Exhibit (99)(d)
The Supplemental Information contained in Exhibit (99)(d) shows certain historical financial data for each of Wachovia and SouthTrust and also shows similar combined illustrative information reflecting the merger of SouthTrust with and into Wachovia. The historical financial data show the financial results actually achieved by Wachovia and SouthTrust for the periods indicated. The combined illustrative information shows the illustrative effect of the merger under the purchase method of accounting hypothetically assuming the merger was consummated as of the applicable prior period, instead of November 1, 2004, the actual merger consummation date. In the case of the combined illustrative information for the three months ended December 31, 2004, the standalone SouthTrust information represents the period from October 1, 2004 to October 31, 2004. In the case of the combined illustrative information for the full year ended December 31, 2004, the standalone SouthTrust information represents the period from January 1, 2004 to October 31, 2004.
The combined illustrative information is not prepared in accordance with generally accepted accounting principles (“GAAP”), although both the historical Wachovia and historical SouthTrust financial information presented in Exhibit (99)(d) were respectively prepared in accordance with GAAP. Wachovia believes the combined illustrative information is useful to investors in understanding how the financial information of Wachovia and SouthTrust may have appeared on a combined basis had the two companies actually been merged as of the dates indicated and how the financial information of the business segments and certain sub-segments of the new combined company may have appeared had the two companies actually been merged as of the dates indicated.
The combined illustrative information includes estimated adjustments to record certain assets and liabilities of SouthTrust at their respective fair values and to record certain exit costs related to SouthTrust. The estimated adjustments included in Exhibit (99)(d) are subject to updates as additional information becomes available and as additional analyses are performed. Certain other assets and liabilities of SouthTrust will also be subject to adjustment to their respective fair values, including additional intangible assets which may be identified. Pending more detailed analyses, no estimated adjustments are included in Exhibit (99)(d) for these assets and liabilities. Any change in the fair value of the net assets of SouthTrust will change the amount of the purchase price allocable to goodwill. In addition, the final adjustments may be materially different from the unaudited estimated adjustments presented in Exhibit (99)(d). The combined illustrative information cannot be reconciled to GAAP because many of the purchase accounting adjustments resulting from the merger are based upon valuations of assets as of the merger date and therefore cannot be ascertained for prior periods.
We anticipate that the merger will provide Wachovia with financial benefits that include increased revenue and reduced operating expenses, but these financial benefits are not reflected in the combined illustrative
information. Accordingly, the combined illustrative information does not attempt to predict or suggest future results. It also does not necessarily reflect what the historical results of the combined company would have been had our companies been combined during the periods presented.
The costs associated with merger integration activities that impact certain SouthTrust systems, facilities and equipment, personnel and contractual arrangements will be recorded as purchase accounting adjustments when the appropriate plans are in place with potential refinements up to one year after completion of the merger as additional information becomes available. We currently estimate that exit cost purchase accounting adjustments will amount to $447 million pre-tax ($275 million after-tax). The costs associated with integrating systems and operations will be recorded as merger-related expenses based on the nature and timing of the related expenses, but generally will be recorded as the expenses are incurred. Restructuring charges will be recorded based on the nature and timing of the expenses and generally will include merger integration activities that impact Wachovia systems, facilities and equipment, personnel and contractual arrangements. We currently expect merger-related and restructuring expenses will amount to $253 million pre-tax ($156 million after-tax) and will be incurred and reported through 2006.
The information in Exhibit (99)(d) is based on historical financial information and related notes that Wachovia and SouthTrust have respectively presented in prior filings with the Securities and Exchange Commission. Shareholders are encouraged to review that historical financial information and related notes in connection with the combined illustrative information provided in Exhibit (99)(d).
WACHOVIA CORPORATION AND SUBSIDIARIES
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION(Unaudited)
TABLE OF CONTENTS
| | |
Illustrative Combined Consolidated Balance Sheets | | |
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September 30, 2004 | | 1 |
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Illustrative Combined Consolidated Statements of Income | | |
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Year Ended December 31, 2004 | | 2 |
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Year Ended December 31, 2003 | | 3 |
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Nine Months Ended September 30, 2004 | | 4 |
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Six Months Ended June 30, 2004 | | 5 |
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Three Months Ended December 31, 2004 | | 6 |
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Three Months Ended September 30, 2004 | | 7 |
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Three Months Ended June 30, 2004 | | 8 |
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Three Months Ended March 31, 2004 | | 9 |
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Three Months Ended December 31, 2003 | | 10 |
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Business Segments | | |
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Year Ended December 31, 2004 | | 11 |
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Year Ended December 31, 2003 | | 12 |
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Three Months Ended December 31, 2004 | | 13 |
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Three Months Ended September 30, 2004 | | 14 |
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Three Months Ended June 30, 2004 | | 15 |
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Three Months Ended March 31, 2004 | | 16 |
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Three Months Ended December 31, 2003 | | 17 |
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General Bank - Commercial - Five Quarters Ended December 31, 2004 | | 18 |
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General Bank - Retail and Small Business - Five Quarters Ended December 31, 2004 | | 19 |
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Illustrative Combined Earnings Reconciliation | | |
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Five Quarters Ended December 31, 2004 | | 20 |
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Notes to Supplemental Illustrative Combined Financial Information | | 21 |
WACHOVIA CORPORATION AND SOUTHTRUST CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
ILLUSTRATIVE COMBINED CONSOLIDATED BALANCE SHEETS(Unaudited)
| | | | | | | | | | | | | |
| | September 30, 2004
| |
(In millions, except per share data)
| | Wachovia
| | | SouthTrust
| | | Combining Adjustments
| | | Illustrative Combined
| |
ASSETS | | | | | | | | | | | | | |
Cash and due from banks | | $ | 10,355 | | | 901 | | | — | | | 11,256 | |
Interest-bearing bank balances | | | 7,664 | | | 7 | | | — | | | 7,671 | |
Federal funds sold and securities purchased under resale agreements | | | 30,629 | | | 18 | | | — | | | 30,647 | |
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Total cash and cash equivalents | | | 48,648 | | | 926 | | | — | | | 49,574 | |
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Trading account assets | | | 45,129 | | | 160 | | | — | | | 45,289 | |
Securities | | | 102,157 | | | 11,692 | | | 18 | | | 113,867 | |
Loans, net of unearned income | | | 174,504 | | | 37,114 | | | 51 | | | 211,669 | |
Allowance for loan losses | | | (2,324 | ) | | (510 | ) | | — | | | (2,834 | ) |
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Loans, net | | | 172,180 | | | 36,604 | | | 51 | | | 208,835 | |
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Premises and equipment | | | 4,150 | | | 1,039 | | | (98 | ) | | 5,091 | |
Due from customers on acceptances | | | 563 | | | 55 | | | — | | | 618 | |
Goodwill | | | 11,481 | | | 844 | | | 9,093 | | | 21,418 | |
Other intangible assets | | | 946 | | | 15 | | | 725 | | | 1,686 | |
Loans held for sale | | | 17,755 | | | 683 | | | — | | | 18,438 | |
Other assets | | | 33,689 | | | 1,744 | | | (27 | ) | | 35,406 | |
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Total assets | | $ | 436,698 | | | 53,762 | | | 9,762 | | | 500,222 | |
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LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | | | | | | | | | | |
Deposits | | | | | | | | | | | | | |
Noninterest-bearing deposits | | | 52,524 | | | 5,767 | | | — | | | 58,291 | |
Interest-bearing deposits | | | 200,457 | | | 31,415 | | | 39 | | | 231,911 | |
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Total deposits | | | 252,981 | | | 37,182 | | | 39 | | | 290,202 | |
Short-term borrowings | | | 67,589 | | | 4,315 | | | — | | | 71,904 | |
Bank acceptances outstanding | | | 570 | | | 55 | | | — | | | 625 | |
Trading account liabilities | | | 22,704 | | | 60 | | | — | | | 22,764 | |
Other liabilities | | | 14,838 | | | 803 | | | 54 | | | 15,695 | |
Long-term debt | | | 41,444 | | | 6,613 | | | 236 | | | 48,293 | |
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Total liabilities | | | 400,126 | | | 49,028 | | | 329 | | | 449,483 | |
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Minority interest in net assets of consolidated subsidiaries | | | 2,675 | | | — | | | — | | | 2,675 | |
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STOCKHOLDERS’ EQUITY | | | | | | | | | | | | | |
Dividend Equalization Preferred shares | | | — | | | — | | | — | | | — | |
Common stock | | | 4,359 | | | 138 | | | 855 | | | 5,352 | |
Paid-in capital | | | 18,095 | | | 758 | | | 12,416 | | | 31,269 | |
Retained earnings | | | 10,449 | | | 3,728 | | | (3,728 | ) | | 10,449 | |
Accumulated other comprehensive income, net | | | 994 | | | 110 | | | (110 | ) | | 994 | |
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Total stockholders’ equity | | | 33,897 | | | 4,734 | | | 9,433 | | | 48,064 | |
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Total liabilities and stockholders’ equity | | $ | 436,698 | | | 53,762 | | | 9,762 | | | 500,222 | |
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See Notes to Supplemental Illustrative Combined Financial Information.
1
WACHOVIA CORPORATION AND SOUTHTRUST CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
ILLUSTRATIVE COMBINED CONSOLIDATED STATEMENTS OF INCOME(Unaudited)
| | | | | | | | | | | | |
| | Year Ended December 31, 2004
| |
(In millions, except per share data)
| | Wachovia
| | | SouthTrust
| | Combining Adjustments
| | | Illustrative Combined
| |
INTEREST INCOME | | | | | | | | | | | | |
Interest and fees on loans | | $ | 9,858 | | | 1,442 | | — | | | 11,300 | |
Interest and dividends on securities | | | 4,639 | | | 471 | | — | | | 5,110 | |
Trading account interest | | | 1,147 | | | 6 | | — | | | 1,153 | |
Other interest income | | | 1,644 | | | 26 | | — | | | 1,670 | |
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Total interest income | | | 17,288 | | | 1,945 | | — | | | 19,233 | |
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INTEREST EXPENSE | | | | | | | | | | | | |
Interest on deposits | | | 2,853 | | | 350 | | — | | | 3,203 | |
Interest on short-term borrowings | | | 1,503 | | | 39 | | — | | | 1,542 | |
Interest on long-term debt | | | 971 | | | 164 | | — | | | 1,135 | |
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Total interest expense | | | 5,327 | | | 553 | | — | | | 5,880 | |
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Net interest income | | | 11,961 | | | 1,392 | | — | | | 13,353 | |
Provision for credit losses | | | 257 | | | 90 | | — | | | 347 | |
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Net interest income after provision for credit losses | | | 11,704 | | | 1,302 | | — | | | 13,006 | |
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FEE AND OTHER INCOME | | | | | | | | | | | | |
Service charges | | | 1,978 | | | 221 | | — | | | 2,199 | |
Other banking fees | | | 1,226 | | | 138 | | — | | | 1,364 | |
Commissions | | | 2,601 | | | 29 | | — | | | 2,630 | |
Fiduciary and asset management fees | | | 2,772 | | | 27 | | — | | | 2,799 | |
Advisory, underwriting and other investment banking fees | | | 911 | | | — | | — | | | 911 | |
Trading account profits | | | 35 | | | 6 | | — | | | 41 | |
Principal investing | | | 261 | | | — | | — | | | 261 | |
Securities gains (losses) | | | (10 | ) | | 9 | | — | | | (1 | ) |
Other income | | | 1,005 | | | 158 | | — | | | 1,163 | |
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Total fee and other income | | | 10,779 | | | 588 | | — | | | 11,367 | |
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NONINTEREST EXPENSE | | | | | | | | | | | | |
Salaries and employee benefits | | | 8,703 | | | 635 | | — | | | 9,338 | |
Occupancy | | | 947 | | | 93 | | — | | | 1,040 | |
Equipment | | | 1,052 | | | 75 | | — | | | 1,127 | |
Advertising | | | 193 | | | 12 | | — | | | 205 | |
Communications and supplies | | | 620 | | | 47 | | — | | | 667 | |
Professional and consulting fees | | | 548 | | | 45 | | — | | | 593 | |
Other intangible amortization | | | 431 | | | 9 | | 105 | | | 545 | |
Merger-related and restructuring expenses | | | 444 | | | — | | — | | | 444 | |
Sundry expense | | | 1,728 | | | 120 | | — | | | 1,848 | |
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Total noninterest expense | | | 14,666 | | | 1,036 | | 105 | | | 15,807 | |
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Minority interest in income of consolidated subsidiaries | | | 184 | | | — | | — | | | 184 | |
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Income before income taxes | | | 7,633 | | | 854 | | (105 | ) | | 8,382 | |
Income taxes | | | 2,419 | | | 263 | | (37 | ) | | 2,645 | |
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Net income | | $ | 5,214 | | | 591 | | (68 | ) | | 5,737 | |
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PER COMMON SHARE DATA | | | | | | | | | | | | |
Basic earnings | | $ | 3.87 | | | 1.78 | | — | | | 3.60 | |
Diluted earnings | | | 3.81 | | | 1.77 | | — | | | 3.55 | |
Cash dividends | | $ | 1.66 | | | 0.72 | | — | | | 1.66 | |
AVERAGE COMMON SHARES | | | | | | | | | | | | |
Basic | | | 1,346 | | | 332 | | (87 | ) | | 1,591 | |
Diluted | | | 1,370 | | | 334 | | (87 | ) | | 1,617 | |
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See Notes to Supplemental Illustrative Combined Financial Information.
