UNITED STATES

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

Date of Report (Date of earliest event reported): October 17, 2013

 

 

M&T BANK CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

New York		1-9861		16-0968385
(State or other jurisdiction of incorporation)		(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):

 

¨

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨

Pre-commencement communications pursuant to Rule 13e4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

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Item 2.02. Results of Operations and Financial Condition.

On October 17, 2013, M&T Bank Corporation announced its results of operations for the quarter ended September 30, 2013. The public announcement was made by means of a news release, the text of which is set forth in Exhibit 99 hereto.

The information in this Form 8-K, including Exhibit 99 attached hereto, is being furnished under Item 2.02 and 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 Bank Corporation 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.

(d) Exhibits.

 

Exhibit No.
99		News Release dated October 17, 2013.

 

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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: October 17, 2013				By:		/s/ René F. Jones
						René F. Jones
						Executive Vice President and Chief Financial Officer

 

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EXHIBIT INDEX

 

Exhibit No.
99		News Release dated October 17, 2013. Filed herewith.

 

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Exhibit 99

 

INVESTOR CONTACT:		Donald J. MacLeod (716) 842-5138		FOR IMMEDIATE RELEASE: October 17, 2013
MEDIA CONTACT:		C. Michael Zabel (716) 842-5385

M&T BANK CORPORATION ANNOUNCES THIRD QUARTER PROFITS

BUFFALO, NEW YORK — M&T Bank Corporation (“M&T”)(NYSE: MTB) today reported its results of operations for the quarter ended September 30, 2013.

GAAP Results of Operations. Diluted earnings per common share measured in accordance with generally accepted accounting principles (“GAAP”) for the third quarter of 2013 were $2.11, compared with $2.17 in the year-earlier quarter and $2.55 in the second quarter of 2013. GAAP-basis net income in the recently completed quarter aggregated $294 million, compared with $293 million and $348 million in the third quarter of 2012 and the second quarter of 2013, respectively. GAAP-basis net income for the third quarter of 2013 expressed as an annualized rate of return on average assets and average common shareholders’ equity was 1.39% and 11.06%, respectively, compared with 1.45% and 12.40%, respectively, in the year-earlier quarter and 1.68% and 13.78%, respectively, in 2013’s second quarter.

Reflected in the recent quarter’s results were after-tax gains of $34 million from loan securitization transactions, or $.26 per diluted common share, while the results for the immediately preceding quarter included net after-tax gains from similar securitization transactions and from sales of investment securities totaling $38 million, or $.29 per diluted common share. As compared with the third quarter of 2012 and the second quarter of 2013, declines in mortgage banking revenues and higher

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M&T BANK CORPORATION

 

operating expenses significantly affected the recent quarter’s results.

Commenting on M&T’s financial performance in the third quarter of 2013, René F. Jones, Executive Vice President and Chief Financial Officer, noted, “Profits clearly softened during the quarter relative to our strong second quarter performance. The higher interest rate environment resulted in a significant reduction in mortgage banking revenues, while operating expenses for the quarter were up as a result of investments we are making in several key areas, including risk management, capital planning and stress testing, regulatory compliance, and our technology and operating infrastructure. The recent quarter was also marked by continued strengthening of our core capital position, as reflected in the 52 basis point jump in our Tier 1 common ratio from June 30 to September 30, to 9.07%.”

Supplemental Reporting of Non-GAAP Results of Operations. M&T consistently provides supplemental reporting of its results on a “net operating” or “tangible” basis, from which M&T excludes the after-tax effect of amortization of core deposit and other intangible assets (and the related goodwill, core deposit intangible and other intangible asset balances, net of applicable deferred tax amounts) and gains and expenses associated with merging acquired operations into M&T, since such amounts are considered by management to be “nonoperating” in nature. Although “net operating income” as defined by M&T is not a GAAP measure, M&T’s management believes that this information helps investors understand the effect of acquisition activity in reported results. Reconciliations of GAAP to non-GAAP measures are provided in the financial tables included herein.

 

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M&T BANK CORPORATION

 

Diluted net operating earnings per common share, which exclude the impact of amortization of core deposit and other intangible assets and merger-related gains and expenses, were $2.16 in the recent quarter, compared with $2.24 and $2.65 in the third quarter of 2012 and the second quarter of 2013, respectively. Net operating income during the third quarter of 2013 was $301 million, compared with $302 million in the year-earlier quarter and $361 million in 2013’s second quarter. Expressed as an annualized rate of return on average tangible assets and average tangible common shareholders’ equity, net operating income was 1.48% and 17.64%, respectively, in the recent quarter, compared with 1.56% and 21.53%, respectively, in the third quarter of 2012 and 1.81% and 22.72%, respectively, in the second quarter of 2013.

