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8-K - 8-K - COMMERCE BANCSHARES INC /MO/cbsh093020138k.htm


Exhibit 99.1
                               CBSH
                   1000 Walnut Street / Suite 700 / Kansas City, Missouri 64106 / 816.234.2000
                                                                 
FOR IMMEDIATE RELEASE:
Tuesday, October 15, 2013

COMMERCE BANCSHARES, INC. ANNOUNCES THIRD
QUARTER EARNINGS PER SHARE OF $.75

Commerce Bancshares, Inc. announced earnings of $.75 per share for the three months ended September 30, 2013 compared to $.72 per share in both the previous quarter and the third quarter of 2012. Net income for the third quarter amounted to $68.2 million, compared to $66.0 million in the same quarter last year and $65.8 million last quarter. For the quarter, the return on average assets totaled 1.26%, the return on average equity was 12.7% and the efficiency ratio was 59.7%.

For the nine months ended September 30, 2013, earnings per share totaled $2.14 compared to $2.18 in the first nine months of 2012. Net income amounted to $195.0 million for the first nine months of 2013 compared with $202.5 million for the same period last year. The return on average assets for the first nine months was 1.20% and the return on average equity was 12.0%.
    
In announcing these results, David W. Kemper, Chairman and CEO, said, “This quarter we continued to see strong loan growth coupled with higher fee income and solid expense management. We also completed our merger with Summit Bancshares in Tulsa and look forward to new growth potential in Oklahoma. Compared to the previous quarter and excluding the effects of Summit, average loans increased $251 million, or 10% annualized. Nearly half of the growth this quarter came from business loan demand, while personal real estate and consumer loans grew by 14% and 11% annualized, respectively. Our corporate card business also reported solid results this quarter with revenues up 18% over the same period last year. Fees from trust, brokerage, and other cash management activities have all contributed to our growth in non-interest income of over 5% compared to the same quarter last year. Non-interest expense remains well controlled and has essentially remained flat all year.”

Further, Mr. Kemper noted, “Net loan charge-offs for the current quarter totaled $6.6 million, compared to $9.4 million in the previous quarter and $9.1 million last year. Fewer credit card loan charge-offs coupled with low loan losses and larger net loan recoveries on commercial loans helped to reduce these loss levels. During the current quarter, the provision for loan losses totaled $4.1 million, or $2.5 million less than net loan charge-offs. Our allowance for loan losses amounted to $163.5 million this quarter, representing 3.6 times our non-performing assets. Total non-performing assets decreased $7.7 million from the previous quarter to $44.8 million this quarter.”
        
Total assets at September 30, 2013 were $22.5 billion, total loans were $10.8 billion, and total deposits were $18.2 billion. During the quarter, the Company repurchased approximately 547,000 shares of its common stock at an average price per share of $43.70. Also, on September 1, 2013, the Company completed its acquisition of Summit Bancshares, Inc., Tulsa, Oklahoma, adding $207 million in loans and $232 million in deposits.
(more)





     


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 360 locations in Missouri, Illinois, Kansas, Oklahoma and Colorado. The Company also has operating subsidiaries involved in mortgage banking, credit related insurance, and private equity activities.

Summary of Non-Performing Assets and Past Due Loans
(Dollars in thousands)
 
6/30/2013
 
9/30/2013
 
9/30/2012
Non-Accrual Loans
 
$
39,092

 
$
37,846

 
$
55,201

Foreclosed Real Estate
 
$
13,434

 
$
6,961

 
$
18,234

Total Non-Performing Assets
 
$
52,526

 
$
44,807


$
73,435

Non-Performing Assets to Loans
 
.51
%
 
.41
%
 
.76
%
Non-Performing Assets to Total Assets
 
.24
%
 
.20
%
 
.35
%
Loans 90 Days & Over Past Due — Still Accruing
 
$
12,509

 
$
11,515

 
$
12,232

   
This financial news release, including management's discussion of third 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











2



COMMERCE BANCSHARES, INC. and SUBSIDIARIES
FINANCIAL HIGHLIGHTS
 
 
For the Three Months Ended
For the Nine Months Ended
(Unaudited)
 