2
WACHOVIA CORPORATION AND SOUTHTRUST CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
ILLUSTRATIVE COMBINED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
| | | | | | | | | | | | |
| | Year Ended December 31, 2003
| |
(In millions, except per share data)
| | Wachovia
| | | SouthTrust
| | Combining Adjustments
| | | Illustrative Combined
| |
INTEREST INCOME | | | | | | | | | | | | |
Interest and fees on loans | | $ | 9,507 | | | 1,731 | | — | | | 11,238 | |
Interest and dividends on securities | | | 3,828 | | | 589 | | — | | | 4,417 | |
Trading account interest | | | 724 | | | 12 | | — | | | 736 | |
Other interest income | | | 1,021 | | | 40 | | — | | | 1,061 | |
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|
|
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|
Total interest income | | | 15,080 | | | 2,372 | | — | | | 17,452 | |
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|
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|
|
INTEREST EXPENSE | | | | | | | | | | | | |
Interest on deposits | | | 2,360 | | | 444 | | — | | | 2,804 | |
Interest on short-term borrowings | | | 1,219 | | | 55 | | — | | | 1,274 | |
Interest on long-term debt | | | 894 | | | 214 | | — | | | 1,108 | |
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|
| |
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Total interest expense | | | 4,473 | | | 713 | | — | | | 5,186 | |
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|
|
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|
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|
|
Net interest income | | | 10,607 | | | 1,659 | | — | | | 12,266 | |
Provision for credit losses | | | 586 | | | 129 | | — | | | 715 | |
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Net interest income after provision for credit losses | | | 10,021 | | | 1,530 | | — | | | 11,551 | |
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FEE AND OTHER INCOME | | | | | | | | | | | | |
Service charges | | | 1,731 | | | 263 | | — | | | 1,994 | |
Other banking fees | | | 1,017 | | | 232 | | — | | | 1,249 | |
Commissions | | | 2,318 | | | 41 | | — | | | 2,359 | |
Fiduciary and asset management fees | | | 2,345 | | | 34 | | — | | | 2,379 | |
Advisory, underwriting and other investment banking fees | | | 787 | | | — | | — | | | 787 | |
Trading account profits | | | 110 | | | 8 | | — | | | 118 | |
Principal investing | | | (139 | ) | | — | | — | | | (139 | ) |
Securities gains | | | 45 | | | — | | — | | | 45 | |
Other income | | | 1,268 | | | 137 | | — | | | 1,405 | |
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|
|
| |
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|
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|
Total fee and other income | | | 9,482 | | | 715 | | — | | | 10,197 | |
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|
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|
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|
NONINTEREST EXPENSE | | | | | | | | | | | | |
Salaries and employee benefits | | | 7,708 | | | 759 | | — | | | 8,467 | |
Occupancy | | | 851 | | | 105 | | — | | | 956 | |
Equipment | | | 1,021 | | | 97 | | — | | | 1,118 | |
Advertising | | | 160 | | | 15 | | — | | | 175 | |
Communications and supplies | | | 598 | | | 57 | | — | | | 655 | |
Professional and consulting fees | | | 460 | | | 37 | | — | | | 497 | |
Other intangible amortization | | | 518 | | | 13 | | 123 | | | 654 | |
Merger-related and restructuring expenses | | | 443 | | | — | | — | | | 443 | |
Sundry expense | | | 1,521 | | | 135 | | — | | | 1,656 | |
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Total noninterest expense | | | 13,280 | | | 1,218 | | 123 | | | 14,621 | |
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Minority interest in income of consolidated subsidiaries | | | 143 | | | — | | — | | | 143 | |
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|
Income before income taxes and change in accounting principle | | | 6,080 | | | 1,027 | | (123 | ) | | 6,984 | |
Income taxes | | | 1,833 | | | 322 | | (43 | ) | | 2,112 | |
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|
Income before change in accounting principle | | | 4,247 | | | 705 | | (80 | ) | | 4,872 | |
Change in accounting principle, net | | | 17 | | | — | | — | | | 17 | |
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Net income | | | 4,264 | | | 705 | | (80 | ) | | 4,889 | |
Dividends on preferred stock | | | 5 | | | — | | — | | | 5 | |
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Net income available to common stockholders | | $ | 4,259 | | | 705 | | (80 | ) | | 4,884 | |
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PER COMMON SHARE DATA | | | | | | | | | | | | |
Basic | | | | | | | | | | | | |
Income before change in accounting principle | | $ | 3.20 | | | 2.08 | | — | | | 3.00 | |
Net income | | | 3.21 | | | 2.08 | | — | | | 3.00 | |
Diluted | | | | | | | | | | | | |
Income before change in accounting principle | | | 3.17 | | | 2.06 | | — | | | 2.96 | |
Net income | | | 3.18 | | | 2.06 | | — | | | 2.97 | |
Cash dividends | | $ | 1.25 | | | 0.84 | | — | | | 1.25 | |
AVERAGE COMMON SHARES | | | | | | | | | | | | |
Basic | | | 1,325 | | | 338 | | (37 | ) | | 1,626 | |
Diluted | | | 1,340 | | | 342 | | (38 | ) | | 1,644 | |
See Notes to Supplemental Illustrative Combined Financial Information.
3
WACHOVIA CORPORATION AND SOUTHTRUST CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
ILLUSTRATIVE COMBINED CONSOLIDATED STATEMENTS OF INCOME(Unaudited)
| | | | | | | | | | | | |
| | Nine Months Ended September 30, 2004
| |
(In millions, except per share data)
| | Wachovia
| | | SouthTrust
| | Combining Adjustments
| | | Illustrative Combined
| |
INTEREST INCOME | | | | | | | | | | | | |
Interest and fees on loans | | $ | 7,044 | | | 1,285 | | — | | | 8,329 | |
Interest and dividends on securities | | | 3,407 | | | 424 | | — | | | 3,831 | |
Trading account interest | | | 759 | | | 6 | | — | | | 765 | |
Other interest income | | | 1,109 | | | 22 | | — | | | 1,131 | |
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|
| |
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Total interest income | | | 12,319 | | | 1,737 | | — | | | 14,056 | |
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|
INTEREST EXPENSE | | | | | | | | | | | | |
Interest on deposits | | | 1,993 | | | 309 | | — | | | 2,302 | |
Interest on short-term borrowings | | | 1,011 | | | 32 | | — | | | 1,043 | |
Interest on long-term debt | | | 651 | | | 146 | | — | | | 797 | |
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|
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Total interest expense | | | 3,655 | | | 487 | | — | | | 4,142 | |
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| |
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Net interest income | | | 8,664 | | | 1,250 | | — | | | 9,914 | |
Provision for credit losses | | | 148 | | | 81 | | — | | | 229 | |
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Net interest income after provision for credit losses | | | 8,516 | | | 1,169 | | — | | | 9,685 | |
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|
FEE AND OTHER INCOME | | | | | | | | | | | | |
Service charges | | | 1,459 | | | 200 | | — | | | 1,659 | |
Other banking fees | | | 883 | | | 124 | | — | | | 1,007 | |
Commissions | | | 1,981 | | | 26 | | — | | | 2,007 | |
Fiduciary and asset management fees | | | 2,072 | | | 25 | | — | | | 2,097 | |
Advisory, underwriting and other investment banking fees | | | 640 | | | — | | — | | | 640 | |
Trading account profits | | | 51 | | | 6 | | — | | | 57 | |
Principal investing | | | 254 | | | — | | — | | | 254 | |
Securities gains (losses) | | | (33 | ) | | 9 | | — | | | (24 | ) |
Other income | | | 668 | | | 163 | | — | | | 831 | |
| |
|
|
| |
| |
|
| |
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|
Total fee and other income | | | 7,975 | | | 553 | | — | | | 8,528 | |
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|
|
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| |
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|
NONINTEREST EXPENSE | | | | | | | | | | | | |
Salaries and employee benefits | | | 6,464 | | | 540 | | — | | | 7,004 | |
Occupancy | | | 687 | | | 83 | | — | | | 770 | |
Equipment | | | 780 | | | 67 | | — | | | 847 | |
Advertising | | | 142 | | | 9 | | — | | | 151 | |
Communications and supplies | | | 457 | | | 42 | | — | | | 499 | |
Professional and consulting fees | | | 369 | | | 41 | | — | | | 410 | |
Other intangible amortization | | | 318 | | | 9 | | 93 | | | 420 | |
Merger-related and restructuring expenses | | | 328 | | | — | | — | | | 328 | |
Sundry expense | | | 1,287 | | | 107 | | — | | | 1,394 | |
| |
|
|
| |
| |
|
| |
|
|
Total noninterest expense | | | 10,832 | | | 898 | | 93 | | | 11,823 | |
| |
|
|
| |
| |
|
| |
|
|
Minority interest in income of consolidated subsidiaries | | | 130 | | | — | | — | | | 130 | |
| |
|
|
| |
| |
|
| |
|
|
Income before income taxes | | | 5,529 | | | 824 | | (93 | ) | | 6,260 | |
Income taxes | | | 1,763 | | | 258 | | (33 | ) | | 1,988 | |
| |
|
|
| |
| |
|
| |
|
|
Net income | | $ | 3,766 | | | 566 | | (60 | ) | | 4,272 | |
| |
|
|
| |
| |
|
| |
|
|
PER COMMON SHARE DATA | | | | | | | | | | | | |
Basic earnings | | $ | 2.90 | | | 1.71 | | — | | | 2.68 | |
Diluted earnings | | | 2.85 | | | 1.68 | | — | | | 2.64 | |
Cash dividends | | $ | 1.20 | | | 0.72 | | — | | | 1.20 | |
AVERAGE COMMON SHARES | | | | | | | | | | | | |
Basic | | | 1,299 | | | 332 | | (37 | ) | | 1,594 | |
Diluted | | | 1,321 | | | 336 | | (37 | ) | | 1,620 | |
See Notes to Supplemental Illustrative Combined Financial Information.