Taxable-equivalent Net Interest Income. Taxable-equivalent net interest income totaled $679 million in the third quarter of 2013, compared with $684 million in the immediately preceding quarter. That decline was due largely to a 10 basis point narrowing of the net interest margin, partially offset by a $706 million increase in average earning assets. The narrowing of the net interest margin from 3.71% in the second quarter of 2013 to 3.61% in the recent quarter was largely the result of lower levels of prepayment fees and interest on nonaccrual loans. Average earning assets rose in the recent quarter as compared with the second quarter of 2013 largely due to purchases of Ginnie Mae mortgage-backed securities. The $1.7 billion increase in average investment securities also reflected the recent quarter’s securitization of approximately $1.0 billion of residential real estate loans guaranteed by the FHA that were previously held in the loan portfolio. Late in 2013’s third quarter, M&T securitized and sold approximately $1.4 billion of automobile loans held in its loan portfolio. M&T securitized the loans as a result of changing regulatory liquidity and capital requirements. Taxable-equivalent

 

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M&T BANK CORPORATION

 

net interest income in the recent quarter rose $10 million from $669 million in the third quarter of 2012. That improvement resulted from a $4.0 billion increase in average earning assets, offset in part by a 16 basis point narrowing of the net interest margin that reflects the impact in the recent quarter of significantly higher balances of lower yielding interest-bearing deposits at the Federal Reserve Bank of New York.

Provision for Credit Losses/Asset Quality. The provision for credit losses was $48 million in the recent quarter, compared with $46 million in the third quarter of 2012 and $57 million in 2013’s second quarter. The provision was equal to net charge-offs in the second and third quarters of 2013, and exceeded net charge-offs by $4 million in the third quarter of 2012. Expressed as an annualized percentage of average loans outstanding, net charge-offs were .29% and .26% in the third quarter of 2013 and 2012, respectively, and .35% in the second quarter of 2013.

Loans classified as nonaccrual declined to $916 million, or 1.44% of total loans outstanding at September 30, 2013, improved from $925 million or 1.44% at September 30, 2012 and $965 million or 1.46% at June 30, 2013. Assets taken in foreclosure of defaulted loans totaled $89 million at September 30, 2013, compared with $112 million and $82 million at September 30, 2012 and June 30, 2013, respectively.

Allowance for Credit Losses. M&T regularly performs detailed analyses of individual borrowers and portfolios for purposes of assessing the adequacy of the allowance for credit losses. As a result of those analyses, the allowance aggregated $916 million at September 30, 2013, compared with $921 million at September 30, 2012 and $927 million at June 30, 2013. During the recent

 

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M&T BANK CORPORATION

 

quarter, the allowance was reduced by $11 million as a result of the securitization and sale of $1.4 billion of automobile loans held in M&T’s loan portfolio. The allowance expressed as a percentage of outstanding loans was 1.44% at each of September 30, 2013 and 2012, compared with 1.41% at June 30, 2013.

Noninterest Income and Expense. Noninterest income totaled $477 million in the recent quarter, compared with $446 million and $509 million in the third quarter of 2012 and the second quarter of 2013, respectively. Reflected in those amounts were gains from loan securitization activities of $56 million in the recent quarter and $7 million in the second quarter of 2013. Also reflected in noninterest income were net pre-tax gains from investment securities of $56 million in the second quarter of 2013, compared with net pre-tax losses of $5 million in the third quarter of 2012.

Excluding gains from loan securitization activities and gains and losses from investment securities in all periods, noninterest income in the third quarter of 2013 aggregated $421 million, compared with $451 million in the year-earlier quarter and $446 million in 2013’s second quarter. The predominant contributors to the decline in such income in the recent quarter as compared with the third quarter of 2012 and the second quarter of 2013 were decreases in residential and commercial mortgage banking revenues. Those decreases resulted largely from lower origination activities, in addition to a narrowing of gain on sale margins related to residential mortgage banking activities. As compared with the third quarter of 2012, partially offsetting the lower mortgage banking revenues in the recent quarter was higher trust income, due largely to wealth advisory services.

Noninterest expense in the third quarter of 2013 totaled $659 million, compared with $616 million in the year-earlier quarter

 

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M&T BANK CORPORATION

 

and $599 million in the second quarter of 2013. Included in such amounts are expenses considered to be nonoperating in nature consisting of amortization of core deposit and other intangible assets and merger-related expenses. Exclusive of those expenses, noninterest operating expenses were $648 million in the recent quarter, compared with $602 million in the third quarter of 2012 and $578 million in 2013’s second quarter. The rise in noninterest operating expenses in the recent quarter was largely attributable to higher costs for salaries and professional services. The higher salaries expenses reflect costs incurred during the quarter to increase M&T’s loan servicing capacity to accommodate a subservicing arrangement whereby M&T added approximately $35 billion of residential real estate loans to its subservicing portfolio. Also contributing to the increased salaries and to the higher professional services expenses in the recent quarter were costs related to risk management, capital planning and stress testing, BSA/AML compliance, and operational and technology initiatives. Reducing expenses in the second quarter of 2013 was the reversal of a $26 million accrual for a contingent compensation obligation assumed in the May 2011 acquisition of Wilmington Trust that expired.

