 10.1 24,275 23,664 2.6 Equipment 9,937 9,129 8.9 29,272 28,173 3.9 Marketing/business development 2,424 3,585 (32.4) 7,312 10,209 (28.4) Postage and freight 4,493 3,933 14.2 13,540 12,104 11.9 Office supplies 2,838 2,593 9.4 8,259 7,339 12.5 Communications 2,754 1,973 39.6 7,144 5,895 21.2 Legal and professional 2,080 2,464 (15.6) 6,181 8,121 (23.9) Credit card 3,980 2,876 38.4 8,440 7,994 5.6 FDIC insurance 866 6,290 (86.2) 13,402 19,139 (30.0) Foreclosed property expense 13 (926) - 578 (104) - Intangible asset amortization 2,249 1,947 15.5 5,891 5,967 (1.3) Other 11,119 14,842 (25.1) 36,825 40,838 (9.8) -------- -------- -------- -------- Total Other Expense $119,535 $120,125 (.5) $356,944 $360,140 (.9) ======== ======== ======== ======== RATIOS Overhead ratio 55.69% 58.03% 56.11% 58.58% Other expense to average assets 3.01 3.30 3.09 3.32 - -------------------------------------------------------------------------------------------------------------------------------
14 15 compared with 3.32% for the first nine months of 1994. The overhead ratio, defined as operating expenses as a percentage of taxable- equivalent net interest income and other income, improved to 55.69% in the current quarter from 56.71% last quarter, while the overhead ratio was 56.11% for the first nine months of 1995 compared with 58.58% last year. Salary expense increased 8.2% and 2.8%, respectively, during the third quarter and first nine months of 1995, largely reflecting the costs associated with staffing product expansion, merit increases and new banking operations added during the quarter. Year-to-date benefit costs were up by 2.0%, in line with the growth in salaries. Occupancy and equipment costs grew by 3.3% during the first nine months of 1995, reflecting productivity gains and the closing of overlapping United Postal offices, offset by the costs of maintaining additional offices and a consistent program of upgrading systems and equipment to further enhance productivity. In September 1995, Mercantile received a $5,500,000 rebate from the FDIC relating to overpaid insurance premiums for the months of June through September 1995. That refund was classified as a reduction in FDIC insurance expense. Exhibit 8 details the composition of all other operating expenses. RESERVE FOR POSSIBLE LOAN LOSSES The reserve for possible loan losses was $187,872,000 or 1.76% of loans outstanding at September 30, 1995. This compared with $194,515,000 or 2.01% at year's end and $189,954,000 or 2.03% at September 30, 1994. The reserve for possible loan losses as a percentage of non-performing loans was 352.34% compared with 579.62% at year-end and 469.36% last year. The year-to-date 1995 provision for possible loan losses was $28,928,000 compared with $26,374,000 last year, an increase of 9.7%. The annualized ratio of net charge-offs to average loans for the first nine months of 1995 was .49% compared with .33% last year, while the corresponding net charge-off figures were $37,320,000 and $21,703,000, respectively. In 1994 significant recoveries were received on several commercial real estate loans, thereby lowering the net charge-off figures. - ------------------------------------------------------------------------------------------------------------------------------- EXHIBIT 9 RESERVE FOR POSSIBLE LOAN LOSSES ($ IN THOUSANDS)
