Exhibit 99.1
|
| |
| CBSH |
1000 Walnut Street / Suite 700 / Kansas City, Missouri 64106 / 816.234.2000 |
|
FOR IMMEDIATE RELEASE:
Wednesday, January 18, 2017
COMMERCE BANCSHARES, INC. ANNOUNCES FOURTH
QUARTER EARNINGS PER COMMON SHARE OF $.68
Commerce Bancshares, Inc. announced earnings of $.68 per common share for the three months ended December 31, 2016, compared to $.65 per share in the prior quarter and $.60 per share in the fourth quarter of 2015. Net income attributable to Commerce Bancshares, Inc. for the fourth quarter amounted to $71.6 million, compared to $68.5 million in the prior quarter and $63.7 million in the same quarter last year. For the quarter, the return on average assets was 1.14%, the return on average common equity was 11.5%, and the efficiency ratio was 61.8%.
For the year ended December 31, 2016, earnings per common share totaled $2.61 compared to $2.43 in 2015, or an increase of 7.4%. Net income attributable to Commerce Bancshares, Inc. amounted to $275.4 million for the year ended December 31, 2016, compared to $263.7 million in 2015. In 2016, the return on average assets was 1.12%, and the return on average common equity was 11.3%.
In announcing these results, David W. Kemper, Chairman and CEO, said, “Overall, Commerce saw strong performance in 2016, with loan growth of 8% and growth in earnings per share of 7%. Loan growth was solid this quarter, as average loans grew $231 million, or 7% annualized. This increase resulted from higher business real estate loan demand, coupled with good growth in residential mortgage and other consumer loans. Average deposits grew $388 million this quarter, or 8% annualized, reflecting expected seasonal growth. Net interest income increased 7% over the fourth quarter of 2015, reflecting growth in loan and investment securities interest income and stable funding costs, and we remain well positioned for improved margins, should interest rates rise in 2017. Non-interest income this quarter grew 3% compared to the same period last year on continued growth in trust, sweep, deposit and swap fees. Non-interest expense was flat with the prior quarter but was up 3% over the same period last year.”
Mr. Kemper added, “We continue to maintain strong capital and liquidity levels. Credit quality across our entire loan portfolio remains excellent, with low credit losses and delinquency rates and declining non-performing assets. Net loan charge-offs totaled $9.0 million this quarter, compared to $6.6 million in the previous quarter, with the increase largely due to lower commercial loan recoveries this quarter and slightly higher consumer net loan charge-offs. During the current quarter, the provision for loan losses totaled $10.4 million, or $1.4 million higher than net loan charge-offs. The allowance for loan losses increased to $155.9 million at December 31, 2016, or 1.16% of period end loans. Total non-performing assets decreased $1.9 million from the previous quarter to $14.6 million this quarter.”
(more)
Total assets at December 31, 2016 were $25.6 billion, total loans were $13.4 billion, and total deposits were $21.1 billion. During the quarter, the Company signed an agreement to purchase a new core deposit system from Temenos Group AG which is expected to be implemented in 2019. In the fourth quarter of 2016, the Company distributed a 5% stock dividend on its common stock. The Company also paid a cash dividend of $.214 per common share, as restated for the 5% stock dividend, and an annualized 6% cash dividend on its preferred stock this quarter.
Commerce Bancshares, Inc. is a registered bank holding company offering a full line of banking services, including investment management and securities brokerage. The Company currently operates in approximately 340 locations in Missouri, Illinois, Kansas, Oklahoma and Colorado. The Company also has operating subsidiaries involved in credit related insurance and private equity activities.
This financial news release, including management's discussion of fourth quarter results, is posted to the Company's web site at www.commercebank.com.
* * * * * * * * * * * * * * *
For additional information, contact
Jeffery Aberdeen, Controller
at 1000 Walnut Street, Suite 700
Kansas City, MO 64106
or by telephone at (816) 234-2081
Web Site: http://www.commercebank.com
Email: mymoney@commercebank.com
COMMERCE BANCSHARES, INC. and SUBSIDIARIES
FINANCIAL HIGHLIGHTS
|
| | | | | | | | | | | | | | | | |
| | For the Three Months Ended | For the Year Ended |
(Unaudited) (Dollars in thousands, except per share data) | | December 31, 2016 | September 30, 2016 | December 31, 2015 | December 31, 2016 | December 31, 2015 |
FINANCIAL SUMMARY | | |
Net interest income | |
| $173,202 |
|
| $171,243 |
|
| $162,487 |
|
| $680,049 |
|
| $634,320 |
|
Non-interest income | | 119,479 |
| 119,319 |
| 116,042 |
| 474,392 |
| 448,139 |
|
Total revenue | | 292,681 |
| 290,562 |
| 278,529 |