June 30,
2013
September 30,
2013
September 30,
2012
September 30,
2013
September 30,
2012
FINANCIAL SUMMARY (In thousands, except per share data)
 
 
Net interest income
 

$159,458


$154,706


$153,811


$464,507


$478,653

Taxable equivalent net interest income
 
165,942

161,074

159,934

483,724

496,786

Non-interest income
 
102,676

106,311

100,922

308,864

296,321

Investment securities gains (losses), net
 
(1,568
)
650

3,180

(3,083
)
8,556

Provision for loan losses
 
7,379

4,146

5,581

14,810

18,961

Non-interest expense
 
156,966

156,312

153,391

468,315

460,192

Net income attributable to Commerce Bancshares, Inc.
 
65,805

68,224

66,006

195,046

202,538

Cash dividends
 
20,431

20,670

20,165

61,536

60,819

Net total loan charge-offs (recoveries)
 
9,379

6,646

9,082

23,810

28,461

Business
 
(87
)
(654
)
202

(791
)
(3,288
)
Real estate — construction and land
 
(744
)
(1,635
)
(102
)
(2,911
)
234

Real estate — business
 
1,253

58

(25
)
1,207

3,309

Consumer credit card
 
6,935

6,028

6,277

19,011

18,380

Consumer
 
1,452

2,068

1,791

5,229

6,396

Revolving home equity
 
156

95

314

390

1,617

Real estate — personal
 
172

324

267

869

1,015

Overdraft
 
242

362

358

806

798

Per common share:
 
 
 
 
 
 
Net income — basic
 

$.72


$.75


$.71


$2.14


$2.18

Net income — diluted
 

$.72


$.75


$.72


$2.14


$2.18

Cash dividends
 

$.225


$.225


$.219


$.675


$.657

Diluted wtd. average shares o/s
 
90,159

90,452

91,552

90,352

92,195

RATIOS
 
 
 
 
 
 
Average loans to deposits (1)
 
56.68
%
58.33
%
56.89
%
56.56
%
55.89
%
Return on total average assets
 
1.20
%
1.26
%
1.28
%
1.20
%
1.32
%
Return on total average equity
 
12.07
%
12.69
%
11.57
%
12.05
%
12.13
%
Non-interest income to revenue (2)
 
39.17
%
40.73
%
39.62
%
39.94
%
38.24
%
Efficiency ratio (3)
 
59.73
%
59.72
%
59.99
%
60.38
%
59.14
%
AT PERIOD END
 
 
 
 
 
 
Book value per share based on total equity
 

$23.23


$23.90


$25.08

 
 
Market value per share
 

$43.55


$43.81


$38.41

 
 
Allowance for loan losses as a percentage of loans
 
1.60
%
1.51
%
1.82
%
 
 
Tier I leverage ratio
 
9.08
%
9.43
%
10.00
%
 
 
Tangible common equity to assets ratio (4)
 
9.06
%
9.10
%
10.47
%
 
 
Common shares outstanding
 
90,673,953

91,259,848

91,988,811

 
 
Shareholders of record
 
4,107

4,135

4,146

 
 
Number of bank/ATM locations
 
356

359

362

 
 
Full-time equivalent employees
 
4,720

4,728

4,707

 
 
OTHER QTD INFORMATION
 
 
 
 
 
 
High market value per share
 

$44.62


$47.52


$40.70

 
 
Low market value per share
 

$38.46


$42.04


$35.91

 
 
(1)
Includes loans held for sale.
(2)
Revenue includes net interest income and non-interest income.
(3)
The efficiency ratio is calculated as non-interest expense (excluding intangibles amortization) as a percent of revenue.
(4)
The tangible common equity ratio is calculated as stockholders’ equity reduced by goodwill and other intangible assets (excluding mortgage servicing rights) divided by total assets reduced by goodwill and other intangible assets (excluding mortgage servicing rights).