THIRD QUARTER NINE MONTHS 1995 1994 1995 1994 ---- ---- ---- ---- BEGINNING BALANCE $179,434 $190,251 $194,515 $184,836 PROVISION 8,312 8,951 28,928 26,374 Charge-offs (16,188) (15,109) (49,515) (48,336) Recoveries 4,611 5,414 12,195 26,633 -------- -------- -------- -------- NET CHARGE-OFFS (11,577) (9,695) (37,320) (21,703) Acquired Reserves 11,703 447 13,749 447 Transfer to Mercantile Credit Card Master Trust - - (12,000) - -------- -------- -------- -------- ENDING BALANCE $187,872 $189,954 $187,872 $189,954 ======== ======== ======== ======== LOANS AND LEASES September 30 balance $10,648,008 $9,360,476 $10,648,008 $9,360,476 =========== ========== =========== ========== Average balance $10,530,841 $9,148,008 $10,136,331 $8,876,826 =========== ========== =========== ========== RATIOS Reserve balance to outstanding loans 1.76% 2.03% 1.76% 2.03% Reserve balance to non-performing loans 352.34 469.36 352.34 469.36 Net charge-offs to average loans .44 .42 .49 .33 Earnings coverage of net charge-offs 7.93X 8.62x 7.20X 11.27x - -------------------------------------------------------------------------------------------------------------------------------
15 16 Credit card losses were 4.95% of average credit card loans in the first nine months of 1995 compared with 4.98% in 1994, as net credit card charge-offs were $28,075,000 versus $27,275,000 last year. The securitization of credit card loans on May 17, 1995 reduced the amount of credit card charge-offs reported by the Corporation; however, losses on securitized loans negatively impacted the level of excess servicing fees reported in other income. In conjunction with the securitization, $12,000,000 of the Corporation's loan loss reserve was transferred with the loans to the Mercantile Credit Card Master Trust. Mercantile evaluates the reserves of all banks on a quarterly basis to ensure the timely charge-off of loans and to determine the adequacy of each bank's reserve for possible loan losses. At September 30, 1995, the level of the individual Community Bank reserves as a percentage of total loans outstanding ranged from 1.24% to 6.28% with a combined ratio of 1.87%. The coverage of non- performing loans was 419.62% on a combined basis. The St. Louis Area combined reserve was 1.57% of loans with a resulting coverage ratio of 290.70%, while the Kansas City Area banks combined reserve was 2.00%, with a 345.51% coverage ratio. Management believes the consolidated reserve of 1.76% of total loans and 352.34% of non- performing loans as of September 30, 1995 was adequate based on the risks identified at such date in the portfolios. NON-PERFORMING ASSETS Non-performing loans (non-accrual and renegotiated loans) were $53,321,000 or .50% of total loans outstanding at September 30, 1995 compared with $42,689,000 or .42% at June 30, 1995 and $33,559,000 or .35% at December 31, 1994. Foreclosed assets at September 30, 1995 were $15,079,000 compared with $14,523,000 at June 30, 1995 and $14,157,000 at year's end. The ratio of non- performing assets to outstanding loans and foreclosed assets was .64% at September 30, 1995 compared with .57% at June 30, 1995 and .49% at December 31, 1994. - ---------------------------------------------------------------------------------------------------------------------------- EXHIBIT 10 NON-PERFORMING ASSETS ($ IN THOUSANDS)