| 1,154,441 |
| 1,082,459 |
|
Investment securities gains (losses), net | | 3,651 |
| (1,965 | ) | (1,480 | ) | (53 | ) | 6,320 |
|
Provision for loan losses | | 10,400 |
| 7,263 |
| 9,186 |
| 36,318 |
| 28,727 |
|
Non-interest expense | | 181,261 |
| 181,242 |
| 175,777 |
| 717,065 |
| 676,487 |
|
Income before taxes | | 104,671 |
| 100,092 |
| 92,086 |
| 401,005 |
| 383,565 |
|
Income taxes | | 32,297 |
| 30,942 |
| 27,661 |
| 124,151 |
| 116,590 |
|
Non-controlling interest expense (income) | | 795 |
| 605 |
| 715 |
| 1,463 |
| 3,245 |
|
Net income attributable to Commerce Bancshares, Inc. | 71,579 |
| 68,545 |
| 63,710 |
| 275,391 |
| 263,730 |
|
Preferred stock dividends | | 2,250 |
| 2,250 |
| 2,250 |
| 9,000 |
| 9,000 |
|
Net income available to common shareholders |
| $69,329 |
|
| $66,295 |
|
| $61,460 |
|
| $266,391 |
|
| $254,730 |
|
Earnings per common share: | | | | | | |
Net income — basic | |
| $.68 |
|
| $.65 |
|
| $.60 |
|
| $2.62 |
|
| $2.44 |
|
Net income — diluted | |
| $.68 |
|
| $.65 |
|
| $.60 |
|
| $2.61 |
|
| $2.43 |
|
Effective tax rate | | 31.09 | % | 31.10 | % | 30.27 | % | 31.07 | % | 30.66 | % |
Tax equivalent net interest income | |
| $181,301 |
|
| $179,115 |
|
| $170,141 |
|
| $711,433 |
|
| $664,038 |
|
Average total interest earning assets (1) | | $ | 23,775,165 |
| $ | 23,150,832 |
| $ | 22,948,756 |
| $ | 23,378,121 |
| $ | 22,621,052 |
|
Diluted wtd. average shares outstanding
| | 100,558,345 |
| 100,452,911 |
| 101,310,405 |
| 100,498,696 |
| 103,192,753 |
|
| | | | | | |
RATIOS | | | | | | |
Average loans to deposits (2) | | 64.24 | % | 64.33 | % | 62.80 | % | 63.71 | % | 61.44 | % |
Return on total average assets | | 1.14 |
| 1.12 |
| 1.05 |
| 1.12 |
| 1.11 |
|
Return on average common equity (3) | | 11.48 |
| 10.97 |
| 10.88 |
| 11.33 |
| 11.43 |
|
Non-interest income to total revenue | | 40.82 |
| 41.06 |
| 41.66 |
| 41.09 |
| 41.40 |
|
Efficiency ratio (4) | | 61.82 |
| 62.25 |
| 62.97 |
| 61.98 |
| 62.34 |
|
Net yield on interest earning assets | | 3.03 |
| 3.08 |
| 2.94 |
| 3.04 |
| 2.94 |
|
| | | | | | |
EQUITY SUMMARY | | | | | | |
Cash dividends per common share | |
| $.214 |
|
| $.214 |
|
| $.204 |
|
| $.857 |
|
| $.816 |
|
Cash dividends on common stock | |
| $21,776 |
|
| $21,772 |
|
| $20,920 |
|
| $87,070 |
|
| $84,961 |
|
Cash dividends on preferred stock | |
| $2,250 |
|
| $2,250 |
|
| $2,250 |
|
| $9,000 |
|
| $9,000 |
|
Book value per common share (5) | |
| $23.22 |
|
| $23.82 |
|
| $21.77 |
| | |
Market value per common share (5) | |
| $57.81 |
|
| $46.91 |
|
| $40.51 |
| | |
High market value per common share | |
| $59.22 |
|
| $48.86 |
|
| $44.86 |
| | |
Low market value per common share | |
| $45.37 |
|
| $43.56 |
|
| $39.43 |
| | |
Common shares outstanding (5) | | 101,460,962 |
| 101,420,849 |
| 102,087,300 |
| | |
Tangible common equity to tangible assets (6) | | 8.66 | % | 9.22 | % | 8.48 | % | | |
Tier I leverage ratio | | 9.55 | % | 9.58 | % | 9.23 | % | | |
| | | | | | |
OTHER QTD INFORMATION | | | | | | |
Number of bank/ATM locations | | 336 |
| 340 |
| 346 |
| | |
Full-time equivalent employees | | 4,784 |
| 4,778 |
| 4,770 |
| | |
| |
(1) | Excludes allowance for loan losses and unrealized gains/(losses) on available for sale securities. |
| |
(2) | Includes loans held for sale. |
| |
(3) | Annualized net income available to common shareholders divided by average total equity less preferred stock. |
| |
(4) | The efficiency ratio is calculated as non-interest expense (excluding intangibles amortization) as a percent of revenue. |
| |
(6) | The tangible common equity ratio is calculated as stockholders’ equity reduced by preferred stock, goodwill and other intangible assets (excluding mortgage servicing rights) divided by total assets reduced by goodwill and other intangible assets (excluding mortgage servicing rights). |
COMMERCE BANCSHARES, INC. and SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME |
| | | | | | | | | | | | | | | | | | | | | | |
| | For the Three Months Ended | For the Year Ended |
(Unaudited) (In thousands, except per share data) | | December 31, 2016 | September 30, 2016 | June 30, 2016 | March 31, 2016 | December 31, 2015 | December 31, 2016 | December 31, 2015 |
Interest income | |
| $181,498 |
|
| $179,361 |
|
| $180,065 |
|
| $172,128 |
|
| $169,742 |
|
| $713,052 |
|
| $662,416 |
|
Interest expense | | 8,296 |
| 8,118 |
| 8,236 |
| 8,353 |
| 7,255 |
| 33,003 |
| 28,096 |
|
Net interest income | | 173,202 |
| 171,243 |
| 171,829 |
| 163,775 |
| 162,487 |
| 680,049 |
| 634,320 |
|
Provision for loan losses | | 10,400 |
| 7,263 |
| 9,216 |
| 9,439 |
| 9,186 |
| 36,318 |
| 28,727 |
|
Net interest income after provision for loan losses | 162,802 |
| 163,980 |
| 162,613 |
| 154,336 |
| 153,301 |
| 643,731 |
| 605,593 |
|
NON-INTEREST INCOME | | | | | | | | |
Bank card transaction fees | | 45,338 |
| 47,006 |
| 45,065 |
| 44,470 |
| 46,320 |