3



COMMERCE BANCSHARES, INC. and SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
 
 
For the Three Months Ended
 
For the Nine Months Ended
(Unaudited)
(In thousands, except per share data)
 
June 30,
2013
 
September 30,
2013
 
September 30,
2012
 
September 30,
2013
 
September 30,
2012
Interest income
 

$167,255

 

$162,144

 

$163,194

 

$488,144

 

$507,784

Interest expense
 
7,797

 
7,438

 
9,383

 
23,637

 
29,131

Net interest income
 
159,458

 
154,706

 
153,811

 
464,507

 
478,653

Provision for loan losses
 
7,379

 
4,146

 
5,581

 
14,810

 
18,961

Net interest income after provision for loan losses
 
152,079

 
150,560

 
148,230

 
449,697

 
459,692

NON-INTEREST INCOME
 
 
 
 
 
 
 
 
 
 
Bank card transaction fees
 
40,700

 
43,891

 
39,488

 
123,141

 
112,655

Trust fees
 
25,734

 
25,318

 
23,681

 
76,221

 
70,328

Deposit account charges and other fees
 
19,602

 
20,197

 
19,873

 
58,511

 
59,184

Capital market fees
 
3,305

 
3,242

 
5,110

 
10,938

 
16,991

Consumer brokerage services
 
2,853

 
2,871

 
2,441

 
8,410

 
7,543

Loan fees and sales
 
1,314

 
1,553

 
1,358

 
4,340

 
4,625

Other
 
9,168

 
9,239

 
8,971

 
27,303

 
24,995

Total non-interest income
 
102,676

 
106,311

 
100,922

 
308,864

 
296,321

INVESTMENT SECURITIES GAINS (LOSSES), NET
 
 
 
 
 
 
 
 
 
 
Impairment (losses) reversals on securities
 
(293
)
 
(588
)
 
5,989

 
508

 
11,579

Noncredit-related losses (reversals) on securities not expected to be sold
 
(195
)
 
258

 
(6,546
)
 
(1,768
)
 
(12,806
)
Net impairment losses
 
(488
)
 
(330
)
 
(557
)
 
(1,260
)
 
(1,227
)
Realized gains (losses) on sales and fair value adjustments
 
(1,080
)
 
980

 
3,737

 
(1,823
)
 
9,783

Investment securities gains (losses), net
 
(1,568
)
 
650

 
3,180

 
(3,083
)
 
8,556

NON-INTEREST EXPENSE
 
 
 
 
 
 
 
 
 
 
Salaries and employee benefits
 
89,569

 
91,405

 
89,292

 
271,855

 
266,346

Net occupancy
 
11,234

 
11,332

 
11,588

 
33,801

 
33,953

Equipment
 
4,680

 
4,465

 
4,976

 
13,828

 
15,164

Supplies and communication
 
5,797

 
5,449

 
5,400

 
16,835

 
16,680

Data processing and software
 
19,584

 
19,987

 
19,279

 
58,522

 
55,030

Marketing
 
4,048

 
3,848

 
4,100

 
11,255

 
12,391

Deposit insurance
 
2,790

 
2,796

 
2,608

 
8,353

 
7,746

Other
 
19,264

 
17,030

 
16,148

 
53,866

 
52,882

Total non-interest expense
 
156,966

 
156,312

 
153,391

 
468,315

 
460,192

Income before income taxes
 
96,221

 
101,209

 
98,941

 
287,163

 
304,377

Less income taxes
 
30,182

 
32,764

 
32,155

 
91,871

 
99,541

Net income
 
66,039

 
68,445

 
66,786

 
195,292

 
204,836

Less non-controlling interest expense
 
234

 
221

 
780

 
246

 
2,298

Net income attributable to Commerce Bancshares, Inc.
 

