Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported):
January 30,
2008
M&T BANK CORPORATION
(Exact name of registrant as specified in its charter)
New York
(State or other jurisdiction of incorporation)
| 1-9861 | 16-0968385 | |
| (Commission File Number) | (I.R.S. Employer Identification No.) |
| One M&T Plaza, Buffalo, New York | 14203 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrant’s
telephone number, including area code:
(716) 842-5445
(NOT APPLICABLE)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instructions
A.2. below):
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | ||
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | ||
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | ||
| o | Pre-commencement communications pursuant to Rule 13e4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
| Item 7.01. Regulation FD Disclosure | ||||||||
| Item 9.01. Financial Statements and Exhibits | ||||||||
| SIGNATURES | ||||||||
| EXHIBIT INDEX | ||||||||
| EX-99 | ||||||||
Table of Contents
Item 7.01. Regulation FD Disclosure.
On January 30, 2008, representatives of M&T Bank Corporation (“M&T”) will deliver a
presentation to investors and analysts at the Citigroup 2008 Financial Services Conference in New
York City. M&T’s presentation is scheduled to begin at 3:45 p.m. Eastern Time. A copy of this
presentation is attached as Exhibit 99.
The information in this Form 8-K, including Exhibit 99 attached hereto, shall not be deemed to
be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”),
or otherwise subject to the liability of such section, nor shall it be deemed incorporated by
reference in any filing of M&T under the Securities Act of 1933 or the Exchange Act, regardless of
any general incorporation language in such filing, unless expressly incorporated by specific
reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
| Exhibit No. | ||
99
|
M&T Bank Corporation Presentation. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| M&T BANK CORPORATION |
||||
| Date: January 30, 2008 | By: | /s/ René F. Jones | ||
| René F. Jones | ||||
| Executive Vice President and Chief Financial Officer |
||||
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Table of Contents
Exhibit
99
| Citigroup Financial Services Conference January 30, 2008 |
| Disclaimer This presentation contains forward looking statements within the meaning of the Private Securities Litigation Reform Act giving the Company's expectations or predictions of future financial or business performance or conditions. Forward-looking statements are typically identified by words such as "believe," "expect," "anticipate," "intend," "target," "estimate," "continue," "positions," "prospects" or "potential," by future conditional verbs such as "will," "would," "should," "could" or "may,"or by variations of such words or by similar expressions. These forward-looking statements are subject to numerous assumptions, risks and uncertainties which change over time. Forward-looking statements speak only as of the date they are made and we assume no duty to update forward-looking statements. In addition to factors previously disclosed in our SEC reports and those identified elsewhere in this presentation, the following factors among others, could cause actual results to differ materially from forward-looking statements or historical performance: changes in asset quality and credit risk; the inability to sustain revenue and earnings growth; changes in interest rates and capital markets; inflation; customer acceptance of M&T products and services; customer borrowing, repayment, investment and deposit practices; customer disintermediation; the introduction, withdrawal, success and timing of business initiatives; competitive conditions; the inability to realize cost savings or revenues or to implement integration plans and other consequences associated with mergers, acquisitions and divestitures; economic conditions; and the impact, extent and timing of technological changes, capital management activities, and other actions of the Federal Reserve Board and legislative and regulatory actions and reforms. Annualized, pro forma, projected and estimated numbers are used for illustrative purpose only, are not forecasts and may not reflect actual results. |