SEPT. 30 DEC. 31 SEPT. 30 1995 1994 1994 -------- ------- -------- NON-ACCRUAL LOANS Commercial $18,817 $ 4,752 $ 5,798 Real estate-commercial 16,534 13,182 17,293 Real estate-construction 325 129 128 Real estate-residential 11,732 7,491 7,884 Consumer 3,367 2,133 2,356 ------- ------- ------- Total Non-accrual Loans 50,775 27,687 33,459 RENEGOTIATED LOANS 2,546 5,872 7,012 ------- ------- ------- TOTAL NON-PERFORMING LOANS $53,321 $33,559 $40,471 ======= ======= ======= FORECLOSED ASSETS Foreclosed real estate $12,306 $ 9,161 $27,960 In-substance foreclosures - 2,683 2,609 Other foreclosed assets 2,773 2,313 1,630 ------- ------- ------- TOTAL FORECLOSED ASSETS $15,079 $14,157 $32,199 ======= ======= ======= TOTAL NON-PERFORMING ASSETS $68,400 $47,716 $72,670 ======= ======= ======= PAST-DUE LOANS (90 DAYS OR MORE) $20,205 $21,814 $19,728 ======= ======= ======= RATIOS Non-performing loans to outstanding loans .50% .35% .43% Non-performing assets to outstanding loans and foreclosed assets .64 .49 .77 Non-performing assets to total assets .43 .32 .49 - ----------------------------------------------------------------------------------------------------------------------------
Non-accrual loans increased by $10,710,000 from the June 30, 1995 level, primarily due to the downgrading of loans acquired in the Central transaction and the designation of two commercial credits at Mercantile Bank of St. Louis N.A. as non-accrual. All loans classified as renegotiated were paying in accordance with their modified terms at September 30, 1995. Loans past due 90 days and still accruing interest were up slightly from the June 30, 1995 level and consisted largely of credit card and residential mortgage loans. Not included in non-performing loans was a $16,700,000 unsecured loan to a St. Louis-based borrower that was a fully performing credit at September 30, 1995. On November 3, 1995, the borrower filed for bankruptcy protection and, as a consequence, the loan will be placed on non-accrual status in the fourth quarter. An additional $5,500,000 secured industrial revenue bond is expected to continue performing but is a potential non-accrual credit as well. 16 17 CAPITAL RESOURCES Mercantile maintains a strong capital base, which provides a solid foundation for anticipated future asset growth and promotes depositor and investor confidence. Capital management is a continuous process at Mercantile, and ensures that capital is provided for current needs and anticipated growth. Mercantile's strong capital position has enabled it to profitably expand both its asset and deposit bases, while maintaining capital ratios stronger than those of other quality banking organizations and well in excess of regulatory standards. At September 30, 1995, shareholders' equity was $1.4 billion, an increase of 15.9% from September 30, 1994. Net earnings retained, the conversion of capital notes to equity, a favorable change in the FAS 115 adjustment and stock issued in the Wedge, Southwest, AmeriFirst and Plains Spirit transactions and under various employee benefit plans accounted for the majority of the increase. In conjunction with the TCB transaction, the Corporation issued $12,153,000 of preferred stock to the preferred shareholder of TCB with the same terms and conditions which existed prior to the merger. Equity represented 8.86% of assets at September 30, 1995 compared with 8.31% a year ago. Significant capital ratios and intangible assets are summarized in Exhibit 11, while Exhibit 3 details the equity capital ratios of the St. Louis Area, Kansas City Area and Community Banks in aggregate. During the first nine months of 1995, Mercantile repurchased 1,280,700 shares of its common stock via a designated broker dealer at an average cost of $39.49 per share. - ------------------------------------------------------------------------------------------------------------------------- EXHIBIT 11 RISK-BASED CAPITAL ($ IN THOUSANDS)