$65,805

 

$68,224

 

$66,006

 

$195,046

 

$202,538

Net income per common share — basic
 

$.72

 

$.75

 

$.71

 

$2.14

 

$2.18

Net income per common share — diluted
 

$.72

 

$.75

 

$.72

 

$2.14

 

$2.18


4



COMMERCE BANCSHARES, INC. and SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS

(Unaudited)
(In thousands)
 
June 30,
2013
 
September 30,
2013
 
September 30,
2012
ASSETS
 
 
 
 
 
 
Loans
 

$10,370,155

 

$10,823,654

 

$9,638,645

Allowance for loan losses
 
(166,032
)
 
(163,532
)
 
(175,032
)
Net loans
 
10,204,123

 
10,660,122

 
9,463,613

Loans held for sale
 
8,941

 

 
8,741

Investment securities:
 
 
 
 
 
 
Available for sale
 
8,927,815

 
8,577,282

 
9,020,951

Trading
 
14,670

 
18,295

 
13,595

Non-marketable
 
113,470

 
114,520

 
117,540

Total investment securities
 
9,055,955

 
8,710,097

 
9,152,086

Short-term federal funds sold and securities purchased under agreements to resell
 
22,990

 
87,167

 
10,475

Long-term securities purchased under agreements to resell
 
1,200,000

 
1,150,000

 
850,000

Interest earning deposits with banks
 
6,816

 
267,548

 
132,144

Cash and due from banks
 
399,687

 
594,309

 
426,742

Land, buildings and equipment — net
 
352,462

 
353,473

 
350,040

Goodwill
 
125,585

 
138,676

 
125,585

Other intangible assets — net
 
4,517

 
9,050

 
5,804

Other assets
 
529,275

 
481,855

 
353,539

Total assets
 
$
21,910,351

 
$
22,452,297

 
$
20,878,769

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
Deposits:
 
 
 
 
 
 
Non-interest bearing
 

$5,811,473

 

$6,185,098

 

$5,814,932

Savings, interest checking and money market
 
9,573,390

 
9,680,816

 
9,025,688

Time open and C.D.’s of less than $100,000
 
1,039,131

 
1,013,598

 
1,094,215

Time open and C.D.’s of $100,000 and over
 
1,472,944

 
1,338,252

 
914,795

Total deposits
 
17,896,938

 
18,217,764

 
16,849,630

Federal funds purchased and securities sold under agreements to repurchase
 
1,620,694

 
1,760,393

 
1,257,949

Other borrowings
 
102,766

 
105,928

 
103,744

Other liabilities
 
183,166

 
186,726

 
360,374

Total liabilities
 
19,803,564

 
20,270,811

 
18,571,697

Stockholders’ equity:
 
 
 
 
 
 
Preferred stock
 

 

 

Common stock
 
458,646

 
459,647

 
446,387

Capital surplus
 
1,094,922

 
1,104,669

 
1,033,515

Retained earnings
 
563,166

 
610,720

 
717,138

Treasury stock
 
(35,771
)
 
(23,528
)
 
(60,644
)
Accumulated other comprehensive income
 
21,864

 
26,025

 
166,040

Total stockholders’ equity
 
2,102,827

 
2,177,533

 
2,302,436

Non-controlling interest
 
3,960

 
3,953

 
4,636

Total equity
 
2,106,787

 
2,181,486

 
2,307,072

Total liabilities and equity
 
$
21,910,351

 
$
22,452,297

 
$
20,878,769


5



COMMERCE BANCSHARES, INC. and SUBSIDIARIES
AVERAGE BALANCE SHEETS — AVERAGE RATES AND YIELDS
(Unaudited)
(Dollars in thousands)
For the Three Months Ended
 
June 30, 2013
 
September 30, 2013
 
September 30, 2012
 
 
Average Balance
 
Avg. Rates Earned/Paid
 
Average Balance
 
Avg. Rates Earned/Paid
 
Average Balance
 
Avg. Rates Earned/Paid
 
ASSETS:
 
 
 
 
 
 
 
 
 
 
 
 
Loans:
 
 
 
 
 
 
 
 
 
 
 