4
WACHOVIA CORPORATION AND SOUTHTRUST CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
ILLUSTRATIVE COMBINED CONSOLIDATED STATEMENTS OF INCOME(Unaudited)
| | | | | | | | | | |
| | Six Months Ended June 30, 2004
|
(In millions, except per share data)
| | Wachovia
| | SouthTrust
| | Combining Adjustments
| | | Illustrative Combined
|
INTEREST INCOME | | | | | | | | | | |
Interest and fees on loans | | $ | 4,651 | | 842 | | — | | | 5,493 |
Interest and dividends on securities | | | 2,251 | | 281 | | — | | | 2,532 |
Trading account interest | | | 434 | | 4 | | — | | | 438 |
Other interest income | | | 682 | | 13 | | — | | | 695 |
| |
|
| |
| |
|
| |
|
Total interest income | | | 8,018 | | 1,140 | | — | | | 9,158 |
| |
|
| |
| |
|
| |
|
INTEREST EXPENSE | | | | | | | | | | |
Interest on deposits | | | 1,302 | | 197 | | — | | | 1,499 |
Interest on short-term borrowings | | | 615 | | 18 | | — | | | 633 |
Interest on long-term debt | | | 402 | | 94 | | — | | | 496 |
| |
|
| |
| |
|
| |
|
Total interest expense | | | 2,319 | | 309 | | — | | | 2,628 |
| |
|
| |
| |
|
| |
|
Net interest income | | | 5,699 | | 831 | | — | | | 6,530 |
Provision for credit losses | | | 105 | | 57 | | — | | | 162 |
| |
|
| |
| |
|
| |
|
Net interest income after provision for credit losses | | | 5,594 | | 774 | | — | | | 6,368 |
| |
|
| |
| |
|
| |
|
FEE AND OTHER INCOME | | | | | | | | | | |
Service charges | | | 960 | | 132 | | — | | | 1,092 |
Other banking fees | | | 570 | | 82 | | — | | | 652 |
Commissions | | | 1,413 | | 18 | | — | | | 1,431 |
Fiduciary and asset management fees | | | 1,404 | | 16 | | — | | | 1,420 |
Advisory, underwriting and other investment banking fees | | | 403 | | — | | — | | | 403 |
Trading account profits | | | 111 | | 4 | | — | | | 115 |
Principal investing | | | 53 | | — | | — | | | 53 |
Securities gains | | | 38 | | 9 | | — | | | 47 |
Other income | | | 422 | | 129 | | — | | | 551 |
| |
|
| |
| |
|
| |
|
Total fee and other income | | | 5,374 | | 390 | | — | | | 5,764 |
| |
|
| |
| |
|
| |
|
NONINTEREST EXPENSE | | | | | | | | | | |
Salaries and employee benefits | | | 4,346 | | 361 | | — | | | 4,707 |
Occupancy | | | 453 | | 54 | | — | | | 507 |
Equipment | | | 512 | | 44 | | — | | | 556 |
Advertising | | | 96 | | 6 | | — | | | 102 |
Communications and supplies | | | 308 | | 28 | | — | | | 336 |
Professional and consulting fees | | | 235 | | 36 | | — | | | 271 |
Other intangible amortization | | | 219 | | 6 | | 62 | | | 287 |
Merger-related and restructuring expenses | | | 201 | | — | | — | | | 201 |
Sundry expense | | | 791 | | 82 | | — | | | 873 |
| |
|
| |
| |
|
| |
|
Total noninterest expense | | | 7,161 | | 617 | | 62 | | | 7,840 |
| |
|
| |
| |
|
| |
|
Minority interest in income of consolidated subsidiaries | | | 102 | | — | | — | | | 102 |
| |
|
| |
| |
|
| |
|
Income before income taxes | | | 3,705 | | 547 | | (62 | ) | | 4,190 |
Income taxes | | | 1,202 | | 169 | | (22 | ) | | 1,349 |
| |
|
| |
| |
|
| |
|
Net income | | $ | 2,503 | | 378 | | (40 | ) | | 2,841 |
| |
|
| |
| |
|
| |
|
PER COMMON SHARE DATA | | | | | | | | | | |
Basic earnings | | $ | 1.92 | | 1.14 | | — | | | 1.78 |
Diluted earnings | | | 1.89 | | 1.12 | | — | | | 1.75 |
Cash dividends | | $ | 0.80 | | 0.48 | | — | | | 0.80 |
AVERAGE COMMON SHARES | | | | | | | | | | |
Basic | | | 1,301 | | 332 | | (37 | ) | | 1,596 |
Diluted | | | 1,323 | | 336 | | (37 | ) | | 1,622 |
See Notes to Supplemental Illustrative Combined Financial Information.
5
WACHOVIA CORPORATION AND SOUTHTRUST CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
ILLUSTRATIVE COMBINED CONSOLIDATED STATEMENTS OF INCOME(Unaudited)
| | | | | | | | | | | | | |
| | Three Months Ended December 31, 2004
| |
(In millions, except per share data)
| | Wachovia
| | | SouthTrust
| | | Combining Adjustments
| | | Illustrative Combined
| |
INTEREST INCOME | | | | | | | | | | | | | |
Interest and fees on loans | | $ | 2,814 | | | 157 | | | — | | | 2,971 | |
Interest and dividends on securities | | | 1,232 | | | 47 | | | — | | | 1,279 | |
Trading account interest | | | 388 | | | — | | | — | | | 388 | |
Other interest income | | | 535 | | | 4 | | | — | | | 539 | |
| |
|
|
| |
|
| |
|
| |
|
|
Total interest income | | | 4,969 | | | 208 | | | — | | | 5,177 | |
| |
|
|
| |
|
| |
|
| |
|
|
INTEREST EXPENSE | | | | | | | | | | | | | |
Interest on deposits | | | 860 | | | 41 | | | — | | | 901 | |
Interest on short-term borrowings | | | 492 | | | 7 | | | — | | | 499 | |
Interest on long-term debt | | | 320 | | | 18 | | | — | | | 338 | |
| |
|
|
| |
|
| |
|
| |
|
|
Total interest expense | | | 1,672 | | | 66 | | | — | | | 1,738 | |
| |
|
|
| |
|
| |
|
| |
|
|
Net interest income | | | 3,297 | | | 142 | | | — | | | 3,439 | |
Provision for credit losses | | | 109 | | | 9 | | | — | | | 118 | |
| |
|
|
| |
|
| |
|
| |
|
|
Net interest income after provision for credit losses | | | 3,188 | | | 133 | | | — | | | 3,321 | |
| |
|
|
| |
|
| |
|
| |
|
|
FEE AND OTHER INCOME | | | | | | | | | | | | | |
Service charges | | | 519 | | | 21 | | | — | | | 540 | |
Other banking fees | | | 343 | | | 14 | | | — | | | 357 | |
Commissions | | | 620 | | | 3 | | | — | | | 623 | |
Fiduciary and asset management fees | | | 700 | | | 2 | | | — | | | 702 | |
Advisory, underwriting and other investment banking fees | | | 271 | | | — | | | — | | | 271 | |
Trading account profits (losses) | | | (16 | ) | | — | | | — | | | (16 | ) |
Principal investing | | | 7 | | | — | | | — | | | 7 | |
Securities gains | | | 23 | | | — | | | — | | | 23 | |
Other income | | | 337 | | | (5 | ) | | — | | | 332 | |
| |
|
|
| |
|
| |
|
| |
|
|
Total fee and other income | | | 2,804 | | | 35 | | | — | | | 2,839 | |
| |
|
|
| |
|
| |
|
| |
|
|
NONINTEREST EXPENSE | | | | | | | | | | | | | |
Salaries and employee benefits | | | 2,239 | | | 95 | | | — | | | 2,334 | |
Occupancy | | | 260 | | | 10 | | | — | | | 270 | |
Equipment | | | 272 | | | 8 | | | — | | | 280 | |
Advertising | | | 51 | | | 3 | | | — | | | 54 | |
Communications and supplies | | | 163 | | | 5 | | | — | | | 168 | |
Professional and consulting fees | | | 179 | | | 4 | | | — | | | 183 | |
Other intangible amortization | | | 113 | | | — | | | 12 | | | 125 | |
Merger-related and restructuring expenses | | | 116 | | | — | | | — | | | 116 | |
Sundry expense | | | 441 | | | 13 | | | — | | | 454 | |
| |
|
|
| |
|
| |
|
| |
|
|
Total noninterest expense | | | 3,834 | | | 138 | | | 12 | | | 3,984 | |
| |
|
|
| |
|
| |
|
| |
|
|
Minority interest in income of consolidated subsidiaries | | | 54 | | | — | | | — | | | 54 | |
| |
|
|
| |
|
| |
|
| |
|
|
Income before income taxes | | | 2,104 | | | 30 | | | (12 | ) | | 2,122 | |
Income taxes | | | 656 | | | 5 | | | (4 | ) | | 657 | |
| |
|
|
| |
|
| |
|
| |
|
|
Net income | | $ | 1,448 | | | 25 | | | (8 | ) | | 1,465 | |
| |
|
|
| |
|
| |
|
| |
|
|
PER COMMON SHARE DATA | | | | | | | | | | | | | |
Basic earnings | | $ | 0.97 | | | 0.08 | | | — | | | 0.92 | |
Diluted earnings | | | 0.95 | | | 0.07 | | | — | | | 0.90 | |
Cash dividends | | $ | 0.46 | | | — | | | — | | | 0.46 | |
AVERAGE COMMON SHARES | | | | | | | | | | | | | |
Basic | | | 1,487 | | | 332 | | | (235 | ) | | 1,584 | |
Diluted | | | 1,518 | | | 336 | | | (235 | ) | | 1,619 | |
| |
|
|
| |
|
| |
|
| |
|
|
See Notes to Supplemental Illustrative Combined Financial Information.
6
WACHOVIA CORPORATION AND SOUTHTRUST CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
ILLUSTRATIVE COMBINED CONSOLIDATED STATEMENTS OF INCOME(Unaudited)
| | | | | | | | | | | | |
| | Three Months Ended September 30, 2004
| |
(In millions, except per share data)
| | Wachovia
| | | SouthTrust
| | Combining Adjustments
| | | Illustrative Combined
| |
INTEREST INCOME | | | | | | | | | | | | |
Interest and fees on loans | | $ | 2,393 | | | 443 | | — | | | 2,836 | |
Interest and dividends on securities | | | 1,156 | | | 143 | | — | | | 1,299 | |
Trading account interest | | | 325 | | | 2 | | — | | | 327 | |
Other interest income | | | 427 | | | 9 | | — | | | 436 | |
| |
|
|
| |
| |
|
| |
|
|
Total interest income | | | 4,301 | | | 597 | | — | | | 4,898 | |
| |
|
|
| |
| |
|
| |
|
|
INTEREST EXPENSE | | | | | | | | | | | | |
Interest on deposits | | | 691 | | | 112 | | — | | | 803 | |
Interest on short-term borrowings | | | 396 | | | 14 | | — | | | 410 | |
Interest on long-term debt | | | 249 | | | 52 | | — | | | 301 | |
| |
|
|
| |
| |
|
| |
|
|
Total interest expense | | | 1,336 | | | 178 | | — | | | 1,514 | |
| |
|
|
| |
| |
|
| |
|
|
Net interest income | | | 2,965 | | | 419 | | — | | | 3,384 | |
Provision for credit losses | | | 43 | | | 24 | | — | | | 67 | |
| |
|
|
| |
| |
|
| |
|
|
Net interest income after provision for credit losses | | | 2,922 | | | 395 | | — | | | 3,317 | |
| |
|
|
| |
| |
|
| |
|
|
FEE AND OTHER INCOME | | | | | | | | | | | | |
Service charges | | | 499 | | | 68 | | — | | | 567 | |
Other banking fees | | | 313 | | | 42 | | — | | | 355 | |
Commissions | | | 568 | | | 8 | | — | | | 576 | |
Fiduciary and asset management fees | | | 668 | | | 9 | | — | | | 677 | |
Advisory, underwriting and other investment banking fees | | | 237 | | | — | | — | | | 237 | |
Trading account profits (losses) | | | (60 | ) | | 2 | | — | | | (58 | ) |
Principal investing | | | 201 | | | — | | — | | | 201 | |
Securities losses | | | (71 | ) | | — | | — | | | (71 | ) |
Other income | | | 246 | | | 34 | | — | | | 280 | |
| |
|
|
| |
| |
|
| |
|
|
Total fee and other income | | | 2,601 | | | 163 | | — | | | 2,764 | |
| |
|
|
| |
| |
|
| |
|
|
NONINTEREST EXPENSE | | | | | | | | | | | | |
Salaries and employee benefits | | | 2,118 | | | 179 | | — | | | 2,297 | |
Occupancy | | | 234 | | | 29 | | — | | | 263 | |
Equipment | | | 268 | | | 23 | | — | | | 291 | |
Advertising | | | 46 | | | 3 | | — | | | 49 | |
Communications and supplies | | | 149 | | | 14 | | — | | | 163 | |
Professional and consulting fees | | | 134 | | | 5 | | — | | | 139 | |
Other intangible amortization | | | 99 | | | 3 | | 31 | | | 133 | |
Merger-related and restructuring expenses | | | 127 | | | — | | — | | | 127 | |
Sundry expense | | | 496 | | | 25 | | — | | | 521 | |
| |
|
|
| |
| |
|
| |
|
|
Total noninterest expense | | | 3,671 | | | 281 | | 31 | | | 3,983 | |
| |
|
|
| |
| |
|
| |
|
|
Minority interest in income of consolidated subsidiaries | | | 28 | | | — | | — | | | 28 | |
| |
|
|
| |
| |
|
| |
|
|
Income before income taxes | | | 1,824 | | | 277 | | (31 | ) | | 2,070 | |
Income taxes | | | 561 | | | 89 | | (11 | ) | | 639 | |
| |
|
|
| |
| |
|
| |
|
|
Net income | | $ | 1,263 | | | 188 | | (20 | ) | | 1,431 | |
| |
|
|
| |
| |
|
| |
|
|
PER COMMON SHARE DATA | | | | | | | | | | | | |
Basic earnings | | $ | 0.97 | | | 0.56 | | — | | | 0.90 | |
Diluted earnings | | | 0.96 | | | 0.56 | | — | | | 0.88 | |
Cash dividends | | $ | 0.40 | | | 0.24 | | — | | | 0.40 | |
AVERAGE COMMON SHARES | | | | | | | | | | | | |
Basic | | | 1,296 | | | 334 | | (37 | ) | | 1,593 | |
Diluted | | | 1,316 | | | 339 | | (37 | ) | | 1,618 | |
See Notes to Supplemental Illustrative Combined Financial Information.