SEPT. 30 DEC. 31 SEPT. 30 1995 1994 1994 -------- ------- -------- Capital Tier I $ 1,332,606 $ 1,173,137 $1,157,320 Total 1,694,888 1,525,335 1,507,431 Risk-adjusted assets 10,842,689 10,032,372 9,864,852 Tier I capital to risk-adjusted assets 12.29% 11.69% 11.73% Total capital to risk-adjusted assets 15.63 15.20 15.28 Leverage 8.45 8.02 8.00 Double leverage 107.25 107.54 106.70 Long-term debt to total capitalization 17.66 19.48 19.71 Intangible assets $89,283 $76,172 $79,217 - -------------------------------------------------------------------------------------------------------------------------
On July 13, 1995, the Board of Directors declared a cash dividend of $.33 per common share, which was paid October 2, 1995, representing a 32.35% payout of third-quarter 1995 earnings. Book value per common share was $25.43 at September 30, 1995 compared with $23.26 a year earlier, an increase of 9.3%. Public debt ratings of the Corporation and Mercantile Bank of St. Louis N.A. are shown in Exhibit 12. - ------------------------------------------------------------------------------------------------------------------------------ EXHIBIT 12 DEBT RATINGS
THOMSON STANDARD MOODY'S FITCH BANKWATCH & POOR'S ------- ----- --------- -------- MERCANTILE BANCORPORATION INC. Issuer Rating B Commercial Paper P-2 TBW-1 A-2 7.625% Subordinated Notes, due 2002 Baa1 BBB + BBB MERCANTILE BANK OF ST. LOUIS N.A. Bank Notes A1/P-1 A 6.375% Subordinated Notes, due 2004 A3 A A- BBB + 9.000% Mortgage-backed Notes, due 1999 AAA Certificates of Deposit TBW-1 A-/A-2 Letters of Credit TBW-1 A-/A-2 - ------------------------------------------------------------------------------------------------------------------------------
17 18 MERCANTILE BANCORPORATION INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED QUARTERLY STATEMENT OF INCOME ($ IN THOUSANDS EXCEPT PER SHARE DATA)
1994 1995 1ST QTR. 2ND QTR. 3RD QTR. 4TH QTR. 1ST QTR. 2ND QTR. 3RD QTR. -------- -------- -------- -------- -------- -------- -------- INTEREST INCOME Interest and fees on loans and leases $175,223 $182,359 $193,848 $206,141 $220,430 $223,505 $229,824 Investments in debt and equity securities 56,971 57,645 56,008 55,464 56,205 56,176 57,708 Short-term investments 3,912 2,058 2,246 3,021 3,154 3,167 4,235 -------- -------- -------- -------- -------- -------- -------- Total Interest Income 236,106 242,062 252,102 264,626 279,789 282,848 291,767 Tax-equivalent adjustment 3,288 3,402 3,345 3,361 3,594 3,420 3,334 -------- -------- -------- -------- -------- -------- -------- TAXABLE-EQUIVALENT INTEREST INCOME 239,394 245,464 255,447 267,987 283,383 286,268 295,101 INTEREST EXPENSE Deposits 78,157 79,032 81,382 86,536 96,226 105,917 114,617 Borrowed funds 12,634 14,521 19,213 27,874 30,820 30,984 31,533 -------- -------- -------- -------- -------- -------- -------- Total Interest Expense 90,791 93,553 100,595 114,410 127,046 136,901 