 
Business (A)
$
3,253,577

 
3.07
%
 
$
3,415,069

 
2.96
%
 
$
3,018,475

 
3.39
%
 
Real estate — construction and land
373,359

 
3.94

 
398,684

 
4.07

 
339,908

 
4.30

 
Real estate — business
2,216,876

 
4.14

 
2,256,556

 
4.12

 
2,182,584

 
4.39

 
Real estate — personal
1,664,988

 
3.97

 
1,729,473

 
3.83

 
1,523,148

 
4.31

 
Consumer
1,430,832

 
4.69

 
1,472,521

 
4.53

 
1,205,318

 
5.54

 
Revolving home equity
425,762

 
3.96

 
422,173

 
3.94

 
444,076

 
4.17

 
Consumer credit card
741,793

 
11.20

 
752,977

 
11.33

 
730,104

 
11.83

 
Overdrafts
6,369

 

 
5,587

 

 
5,353

 

 
Total loans (B)
10,113,556

 
4.34

 
10,453,040

 
4.26

 
9,448,966

 
4.76

 
Loans held for sale
9,003

 
4.05

 

 

 
8,753

 
3.86

 
Investment securities:
 
 
 
 
 
 
 
 
 
 
 
 
U.S. government and federal agency obligations
400,027

 
5.15

 
401,708

 
3.04

 
329,172

 
(.07
)
(C)
Government-sponsored enterprise obligations
439,075

 
1.74

 
427,258

 
1.74

 
276,505

 
1.65

 
State and municipal obligations (A)
1,634,196

 
3.61

 
1,605,096

 
3.54

 
1,387,624

 
3.89

 
Mortgage-backed securities
3,272,580

 
2.77

 
3,027,358

 
2.86

 
3,766,602

 
2.62

 
Asset-backed securities
3,199,393

 
.91

 
3,000,250

 
.87

 
2,878,941

 
1.10

 
Other marketable securities (A)
188,267

 
2.97

 
180,016

 
2.92

 
121,596

 
4.50

 
Total available for sale securities (B)
9,133,538

 
2.33

 
8,641,686

 
2.25

 
8,760,440

 
2.21

 
Trading securities (A)
22,355

 
2.40

 
15,941

 
2.41

 
24,337

 
2.34

 
Non-marketable securities (A)
118,888

 
16.92

 
114,096

 
7.10

 
117,210

 
7.54

 
Total investment securities
9,274,781

 
2.52

 
8,771,723

 
2.31

 
8,901,987

 
2.29

 
 Short-term federal funds sold and securities purchased under agreements to resell
23,429

 
.48

 
31,822

 
.44

 
19,400

 
.49

 
 Long-term securities purchased under agreements to resell
1,200,000

 
1.94

 
1,170,381

 
1.73

 
847,829

 
2.31

 
Interest earning deposits with banks
116,510

 
.26

 
115,448

 
.24

 
81,139

 
.20

 
Total interest earning assets
20,737,279

 
3.36

 
20,542,414

 
3.25

 
19,308,074

 
3.49

 
Non-interest earning assets (B)
1,184,066

 
 
 
1,009,272

 
 
 
1,209,295

 
 
 
Total assets
$
21,921,345

 
 
 
$
21,551,686

 
 
 
$
20,517,369

 
 
 
LIABILITIES AND EQUITY:
 
 
 
 
 
 
 
 
 
 
 
 
Interest bearing deposits:
 
 
 
 
 
 
 
 
 
 
 
 
Savings
$
639,747

 
.11

 
$
630,555

 
.14

 
$
581,819

 
.15

 
Interest checking and money market
8,932,987

 
.14

 
8,964,018

 
.15

 
8,401,165

 
.21

 
Time open & C.D.’s of less than $100,000
1,052,574

 
.63

 
1,021,242

 
.54

 
1,101,399

 
.70

 
Time open & C.D.’s of $100,000 and over
1,464,384

 
.46

 
1,431,991

 
.43

 
1,004,708

 
.69

 
Total interest bearing deposits
12,089,692

 
.22

 
12,047,806

 
.21

 
11,089,091

 
.30

 
Borrowings:
 
 
 
 
 
 
 
 
 
 
 
 
Federal funds purchased and securities sold under agreements to repurchase
1,544,623