7
WACHOVIA CORPORATION AND SOUTHTRUST CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
ILLUSTRATIVE COMBINED CONSOLIDATED STATEMENTS OF INCOME(Unaudited)
| | | | | | | | | | |
| | Three Months Ended June 30, 2004
|
(In millions, except per share data)
| | Wachovia
| | SouthTrust
| | Combining Adjustments
| | | Illustrative Combined
|
INTEREST INCOME | | | | | | | | | | |
Interest and fees on loans | | $ | 2,316 | | 425 | | — | | | 2,741 |
Interest and dividends on securities | | | 1,110 | | 139 | | — | | | 1,249 |
Trading account interest | | | 237 | | 2 | | — | | | 239 |
Other interest income | | | 356 | | 8 | | — | | | 364 |
| |
|
| |
| |
|
| |
|
Total interest income | | | 4,019 | | 574 | | — | | | 4,593 |
| |
|
| |
| |
|
| |
|
INTEREST EXPENSE | | | | | | | | | | |
Interest on deposits | | | 654 | | 98 | | — | | | 752 |
Interest on short-term borrowings | | | 316 | | 8 | | — | | | 324 |
Interest on long-term debt | | | 211 | | 48 | | — | | | 259 |
| |
|
| |
| |
|
| |
|
Total interest expense | | | 1,181 | | 154 | | — | | | 1,335 |
| |
|
| |
| |
|
| |
|
Net interest income | | | 2,838 | | 420 | | — | | | 3,258 |
Provision for credit losses | | | 61 | | 29 | | — | | | 90 |
| |
|
| |
| |
|
| |
|
Net interest income after provision for credit losses | | | 2,777 | | 391 | | — | | | 3,168 |
| |
|
| |
| |
|
| |
|
FEE AND OTHER INCOME | | | | | | | | | | |
Service charges | | | 489 | | 67 | | — | | | 556 |
Other banking fees | | | 301 | | 43 | | — | | | 344 |
Commissions | | | 657 | | 9 | | — | | | 666 |
Fiduciary and asset management fees | | | 700 | | 8 | | — | | | 708 |
Advisory, underwriting and other investment banking fees | | | 203 | | — | | — | | | 203 |
Trading account profits | | | 34 | | 2 | | — | | | 36 |
Principal investing | | | 15 | | — | | — | | | 15 |
Securities gains | | | 36 | | 6 | | — | | | 42 |
Other income | | | 172 | | 95 | | — | | | 267 |
| |
|
| |
| |
|
| |
|
Total fee and other income | | | 2,607 | | 230 | | — | | | 2,837 |
| |
|
| |
| |
|
| |
|
NONINTEREST EXPENSE | | | | | | | | | | |
Salaries and employee benefits | | | 2,164 | | 184 | | — | | | 2,348 |
Occupancy | | | 224 | | 28 | | — | | | 252 |
Equipment | | | 253 | | 22 | | — | | | 275 |
Advertising | | | 48 | | 3 | | — | | | 51 |
Communications and supplies | | | 157 | | 14 | | — | | | 171 |
Professional and consulting fees | | | 126 | | 28 | | — | | | 154 |
Other intangible amortization | | | 107 | | 3 | | 31 | | | 141 |
Merger-related and restructuring expenses | | | 102 | | — | | — | | | 102 |
Sundry expense | | | 314 | | 54 | | — | | | 368 |
| |
|
| |
| |
|
| |
|
Total noninterest expense | | | 3,495 | | 336 | | 31 | | | 3,862 |
| |
|
| |
| |
|
| |
|
Minority interest in income of consolidated subsidiaries | | | 45 | | — | | — | | | 45 |
| |
|
| |
| |
|
| |
|
Income before income taxes | | | 1,844 | | 285 | | (31 | ) | | 2,098 |
Income taxes | | | 592 | | 90 | | (11 | ) | | 671 |
| |
|
| |
| |
|
| |
|
Net income | | $ | 1,252 | | 195 | | (20 | ) | | 1,427 |
| |
|
| |
| |
|
| |
|
PER COMMON SHARE DATA | | | | | | | | | | |
Basic earnings | | $ | 0.96 | | 0.59 | | — | | | 0.89 |
Diluted earnings | | | 0.95 | | 0.58 | | — | | | 0.88 |
Cash dividends | | $ | 0.40 | | 0.24 | | — | | | 0.40 |
AVERAGE COMMON SHARES | | | | | | | | | | |
Basic | | | 1,300 | | 332 | | (37 | ) | | 1,595 |
Diluted | | | 1,320 | | 336 | | (37 | ) | | 1,619 |
See Notes to Supplemental Illustrative Combined Financial Information.
8
WACHOVIA CORPORATION AND SOUTHTRUST CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
ILLUSTRATIVE COMBINED CONSOLIDATED STATEMENTS OF INCOME(Unaudited)
| | | | | | | | | | |
| | Three Months Ended March 31, 2004
|
(In millions, except per share data)
| | Wachovia
| | SouthTrust
| | Combining Adjustments
| | | Illustrative Combined
|
INTEREST INCOME | | | | | | | | | | |
Interest and fees on loans | | $ | 2,335 | | 417 | | — | | | 2,752 |
Interest and dividends on securities | | | 1,141 | | 142 | | — | | | 1,283 |
Trading account interest | | | 197 | | 2 | | — | | | 199 |
Other interest income | | | 326 | | 5 | | — | | | 331 |
| |
|
| |
| |
|
| |
|
Total interest income | | | 3,999 | | 566 | | — | | | 4,565 |
| |
|
| |
| |
|
| |
|
INTEREST EXPENSE | | | | | | | | | | |
Interest on deposits | | | 648 | | 99 | | — | | | 747 |
Interest on short-term borrowings | | | 299 | | 10 | | — | | | 309 |
Interest on long-term debt | | | 191 | | 46 | | — | | | 237 |
| |
|
| |
| |
|
| |
|
Total interest expense | | | 1,138 | | 155 | | — | | | 1,293 |
| |
|
| |
| |
|
| |
|
Net interest income | | | 2,861 | | 411 | | — | | | 3,272 |
Provision for credit losses | | | 44 | | 28 | | — | | | 72 |
| |
|
| |
| |
|
| |
|
Net interest income after provision for credit losses | | | 2,817 | | 383 | | — | | | 3,200 |
| |
|
| |
| |
|
| |
|
FEE AND OTHER INCOME | | | | | | | | | | |
Service charges | | | 471 | | 65 | | — | | | 536 |
Other banking fees | | | 269 | | 39 | | — | | | 308 |
Commissions | | | 756 | | 9 | | — | | | 765 |
Fiduciary and asset management fees | | | 704 | | 8 | | — | | | 712 |
Advisory, underwriting and other investment banking fees | | | 200 | | — | | — | | | 200 |
Trading account profits | | | 77 | | 2 | | — | | | 79 |
Principal investing | | | 38 | | — | | — | | | 38 |
Securities gains | | | 2 | | 3 | | — | | | 5 |
Other income | | | 250 | | 34 | | — | | | 284 |
| |
|
| |
| |
|
| |
|
Total fee and other income | | | 2,767 | | 160 | | — | | | 2,927 |
| |
|
| |
| |
|
| |
|
NONINTEREST EXPENSE | | | | | | | | | | |
Salaries and employee benefits | | | 2,182 | | 177 | | — | | | 2,359 |
Occupancy | | | 229 | | 26 | | — | | | 255 |
Equipment | | | 259 | | 22 | | — | | | 281 |
Advertising | | | 48 | | 3 | | — | | | 51 |
Communications and supplies | | | 151 | | 14 | | — | | | 165 |
Professional and consulting fees | | | 109 | | 8 | | — | | | 117 |
Other intangible amortization | | | 112 | | 3 | | 31 | | | 146 |
Merger-related and restructuring expenses | | | 99 | | — | | — | | | 99 |
Sundry expense | | | 477 | | 28 | | — | | | 505 |
| |
|
| |
| |
|
| |
|
Total noninterest expense | | | 3,666 | | 281 | | 31 | | | 3,978 |
| |
|
| |
| |
|
| |
|
Minority interest in income of consolidated subsidiaries | | | 57 | | — | | — | | | 57 |
| |
|
| |
| |
|
| |
|
Income before income taxes | | | 1,861 | | 262 | | (31 | ) | | 2,092 |
Income taxes | | | 610 | | 79 | | (11 | ) | | 678 |
| |
|
| |
| |
|
| |
|
Net income | | $ | 1,251 | | 183 | | (20 | ) | | 1,414 |
| |
|
| |
| |
|
| |
|
PER COMMON SHARE DATA | | | | | | | | | | |
Basic earnings | | $ | 0.96 | | 0.55 | | — | | | 0.89 |
Diluted earnings | | | 0.94 | | 0.55 | | — | | | 0.87 |
Cash dividends | | $ | 0.40 | | 0.24 | | — | | | 0.40 |
AVERAGE COMMON SHARES | | | | | | | | | | |
Basic | | | 1,302 | | 331 | | (36 | ) | | 1,597 |
Diluted | | | 1,326 | | 335 | | (37 | ) | | 1,624 |
See Notes to Supplemental Illustrative Combined Financial Information.