| Top 20 US-based Bank Holding Company $9.3 billion market capitalization $65 billion total assets Over 700 branches in seven states / District of Columbia Over 1,600 ATMs across retail bank footprint Over 1.8 million retail customers Over 150,000 commercial customers M&T Bank Corporation - Overview |
| M&T Bank Corporation 2007 Results & Operating Philosophy Investments/Initiatives Shareholder Focus = Long Term Performance |
| M&T Bank Corporation - Earnings Per Share Summary (1) Excludes merger-related costs and amortization expense associated with intangible assets. *Intangible Amortization net of tax: Dec. 2006 YTD =$38MM, Dec. 2007 YTD = $40MM Merger-related costs net of tax: Dec. 2006 YTD = $3MM, Dec. 2007 YTD = $9MM ($ in millions, except EPS) |
| After-tax CDO "OTT" Impairment of $78 million (wrote off 96%) Retained $883 million of Alt-A loans in the first quarter of 2007 Change of accounting policy - more conservative approach to recognition of NPLs and NCOs on residential mortgages Loans move to non-performing at 90 days past due versus 180 days Loans charged off at 150 days rather than at foreclosure Increased loan loss allowance Mortgage Market Turmoil |
| Strong loan growth in second half Attractively Priced Acquisitions Partners Trust First Horizon Mid-Atlantic Franchise 17% dividend increase; 18% CAGR since 1983 Top tier efficiency ratio High regulatory capital generation rate Continued progress in Mid-Atlantic markets 2007 Summary |
| Operating Philosophy Consistent and conservative philosophy Longstanding culture - developed through history of very high insider ownership Shareholder oriented decision making Diverse business mix and geography |
| M&T Bank Corporation - Key Ratios (1) Excludes amortization related to intangible assets and merger-related expenses. (2) Excludes gain/loss on sale of securities. |
| Net Interest Margin Source: SNL Interactive. Note: Top 50 banks based on asset size as of September 30, 2007. * Top 50 median for those banks that have reported by Jan. 28, 2008. estimated* |
| M&T Bank Corporation - Capital Generation Source: SNL Interactive |
| Consistent Credit Culture - What we do? Operate Community Banking business model Have the resources and product set of a super-regional 14-region banking footprint Regional presidents / credit officers |
| Consistent Credit Culture - How we do it? Relationship lender, not a transaction lender "We make loans that we understand" Prudent underwriting standards Senior Loan Committee in Buffalo 6 regional Managers Loan Committees NYC CRE Mortgage Committee Underwrite our own consumer loans |
| Consistent Credit Culture - How we do it? - Cont. Little appetite for syndicated loans Small, niche-focused investment banking capability Don't tighten and loosen credit standards through cycles Disciplined pricing approach |
| Investment Securities - Portfolio Composition |
| % of FY 2007 Portfolio incl. acq. excl. acq. Commercial and Industrial 13.1 $ 27% 12% 10% Commercial Real Estate Owner Occupied CRE 5.0 10% Investor CRE 10.5 22% 13% 11% Res. Cons.& Development 1.9 4% Residential Real Estate 6.2 13% 4% 1% Consumer 11.3 24% 14% 7% Total Loans 48.0 $ 100% 12% 8% % Growth 2007 vs. 2006 M&T Bank Corporation - As at Loans ($ in billions) |
| Industry Focus Loan Portfolios Auto Floor Plan $2.4 billion portfolio (5% of total loans) NPLs down $20 million linked quarter Residential builder / developer loans About $1.85 billion outstanding1 (3.9% of total loans) Completed focused reviews in May, and November 2007 Quarterly reviews going forward Residential mortgages $1.2 billion of Non-Agency loans held for Investment (2.5% of total loans) (1) Excludes approximately $400 million of construction loans to individuals |
| As of December 31, 2007 NPL Size # of Credits % $ Total % >$15.0 MM 2 0.0% $68,275 15.3% $5 to $15 MM 2 0.0% 14,675 3.3% $1 to $5 MM 26 0.2% 59,511 13.3% < $1 MM 13,626 99.8% 304,705 68.1% TOTAL 13,656 100% $ 100% Granularity of Non-Performing Loans 447,166 |
| Consumer Credit Weighted Average Weighted Average FICO Score Loan to Value (LTV) HELOC 751 66% HELOANS 739 68% Indirect Auto 732 110% Non-Agency Mortgages In portfolio 703 74% |