 
.07

 
1,247,906

 
.05

 
1,217,036

 
.07

 
Other borrowings
103,019

 
3.23

 
103,793

 
3.27

 
108,819

 
3.11

 
Total borrowings
1,647,642

 
.27

 
1,351,699

 
.30

 
1,325,855

 
.32

 
Total interest bearing liabilities
13,737,334

 
.23
%
 
13,399,505

 
.22
%
 
12,414,946

 
.30
%
 
Non-interest bearing deposits
5,768,455

 
 
 
5,873,013

 
 
 
5,536,274

 
 
 
Other liabilities
228,966

 
 
 
145,430

 
 
 
296,178

 
 
 
Equity
2,186,590

 
 
 
2,133,738

 
 
 
2,269,971

 
 
 
Total liabilities and equity
$
21,921,345

 
 
 
$
21,551,686

 
 
 
$
20,517,369

 
 
 
Net interest income (T/E)
$
165,942

 
 
 
$
161,074

 
 
 
$
159,934

 
 
 
Net yield on interest earning assets
 
 
3.21
%
 
 
 
3.11
%
 
 
 
3.30
%
 
(A) Stated on a tax equivalent basis using a federal income tax rate of 35%.
(B) The allowance for loan losses and unrealized gains/(losses) on available for sale securities are included in non-interest earning assets.
(C) Includes ($1.4 million) in inflation income on U.S.Treasury inflation-protected securities in the third quarter of 2012.

6


COMMERCE BANCSHARES, INC.
Management Discussion of Third Quarter Results
September 30, 2013

For the quarter ended September 30, 2013, net income attributable to Commerce Bancshares, Inc. (net income) amounted to $68.2 million, an increase of $2.4 million over the previous quarter and an increase of $2.2 million compared to the same quarter last year. The increase in net income over the previous quarter resulted mainly from growth in non-interest income of $3.6 million coupled with a decline in the provision for loan losses of $3.2 million and slightly lower non-interest expense. Net interest income declined $4.8 million mainly due to lower inflation income this quarter of $1.9 million on the Company’s inflation-protected government securities, coupled with the reclassification last quarter of $2.6 million to interest income related to the sale of a private equity investment. For the current quarter, the return on average assets was 1.26%, the return on average equity was 12.69%, and the efficiency ratio was 59.72%. On September 1, 2013, the Company completed its acquisition of Summit Bancshares, Inc. adding $207 million in loans and $232 million in deposits.

Balance Sheet Review
During the 3rd quarter of 2013, average loans increased $339.5 million compared to the previous quarter and increased $1.0 billion, or 10.6%, compared to the same period last year. Excluding the effects of the Summit acquisition, loans this quarter increased on average $250.9 million, or 10% annualized, compared to the previous quarter. Exclusive of Summit, the increase in average loans resulted from growth in business (up $119.1 million), construction (up $25.3 million), personal real estate (up $59.3 million) and consumer loans (up $40.6 million, mainly in automobile and fixed rate home equity loans). The increase in business loans mainly resulted from continued growth in tax-advantaged lending, aircraft lending, and leasing activities. Demand for consumer automobile and fixed rate home equity lending remained good as average balances grew by $48.3 million and $19.2 million, respectively. However, average marine and RV loans, included in the consumer loan portfolio, continued to run off this quarter by $20.9 million.

Total available for sale investment securities averaged $8.7 billion this quarter, down $660.7 million when compared to the previous quarter. This decline was mainly the result of maturities and pay downs occurring in the quarter which were not reinvested in new securities; due to continued loan growth coupled with a slight decline in average deposits (excluding Summit) this quarter. Purchases of new securities, totaling $211.3 million in the 3rd quarter of 2013, were offset by sales, maturities and pay downs of $567.6 million. At September 30, 2013, the duration of the investment portfolio was 2.7 years, and maturities and pay downs of approximately $1.2 billion are expected to occur during the next 12 months.

Total average deposits increased $62.7 million during the 3rd quarter of 2013 compared to the previous quarter, but included the effects of the Summit acquisition which on average added $72.9 million in deposits this quarter. Exclusive of Summit, average deposits have increased $1.2 billion over the past 12 months on strong growth late in 2012. Exclusive of Summit, average deposits decreased slightly this quarter, resulting mainly from declines in certificates of deposit (decrease of $76.6 million) and personal demand deposits (decrease of $66.9 million) but partly offset by higher business demand accounts (increase of $198.2 million). Compared to the previous quarter, total average commercial

 
deposits increased $242.8 million while private banking and consumer deposits declined $41.7 million and $107.2 million, respectively. The average loans to deposits ratio in the current quarter was 58.3%, compared to 56.7% in the previous quarter.