9
WACHOVIA CORPORATION AND SOUTHTRUST CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
ILLUSTRATIVE COMBINED CONSOLIDATED STATEMENTS OF INCOME(Unaudited)
| | | | | | | | | | | | |
| | Three Months Ended December 31, 2003
| |
(In millions, except per share data)
| | Wachovia
| | | SouthTrust
| | Combining Adjustments
| | | Illustrative Combined
| |
INTEREST INCOME | | | | | | | | | | | | |
Interest and fees on loans | | $ | 2,357 | | | 425 | | — | | | 2,782 | |
Interest and dividends on securities | | | 1,104 | | | 142 | | — | | | 1,246 | |
Trading account interest | | | 189 | | | 2 | | — | | | 191 | |
Other interest income | | | 301 | | | 5 | | — | | | 306 | |
| |
|
|
| |
| |
|
| |
|
|
Total interest income | | | 3,951 | | | 574 | | — | | | 4,525 | |
| |
|
|
| |
| |
|
| |
|
|
INTEREST EXPENSE | | | | | | | | | | | | |
Interest on deposits | | | 568 | | | 102 | | — | | | 670 | |
Interest on short-term borrowings | | | 311 | | | 10 | | — | | | 321 | |
Interest on long-term debt | | | 195 | | | 47 | | — | | | 242 | |
| |
|
|
| |
| |
|
| |
|
|
Total interest expense | | | 1,074 | | | 159 | | — | | | 1,233 | |
| |
|
|
| |
| |
|
| |
|
|
Net interest income | | | 2,877 | | | 415 | | — | | | 3,292 | |
Provision for credit losses | | | 86 | | | 37 | | — | | | 123 | |
| |
|
|
| |
| |
|
| |
|
|
Net interest income after provision for credit losses | | | 2,791 | | | 378 | | — | | | 3,169 | |
| |
|
|
| |
| |
|
| |
|
|
FEE AND OTHER INCOME | | | | | | | | | | | | |
Service charges | | | 436 | | | 69 | | — | | | 505 | |
Other banking fees | | | 250 | | | 51 | | — | | | 301 | |
Commissions | | | 732 | | | 14 | | — | | | 746 | |
Fiduciary and asset management fees | | | 700 | | | 9 | | — | | | 709 | |
Advisory, underwriting and other investment banking fees | | | 223 | | | — | | — | | | 223 | |
Trading account profits | | | 14 | | | 2 | | — | | | 16 | |
Principal investing | | | (13 | ) | | — | | — | | | (13 | ) |
Securities losses | | | (24 | ) | | — | | — | | | (24 | ) |
Other income | | | 295 | | | 32 | | — | | | 327 | |
| |
|
|
| |
| |
|
| |
|
|
Total fee and other income | | | 2,613 | | | 177 | | — | | | 2,790 | |
| |
|
|
| |
| |
|
| |
|
|
NONINTEREST EXPENSE | | | | | | | | | | | | |
Salaries and employee benefits | | | 2,152 | | | 178 | | — | | | 2,330 | |
Occupancy | | | 244 | | | 28 | | — | | | 272 | |
Equipment | | | 285 | | | 23 | | — | | | 308 | |
Advertising | | | 56 | | | 2 | | — | | | 58 | |
Communications and supplies | | | 156 | | | 14 | | — | | | 170 | |
Professional and consulting fees | | | 146 | | | 12 | | — | | | 158 | |
Other intangible amortization | | | 120 | | | 3 | | 31 | | | 154 | |
Merger-related and restructuring expenses | | | 135 | | | — | | — | | | 135 | |
Sundry expense | | | 481 | | | 36 | | — | | | 517 | |
| |
|
|
| |
| |
|
| |
|
|
Total noninterest expense | | | 3,775 | | | 296 | | 31 | | | 4,102 | |
| |
|
|
| |
| |
|
| |
|
|
Minority interest in income of consolidated subsidiaries | | | 63 | | | — | | — | | | 63 | |
| |
|
|
| |
| |
|
| |
|
|
Income before income taxes | | | 1,566 | | | 259 | | (31 | ) | | 1,794 | |
Income taxes | | | 466 | | | 79 | | (11 | ) | | 534 | |
| |
|
|
| |
| |
|
| |
|
|
Net income | | $ | 1,100 | | | 180 | | (20 | ) | | 1,260 | |
| |
|
|
| |
| |
|
| |
|
|
PER COMMON SHARE DATA | | | | | | | | | | | | |
Basic earnings | | $ | 0.84 | | | 0.54 | | — | | | 0.78 | |
Diluted earnings | | | 0.83 | | | 0.54 | | — | | | 0.77 | |
Cash dividends | | $ | 0.35 | | | 0.21 | | — | | | 0.35 | |
AVERAGE COMMON SHARES | | | | | | | | | | | | |
Basic | | | 1,311 | | | 332 | | (37 | ) | | 1,606 | |
Diluted | | | 1,332 | | | 336 | | (37 | ) | | 1,631 | |
See Notes to Supplemental Illustrative Combined Financial Information.
10
WACHOVIA CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
BUSINESS SEGMENTS(Unaudited) (As reported)
| | | | | | | | | | | | | | | | | | | | | |
| | Year Ended December 31, 2004
|
(Dollars in millions)
| | General Bank
| | | Capital Management
| | | Wealth Management
| | | Corporate and Investment Bank
| | | Parent
| | | Net Merger- Related and Restructuring Expenses
| | | Total
|
CONSOLIDATED | | | | | | | | | | | | | | | | | | | | | |
Net interest income | | $ | 8,046 | | | 555 | | | 506 | | | 2,441 | | | 663 | | | (250 | ) | | 11,961 |
Fee and other income | | | 2,431 | | | 4,948 | | | 559 | | | 2,931 | | | (90 | ) | | — | | | 10,779 |
Intersegment revenue | | | 168 | | | (48 | ) | | 6 | | | (128 | ) | | 2 | | | — | | | — |
| |
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Total revenue | | | 10,645 | | | 5,455 | | | 1,071 | | | 5,244 | | | 575 | | | (250 | ) | | 22,740 |
Provision for credit losses | | | 315 | | | — | | | (1 | ) | | (41 | ) | | (16 | ) | | — | | | 257 |
Noninterest expense | | | 5,536 | | | 4,608 | | | 762 | | | 2,569 | | | 747 | | | 444 | | | 14,666 |
Minority interest | | | — | | | — | | | — | | | — | | | 297 | | | (113 | ) | | 184 |
Income taxes (benefits) | | | 1,699 | | | 307 | | | 112 | | | 876 | | | (447 | ) | | (128 | ) | | 2,419 |
Tax-equivalent adjustment | | | 41 | | | 1 | | | — | | | 123 | | | 85 | | | (250 | ) | | — |
| |
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Net income (loss) | | $ | 3,054 | | | 539 | | | 198 | | | 1,717 | | | (91 | ) | | (203 | ) | | 5,214 |
| |
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Cash overhead efficiency ratio | | | 52.01 | % | | 84.48 | | | 71.10 | | | 48.99 | | | 54.97 | | | — | | | 59.98 |
Average loans, net | | $ | 128,063 | | | 278 | | | 11,273 | | | 32,125 | | | 294 | | | — | | | 172,033 |
Average core deposits | | $ | 172,471 | | | 25,951 | | | 12,319 | | | 19,058 | | | 1,809 | | | — | | | 231,608 |
| |
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
WACHOVIA CORPORATION/SOUTHTRUST CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
ILLUSTRATIVE COMBINED BUSINESS SEGMENTS (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
| | Year Ended December 31, 2004
|
(Dollars in millions)
| | General Bank
| | | Capital Management
| | | Wealth Management
| | Corporate and Investment Bank
| | | Parent
| | | Net Merger- Related and Restructuring Expenses
| | | Illustrative Combined
|
CONSOLIDATED | | | | | | | | | | | | | | | | | | | | |
Net interest income | | $ | 9,297 | | | 564 | | | 528 | | 2,471 | | | 752 | | | (259 | ) | | 13,353 |
Fee and other income | | | 2,829 | | | 4,994 | | | 573 | | 2,958 | | | 13 | | | — | | | 11,367 |
Intersegment revenue | | | 172 | | | (51 | ) | | 6 | | (128 | ) | | 1 | | | — | | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Total revenue | | | 12,298 | | | 5,507 | | | 1,107 | | 5,301 | | | 766 | | | (259 | ) | | 24,720 |
Provision for credit losses | | | 389 | | | — | | | — | | (37 | ) | | (5 | ) | | — | | | 347 |
Noninterest expense | | | 6,443 | | | 4,655 | | | 780 | | 2,595 | | | 890 | | | 444 | | | 15,807 |
Minority interest | | | — | | | — | | | — | | — | | | 297 | | | (113 | ) | | 184 |
Income taxes (benefits) | | | 1,932 | | | 309 | | | 118 | | 875 | | | (461 | ) | | (128 | ) | | 2,645 |
Tax-equivalent adjustment | | | 52 | | | 1 | | | — | | 134 | | | 72 | | | (259 | ) | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Net income (loss) | | $ | 3,482 | | | 542 | | | 209 | | 1,734 | | | (27 | ) | | (203 | ) | | 5,737 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Cash overhead efficiency ratio | | | 52.39 | % | | 84.55 | | | 70.41 | | 48.96 | | | 44.59 | | | — | | | 59.31 |
Average loans, net | | $ | 154,008 | | | 278 | | | 11,701 | | 33,368 | | | 2,908 | | | — | | | 202,263 |
Average core deposits | | $ | 193,893 | | | 26,462 | | | 12,613 | | 19,156 | | | 2,431 | | | — | | | 254,555 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
See Notes to Supplemental Illustrative Combined Financial Information.
11
WACHOVIA CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
BUSINESS SEGMENTS(Unaudited) (As reported)
| | | | | | | | | | | | | | | | | | | | |
| | Year Ended December 31, 2003
|
(Dollars in millions)
| | General Bank
| | | Capital Management
| | | Wealth Management
| | Corporate and Investment Bank
| | | Parent
| | | Net Merger- Related and Restructuring Expenses
| | | Total
|
CONSOLIDATED | | | | | | | | | | | | | | | | | | | | |
Net interest income | | $ | 7,315 | | | 249 | | | 434 | | 2,312 | | | 553 | | | (256 | ) | | 10,607 |
Fee and other income | | | 2,191 | | | 4,191 | | | 534 | | 2,262 | | | 304 | | | — | | | 9,482 |
Intersegment revenue | | | 179 | | | (69 | ) | | 6 | | (116 | ) | | — | | | — | | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Total revenue | | | 9,685 | | | 4,371 | | | 974 | | 4,458 | | | 857 | | | (256 | ) | | 20,089 |
Provision for credit losses | | | 470 | | | — | | | 12 | | 250 | | | (146 | ) | | — | | | 586 |
Noninterest expense | | | 5,334 | | | 3,684 | | | 722 | | 2,335 | | | 762 | | | 443 | | | 13,280 |
Minority interest | | | — | | | — | | | — | | — | | | 174 | | | (31 | ) | | 143 |
Income taxes (benefits) | | | 1,377 | | | 250 | | | 88 | | 570 | | | (298 | ) | | (154 | ) | | 1,833 |
Tax-equivalent adjustment | | | 39 | | | 1 | | | — | | 126 | | | 90 | | | (256 | ) | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Income before change in accounting principle | | | 2,465 | | | 436 | | | 152 | | 1,177 | | | 275 | | | (258 | ) | | 4,247 |
Change in accounting principle, net | | | — | | | — | | | — | | — | | | 17 | | | — | | | 17 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Net income | | | 2,465 | | | 436 | | | 152 | | 1,177 | | | 292 | | | (258 | ) | | 4,264 |
Dividends on preferred stock | | | — | | | — | | | — | | — | | | 5 | | | — | | | 5 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Net income available to common stockholders | | $ | 2,465 | | | 436 | | | 152 | | 1,177 | | | 287 | | | (258 | ) | | 4,259 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Cash overhead efficiency ratio | | | 55.07 | % | | 84.28 | | | 74.22 | | 52.37 | | | 28.39 | | | — | | | 60.55 |
Average loans, net | | $ | 113,867 | | | 139 | | | 9,638 | | 33,210 | | | 1,473 | | | — | | | 158,327 |
Average core deposits | | $ | 152,720 | | | 2,788 | | | 10,922 | | 15,395 | | | 1,297 | | | — | | | 183,122 |
WACHOVIA CORPORATION/SOUTHTRUST CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
ILLUSTRATIVE COMBINED BUSINESS SEGMENTS(Unaudited)
| | | | | | | | | | | | | | | | | | | | |
| | Year Ended December 31, 2003
|
(Dollars in millions)
| | General Bank
| | | Capital Management
| | | Wealth Management
| | Corporate and Investment Bank
| | | Parent
| | | Net Merger- Related and Restructuring Expenses
| | | Illustrative Combined
|
CONSOLIDATED | | | | | | | | | | | | | | | | | | | | |
Net interest income | | $ | 8,779 | | | 266 | | | 459 | | 2,359 | | | 671 | | | (268 | ) | | 12,266 |
Fee and other income | | | 2,715 | | | 4,249 | | | 550 | | 2,287 | | | 396 | | | — | | | 10,197 |
Intersegment revenue | | | 183 | | | (73 | ) | | 6 | | (116 | ) | | — | | | — | | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Total revenue | | | 11,677 | | | 4,442 | | | 1,015 | | 4,530 | | | 1,067 | | | (268 | ) | | 22,463 |
Provision for credit losses | | | 578 | | | — | | | 13 | | 255 | | | (131 | ) | | — | | | 715 |
Noninterest expense | | | 6,392 | | | 3,739 | | | 742 | | 2,371 | | | 934 | | | 443 | | | 14,621 |
Minority interest | | | — | | | — | | | — | | — | | | 174 | | | (31 | ) | | 143 |
Income taxes (benefits) | | | 1,666 | | | 255 | | | 95 | | 569 | | | (319 | ) | | (154 | ) | | 2,112 |
Tax-equivalent adjustment | | | 52 | | | 1 | | | — | | 139 | | | 76 | | | (268 | ) | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Income before change in accounting principle | | | 2,989 | | | 447 | | | 165 | | 1,196 | | | 333 | | | (258 | ) | | 4,872 |
Change in accounting principle, net | | | — | | | — | | | — | | — | | | 17 | | | — | | | 17 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Net income | | | 2,989 | | | 447 | | | 165 | | 1,196 | | | 350 | | | (258 | ) | | 4,889 |
Dividends on preferred stock | | | — | | | — | | | — | | — | | | 5 | | | — | | | 5 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Net income available to common stockholders | | $ | 2,989 | | | 447 | | | 165 | | 1,196 | | | 345 | | | (258 | ) | | 4,884 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Cash overhead efficiency ratio | | | 54.74 | % | | 84.15 | | | 73.18 | | 52.34 | | | 25.90 | | | — | | | 59.49 |
Average loans, net | | $ | 143,680 | | | 140 | | | 10,120 | | 34,751 | | | 4,192 | | | — | | | 192,883 |
Average core deposits | | $ | 176,708 | | | 3,247 | | | 11,241 | | 15,524 | | | 2,025 | | | — | | | 208,745 |
See Notes to Supplemental Illustrative Combined Financial Information.