146,150 -------- -------- -------- -------- -------- -------- -------- TAXABLE-EQUIVALENT NET INTEREST INCOME 148,603 151,911 154,852 153,577 156,337 149,367 148,951 PROVISION FOR POSSIBLE LOAN LOSSES 8,879 8,544 8,951 16,827 13,975 6,641 8,312 OTHER INCOME Trust 15,877 16,166 14,517 14,209 15,398 16,306 16,548 Service charges 17,034 17,318 17,737 16,694 16,500 16,710 16,852 Credit card fees 5,858 5,851 6,378 6,808 6,576 4,232 3,361 Securitization revenue - - - - - 4,523 8,397 Mortgage banking 3,647 2,637 2,297 2,336 2,078 2,342 2,343 Investment banking and brokerage 2,399 2,316 1,882 1,704 1,416 1,970 2,196 Securities gains (losses) 1,418 409 341 9 (43) 2,062 1,653 Other 8,861 7,488 8,994 8,573 14,878 10,842 14,340 -------- -------- -------- -------- -------- -------- -------- Total Other Income 55,094 52,185 52,146 50,333 56,803 58,987 65,690 OTHER EXPENSE Salaries and benefits 63,777 63,740 63,284 67,745 64,758 63,244 67,823 Net occupancy and equipment 17,526 17,047 17,264 17,947 17,129 17,522 18,896 Other 38,581 39,344 39,577 46,238 37,356 37,400 32,816 -------- -------- -------- -------- -------- -------- -------- Total Other Expense 119,884 120,131 120,125 131,930 119,243 118,166 119,535 -------- -------- -------- -------- -------- -------- -------- TAXABLE-EQUIVALENT INCOME BEFORE INCOME TAXES 74,934 75,421 77,922 55,153 79,922 83,547 86,794 INCOME TAXES Income taxes 26,051 25,565 26,417 23,672 26,625 27,768 26,763 Tax-equivalent adjustment 3,288 3,402 3,345 3,361 3,594 3,420 3,334 -------- -------- -------- -------- -------- -------- -------- Adjusted Income Taxes 29,339 28,967 29,762 27,033 30,219 31,188 30,097 -------- -------- -------- -------- -------- -------- -------- NET INCOME $ 45,595 $ 46,454 $ 48,160 $ 28,120 $ 49,703 $ 52,359 $ 56,697 ======== ======== ======== ======== ======== ======== ======== NET INCOME PER COMMON SHARE $.88 $.89 $.92 $.53 $.93 $.99 $1.02 SIGNIFICANT RATIOS Return on assets 1.26% 1.29% 1.32% .76% 1.32% 1.37% 1.43% Return on equity 15.81 15.73 15.87 9.09 15.71 16.19 16.14
18 19 MERCANTILE BANCORPORATION INC. AND SUBSIDIARIES CONDENSED QUARTERLY AVERAGE BALANCE SHEET ($ IN THOUSANDS)
1994 1ST QTR. 2ND QTR. 3RD QTR. 4TH QTR. ---------------- ----------------- ------------------- ------------------ VOLUME RATE VOLUME RATE VOLUME RATE VOLUME RATE ------ -------- ------ -------- ------ -------- ------ -------- ASSETS Earning Assets Loans and leases, net of unearned income Commercial $ 2,229,957 6.52% $ 2,316,374 7.04% $ 2,320,860 7.58% $ 2,347,324 8.12% Real estate-commercial 1,519,927 7.73 1,540,688 8.13 1,549,421 8.33 1,570,255 8.79 Real estate-construction 215,113 6.91 238,358 7.42 265,607 7.97 292,584 8.27 Real estate-residential 2,755,696 7.46 2,759,102 7.47 2,904,565 7.62 3,031,618 7.76 Consumer 1,181,026 8.14 1,244,165 8.24 1,363,704 8.21 1,452,334 8.17 Credit card 745,830 16.64 730,259 16.10 743,515 15.98 785,721 15.37 Foreign 289 5.54 184 6.52 336 7.14 387 7.24 ----------- ----------- ----------- ----------- Total Loans and Leases 8,647,838 8.14 8,829,130 8.29 9,148,008 8.51 9,480,223 8.73 Investments in debt and equity securities Trading 10,516 5.44 6,028 6.57 12,736 4.24 14,443 5.10 Taxable 3,738,603 5.53 3,780,115 5.50 3,659,536 5.52 3,528,652 5.66 Tax-exempt 383,942 8.12 392,067 8.40 391,719 8.22 385,729 8.20 ----------- ----------- ----------- ----------- Total Investments in Debt and Equity