| 181,879 |
| 178,926 |
|
Trust fees | | 31,360 |
| 30,951 |
| 30,241 |
| 29,243 |
| 29,622 |
| 121,795 |
| 118,437 |
|
Deposit account charges and other fees | 22,134 |
| 22,241 |
| 21,328 |
| 20,691 |
| 21,606 |
| 86,394 |
| 80,416 |
|
Capital market fees | | 2,679 |
| 2,751 |
| 2,500 |
| 2,725 |
| 3,116 |
| 10,655 |
| 11,476 |
|
Consumer brokerage services | | 3,409 |
| 3,375 |
| 3,491 |
| 3,509 |
| 3,254 |
| 13,784 |
| 13,784 |
|
Loan fees and sales | | 2,583 |
| 3,123 |
| 3,196 |
| 2,510 |
| 2,101 |
| 11,412 |
| 8,228 |
|
Other | | 11,976 |
| 9,872 |
| 10,749 |
| 15,876 |
| 10,023 |
| 48,473 |
| 36,872 |
|
Total non-interest income | | 119,479 |
| 119,319 |
| 116,570 |
| 119,024 |
| 116,042 |
| 474,392 |
| 448,139 |
|
INVESTMENT SECURITIES GAINS (LOSSES), NET | 3,651 |
| (1,965 | ) | (744 | ) | (995 | ) | (1,480 | ) | (53 | ) | 6,320 |
|
NON-INTEREST EXPENSE | | | | | | | | |
Salaries and employee benefits | | 108,639 |
| 107,004 |
| 104,808 |
| 106,859 |
| 102,098 |
| 427,310 |
| 400,701 |
|
Net occupancy | | 11,529 |
| 12,366 |
| 11,092 |
| 11,303 |
| 10,981 |
| 46,290 |
| 44,788 |
|
Equipment | | 4,884 |
| 4,842 |
| 4,781 |
| 4,634 |
| 4,915 |
| 19,141 |
| 19,086 |
|
Supplies and communication | | 5,645 |
| 5,968 |
| 5,693 |
| 6,829 |
| 6,554 |
| 24,135 |
| 22,970 |
|
Data processing and software | | 23,390 |
| 23,663 |
| 22,770 |
| 22,899 |
| 22,274 |
| 92,722 |
| 83,944 |
|
Marketing | | 3,431 |
| 4,399 |
| 4,389 |
| 3,813 |
| 3,539 |
| 16,032 |
| 16,107 |
|
Deposit insurance | | 3,443 |
| 3,576 |
| 3,143 |
| 3,165 |
| 3,145 |
| 13,327 |
| 12,146 |
|
Other | | 20,300 |
| 19,424 |
| 20,413 |
| 17,971 |
| 22,271 |
| 78,108 |
| 76,745 |
|
Total non-interest expense | | 181,261 |
| 181,242 |
| 177,089 |
| 177,473 |
| 175,777 |
| 717,065 |
| 676,487 |
|
Income before income taxes | | 104,671 |
| 100,092 |
| 101,350 |
| 94,892 |
| 92,086 |
| 401,005 |
| 383,565 |
|
Less income taxes | | 32,297 |
| 30,942 |
| 31,542 |
| 29,370 |
| 27,661 |
| 124,151 |
| 116,590 |
|
Net income | | 72,374 |
| 69,150 |
| 69,808 |
| 65,522 |
| 64,425 |
| 276,854 |
| 266,975 |
|
Less non-controlling interest expense (income) | 795 |
| 605 |
| (85 | ) | 148 |
| 715 |
| 1,463 |
| 3,245 |
|
Net income attributable to Commerce Bancshares, Inc. | 71,579 |
| 68,545 |
| 69,893 |
| 65,374 |
| 63,710 |
| 275,391 |
| 263,730 |
|
Less preferred stock dividends | | 2,250 |
| 2,250 |
| 2,250 |
| 2,250 |
| 2,250 |
| 9,000 |
| 9,000 |
|
Net income available to common shareholders |
| $69,329 |
|
| $66,295 |
|
| $67,643 |
|
| $63,124 |
|
| $61,460 |
|
| $266,391 |
|
| $254,730 |
|
Net income per common share — basic |
| $.68 |
|
| $.65 |
|
| $.67 |
|
| $.62 |
|
| $.60 |
|
| $2.62 |
|
| $2.44 |
|
Net income per common share — diluted |
| $.68 |
|
| $.65 |
|
| $.66 |
|
| $.62 |
|
| $.60 |
|
| $2.61 |
|
| $2.43 |
|
| | | | | | | | |
OTHER INFORMATION | | | | | | | | |
Return on total average assets | | 1.14 | % | 1.12 | % | 1.15 | % | 1.07 | % | 1.05 | % | 1.12 | % | 1.11 | % |
Return on average common equity (1) | 11.48 |
| 10.97 |
| 11.69 |
| 11.20 |
| 10.88 |
| 11.33 |
| 11.43 |
|
Efficiency ratio (2) | | 61.82 |
| 62.25 |
| 61.27 |
| 62.62 |
| 62.97 |
| 61.98 |
| 62.34 |
|
Effective tax rate | | 31.09 |
| 31.10 |
| 31.10 |
| 31.00 |
| 30.27 |
| 31.07 |
| 30.66 |
|
Net yield on interest earning assets
| 3.03 |
| 3.08 |
| 3.11 |
| 2.95 |
| 2.94 |
| 3.04 |
| 2.94 |
|
Tax equivalent net interest income | |
| $181,301 |
|
| $179,115 |
|
| $179,592 |
|
| $171,425 |
|
| $170,141 |
|
| $711,433 |
|
| $664,038 |
|
| |
(1) | Annualized net income available to common shareholders divided by average total equity less preferred stock. |
| |
(2) | The efficiency ratio is calculated as non-interest expense (excluding intangibles amortization) as a percent of revenue. |
COMMERCE BANCSHARES, INC. and SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS - PERIOD END
|
| | | | | | | | | | |
(Unaudited) (In thousands) | | December 31, 2016 | September 30, 2016 | December 31, 2015 |
ASSETS | | | | |
Loans | | | | |
Business | | $ | 4,776,365 |
| $ | 4,770,883 |
| $ | 4,397,893 |
|
Real estate — construction and land | | 791,236 |
| 800,545 |
| 624,070 |
|
Real estate — business | | 2,643,374 |
| 2,520,528 |
| 2,355,544 |
|
Real estate — personal | | 2,010,397 |
| 1,968,005 |
| 1,915,953 |
|
Consumer | | 1,990,801 |
| 1,972,969 |
| 1,924,365 |
|
Revolving home equity | | 413,634 |
| 417,591 |
| 432,981 |
|
Consumer credit card | | 776,465 |
| 760,022 |
| 779,744 |
|
Overdrafts | | 10,464 |
| 19,698 |
| 6,142 |
|
Total loans | | 13,412,736 |
| 13,230,241 |
| 12,436,692 |
|
Allowance for loan losses | | (155,932 | ) | (154,532 | ) | (151,532 | ) |
Net loans | | 13,256,804 |
| 13,075,709 |
| 12,285,160 |
|
Loans held for sale | | 14,456 |
| 9,511 |
| 7,607 |
|
Investment securities: | | | | |
Available for sale | | 9,649,203 |
| 9,438,871 |
| 9,777,004 |
|
Trading | | 22,225 |
| 28,586 |
| 11,890 |