During the current quarter, the Company’s average borrowings decreased $295.9 million compared to the previous quarter, mainly due to a decline in the average balance of federal funds purchased.

Net Interest Income
Net interest income (tax equivalent) in the 3rd quarter of 2013 amounted to $161.1 million compared with $165.9 million in the previous quarter, or a decrease of $4.9 million. Net interest income (tax equivalent) for the current quarter increased $1.1 million compared to the 3rd quarter of last year. During the 3rd quarter of 2013, the net yield on earning assets (tax equivalent) was 3.11%, compared with 3.21% in the previous quarter and 3.30% in the same period last year.

The decrease in net interest income (tax equivalent) in the 3rd quarter of 2013 compared to the previous quarter was mainly due to a decrease in inflation interest of $1.9 million on the Company’s inflation-protected securities as a result of the lower Consumer Price Indices published this quarter. Inflation income totaled $1.7 million this quarter. Also, in the previous quarter, proceeds from the sale of a private equity investment of $2.6 million were reclassified to interest income. This reclassification had the result of increasing our net interest margin by 5 basis points last quarter. Additionally, premium amortization expense was reduced by $2.0 million this quarter due to an adjustment reflecting slowing prepayment speeds on mortgage-backed securities resulting from an increase in interest rates.

Compared to the previous quarter, interest on loans increased $2.6 million (tax-equivalent) as a result of higher loan volumes but offset by the effects of lower rates, especially on consumer and personal real estate loans. The average yield on the loan portfolio declined 8 basis points this quarter. The average rate earned on investment securities decreased 21 basis points to 2.31% this quarter, largely due to lower interest on inflation-protected securities and the reclassification adjustment made last quarter, mentioned above. However, lower premium amortization expense on mortgage-backed securities helped to increase the overall yield on these securities to 2.86% this quarter. Overall, these rate effects were partially offset by a decline in average securities balances of $503.1 million.

Interest expense on deposits declined $281 thousand in the 3rd quarter of 2013 compared with the previous quarter as overall rates continued to decline slightly.

Non-Interest Income
In the 3rd quarter of 2013, total non-interest income amounted to $106.3 million, an increase of $5.4 million, or 5.3%, compared to the same period last year. Also, current quarter non-interest income increased $3.6 million 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 higher bank card and trust fees.




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COMMERCE BANCSHARES, INC.
Management Discussion of Third Quarter Results
September 30, 2013


Total bank card fees in the current quarter increased $4.4 million, or 11.2%, over the same period last year as a result of an 18.2% increase in corporate card fees, which totaled $21.8 million this quarter. Debit card fees also grew by 7.0%, while credit card fees grew 4.7%.

Trust fees for the quarter increased $1.6 million, or 6.9% compared to the same period last year, resulting mainly from continued growth in private client (up 8.9%) and institutional (up 4.8%) trust fees. Deposit account fees increased $324 thousand, or 1.6%, compared to last year as overdraft fees declined by $661 thousand, but were offset by combined growth in corporate cash management and other deposit fees of $985 thousand, or 8.9%. Year to date, overdraft fees have declined $2.8 million mainly as a result of a new posting routine on debit transactions which took effect in late February. Consumer brokerage fees were up 17.6% this quarter compared to the previous year while fees related to swap and foreign exchange activities grew by a combined $1.1 million. Capital market fees declined $1.9 million from the same quarter last year as customer demand for fixed income securities was down from the previous year.

Investment Securities Gains and Losses
Net securities gains totaled $650 thousand compared with $3.2 million in the 3rd quarter of last year. The decline in securities gains this quarter reflected smaller fair value adjustments on the Company’s private equity portfolio compared to the previous year. Securities losses in the 2nd quarter resulted mainly from the reclassification (mentioned above) of $2.6 million in interest received on a private equity investment which was sold in the 2nd quarter and originally recorded as securities gains. In addition, during the 2nd quarter the Company donated appreciated securities and recognized a gain of $1.4 million.