Securities 4,133,061 5.77 4,178,210 5.78 4,063,991 5.77 3,928,824 5.91 Short-term investments 458,448 3.41 201,186 4.09 187,389 4.79 224,792 5.38 ----------- ----------- ----------- ----------- Total Earning Assets 13,239,347 7.23 13,208,526 7.43 13,399,388 7.61 13,633,839 7.86 Non-earning Assets 1,215,388 1,205,237 1,155,175 1,076,454 ----------- ----------- ----------- ----------- Total Assets $14,454,735 $14,413,763 $14,554,563 $14,710,293 =========== =========== =========== =========== LIABILITIES Acquired Funds Deposits Non-interest bearing $ 2,212,411 $ 2,097,064 $ 2,066,474 $ 1,815,288 Interest bearing demand 1,991,760 1.82 1,986,560 1.84 1,948,431 1.86 1,915,387 1.98 Money market accounts 1,795,869 2.79 1,798,281 2.97 1,777,751 3.13 1,679,736 3.32 Savings 1,015,114 2.33 1,036,466 2.33 1,017,426 2.36 971,211 2.41 Consumer time certificates under $100,000 4,096,735 4.26 4,030,312 4.24 3,965,616 4.36 3,988,880 4.62 Other time 39,538 2.81 39,274 3.35 39,922 3.29 40,553 3.58 ----------- ----------- ----------- ----------- Total Core Deposits 11,151,427 3.20 10,987,957 3.22 10,815,620 3.32 10,411,055 3.52 Time certificates $100,000 and over 695,565 3.61 687,141 3.85 667,744 4.31 696,118 4.83 Foreign 41,399 4.52 80,465 4.14 136,111 4.81 176,189 5.59 ----------- ----------- ----------- ----------- Total Purchased Deposits 736,964 3.66 767,606 3.88 803,855 4.40 872,307 4.98 ----------- ----------- ----------- ----------- Total Deposits 11,888,391 3.23 11,755,563 3.27 11,619,475 3.41 11,283,362 3.66 Short-term borrowings 895,437 2.99 951,617 3.70 1,217,980 4.44 1,656,950 5.17 Bank notes - - - - - - 50,000 6.24 Long-term debt 313,250 7.58 305,812 7.47 301,650 7.56 299,546 7.58 ----------- ----------- ----------- ----------- Total Acquired Funds 13,097,078 3.34 13,012,992 3.43 13,139,105 3.62 13,289,858 3.99 Other liabilities 203,948 219,325 201,898 183,386 SHAREHOLDERS' EQUITY 1,153,709 1,181,446 1,213,560 1,237,049 ----------- ----------- ----------- ----------- Total Liabilities and Shareholders' Equity $14,454,735 $14,413,763 $14,554,563 $14,710,293 =========== =========== =========== =========== SIGNIFICANT RATIOS Net interest rate spread 3.89% 4.00% 3.99% 3.87% Net interest rate margin 4.49 4.60 4.62 4.51 Taxable-equivalent basis.
19 20 MERCANTILE BANCORPORATION INC. AND SUBSIDIARIES CONDENSED QUARTERLY AVERAGE BALANCE SHEET (cont'd) ($ IN THOUSANDS)
1995 1ST QTR. 2ND QTR. 3RD QTR. ------------------ ------------------ ------------------ VOLUME RATE VOLUME RATE VOLUME RATE ------ -------- ------ -------- ------ -------- ASSETS Earning Assets Loans and leases, net of unearned income Commercial $ 2,385,772 8.54% $ 2,546,320 8.71% $ 2,604,562 8.57% Real estate-commercial 1,614,612 8.81 1,621,916 9.15 1,699,260 9.10 Real estate-construction 303,620 8.62 324,885 8.73 308,990 8.98 Real estate-residential 3,213,334 7.84 3,309,161 7.96 3,694,605 8.06 Consumer 1,492,632 8.11 1,486,180 8.49 1,524,379 8.89 Credit card 858,686 16.25 713,250 15.32 699,045 11.97 Foreign 322 8.70 190 8.42 - - ----------- ----------- ----------- Total Loans and Leases 9,868,978 8.97 10,001,902 8.97 10,530,841 8.76 Investments in debt and equity securities Trading 12,375 5.27 6,907 6.25 4,203 5.42 Taxable 3,474,489 5.80 3,445,068 5.90 3,489,293 6.02 Tax-exempt 399,629 8.47 387,326 8.11 374,197 8.17 ----------- ----------- ----------- Total Investments in Debt and Equity