|
Non-marketable | | 99,558 |
| 108,224 |
| 112,786 |
|
Total investment securities | | 9,770,986 |
| 9,575,681 |
| 9,901,680 |
|
Federal funds sold and short-term securities purchased under agreements to resell | | 15,470 |
| 13,415 |
| 14,505 |
|
Long-term securities purchased under agreements to resell | | 725,000 |
| 725,000 |
| 875,000 |
|
Interest earning deposits with banks | | 272,275 |
| 56,767 |
| 23,803 |
|
Cash and due from banks | | 494,690 |
| 396,938 |
| 464,411 |
|
Land, buildings and equipment — net | | 337,705 |
| 339,196 |
| 352,581 |
|
Goodwill | | 138,921 |
| 138,921 |
| 138,921 |
|
Other intangible assets — net | | 6,709 |
| 6,621 |
| 6,669 |
|
Other assets | | 608,408 |
| 396,709 |
| 534,625 |
|
Total assets | | $ | 25,641,424 |
| $ | 24,734,468 |
| $ | 24,604,962 |
|
LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | |
Deposits: | | | | |
Non-interest bearing | | $ | 7,429,398 |
| $ | 7,130,415 |
| $ | 7,146,398 |
|
Savings, interest checking and money market | | 11,430,789 |
| 11,023,526 |
| 10,834,746 |
|
Time open and C.D.’s of less than $100,000 | | 713,075 |
| 732,575 |
| 785,191 |
|
Time open and C.D.’s of $100,000 and over | | 1,527,833 |
| 1,279,644 |
| 1,212,518 |
|
Total deposits | | 21,101,095 |
| 20,166,160 |
| 19,978,853 |
|
Federal funds purchased and securities sold under agreements to repurchase | | 1,723,905 |
| 1,489,891 |
| 1,963,552 |
|
Other borrowings | | 102,049 |
| 101,415 |
| 103,818 |
|
Other liabilities | | 213,243 |
| 416,189 |
| 191,321 |
|
Total liabilities | | 23,140,292 |
| 22,173,655 |
| 22,237,544 |
|
Stockholders’ equity: | | | | |
Preferred stock | | 144,784 |
| 144,784 |
| 144,784 |
|
Common stock | | 510,015 |
| 489,862 |
| 489,862 |
|
Capital surplus | | 1,552,454 |
| 1,335,150 |
| 1,337,677 |
|
Retained earnings | | 292,849 |
| 515,081 |
| 383,313 |
|
Treasury stock | | (15,294 | ) | (50,538 | ) | (26,116 | ) |
Accumulated other comprehensive income | | 10,975 |
| 121,082 |
| 32,470 |
|
Total stockholders’ equity | | 2,495,783 |
| 2,555,421 |
| 2,361,990 |
|
Non-controlling interest | | 5,349 |
| 5,392 |
| 5,428 |
|
Total equity | | 2,501,132 |
| 2,560,813 |
| 2,367,418 |
|
Total liabilities and equity | | $ | 25,641,424 |
| $ | 24,734,468 |
| $ | 24,604,962 |
|
COMMERCE BANCSHARES, INC. and SUBSIDIARIES
AVERAGE BALANCE SHEETS |
| | | | | | | | | | | | | | | |
(Unaudited) (In thousands) | For the Three Months Ended |
December 31, 2016 | September 30, 2016 | June 30, 2016 | March 31, 2016 | December 31, 2015 |
ASSETS: | | | | | |
Loans: | | | | | |
Business | $ | 4,731,405 |
| $ | 4,694,340 |
| $ | 4,691,476 |
| $ | 4,491,556 |
| $ | 4,351,756 |
|
Real estate — construction and land | 821,048 |
| 821,422 |
| 789,329 |
| 682,557 |
| 584,185 |
|
Real estate — business | 2,559,028 |
| 2,432,325 |
| 2,389,170 |
| 2,382,094 |
| 2,320,439 |
|
Real estate — personal | 1,985,606 |
| 1,943,951 |
| 1,905,968 |
| 1,909,532 |
| 1,916,219 |
|
Consumer | 1,978,154 |
| 1,947,956 |
| 1,927,925 |
| 1,934,577 |
| 1,908,540 |
|
Revolving home equity | 415,429 |
| 411,832 |
| 413,198 |
| 429,682 |
| 429,582 |
|
Consumer credit card | 757,618 |
| 750,412 |
| 738,130 |
| 752,098 |
| 756,743 |
|
Overdrafts | 5,501 |
| 4,652 |
| 3,916 |
| 4,772 |
| 6,303 |
|
Total loans | 13,253,789 |
| 13,006,890 |
| 12,859,112 |
| 12,586,868 |
| 12,273,767 |
|
Allowance for loan losses | (154,040 | ) | (153,517 | ) | (151,622 | ) | (151,308 | ) | (150,856 | ) |
Net loans | 13,099,749 |
| 12,853,373 |
| 12,707,490 |
| 12,435,560 |
| 12,122,911 |
|
Loans held for sale | 10,765 |
| 26,597 |
| 56,272 |
| 9,360 |
| 6,118 |
|
Investment securities: | | | | | |
U.S. government and federal agency obligations | 811,524 |
| 726,469 |
| 698,374 |
| 703,212 |
| 580,816 |
|
Government-sponsored enterprise obligations | 445,544 |
| 481,573 |
| 666,354 |
| 776,488 |
| 824,066 |
|
State and municipal obligations | 1,784,407 |
| 1,747,794 |
| 1,763,849 |
| 1,718,587 |
| 1,779,704 |
|
Mortgage-backed securities | 3,656,695 |
| 3,366,292 |
| 3,394,466 |
| 3,424,716 |
| 3,335,627 |
|
Asset-backed securities | 2,417,367 |
| 2,340,783 |
| 2,377,708 |
| 2,537,472 |
| 2,574,426 |
|
Other marketable securities | 333,236 |
| 334,747 |
| 337,572 |
| 342,382 |
| 337,340 |
|
Unrealized gain on investment securities | 155,818 |
| 235,169 |
| 191,565 |
| 149,319 |
| 130,231 |
|
Total available for sale securities | 9,604,591 |
| 9,232,827 |
| 9,429,888 |
| 9,652,176 |
| 9,562,210 |
|
Trading securities | 21,717 |
| 18,433 |
| 20,540 |
| 18,190 |
| 23,217 |
|
Non-marketable securities | 105,420 |
| 113,954 |
| 116,103 |
| 127,769 |
| 114,321 |
|
Total investment securities | 9,731,728 |
| 9,365,214 |
| 9,566,531 |
| 9,798,135 |
| 9,699,748 |
|
Federal funds sold and short-term securities purchased under agreements to resell | 8,336 |
| 13,054 |
| 11,916 |
| 17,378 |
| 18,694 |
|
Long-term securities purchased under agreements to resell | 724,998 |