12
WACHOVIA CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
BUSINESS SEGMENTS(Unaudited) (As reported)
| | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, 2004
|
(Dollars in millions)
| | General Bank
| | | Capital Management
| | | Wealth Management
| | Corporate and Investment Bank
| | | Parent
| | | Net Merger- Related and Restructuring Expenses
| | | Total
|
CONSOLIDATED | | | | | | | | | | | | | | | | | | | | |
Net interest income | | $ | 2,295 | | | 155 | | | 140 | | 634 | | | 133 | | | (60 | ) | | 3,297 |
Fee and other income | | | 661 | | | 1,222 | | | 138 | | 685 | | | 98 | | | — | | | 2,804 |
Intersegment revenue | | | 47 | | | (10 | ) | | 1 | | (38 | ) | | — | | | — | | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Total revenue | | | 3,003 | | | 1,367 | | | 279 | | 1,281 | | | 231 | | | (60 | ) | | 6,101 |
Provision for credit losses | | | 108 | | | — | | | — | | 4 | | | (3 | ) | | — | | | 109 |
Noninterest expense | | | 1,533 | | | 1,146 | | | 197 | | 657 | | | 185 | | | 116 | | | 3,834 |
Minority interest | | | — | | | — | | | — | | — | | | 83 | | | (29 | ) | | 54 |
Income taxes (benefits) | | | 484 | | | 80 | | | 28 | | 198 | | | (100 | ) | | (34 | ) | | 656 |
Tax-equivalent adjustment | | | 10 | | | 1 | | | — | | 30 | | | 19 | | | (60 | ) | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Net income | | $ | 868 | | | 140 | | | 54 | | 392 | | | 47 | | | (53 | ) | | 1,448 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Cash overhead efficiency ratio | | | 51.04 | % | | 83.87 | | | 70.13 | | 51.29 | | | 31.08 | | | — | | | 58.50 |
Average loans, net | | $ | 147,304 | | | 370 | | | 12,326 | | 35,691 | | | 836 | | | — | | | 196,527 |
Average core deposits | | $ | 192,062 | | | 31,527 | | | 12,998 | | 21,434 | | | 2,606 | | | — | | | 260,627 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
WACHOVIA CORPORATION/SOUTHTRUST CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
ILLUSTRATIVE COMBINED BUSINESS SEGMENTS(Unaudited)
| | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, 2004
|
(Dollars in millions)
| | General Bank
| | | Capital Management
| | | Wealth Management
| | Corporate and Investment Bank
| | | Parent
| | | Net Merger- Related and Restructuring Expenses
| | | Illustrative Combined
|
CONSOLIDATED | | | | | | | | | | | | | | | | | | | | |
Net interest income | | $ | 2,423 | | | 156 | | | 142 | | 636 | | | 143 | | | (61 | ) | | 3,439 |
Fee and other income | | | 698 | | | 1,227 | | | 140 | | 685 | | | 89 | | | — | | | 2,839 |
Intersegment revenue | | | 48 | | | (10 | ) | | 1 | | (38 | ) | | (1 | ) | | — | | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Total revenue | | | 3,169 | | | 1,373 | | | 283 | | 1,283 | | | 231 | | | (61 | ) | | 6,278 |
Provision for credit losses | | | 114 | | | — | | | — | | 6 | | | (2 | ) | | — | | | 118 |
Noninterest expense | | | 1,645 | | | 1,152 | | | 199 | | 661 | | | 211 | | | 116 | | | 3,984 |
Minority interest | | | — | | | — | | | — | | — | | | 83 | | | (29 | ) | | 54 |
Income taxes (benefits) | | | 500 | | | 80 | | | 30 | | 195 | | | (114 | ) | | (34 | ) | | 657 |
Tax-equivalent adjustment | | | 11 | | | 1 | | | — | | 31 | | | 18 | | | (61 | ) | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Net income | | $ | 899 | | | 140 | | | 54 | | 390 | | | 35 | | | (53 | ) | | 1,465 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Cash overhead efficiency ratio | | | 51.89 | % | | 83.99 | | | 69.97 | | 51.50 | | | 36.59 | | | — | | | 59.01 |
Average loans, net | | $ | 157,824 | | | 370 | | | 12,502 | | 36,206 | | | 2,067 | | | — | | | 208,969 |
Average core deposits | | $ | 200,867 | | | 31,676 | | | 13,125 | | 21,473 | | | 2,885 | | | — | | | 270,026 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
See Notes to Supplemental Illustrative Combined Financial Information.
13
WACHOVIA CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
BUSINESS SEGMENTS(Unaudited) (As reported)
| | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, 2004
|
(Dollars in millions)
| | General Bank
| | | Capital Management
| | | Wealth Management
| | | Corporate and Investment Bank
| | | Parent
| | | Net Merger- Related and Restructuring Expenses
| | | Total
|
CONSOLIDATED | | | | | | | | | | | | | | | | | | | | | |
Net interest income | | $ | 1,994 | | | 152 | | | 131 | | | 597 | | | 154 | | | (63 | ) | | 2,965 |
Fee and other income | | | 601 | | | 1,131 | | | 136 | | | 787 | | | (54 | ) | | — | | | 2,601 |
Intersegment revenue | | | 43 | | | (13 | ) | | 2 | | | (33 | ) | | 1 | | | — | | | — |
| |
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Total revenue | | | 2,638 | | | 1,270 | | | 269 | | | 1,351 | | | 101 | | | (63 | ) | | 5,566 |
Provision for credit losses | | | 74 | | | — | | | (1 | ) | | (15 | ) | | (15 | ) | | — | | | 43 |
Noninterest expense | | | 1,366 | | | 1,096 | | | 189 | | | 679 | | | 214 | | | 127 | | | 3,671 |
Minority interest | | | — | | | — | | | — | | | — | | | 65 | | | (37 | ) | | 28 |
Income taxes (benefits) | | | 426 | | | 63 | | | 30 | | | 222 | | | (145 | ) | | (35 | ) | | 561 |
Tax-equivalent adjustment | | | 10 | | | — | | | — | | | 30 | | | 23 | | | (63 | ) | | — |
| |
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Net income (loss) | | $ | 762 | | | 111 | | | 51 | | | 435 | | | (41 | ) | | (55 | ) | | 1,263 |
| |
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Cash overhead efficiency ratio | | | 51.82 | % | | 86.29 | | | 70.34 | | | 50.22 | | | 112.81 | | | — | | | 61.20 |
Average loans, net | | $ | 124,574 | | | 346 | | | 11,481 | | | 33,240 | | | (1,089 | ) | | — | | | 168,552 |
Average core deposits | | $ | 170,329 | | | 29,099 | | | 12,462 | | | 19,366 | | | 1,733 | | | — | | | 232,989 |
WACHOVIA CORPORATION/SOUTHTRUST CORPORATION SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION ILLUSTRATIVE COMBINED BUSINESS SEGMENTS(Unaudited) |
| | Three Months Ended September 30, 2004
|
(Dollars in millions)
| | General Bank
| | | Capital Management
| | | Wealth Management
| | | Corporate and Investment Bank
| | | Parent
| | | Net Merger- Related and Restructuring Expenses
| | | Illustrative Combined
|
CONSOLIDATED | | | | | | | | | | | | | | | | | | | | | |
Net interest income | | $ | 2,372 | | | 154 | | | 138 | | | 607 | | | 179 | | | (66 | ) | | 3,384 |
Fee and other income | | | 726 | | | 1,144 | | | 140 | | | 794 | | | (40 | ) | | — | | | 2,764 |
Intersegment revenue | | | 44 | | | (14 | ) | | 2 | | | (33 | ) | | 1 | | | — | | | — |
| |
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Total revenue | | | 3,142 | | | 1,284 | | | 280 | | | 1,368 | | | 140 | | | (66 | ) | | 6,148 |
Provision for credit losses | | | 93 | | | — | | | — | | | (13 | ) | | (13 | ) | | — | | | 67 |
Noninterest expense | | | 1,621 | | | 1,109 | | | 194 | | | 685 | | | 247 | | | 127 | | | 3,983 |
Minority interest | | | — | | | — | | | — | | | — | | | 65 | | | (37 | ) | | 28 |
Income taxes (benefits) | | | 507 | | | 64 | | | 31 | | | 224 | | | (152 | ) | | (35 | ) | | 639 |
Tax-equivalent adjustment | | | 13 | | | — | | | — | | | 33 | | | 20 | | | (66 | ) | | — |
| |
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Net income (loss) | | $ | 908 | | | 111 | | | 55 | | | 439 | | | (27 | ) | | (55 | ) | | 1,431 |
| |
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Cash overhead efficiency ratio | | | 51.61 | % | | 86.40 | | | 69.41 | | | 50.14 | | | 79.78 | | | — | | | 59.91 |
Average loans, net | | $ | 155,929 | | | 346 | | | 11,996 | | | 34,783 | | | 2,161 | | | — | | | 205,215 |
Average core deposits | | $ | 196,282 | | | 29,577 | | | 12,819 | | | 19,481 | | | 2,505 | | | — | | | 260,664 |
See Notes to Supplemental Illustrative Combined Financial Information.
14
WACHOVIA CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
BUSINESS SEGMENTS(Unaudited) (As reported)
| | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended June 30, 2004
|
(Dollars in millions)
| | General Bank
| | | Capital Management
| | | Wealth Management
| | Corporate and Investment Bank
| | | Parent
| | | Net Merger- Related and Restructuring Expenses
| | | Total
|
CONSOLIDATED | | | | | | | | | | | | | | | | | | | | |
Net interest income | | $ | 1,901 | | | 131 | | | 120 | | 613 | | | 138 | | | (65 | ) | | 2,838 |
Fee and other income | | | 600 | | | 1,245 | | | 144 | | 716 | | | (98 | ) | | — | | | 2,607 |
Intersegment revenue | | | 40 | | | (12 | ) | | 2 | | (30 | ) | | — | | | — | | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Total revenue | | | 2,541 | | | 1,364 | | | 266 | | 1,299 | | | 40 | | | (65 | ) | | 5,445 |
Provision for credit losses | | | 65 | | | — | | | — | | (4 | ) | | — | | | — | | | 61 |
Noninterest expense | | | 1,310 | | | 1,144 | | | 190 | | 616 | | | 133 | | | 102 | | | 3,495 |
Minority interest | | | — | | | — | | | — | | — | | | 70 | | | (25 | ) | | 45 |
Income taxes (benefits) | | | 412 | | | 80 | | | 28 | | 223 | | | (121 | ) | | (30 | ) | | 592 |
Tax-equivalent adjustment | | | 11 | | | — | | | — | | 31 | | | 23 | | | (65 | ) | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Net income (loss) | | $ | 743 | | | 140 | | | 48 | | 433 | | | (65 | ) | | (47 | ) | | 1,252 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Cash overhead efficiency ratio | | | 51.53 | % | | 83.86 | | | 71.54 | | 47.50 | | | 67.74 | | | — | | | 59.66 |
Average loans, net | | $ | 122,040 | | | 254 | | | 10,878 | | 29,816 | | | 654 | | | — | | | 163,642 |
Average core deposits | | $ | 166,481 | | | 24,734 | | | 12,230 | | 18,712 | | | 1,652 | | | — | | | 223,809 |
WACHOVIA CORPORATION/SOUTHTRUST CORPORATION SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION ILLUSTRATIVE COMBINED BUSINESS SEGMENTS(Unaudited) |
| | Three Months Ended June 30, 2004
|
(Dollars in millions)
| | General Bank
| | | Capital Management
| | | Wealth Management
| | Corporate and Investment Bank
| | | Parent
| | | Net Merger- Related and Restructuring Expenses
| | | Illustrative Combined
|
CONSOLIDATED | | | | | | | | | | | | | | | | | | | | |
Net interest income | | $ | 2,281 | | | 133 | | | 127 | | 621 | | | 164 | | | (68 | ) | | 3,258 |
Fee and other income | | | 718 | | | 1,259 | | | 148 | | 723 | | | (11 | ) | | — | | | 2,837 |
Intersegment revenue | | | 41 | | | (13 | ) | | 2 | | (30 | ) | | — | | | — | | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Total revenue | | | 3,040 | | | 1,379 | | | 277 | | 1,314 | | | 153 | | | (68 | ) | | 6,095 |
Provision for credit losses | | | 90 | | | — | | | — | | (4 | ) | | 4 | | | — | | | 90 |
Noninterest expense | | | 1,596 | | | 1,159 | | | 195 | | 625 | | | 185 | | | 102 | | | 3,862 |
Minority interest | | | — | | | — | | | — | | — | | | 70 | | | (25 | ) | | 45 |
Income taxes (benefits) | | | 477 | | | 79 | | | 30 | | 220 | | | (105 | ) | | (30 | ) | | 671 |
Tax-equivalent adjustment | | | 14 | | | — | | | — | | 35 | | | 19 | | | (68 | ) | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Net income (loss) | | $ | 863 | | | 141 | | | 52 | | 438 | | | (20 | ) | | (47 | ) | | 1,427 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Cash overhead efficiency ratio | | | 52.49 | % | | 83.99 | | | 70.76 | | 47.54 | | | 30.00 | | | — | | | 58.76 |
Average loans, net | | $ | 153,333 | | | 254 | | | 11,392 | | 31,302 | | | 3,715 | | | — | | | 199,996 |
Average core deposits | | $ | 192,355 | | | 25,444 | | | 12,593 | | 18,831 | | | 2,376 | | | — | | | 251,599 |
See Notes to Supplemental Illustrative Combined Financial Information.