| Consumer Loans - 30-89 day Delinquency EOP Trend1 Note: Computed from loan and delinquency balances as reported in FRY9C |
| 1-4 Family Second Lien 0.04% 0.90% 0.35% - - 10 20 30 40 50 2002 2003 2004 2005 2006 2007 NCO ($ millions) 0.00% 0.25% 0.50% 0.75% 1.00% NCO to Avg Loans % Net Charge-Offs excl. policy change As reported HELOCs 0.08% 0.11% 0.09% - - 10 20 30 40 50 2002 2003 2004 2005 2006 2007 NCO ($ millions) 0.00% 0.25% 0.50% 0.75% 1.00% NCO to Avg Loans % Net Charge-Offs excl. policy change As reported Consumer Loans - Net Charge Off Ratios Note: Computed from loan and net charge-off balances as reported in FRY9C. EOP loan balances used to compute average loan balances. Note: Other Consumer charge-offs are not impacted by the policy change |
| Most Recent HELOC FICO Rescore M&T has no true wholesale home equity business Any loans referred through brokers are underwritten by M&T according to our established loan policies & product guidelines No correspondent home equity business |
| Historical Credit Cycle - Annual Trend, 1991-2007 Source: SNL Financial Note: Top 50 banks based on asset size as of September 30, 2007. * Top 50 median for those banks that have reported by Jan. 28, 2008. Estimated* Estimated* |
| Reserve Levels Note: Top 50 banks based on asset size on September 30, 2007. * Top 50 median for those banks that have reported by Jan. 28, 2008. Source: SNL Interactive estimated* |
| Economically Diverse Footprint |
| M&T Bank Corporation 2007 Results & Operating Philosophy Investments/Initiatives Shareholder Focus = Long Term Performance |
| Operating Efficiency Ratio Note 1: Ratio excludes amortization expense associated with intangible assets, merger-related expenses, and G/L on investment securities. Note 2: Top 50 banks based on asset size as of September 30, 2007. * Top 50 median for those banks that have reported by Jan. 28, 2008. Source: SNL Interactive estimated* |
| Initiatives Partners & First Horizon Core Franchise 2008 Planned Growth in Operating Expenses 29% of growth 33% of growth 38% of growth |
| Investments/Initiatives Segmented growth strategy Region's Growth Profile and M&T's Share Investments & Initiatives Vary by Market |
| Strengthens M&T's Market Position in Upstate NY Partners Trust branches M&T Bank Corporation branches Syracuse Utica-Rome Binghamton |
| Distribution Network - Baltimore Washington International Airport International Airport International Airport |
| Metro Markets Focused on Commercial Business lines (Middle Market, Healthcare, Real Estate, Business Banking). Opened Saddle Brook office in Bergen County, NJ in December 2007. Continued investments in these markets. |
| M&T Bank Corporation 2007 Results & Operating Philosophy Investments/Initiatives Shareholder Focus = Long Term Performance |
| M&T Bank Corporation - Consistent Performance Consistent Growth in Net Operating Earnings 19% CAGR since 1983 9% CAGR over past 10 years Consistent Growth in Dividends 18% CAGR since 1983 Ranked in top 10 of Top 50 banks for 10 year stock price performance |
| Return of Capital to Shareholders Cumulative Capital Retained, Dividends and Share Repurchases 1983 - 2007 $2.6 Billion $2.0 Billion $1.1 Billion Share Repurchases Dividends Capital Retained 3244.2 1505.9 2018.4 $3.2 Billion $2.0 Billion $1.5 Billion |
| What Makes M&T Unique?* Management's Interest aligned with Shareholders' Interests Over 50% Ownership between AIB, M&T Insiders and Warren Buffett AIB Berkshire Hathaway- Warren Buffett Other Shareholders M&T Management, Directors and Employees * As of 2/28/07. Includes options & deferred bonus shares. 48.1% 21.4% 6.1% 24.4% |
| 21.8% Annual rate of return since 1980* 18th best return of the entire universe of over 800 U.S. based stocks that have traded publicly since 1980 $3,979 invested in M&T in 1980 would be worth $1 million today M&T Bank Corporation... a solid investment *CAGR calculated assuming reinvestment of dividends through December 31, 2007. Source: IDC & Factset |
| Appendix |
| Reconciliation of GAAP and Non-GAAP Results of Operation * Excludes gain/loss on sale of securities. |
| Reconciliation of GAAP and Non-GAAP Results of Operation |