Securities 3,886,493 6.07 3,839,301 6.12 3,867,693 6.23 Short-term investments 220,163 5.73 217,256 5.83 277,225 6.11 ----------- ----------- ----------- Total Earning Assets 13,975,634 8.11 14,058,459 8.15 14,675,759 8.04 Non-earning Assets 1,112,335 1,195,634 1,191,558 ----------- ----------- ----------- Total Assets $15,087,969 $15,254,093 $15,867,317 =========== =========== =========== LIABILITIES Acquired Funds Deposits Non-interest bearing $ 1,924,778 $ 2,089,244 $ 2,081,437 Interest bearing demand 1,914,165 2.10 1,824,665 2.25 1,799,737 2.29 Money market accounts 1,591,716 3.73 1,570,447 3.96 1,673,626 4.05 Savings 959,793 2.42 931,215 2.39 928,284 2.39 Consumer time certificates under $100,000 4,112,714 4.94 4,240,201 5.42 4,532,430 5.65 Other time 135,037 5.51 139,721 5.69 135,658 5.76 ----------- ----------- ----------- Total Core Deposits 10,638,203 3.83 10,795,493 4.17 11,151,172 4.36 Time certificates $100,000 and over 728,465 5.33 802,981 5.85 851,370 5.91 Foreign 206,123 6.20 207,590 6.38 206,349 6.21 ----------- ----------- ----------- Total Purchased Deposits 934,588 5.52 1,010,571 5.96 1,057,719 5.97 ----------- ----------- ----------- Total Deposits 11,572,791 3.99 11,806,064 4.36 12,208,891 4.53 Short-term borrowings 1,654,108 5.70 1,441,738 5.92 1,508,109 5.86 Bank notes 106,667 6.26 250,000 6.54 250,000 6.43 Long-term debt 296,456 7.53 287,926 7.71 302,950 7.15 ----------- ----------- ----------- Total Acquired Funds 13,630,022 4.34 13,785,728 4.68 14,269,950 4.80 Other liabilities 192,743 174,738 192,112 SHAREHOLDERS' EQUITY 1,265,204 1,293,627 1,405,255 ----------- ----------- ----------- Total Liabilities and Shareholders' Equity $15,087,969 $15,254,093 $15,867,317 =========== =========== =========== SIGNIFICANT RATIOS Net interest rate spread 3.77% 3.47% 3.24% Net interest rate margin 4.47 4.25 4.06 Taxable-equivalent basis.
MERCANTILE BANCORPORATION INC. AND SUBSIDIARIES CONDENSED QUARTERLY AVERAGE BALANCE SHEET (cont'd) ($ IN THOUSANDS)
1994 1995 NINE MONTHS NINE MONTHS ------------------ ------------------- VOLUME RATE VOLUME RATE ------ -------- ------ -------- ASSETS Earning Assets Loans and leases, net of unearned income Commercial $ 2,289,390 7.05% $ 2,513,024 8.61% Real estate-commercial 1,536,790 8.06 1,645,574 9.02 Real estate-construction 239,878 7.46 312,522 8.78 Real estate-residential 2,806,996 7.52 3,407,460 7.95 Consumer 1,263,642 8.19 1,501,173 8.50 Credit card 739,860 16.24 756,408 14.65 Foreign 270 6.42 170 8.63 ----------- ----------- Total Loans and Leases 8,876,826 8.31 10,136,331 8.89 Investments in debt and equity securities Trading 9,768 5.15 7,798 5.61 Taxable 3,725,794 5.52 3,469,672 5.91 Tax-exempt 389,271 8.25 386,956 8.25 ----------- ----------- Total Investments in Debt and Equity Securities 4,124,833 5.77 3,864,426 6.14 Short-term investments 281,346 3.89 238,423 5.90 ----------- ----------- Total Earning Assets 13,283,005 7.43 14,239,180 8.10 Non-earning Assets 1,191,715 1,166,799 ----------- ----------- Total Assets $14,474,720 $15,405,979 =========== =========== LIABILITIES Acquired Funds Deposits Non-interest bearing $ 2,124,782 $ 2,032,388 Interest bearing demand 1,975,424 1.84 1,845,771 2.21 Money market accounts 1,790,570 2.96 1,612,232 3.92 Savings 1,023,009 2.34 939,651 2.40 Consumer time certificates under $100,000 4,030,404 4.29 4,296,654 5.35 Other time 39,581 3.15 