15
WACHOVIA CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
BUSINESS SEGMENTS(Unaudited) (As reported)
| | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended March 31, 2004
|
(Dollars in millions)
| | General Bank
| | | Capital Management
| | | Wealth Management
| | Corporate and Investment Bank
| | | Parent
| | | Net Merger- Related and Restructuring Expenses
| | | Total
|
CONSOLIDATED | | | | | | | | | | | | | | | | | | | | |
Net interest income | | $ | 1,856 | | | 117 | | | 115 | | 597 | | | 238 | | | (62 | ) | | 2,861 |
Fee and other income | | | 569 | | | 1,350 | | | 141 | | 743 | | | (36 | ) | | — | | | 2,767 |
Intersegment revenue | | | 38 | | | (13 | ) | | 1 | | (27 | ) | | 1 | | | — | | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Total revenue | | | 2,463 | | | 1,454 | | | 257 | | 1,313 | | | 203 | | | (62 | ) | | 5,628 |
Provision for credit losses | | | 68 | | | — | | | — | | (26 | ) | | 2 | | | — | | | 44 |
Noninterest expense | | | 1,327 | | | 1,222 | | | 186 | | 617 | | | 215 | | | 99 | | | 3,666 |
Minority interest | | | — | | | — | | | — | | — | | | 79 | | | (22 | ) | | 57 |
Income taxes (benefits) | | | 377 | | | 84 | | | 26 | | 233 | | | (81 | ) | | (29 | ) | | 610 |
Tax-equivalent adjustment | | | 10 | | | — | | | — | | 32 | | | 20 | | | (62 | ) | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Net income (loss) | | $ | 681 | | | 148 | | | 45 | | 457 | | | (32 | ) | | (48 | ) | | 1,251 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Cash overhead efficiency ratio | | | 53.86 | % | | 84.04 | | | 72.50 | | 46.95 | | | 50.44 | | | — | | | 60.70 |
Average loans, net | | $ | 118,161 | | | 139 | | | 10,393 | | 29,702 | | | 786 | | | — | | | 159,181 |
Average core deposits | | $ | 160,819 | | | 18,348 | | | 11,576 | | 16,691 | | | 1,239 | | | — | | | 208,673 |
WACHOVIA CORPORATION/SOUTHTRUST CORPORATION SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION ILLUSTRATIVE COMBINED BUSINESS SEGMENTS(Unaudited) |
| | Three Months Ended March 31, 2004
|
(Dollars in millions)
| | General Bank
| | | Capital Management
| | | Wealth Management
| | Corporate and Investment Bank
| | | Parent
| | | Net Merger- Related and Restructuring Expenses
| | | Illustrative Combined
|
CONSOLIDATED | | | | | | | | | | | | | | | | | | | | |
Net interest income | | $ | 2,221 | | | 121 | | | 121 | | 607 | | | 267 | | | (65 | ) | | 3,272 |
Fee and other income | | | 687 | | | 1,364 | | | 145 | | 756 | | | (25 | ) | | — | | | 2,927 |
Intersegment revenue | | | 39 | | | (14 | ) | | 1 | | (27 | ) | | 1 | | | — | | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Total revenue | | | 2,947 | | | 1,471 | | | 267 | | 1,336 | | | 243 | | | (65 | ) | | 6,199 |
Provision for credit losses | | | 92 | | | — | | | — | | (26 | ) | | 6 | | | — | | | 72 |
Noninterest expense | | | 1,581 | | | 1,235 | | | 192 | | 624 | | | 247 | | | 99 | | | 3,978 |
Minority interest | | | — | | | — | | | — | | — | | | 79 | | | (22 | ) | | 57 |
Income taxes (benefits) | | | 448 | | | 86 | | | 27 | | 236 | | | (90 | ) | | (29 | ) | | 678 |
Tax-equivalent adjustment | | | 14 | | | — | | | — | | 35 | | | 16 | | | (65 | ) | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Net income (loss) | | $ | 812 | | | 150 | | | 48 | | 467 | | | (15 | ) | | (48 | ) | | 1,414 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Cash overhead efficiency ratio | | | 53.65 | % | | 83.97 | | | 71.57 | | 46.70 | | | 40.80 | | | — | | | 59.56 |
Average loans, net | | $ | 148,883 | | | 139 | | | 10,902 | | 31,133 | | | 3,709 | | | — | | | 194,766 |
Average core deposits | | $ | 185,963 | | | 19,058 | | | 11,909 | | 16,810 | | | 1,953 | | | — | | | 235,693 |
See Notes to Supplemental Illustrative Combined Financial Information.
16
WACHOVIA CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
BUSINESS SEGMENTS(Unaudited) (As reported)
| | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, 2003
|
(Dollars in millions)
| | General Bank
| | | Capital Management
| | | Wealth Management
| | Corporate and Investment Bank
| | | Parent
| | | Net Merger- Related and Restructuring Expenses
| | | Total
|
CONSOLIDATED | | | | | | | | | | | | | | | | | | | | |
Net interest income | | $ | 1,875 | | | 95 | | | 114 | | 589 | | | 269 | | | (65 | ) | | 2,877 |
Fee and other income | | | 501 | | | 1,327 | | | 138 | | 621 | | | 26 | | | — | | | 2,613 |
Intersegment revenue | | | 49 | | | (17 | ) | | 2 | | (34 | ) | | — | | | — | | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Total revenue | | | 2,425 | | | 1,405 | | | 254 | | 1,176 | | | 295 | | | (65 | ) | | 5,490 |
Provision for credit losses | | | 145 | | | — | | | 1 | | 35 | | | (95 | ) | | — | | | 86 |
Noninterest expense | | | 1,396 | | | 1,196 | | | 187 | | 648 | | | 213 | | | 135 | | | 3,775 |
Minority interest | | | — | | | — | | | — | | — | | | 78 | | | (15 | ) | | 63 |
Income taxes (benefits) | | | 312 | | | 75 | | | 25 | | 151 | | | (52 | ) | | (45 | ) | | 466 |
Tax-equivalent adjustment | | | 10 | | | 1 | | | — | | 32 | | | 22 | | | (65 | ) | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Net income | | $ | 562 | | | 133 | | | 41 | | 310 | | | 129 | | | (75 | ) | | 1,100 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Cash overhead efficiency ratio | | | 57.54 | % | | 85.08 | | | 74.24 | | 55.06 | | | 30.98 | | | — | | | 63.35 |
Average loans, net | | $ | 116,372 | | | 156 | | | 9,936 | | 30,822 | | | 2,314 | | | — | | | 159,600 |
Average core deposits | | $ | 158,128 | | | 7,004 | | | 11,333 | | 16,422 | | | 1,222 | | | — | | | 194,109 |
WACHOVIA CORPORATION/SOUTHTRUST CORPORATION SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION ILLUSTRATIVE COMBINED BUSINESS SEGMENTS(Unaudited) |
| | Three Months Ended December 31, 2003
|
(Dollars in millions)
| | General Bank
| | | Capital Management
| | | Wealth Management
| | Corporate and Investment Bank
| | | Parent
| | | Net Merger- Related and Restructuring Expenses
| | | Illustrative Combined
|
CONSOLIDATED | | | | | | | | | | | | | | | | | | | | |
Net interest income | | $ | 2,248 | | | 98 | | | 121 | | 598 | | | 295 | | | (68 | ) | | 3,292 |
Fee and other income | | | 627 | | | 1,341 | | | 142 | | 630 | | | 50 | | | — | | | 2,790 |
Intersegment revenue | | | 50 | | | (18 | ) | | 1 | | (34 | ) | | 1 | | | — | | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Total revenue | | | 2,925 | | | 1,421 | | | 264 | | 1,194 | | | 346 | | | (68 | ) | | 6,082 |
Provision for credit losses | | | 177 | | | — | | | 1 | | 37 | | | (92 | ) | | — | | | 123 |
Noninterest expense | | | 1,656 | | | 1,210 | | | 192 | | 656 | | | 253 | | | 135 | | | 4,102 |
Minority interest | | | — | | | — | | | — | | — | | | 78 | | | (15 | ) | | 63 |
Income taxes (benefits) | | | 385 | | | 75 | | | 26 | | 151 | | | (58 | ) | | (45 | ) | | 534 |
Tax-equivalent adjustment | | | 13 | | | 1 | | | — | | 35 | | | 19 | | | (68 | ) | | — |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Net income | | $ | 694 | | | 135 | | | 45 | | 315 | | | 146 | | | (75 | ) | | 1,260 |
| |
|
|
| |
|
| |
| |
|
| |
|
| |
|
| |
|
Cash overhead efficiency ratio | | | 56.61 | % | | 85.03 | | | 73.10 | | 54.93 | | | 28.18 | | | — | | | 61.98 |
Average loans, net | | $ | 146,777 | | | 156 | | | 10,431 | | 32,232 | | | 5,124 | | | — | | | 194,720 |
Average core deposits | | $ | 182,735 | | | 7,508 | | | 11,627 | | 16,557 | | | 1,925 | | | — | | | 220,352 |
See Notes to Supplemental Illustrative Combined Financial Information.