| 766,302 |
| 824,999 |
| 850,275 |
| 902,174 |
|
Interest earning deposits with banks | 201,367 |
| 207,944 |
| 125,024 |
| 219,636 |
| 178,486 |
|
Other assets | 1,153,982 |
| 1,151,549 |
| 1,113,214 |
| 1,172,916 |
| 1,119,602 |
|
Total assets | $ | 24,930,925 |
| $ | 24,384,033 |
| $ | 24,405,446 |
| $ | 24,503,260 |
| $ | 24,047,733 |
|
| | | | | |
LIABILITIES AND EQUITY: | | | | | |
Non-interest bearing deposits | $ | 7,307,407 |
| $ | 7,096,218 |
| $ | 6,885,889 |
| $ | 6,905,673 |
| $ | 6,995,666 |
|
Savings | 773,304 |
| 778,663 |
| 787,478 |
| 761,020 |
| 736,824 |
|
Interest checking and money market | 10,512,268 |
| 10,210,744 |
| 10,287,923 |
| 10,128,543 |
| 9,805,457 |
|
Time open & C.D.’s of less than $100,000 | 722,775 |
| 740,729 |
| 758,703 |
| 775,221 |
| 796,639 |
|
Time open & C.D.’s of $100,000 and over | 1,333,764 |
| 1,435,001 |
| 1,635,892 |
| 1,483,700 |
| 1,219,803 |
|
Total deposits | 20,649,518 |
| 20,261,355 |
| 20,355,885 |
| 20,054,157 |
| 19,554,389 |
|
Borrowings: | | | | | |
Federal funds purchased and securities sold under agreements to repurchase | 1,284,916 |
| 1,163,728 |
| 1,211,892 |
| 1,404,754 |
| 1,707,430 |
|
Other borrowings | 101,412 |
| 102,769 |
| 104,649 |
| 377,711 |
| 103,819 |
|
Total borrowings | 1,386,328 |
| 1,266,497 |
| 1,316,541 |
| 1,782,465 |
| 1,811,249 |
|
Other liabilities | 346,900 |
| 306,306 |
| 260,179 |
| 254,437 |
| 295,718 |
|
Total liabilities | 22,382,746 |
| 21,834,158 |
| 21,932,605 |
| 22,091,059 |
| 21,661,356 |
|
Equity | 2,548,179 |
| 2,549,875 |
| 2,472,841 |
| 2,412,201 |
| 2,386,377 |
|
Total liabilities and equity | $ | 24,930,925 |
| $ | 24,384,033 |
| $ | 24,405,446 |
| $ | 24,503,260 |
| $ | 24,047,733 |
|
COMMERCE BANCSHARES, INC. and SUBSIDIARIES
AVERAGE RATES |
| | | | | | | | | | | |
(Unaudited) | For the Three Months Ended | |
December 31, 2016 | September 30, 2016 | June 30, 2016 | March 31, 2016 | December 31, 2015 | |
ASSETS: | | | | | | |
Loans: | | | | | | |
Business (1) | 2.91 | % | 2.87 | % | 2.90 | % | 2.87 | % | 2.78 | % | |
Real estate — construction and land | 3.64 |
| 3.48 |
| 3.46 |
| 3.51 |
| 3.41 |
| |
Real estate — business | 3.61 |
| 3.63 |
| 3.69 |
| 3.70 |
| 3.68 |
| |
Real estate — personal | 3.69 |
| 3.73 |
| 3.76 |
| 3.77 |
| 3.76 |
| |
Consumer | 3.85 |
| 3.91 |
| 3.80 |
| 3.87 |
| 3.91 |
| |
Revolving home equity | 3.50 |
| 3.56 |
| 3.59 |
| 3.52 |
| 3.44 |
| |
Consumer credit card | 11.38 |
| 11.56 |
| 11.54 |
| 11.42 |
| 11.23 |
| |
Overdrafts | — |
| — |
| — |
| — |
| — |
| |
Total loans | 3.85 |
| 3.86 |
| 3.86 |
| 3.89 |
| 3.85 |
| |
Loans held for sale | 5.77 |
| 5.00 |
| 4.95 |
| 5.80 |
| 5.40 |
| |
Investment securities: | | | | | | |
U.S. government and federal agency obligations | 2.18 |
| 2.43 |
| 3.48 |
| .40 |
| .17 |
| |
Government-sponsored enterprise obligations | 1.54 |
| 2.24 |
| 3.03 |
| 1.93 |
| 1.89 |
| |
State and municipal obligations (1) | 3.57 |
| 3.60 |
| 3.60 |
| 3.66 |
| 3.64 |
| |
Mortgage-backed securities | 2.40 |
| 2.38 |
| 2.36 |
| 2.45 |
| 2.54 |
| |
Asset-backed securities | 1.52 |
| 1.48 |
| 1.45 |
| 1.39 |
| 1.25 |
| |
Other marketable securities (1) | 2.95 |
| 2.74 |
| 2.77 |
| 2.79 |
| 2.83 |
| |
Total available for sale securities | 2.36 |
| 2.39 |
| 2.51 |
| 2.20 |
| 2.20 |
| |
Trading securities (1) | 2.40 |
| 2.42 |
| 2.27 |
| 2.87 |
| 2.65 |
| |
Non-marketable securities (1) | 5.42 |
| 10.24 |
| 8.03 |
| 6.54 |
| 8.19 |
| |
Total investment securities | 2.39 |
| 2.49 |
| 2.58 |
| 2.26 |
| 2.27 |
| |
Federal funds sold and short-term securities purchased under agreements to resell | .72 |
| .61 |
| .64 |
| .56 |
| .32 |
| |
Long-term securities purchased under agreements to resell | 1.86 |
| 1.73 |
| 1.64 |
| 1.64 |
| 1.40 |
| |
Interest earning deposits with banks | .56 |
| .51 |
| .49 |
| .49 |
| .28 |
| |
Total interest earning assets | 3.17 |
| 3.22 |
| 3.25 |
| 3.10 |
| 3.07 |
| |
| | | | | | |
LIABILITIES AND EQUITY: | | | | | | |
Interest bearing deposits: | | | | | | |
Savings | .12 |
| .12 |
| .11 |
| .12 |
| .12 |
| |
Interest checking and money market | .13 |
| .13 |
| .13 |
| .13 |
| .13 |
| |
Time open & C.D.’s of less than $100,000 | .37 |
| .37 |
| .38 |
| .38 |
| .37 |
| |
Time open & C.D.’s of $100,000 and over | .60 |
| .61 |
| .58 |
| .54 |
| .51 |
| |
Total interest bearing deposits | .19 |
| .20 |
| .20 |
| .19 |
| .18 |
| |
Borrowings: | | | | | | |
Federal funds purchased and securities sold under agreements to repurchase | .30 |
| .25 |
| .24 |
| .25 |
| .14 |
| |
Other borrowings | 3.54 |
| 3.51 |
| 3.49 |
| 1.33 |
| 3.47 |
| |
Total borrowings | .54 |
| .51 |
| .50 |
| .48 |
| .33 |
| |
Total interest bearing liabilities | .22 | % | .22 | % | .22 | % | .23 | % | .20 | % | |
| | | | | | |
Net yield on interest earning assets | 3.03 | % | 3.08 | % | 3.11 | % | 2.95 | % | 2.94 | % | |
(1) Stated on a tax equivalent basis using a federal income tax rate of 35%.