136,805 5.65 ----------- ----------- Total Core Deposits 10,983,770 3.24 10,863,501 4.12 Time certificates $100,000 and over 683,381 3.92 794,723 5.71 Foreign 86,338 4.53 206,688 6.26 ----------- ----------- Total Purchased Deposits 769,719 3.99 1,001,411 5.82 ----------- ----------- Total Deposits 11,753,489 3.30 11,864,912 4.30 Short-term borrowings 1,022,865 3.78 1,534,118 5.82 Bank notes - - 202,747 6.43 Long-term debt 306,862 7.54 295,354 7.47 ----------- ----------- Total Acquired Funds 13,083,216 3.47 13,897,131 4.61 Other liabilities 208,378 186,973 SHAREHOLDERS' EQUITY 1,183,126 1,321,875 ----------- ----------- Total Liabilities and Shareholders' Equity $14,474,720 $15,405,979 =========== =========== SIGNIFICANT RATIOS Net interest rate spread 3.96% 3.49% Net interest rate margin 4.57 4.26 Taxable-equivalent basis.
20 21 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits: 10. Agreement and Plan of Reorganization dated as of August 4, 1995 by and between Registrant and Hawkeye Bancorporation, ("Hawkeye") filed as Exhibit 2.1 to Registrant's Registration Statement No. 33-63609, is incorporated herein by reference. 27. Financial Data Schedule (b) Reports on Form 8-K: Registrant filed one (1) Current Report on Form 8-K during the quarter ended September 30, 1995. In that report dated and filed August 17, 1995, under Item 5, Registrant disclosed that on August 4, 1995 it had entered into, and briefly described certain of the terms of, an Agreement and Plan of Reorganization (the "Merger Agreement") with Hawkeye. Pursuant to that Merger Agreement, Hawkeye is to be merged with and into a wholly owned subsidiary of Registrant, with the shareholders of Hawkeye to receive 0.585 of a share of Registrant common stock, par value $5.00 per share, for each share of Hawkeye common stock, no par value. An aggregate of approximately 7,874,903 shares of Registrant's common stock will be issued to Hawkeye shareholders in the transaction. The Current Report also briefly described the terms of a Stock Option Agreement between Registrant and Hawkeye and voting agreements between Registrant and certain officers and directors of Hawkeye entered into simultaneously with the execution of the Merger Agreement. 21 22 SIGNATURE 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 thereunto duly authorized. MERCANTILE BANCORPORATION INC. (Registrant) Date November 13, 1995 /s/ JOHN Q. ARNOLD --------------------- --------------------------------------- John Q. Arnold Chief Financial Officer 22 23 EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION LOCATION - ----------- ----------- -------- 10 Agreement and Plan of Reorganization dated as of August 4, 1995 by and Incorporated herein between Registrant and Hawkeye Bancorporation, filed as Exhibit 2.1 by reference to Registrant's Registration Statement No. 33-63609. 27 Financial Data Schedule Included herein
EX-27 2
9 1,000 9-MOS DEC-31-1995 JAN-01-1995 SEP-30-1995 822,849 97,473 179,778 4,696 768,422 3,074,207 3,094,938 10,648,008 187,872 16,018,653 11,835,284 2,006,298 203,624 304,280 0 12,153 253,946 1,153,068 16,018,653 673,759 170,089 10,556 854,404 316,760 410,097 444,307 28,928 3,672 356,944 239,915 158,759 0 0 158,759 2.95 2.95 4.26 50,775 20,205 2,546 0 194,515 49,515 12,195 187,872 0 0 0 Information only reported at fiscal year-end date.
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