17
WACHOVIA CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
BUSINESS SEGMENTS(Unaudited) (As reported)
| | | | | | | | | | | | |
| | 2004
| | 2003
|
(Dollars in millions)
| | Fourth Quarter
| | | Third Quarter
| | Second Quarter
| | First Quarter
| | Fourth Quarter
|
GENERAL BANK - COMMERCIAL | | | | | | | | | | | | |
Net interest income | | $ | 718 | | | 588 | | 554 | | 536 | | 544 |
Fee and other income | | | 95 | | | 101 | | 97 | | 126 | | 91 |
Intersegment revenue | | | 33 | | | 28 | | 24 | | 23 | | 31 |
| |
|
|
| |
| |
| |
| |
|
Total revenue | | | 846 | | | 717 | | 675 | | 685 | | 666 |
Provision for credit losses | | | 41 | | | 18 | | 15 | | 6 | | 57 |
Noninterest expense | | | 311 | | | 288 | | 275 | | 275 | | 293 |
Income taxes | | | 168 | | | 140 | | 128 | | 137 | | 105 |
Tax-equivalent adjustment | | | 10 | | | 10 | | 11 | | 10 | | 10 |
| |
|
|
| |
| |
| |
| |
|
Segment earnings | | $ | 316 | | | 261 | | 246 | | 257 | | 201 |
| |
|
|
| |
| |
| |
| |
|
Cash overhead efficiency ratio | | | 36.69 | % | | 40.18 | | 40.79 | | 40.11 | | 43.95 |
Average loans, net | | $ | 67,737 | | | 52,533 | | 51,546 | | 50,390 | | 50,148 |
Average core deposits | | $ | 42,546 | | | 38,968 | | 37,767 | | 35,319 | | 34,125 |
WACHOVIA CORPORATION/SOUTHTRUST CORPORATION SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION ILLUSTRATIVE COMBINED BUSINESS SEGMENTS(Unaudited) | | |
| | 2004
| | 2003
|
(Dollars in millions)
| | Fourth Quarter
| | | Third Quarter
| | Second Quarter
| | First Quarter
| | Fourth Quarter
|
GENERAL BANK - COMMERCIAL | | | | | | | | | | | | |
Net interest income | | $ | 776 | | | 760 | | 730 | | 708 | | 723 |
Fee and other income | | | 101 | | | 116 | | 113 | | 141 | | 107 |
Intersegment revenue | | | 33 | | | 28 | | 24 | | 23 | | 31 |
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Total revenue | | | 910 | | | 904 | | 867 | | 872 | | 861 |
Provision for credit losses | | | 44 | | | 36 | | 28 | | 18 | | 74 |
Noninterest expense | | | 337 | | | 335 | | 338 | | 331 | | 344 |
Income taxes | | | 182 | | | 180 | | 167 | | 176 | | 150 |
Tax-equivalent adjustment | | | 11 | | | 13 | | 14 | | 14 | | 13 |
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Segment earnings | | $ | 336 | | | 340 | | 320 | | 333 | | 280 |
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Cash overhead efficiency ratio | | | 37.09 | % | | 37.04 | | 38.95 | | 37.94 | | 40.05 |
Average loans, net | | $ | 75,328 | | | 75,261 | | 74,513 | | 73,233 | | 72,832 |
Average core deposits | | $ | 43,622 | | | 41,948 | | 40,741 | | 38,101 | | 36,855 |
See Notes to Supplemental Illustrative Combined Financial Information.
18
WACHOVIA CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
BUSINESS SEGMENTS(Unaudited) (As reported)
| | | | | | | | | | | | |
| | 2004
| | 2003
|
(Dollars in millions)
| | Fourth Quarter
| | | Third Quarter
| | Second Quarter
| | First Quarter
| | Fourth Quarter
|
GENERAL BANK - RETAIL AND SMALL BUSINESS | | | | | | | | | | | | |
Net interest income | | $ | 1,577 | | | 1,406 | | 1,347 | | 1,320 | | 1,331 |
Fee and other income | | | 566 | | | 500 | | 503 | | 443 | | 410 |
Intersegment revenue | | | 14 | | | 15 | | 16 | | 15 | | 18 |
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Total revenue | | | 2,157 | | | 1,921 | | 1,866 | | 1,778 | | 1,759 |
Provision for credit losses | | | 67 | | | 56 | | 50 | | 62 | | 88 |
Noninterest expense | | | 1,222 | | | 1,078 | | 1,035 | | 1,052 | | 1,103 |
Income taxes | | | 316 | | | 286 | | 284 | | 240 | | 207 |
Tax-equivalent adjustment | | | — | | | — | | — | | — | | — |
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Segment earnings | | $ | 552 | | | 501 | | 497 | | 424 | | 361 |
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Cash overhead efficiency ratio | | | 56.68 | % | | 56.17 | | 55.41 | �� | 59.16 | | 62.69 |
Average loans, net | | $ | 79,567 | | | 72,041 | | 70,494 | | 67,771 | | 66,224 |
Average core deposits | | $ | 149,516 | | | 131,361 | | 128,714 | | 125,500 | | 124,003 |
WACHOVIA CORPORATION/SOUTHTRUST CORPORATION SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION ILLUSTRATIVE COMBINED BUSINESS SEGMENTS(Unaudited) | | |
| | 2004
| | 2003
|
(Dollars in millions)
| | Fourth Quarter
| | | Third Quarter
| | Second Quarter
| | First Quarter
| | Fourth Quarter
|
GENERAL BANK - RETAIL AND SMALL BUSINESS | | | | | | | | | | | | |
Net interest income | | $ | 1,647 | | | 1,612 | | 1,551 | | 1,513 | | 1,525 |
Fee and other income | | | 597 | | | 610 | | 605 | | 546 | | 520 |
Intersegment revenue | | | 15 | | | 16 | | 17 | | 16 | | 19 |
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Total revenue | | | 2,259 | | | 2,238 | | 2,173 | | 2,075 | | 2,064 |
Provision for credit losses | | | 70 | | | 57 | | 62 | | 74 | | 103 |
Noninterest expense | | | 1,308 | | | 1,286 | | 1,258 | | 1,250 | | 1,312 |
Income taxes | | | 318 | | | 327 | | 310 | | 272 | | 235 |
Tax-equivalent adjustment | | | — | | | — | | — | | — | | — |
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|
Segment earnings | | $ | 563 | | | 568 | | 543 | | 479 | | 414 |
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Cash overhead efficiency ratio | | | 57.85 | % | | 57.49 | | 57.91 | | 60.24 | | 63.51 |
Average loans, net | | $ | 82,496 | | | 80,668 | | 78,820 | | 75,650 | | 73,945 |
Average core deposits | | $ | 157,245 | | | 154,334 | | 151,614 | | 147,862 | | 145,880 |
See Notes to Supplemental Illustrative Combined Financial Information.
19
WACHOVIA CORPORATION AND SOUTHTRUST CORPORATION
SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
ILLUSTRATIVE COMBINED EARNINGS RECONCILIATION(Unaudited)
| | | | | | | | | | | |
| | 2004
| | 2003
|
(In millions)
| | Fourth Quarter
| | Third Quarter
| | Second Quarter
| | First Quarter
| | Fourth Quarter
|
Pro forma combined net income | | $ | 1,465 | | 1,431 | | 1,427 | | 1,414 | | 1,260 |
After tax merger-related and restructuring expenses | | | 80 | | 88 | | 69 | | 67 | | 95 |
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Pro forma combined earnings, excluding after tax merger-related and restructuring expenses | | | 1,545 | | 1,519 | | 1,496 | | 1,481 | | 1,355 |
After tax deposit base and other intangible amortization | | | 86 | | 92 | | 96 | | 99 | | 108 |
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Pro forma combined earnings, excluding after tax merger-related and restructuring expenses, and after tax deposit base and other intangible amortization | | $ | 1,631 | | 1,611 | | 1,592 | | 1,580 | | 1,463 |
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See Notes to Supplemental Illustrative Combined Financial Information.
20
WACHOVIA CORPORATION AND SUBSIDIARIES
NOTES TO SUPPLEMENTAL ILLUSTRATIVE COMBINED FINANCIAL INFORMATION
NOTE1: PRESENTATION
GENERAL
The unaudited supplemental illustrative combined financial information (the "Supplemental Information") is provided as additional financial information related to the November 1, 2004, merger of Wachovia Corporation (the "Company") and SouthTrust Corporation ("SouthTrust") as more fully described below. The merger did not meet the "significant subsidiary" test for required disclosure pursuant to applicable securities and accounting regulations and the Supplemental Information in this Exhibit 99(d) shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be incorporated by reference in any filing under the Securities Act of 1933. The Supplemental Information is not necessarily indicative of the results of operations that may be expected in the future and the Supplemental Information will not subsequently be revised as a result of finalizing fair value estimates related to the net assets of SouthTrust or for organizational or other changes that may occur. Estimates of the accretion or amortization of income or expense related to current fair value estimates other than amortization of the core deposit and other intangibles created by the merger are not anticipated to be significant and are excluded from the Supplemental Information. See also Note 2 below. Business segment net interest income and total revenue are presented on a tax-equivalent basis and the tax-equivalent amount is eliminated in the "Net Merger-Related and Restructuring Expenses" column in order for "Total" and "Illustrative Combined" amounts to conform to amounts appearing in the "Illustrative Combined Consolidated Statements of Income". For the three months ended December 31, 2004, the standalone SouthTrust information represents the period from October 1, 2004 to October 31, 2004. For the full year ended December 31, 2004, the standalone SouthTrust information represents the period from January 1, 2004 to October 31, 2004.
BUSINESS COMBINATION
On June 21, 2004, the Company announced the signing of a definitive merger agreement with SouthTrust, and the merger was completed on November 1, 2004. The terms of this transaction called for the Company to exchange 0.89 shares of its common stock for each share of SouthTrust common stock. Based on the Company's average of the closing prices for a period beginning two trading days before the announcement of the merger and ending two days after the merger announcement of $45.86 ($40.82 for each share of SouthTrust common stock), the transaction is valued at $14.0 billion.
RECLASSIFICATIONS
For each period presented, certain reported information for the Company, as well as certain of its business segments, and for SouthTrust has been reclassified to conform to the Company's current presentation of financial information. The reclassifications of various fee and other income categories relate to Capital Management and were necessary to conform prior periods to our current presentation resulting from the retail brokerage system conversions. Additionally, prior periods results of the General Bank and Parent have been restated to eliminate a credit for intercompany servicing of securitized assets provided to the General Bank by the Parent that ceased in the fourth quarter of 2004. This credit had previously been recorded as a reduction of expenses in the General Bank and now remains in fee and other income of the Parent. These reclassifications had no effect on the Company's or SouthTrust's previously reported consolidated financial position or results of operations.
NOTE 2: ILLUSTRATIVE COMBINED CONSOLIDATED BALANCE SHEETS
Preliminary fair value adjustments include an increase to securities and loans of $18 million and $51 million, respectively, or a total of $69 million; a decrease in premises and equipment of $98 million; a decrease in other assets of $27 million; an increase in interest-bearing deposits and long-term debt of $39 million and $236 million, respectively, or a total of $275 million; and an increase in other liabilities of $54 million, which includes an increase of $99 million related to employee benefit plans, net exit costs of $60 million and a net deferred income tax benefit of $105 million. Stockholders' equity reflects the issuance of 298 million shares of Wachovia common stock to holders of SouthTrust common stock. See also Note 4 below.
21
NOTE 3: OTHER INTANGIBLE AMORTIZATION
Combining adjustments in the statements of income represent the periodic amortization of core deposit and other intangibles resulting from the SouthTrust merger. The amortization amount was determined using accelerated amortization methods over periods ranging from 2 years to 14 years. The amortization amount represents the first three months of estimated amortization expense applied on a constant basis for each period presented as adjusted for actual amounts reported by SouthTrust. Accordingly, for each period prior to December 31, 2004, amortization amounts reported by SouthTrust prior to the November 1, 2004, merger consummation were added to the pro forma adjustments. An effective income tax rate of 35 percent was used to determine the related income tax benefit.
NOTE 4: PRELIMINARY GOODWILL AND OTHER INTANGIBLE ASSETS
Preliminary goodwill, and deposit base and customer relationship intangibles related to the SouthTrust merger are presented below.
PRELIMINARY GOODWILL AND OTHER INTANGIBLE ASSETS CREATED BY THE WACHOVIA/SOUTHTRUST MERGER
| | | | |
(In millions)
| | | |
Purchase price less SouthTrust ending tangible stockholders’ equity as of November 1, 2004 | | $ | 10,048 | |
| |
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|
|
Preliminary fair value purchase accounting adjustments | | | | |
Financial assets | | | (69 | ) |
Premises and equipment | | | 98 | |
Employee benefit plans | | | 99 | |
Financial liabilities | | | 275 | |
Other | | | 27 | |
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Total pre-tax fair value purchase accounting adjustments | | | 430 | |
Deferred income taxes | | | (163 | ) |
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Total after-tax fair value purchase accounting adjustments | | | 267 | |
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Preliminary exit cost purchase accounting adjustments | | | | |
Personnel and employee termination benefits | | | 168 | |
Gain on regulatory-mandated branch sales | | | (129 | ) |
Other | | | 21 | |
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Total pre-tax exit costs | | | 60 | |
Deferred income taxes | | | 17 | |
| |
|
|
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Total after-tax exit cost purchase accounting adjustments (One-time costs) | | | 77 | |
| |
|
|
|
Total intangibles | | | 10,392 | |
Deposit base intangible | | | 662 | |
Other intangibles | | | 78 | |
Deferred income taxes | | | (285 | ) |
| |
|
|
|
Preliminary goodwill | | $ | 9,937 | |
| |
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|
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22