|
| | | | | | | | | | | | | | | | | | | | | | |
COMMERCE BANCSHARES, INC. and SUBSIDIARIES
|
CREDIT QUALITY |
| | | | | | | | |
| | For the Three Months Ended | For the Year Ended |
(Unaudited) (In thousands, except per share data) | | December 31, 2016 | September 30, 2016 | June 30, 2016 | March 31, 2016 | December 31, 2015 | December 31, 2016 | December 31, 2015 |
ALLOWANCE FOR LOAN LOSSES | | | | | | | | |
Balance at beginning of period | | $ | 154,532 |
| $ | 153,832 |
| $ | 152,132 |
| $ | 151,532 |
| $ | 151,532 |
| $ | 151,532 |
| $ | 156,532 |
|
Provision for losses | | 10,400 |
| 7,263 |
| 9,216 |
| 9,439 |
| 9,186 |
| 36,318 |
| 28,727 |
|
Net charge-offs (recoveries): | | | | | | | | |
Commercial portfolio: | | | | | | | | |
Business | | 268 |
| (50 | ) | (65 | ) | 463 |
| (133 | ) | 616 |
| (388 | ) |
Real estate — construction and land | | (882 | ) | (2,312 | ) | (507 | ) | (11 | ) | 60 |
| (3,712 | ) | (1,262 | ) |
Real estate — business | | 97 |
| (106 | ) | (1,030 | ) | (242 | ) | (626 | ) | (1,281 | ) | (133 | ) |
| | (517 | ) | (2,468 | ) | (1,602 | ) | 210 |
| (699 | ) | (4,377 | ) | (1,783 | ) |
Personal banking portfolio: | | | | | | | | |
Consumer credit card | | 6,506 |
| 6,356 |
| 6,650 |
| 5,918 |
| 6,479 |
| 25,430 |
| 25,039 |
|
Consumer | | 2,427 |
| 2,240 |
| 1,781 |
| 2,599 |
| 2,251 |
| 9,047 |
| 8,278 |
|
Overdraft | | 379 |
| 434 |
| 307 |
| 219 |
| 487 |
| 1,339 |
| 1,350 |
|
Real estate — personal | | (38 | ) | (78 | ) | 305 |
| (195 | ) | 458 |
| (6 | ) | 441 |
|
Revolving home equity | | 243 |
| 79 |
| 75 |
| 88 |
| 210 |
| 485 |
| 402 |
|
| | 9,517 |
| 9,031 |
| 9,118 |
| 8,629 |
| 9,885 |
| 36,295 |
| 35,510 |
|
Total net loan charge-offs | | 9,000 |
| 6,563 |
| 7,516 |
| 8,839 |
| 9,186 |
| 31,918 |
| 33,727 |
|
Balance at end of period | | $ | 155,932 |
| $ | 154,532 |
| $ | 153,832 |
| $ | 152,132 |
| $ | 151,532 |
| $ | 155,932 |
| $ | 151,532 |
|
| | | | | | | | |
NET CHARGE-OFF RATIOS* | | | | | | | | |
Commercial portfolio: | | | | | | | | |
Business | | .02 | % | — | % | (.01 | )% | .04 | % | (.01 | )% | .01 | % | (.01 | )% |
Real estate — construction and land | | (.43 | ) | (1.12 | ) | (.26 | ) | (.01 | ) | .04 |
| (.48 | ) | (.26 | ) |
Real estate — business | | .02 |
| (.02 | ) | (.17 | ) | (.04 | ) | (.11 | ) | (.05 | ) | (.01 | ) |
| | (.03 | ) | (.12 | ) | (.08 | ) | .01 |
| (.04 | ) | (.06 | ) | (.03 | ) |
Personal banking portfolio: | | | | | | | | |
Consumer credit card | | 3.42 |
| 3.37 |
| 3.62 |
| 3.16 |
| 3.40 |
| 3.39 |
| 3.35 |
|
Consumer | | .49 |
| .46 |
| .37 |
| .54 |
| .47 |
| .46 |
| .45 |
|
Overdraft | | 27.41 |
| 37.11 |
| 31.53 |
| 18.46 |
| 30.65 |
| 28.42 |
| 24.93 |
|
Real estate — personal | | (.01 | ) | (.02 | ) | .06 |
| (.04 | ) | .09 |
| — |
| .02 |
|
Revolving home equity | | .23 |
| .08 |
| .07 |
| .08 |
| .19 |
| .12 |
| .09 |
|
| | .74 |
| .71 |
| .74 |
| .69 |
| .78 |
| .72 |
| .72 |
|
Total | | .27 | % | .20 | % | .24 | % | .28 | % | .30 | % | .25 | % | .28 | % |
| | | | | | | | |
CREDIT QUALITY RATIOS | | | | | | | | |
Non-performing assets to total loans | | .11 | % | .13 | % | .20 | % | .25 | % | .24 | % | | |
Non-performing assets to total assets | | .06 |
| .07 |
| .11 |
| .13 |
| .12 |
| | |
Allowance for loan losses to total loans | | 1.16 |
| 1.17 |
| 1.18 |
| 1.20 |
| 1.22 |
| | |
| | | | | | | | |
NON-PERFORMING ASSETS | | | | | | | | |
Non-accrual loans: | | | | | | | | |
Business | | $ | 8,682 |
| $ | 8,758 |
| $ | 12,716 |
| $ | 16,098 |
| $ | 10,874 |
| | |
Real estate — construction and land | | 564 |
| 1,310 |
| 2,170 |
| 2,710 |
| 3,090 |
| | |
Real estate — business | | 1,634 |
| 1,920 |
| 5,236 |
| 6,234 |
| 7,863 |
| | |
Real estate — personal | | 3,403 |
| 3,634 |
| 4,293 |
| 4,205 |
| 4,425 |
| | |
Revolving home equity | | — |
| 23 |
| 109 |
| 120 |
| 323 |
| | |
Total | | 14,283 |
| 15,645 |
| 24,524 |
| 29,367 |
| 26,575 |
| | |
Foreclosed real estate | | 366 |
| 950 |
| 1,609 |
| 1,997 |
| 2,819 |
| | |
Total non-performing assets | | $ | 14,649 |
| $ | 16,595 |
| $ | 26,133 |
| $ | 31,364 |
| $ | 29,394 |
| | |
| | | | | | | | |
Loans past due 90 days and still accruing interest | $ | 16,396 |
| $ | 16,916 |
| $ | 15,892 |
| $ | 15,360 |
| $ | 16,467 |
| | |
*as a percentage of average loans (excluding loans held for sale)
COMMERCE BANCSHARES, INC.