Also during the current quarter, the Company recorded credit-related impairment losses of $330 thousand on certain non-agency guaranteed mortgage-backed securities identified as other-than-temporarily impaired, compared to losses of $488 thousand in the previous quarter and $557 thousand in the same quarter last year. The cumulative credit-related impairment on these bonds totaled $12.8 million at quarter end. At September 30, 2013, the fair value of non-agency guaranteed mortgage-backed securities identified as other-than-temporarily impaired totaled $77.4 million, compared to $108.1 million at September 30, 2012.

Non-Interest Expense
Non-interest expense for the current quarter amounted to $156.3 million, an increase of $2.9 million over the same period last year and a decrease of $654 thousand compared to the previous quarter. Compared to the 3rd quarter of last year, salaries and benefits expense increased $2.1 million, or 2.4%, on higher full-time salaries costs (up 4.2%) but lower incentives and benefits. Growth in salaries expense resulted from added staffing mainly in the areas of commercial banking, wealth and commercial card. Full-time equivalent employees totaled 4,728 and 4,707 at September 30, 2013 and 2012, respectively.

Compared to the 3rd quarter of last year, occupancy, equipment and marketing expense declined $1.0 million on a combined basis, mainly due to lower real estate taxes, depreciation and marketing expenditures. Data processing and software costs grew by $708 thousand, or 3.7%, but included a $2.0 million reimbursement on previously incurred servicing costs as part of a renegotiated
 
processing contract. Data processing costs also included expense of $555 thousand related to termination of data processing for Summit Bank. Legal and professional fees increased $1.3 million this quarter over the same period last year, but included $257 thousand in fees related to Summit. Other non-interest expense included a provision of $915 thousand on a letter of credit exposure (in addition to an $898 thousand provision in the previous quarter) and also a litigation provision of $1.0 million. Other operating expenses related to the Summit Bank acquisition were not significant.
 
Income Taxes
The effective tax rate for the Company was 32.4% in the current quarter, compared with 31.4% in the previous quarter and 32.8% in the 3rd quarter of 2012. The higher rate in the current quarter compared to the previous quarter resulted mainly from changes in the mix of taxable and non-taxable income.

Credit Quality
Net loan charge-offs in the 3rd quarter of 2013 amounted to $6.6 million, compared with $9.4 million in the prior quarter and $9.1 million in the 3rd quarter of last year. The ratio of annualized net loan charge-offs to total average loans was .25% in the current quarter compared to .37% in the previous quarter.

In the 3rd quarter of 2013, annualized net loan charge-offs on average consumer credit card loans amounted to 3.18%, compared with 3.75% in the previous quarter and 3.42% in the same period last year. Consumer loan net charge-offs in the quarter amounted to .56% of average consumer loans, compared to .41% in the previous quarter and .59% in the same quarter last year. The provision for loan losses in the current quarter totaled $4.1 million, a decrease of $3.2 million from the previous quarter and $1.4 million lower than in the same period last year. The current quarter provision for loan losses was $2.5 million less than net loan charge-offs, thereby reducing the allowance for loan losses to $163.5 million. At September 30, 2013 the allowance was 1.51% of total loans and was 432% of total non-accrual loans.

At September 30, 2013, total non-performing assets amounted to $44.8 million, a decrease of $7.7 million from the previous quarter. Non-performing assets are comprised of non-accrual loans ($37.8 million) and foreclosed real estate ($7.0 million). At September 30, 2013, the balance of non-accrual loans, which represented .35% of loans outstanding, included business real estate loans of $11.9 million, construction and land loans of $9.0 million and business loans of $11.5 million. Loans more than 90 days past due and still accruing interest totaled $11.5 million at September 30, 2013.

Other
During the quarter the Company purchased approximately 547,000 shares of treasury stock at an average cost of $43.70 per share.

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 statement.


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