Management Discussion of Fourth Quarter Results
December 31, 2016
For the quarter ended December 31, 2016, net income attributable to Commerce Bancshares, Inc. (net income) amounted to $71.6 million, compared to $68.5 million in the previous quarter and $63.7 million in the same quarter last year. The increase in net income over the previous quarter resulted mainly from an increase in net interest income of $2.0 million and an increase in net securities gains of $5.6 million. The provision for loan losses increased $3.1 million over the prior quarter. The allowance for loan losses increased $1.4 million this quarter, and net loan charge-offs increased mostly due to a decline in commercial loan recoveries this quarter. Non-interest expense this quarter was nearly unchanged from the prior quarter. For the current quarter, the return on total average assets was 1.14%, the return on average common equity was 11.5%, and the efficiency ratio was 61.8%.
Balance Sheet Review
During the 4th quarter of 2016, average total loans increased $231.1 million, or 7.1% annualized, compared to the previous quarter, and increased $984.7 million, or 8.0%, over the same period last year. Compared to the previous quarter, the increase in average loans resulted mainly from growth in business real estate (up $126.7 million), personal real estate (up $41.7 million), business (up $37.1 million), and consumer (up $30.2 million) loans. Included in the quarter were loan pay-offs of $162.8 million, which were primarily pay-offs of construction loans. Demand was stronger for business real estate loans, and the Company originated a number of larger business real estate loans this quarter. Growth in business loans was driven by higher demand for lease, tax-free and commercial and industrial loans, while consumer loan growth mainly resulted from new private banking loan originations. During the current quarter, the Company sold certain fixed rate personal real estate loans totaling $41.7 million compared to $43.4 million in the prior quarter. Additionally, personal real estate loan originations continued to be strong this quarter, especially for 15 year fixed rate loans, which the Company did not sell into the secondary market.
During the 4th quarter of 2016, total average available for sale investment securities increased $371.8 million to $9.6 billion, at fair value. The growth in investment securities was funded by deposit growth as noted below. Purchases of new securities totaled $773.4 million in the 4th quarter of 2016 and were offset by sales, maturities and pay downs of $377.4 million. Average mortgage -backed securities increased $290.4 million this quarter while other asset-backed securities grew $76.6 million. At December 31, 2016, the duration of the investment portfolio was 2.9 years, and maturities and pay downs of approximately $1.7 billion are expected to occur during the next 12 months.
Total average deposits increased $388.2 million, or 1.9%, this quarter compared to the previous quarter. The increase in average deposits resulted mainly from growth in business demand deposits of $254.1 million, coupled with an increase in money market (increase of $258.0 million) and interest checking (increase of $43.5 million) accounts. Compared to the previous quarter, total average consumer, commercial and private banking deposits increased $104.4 million, $63.6 million, and $229.5 million, respectively. The average loans to deposits ratio was 64.2% in the current quarter and 64.3% in the prior quarter.
Compared to the previous quarter, the Company’s average borrowings increased $119.8 million to $1.4 billion in the current quarter, mostly due to higher federal funds purchased and repurchase agreement balances.
Net Interest Income
Net interest income (tax equivalent) in the 4th quarter of 2016 amounted to $181.3 million, compared with $179.1 million in the previous quarter. Net interest income (tax equivalent) for the current quarter increased $11.2 million compared to the 4th quarter of last year. During the 4th quarter of 2016, the net yield on earning assets (tax equivalent) was 3.03%, compared with 3.08% in the previous quarter and 2.94% in the same period last year. The increase in net interest income (tax equivalent) in the current quarter compared to the prior quarter was due mainly to higher interest income on loans and investment securities of $2.3 million, partly offset by an increase in interest expense of $178 thousand.
Compared to the previous quarter, interest on loans (tax equivalent) increased $1.9 million, mainly as a result of higher average balances in business real estate, personal real estate, consumer and consumer credit card loans. Overall, the average yield on the loan portfolio declined slightly this quarter to 3.85%.
Interest on investment securities (tax equivalent) increased $419 thousand over the previous quarter. The current quarter included an adjustment of $1.8 million lowering premium amortization expense due to slowing prepayment speeds on mortgage-backed securities and was reflective of rising interest rates this quarter. Also, the prior quarter included one-time interest income of $938 thousand received on a private equity debt investment that did not reoccur this quarter. Interest on government-sponsored investment securities declined $983 thousand due to lower balances and rates, offset by increased interest income from mortgage-backed, asset-backed and municipal securities. Total inflation income on treasury inflation-protected securities (TIPS) for the quarter totaled $1.9 million compared to $2.2 million in the previous quarter. The yield on total investment securities was 2.39% in the current quarter compared to 2.49% in the prior quarter.
Interest expense on deposits decreased $72 thousand this quarter compared with the previous quarter due mainly to lower certificate of deposit balances. Borrowing costs increased $250 thousand this quarter compared to the prior quarter mostly due to higher rates paid on federal funds and repurchase agreements.
Non-Interest Income
In the 4th quarter of 2016, total non-interest income amounted to $119.5 million, an increase of $3.4 million, or 3.0%, compared to the same period last year. Also, current quarter non-interest income was slightly higher when compared to amounts recorded in the previous quarter. The increase in non-interest income over the same period last year was mainly due to growth in trust and swap fee income which increased $1.7 million and $1.8 million, respectively, and was partly offset by lower bank card fees.
Total bank card fees in the current quarter declined $982 thousand, or 2.1%, from the same period last year. The decrease was mainly the result of a decline in commercial card fees of $866 thousand, coupled with lower merchant and credit card interchange fees. Debit card fees grew 1.6% this quarter over the 4th quarter of last year. Total bank card fees this quarter were comprised of fees on corporate card ($21.8 million), debit card ($10.1 million), merchant ($7.0 million) and credit card ($6.5 million) transactions.
In the current quarter, trust fees increased $1.7 million, or 5.9%, over the same period last year, with growth coming mainly from private client customers. Compared to the same period last year,
COMMERCE BANCSHARES, INC.
Management Discussion of Fourth Quarter Results
December 31, 2016
deposit account fees increased $528 thousand, or 2.4%, as a result of growth in deposit account service fees of $409 thousand, or 8.2%, and higher corporate cash management fees.
Compared to the 4th quarter of 2015, loan fees and sales grew $482 thousand, or 22.9%, this quarter due to higher mortgage banking revenue related to the Company’s fixed rate residential mortgage sale program. Included in other non-interest income are fees from sales of interest rate swaps and sweep fees, which increased $1.8 million and $949 thousand, respectively, over the same period last year. Fees from the sales of tax credits grew by $186 thousand this quarter. Non-interest income comprised 40.8% of the Company’s total revenue this quarter.
Investment Securities Gains and Losses
The Company recorded net securities gains of $3.7 million this quarter, compared with net losses of $2.0 million last quarter and net losses of $1.5 million in the same period last year. Net gains in the current quarter resulted primarily from realized gains and unrealized fair value adjustments on the Company’s private equity investment portfolio.
Non-Interest Expense
Non-interest expense for the current quarter amounted to $181.3 million, which was virtually unchanged from the prior quarter. Compared to the same period last year, non-interest expense increased $5.5 million, or 3.1%. The increase over the same period in the previous year was mainly due to higher costs for salaries and benefits, occupancy, data processing costs, and professional fees, partially offset by lower supplies and communication expense.
Compared to the 4th quarter of last year, salaries and benefits expense increased $6.5 million, or 6.4%. Growth in salaries expense of $6.0 million, or 6.9%, was mainly the result of higher full-time salaries and incentive compensation costs. Benefits expense increased $505 thousand, mainly due to higher 401(k) expense over the same period last year. Growth in total salaries expense compared to the previous year resulted mainly from increased staffing costs in commercial banking, commercial card, residential mortgage, trust, and other support units. Full-time equivalent employees totaled 4,784 and 4,770 at December 31, 2016 and 2015, respectively.
Compared to the 4th quarter of last year, data processing and software costs and occupancy costs grew $1.1 million and $548 thousand, respectively, while costs for supplies and communication, equipment and marketing all declined. Higher occupancy costs were incurred this quarter compared to the same period last year, mainly due to demolition costs associated with a branch location which is currently being replaced. The increase in data processing and software expense was due to higher costs for commercial cash management software, online banking and other general information technology systems. The decrease in costs for supplies and communication was related mainly to the completion of the issuance of new chip cards in prior quarters, which has also helped to lower bank card fraud losses this year. Additionally this quarter, FDIC insurance costs increased $298 thousand compared to the same quarter last year due to higher deposit balances and insurance rates. The decline in other non-interest expense was the result of $1.6 million lower bank card fraud losses and a $729 thousand decline in other bank card costs this quarter, offset by higher professional fees.
Income Taxes
The effective tax rate for the Company was 31.1% in the current quarter, 31.1% in the previous quarter, and 30.3% in the 4th quarter of 2015.
Credit Quality
Net loan charge-offs in the 4th quarter of 2016 amounted to $9.0 million, compared to $6.6 million in the prior quarter and $9.2 million in the same period last year. The ratio of annualized net loan charge-offs to total average loans was .27% in the current quarter compared to .20% in the previous quarter and .30% in the 4th quarter of last year. During the 4th quarter of 2016, the Company recorded net recoveries on commercial loans of $517 thousand, compared to net recoveries of $2.5 million in the prior quarter. Net loan charge-offs in the personal banking portfolio totaled $9.5 million in the current quarter and $9.0 million in the previous quarter.
In the 4th quarter of 2016, annualized net loan charge-offs on average consumer credit card loans were 3.42%, compared with 3.37% in the previous quarter and 3.40% in the same period last year. Consumer loan net charge-offs were .49% of average consumer loans in the current quarter, .46% in the prior quarter and .47% in the same quarter last year. The provision for loan losses in the current quarter totaled $10.4 million, compared to $7.3 million in the prior quarter and $9.2 million in the 4th quarter of last year. This quarter, the provision for loan losses exceeded net loan charge-offs by $1.4 million. At December 31, 2016, the allowance totaled $155.9 million, which was 1.16% of total loans.
At December 31, 2016, total non-performing assets amounted to $14.6 million, a decrease of $1.9 million from the previous quarter. Non-performing assets are comprised of non-accrual loans and foreclosed real estate ($14.3 million and $366 thousand, respectively, at December 31, 2016). At December 31, 2016, the balance of non-accrual loans, which represented .11% of loans outstanding, included business loans of $8.7 million, business real estate loans of $1.6 million, personal real estate loans of $3.4 million, and construction and land loans of $564 thousand. Loans more than 90 days past due and still accruing interest totaled $16.4 million at December 31, 2016.
Other
During the 4th quarter of 2016, the Company distributed a 5% stock dividend on its common stock. This quarter the Company also paid a cash dividend of $.214 per common share, as restated for the 5% stock dividend, and an annualized 6% cash dividend on its preferred stock. During the quarter, the Company signed an agreement to purchase a new core deposit system from Temenos Group AG which is expected to be implemented in 2019.
Forward Looking Information
This information contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include future financial and operating results, expectations, intentions and other statements that are not historical facts. Such statements are based on current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties. Actual results may differ materially from those set forth in the forward-looking statements.