The efficiency ratio, or noninterest operating expenses divided by the sum of taxable-equivalent net interest income and noninterest income (exclusive of gains and losses from bank investment securities and merger-related gains), measures the relationship of operating expenses to revenues. M&T’s efficiency ratio was 56.0% in the recent quarter, compared with 53.7% and 50.9% in the year-earlier quarter and the second quarter of 2013, respectively.

Balance Sheet. M&T had total assets of $84.4 billion at September 30, 2013, compared with $81.1 billion at September 30, 2012. Loans and leases, net of unearned discount, totaled $63.7

 

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M&T BANK CORPORATION

 

billion at September 30, 2013, compared with $64.1 billion a year earlier. Total deposits aggregated $66.6 billion at the recent quarter-end, up 4% from $64.0 billion at September 30, 2012.

Total shareholders’ equity rose 11% to $11.0 billion at September 30, 2013 from $9.9 billion a year earlier, representing 13.05% and 12.27%, respectively, of total assets. Common shareholders’ equity was $10.1 billion, or $77.81 per share, at September 30, 2013, compared with $9.1 billion, or $71.17 per share, at September 30, 2012. Tangible equity per common share rose 18% to $50.32 at September 30, 2013 from $42.80 at September 30, 2012. Common shareholders’ equity per share and tangible equity per common share were $75.98 and $48.26, respectively, at June 30, 2013. In the calculation of tangible equity per common share, common shareholders’ equity is reduced by the carrying values of goodwill and core deposit and other intangible assets, net of applicable deferred tax balances. M&T’s tangible common equity to tangible assets ratio was 8.11% at September 30, 2013, compared with 7.04% and 7.85% at September 30, 2012 and June 30, 2013, respectively. M&T’s estimated Tier 1 common ratio, a regulatory capital measure, rose to 9.07% at September 30, 2013, up from 7.46% and 8.55% at September 30, 2012 and June 30, 2013, respectively. M&T estimates that the ratio of Common Equity Tier 1 to risk-weighted assets under the new capital rules approved in July 2013 on a fully phased-in basis was approximately 8.75% as of September 30, 2013.

Conference Call. Investors will have an opportunity to listen to M&T’s conference call to discuss third quarter financial results today at 11:00 a.m. Eastern Time. Those wishing to participate in the call may dial (877)780-2276. International participants, using any applicable international calling codes, may dial (973)582-2700. Callers should reference M&T Bank Corporation or

 

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M&T BANK CORPORATION

 

the conference ID #76901603. The conference call will be webcast live through M&T’s website at http://ir.mandtbank.com/events.cfm. A replay of the call will be available until October 20, 2013 by calling (800)585-8367, or (404)537-3406 for international participants, and by making reference to ID #76901603. The event will also be archived and available by 7:00 p.m. today on M&T’s website at http://ir.mandtbank.com/events.cfm.

M&T is a financial holding company headquartered in Buffalo, New York. M&T’s principal banking subsidiary, M&T Bank, operates banking offices in New York, Pennsylvania, Maryland, Virginia, West Virginia, Delaware and the District of Columbia. Trust-related services are provided by M&T’s Wilmington Trust-affiliated companies and by M&T Bank.

Forward-Looking Statements. This news release contains forward-looking statements that are based on current expectations, estimates and projections about M&T’s business, management’s beliefs and assumptions made by management. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions (“Future Factors”) which are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements.

Future Factors include changes in interest rates, spreads on earning assets and interest-bearing liabilities, and interest rate sensitivity; prepayment speeds, loan originations, credit losses and market values on loans, collateral securing loans, and other assets; sources of liquidity; common shares outstanding; common stock price volatility; fair value of and number of stock-based compensation awards to be issued in future periods; the

 

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impact of changes in market values on trust-related revenues; legislation affecting the financial services industry as a whole, and M&T and its subsidiaries individually or collectively, including tax legislation; regulatory supervision and oversight, including monetary policy and capital requirements; changes in accounting policies or procedures as may be required by the Financial Accounting Standards Board or other regulatory agencies; increasing price and product/service competition by competitors, including new entrants; rapid technological developments and changes; the ability to continue to introduce competitive new products and services on a timely, cost-effective basis; the mix of products/services; containing costs and expenses; governmental and public policy changes; protection and validity of intellectual property rights; reliance on large customers; technological, implementation and cost/financial risks in large, multi-year contracts; the outcome of pending and future litigation and governmental proceedings, including tax-related examinations and other matters; continued availability of financing; financial resources in the amounts, at the times and on the terms required to support M&T and its subsidiaries’ future businesses; and material differences in the actual financial results of merger, acquisition and investment activities compared with M&T’s initial expectations, including the full realization of anticipated cost savings and revenue enhancements.

These are representative of the Future Factors that could affect the outcome of the forward-looking statements. In addition, such statements could be affected by general industry and market conditions and growth rates, general economic and political conditions, either nationally or in the states in which M&T and its subsidiaries do business, including interest rate and currency exchange rate fluctuations, changes and trends in the securities markets, and other Future Factors.

 

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M&T BANK CORPORATION

Financial Highlights

 

 

		Three months ended												Nine months ended
Amounts in thousands,		September 30												September 30
except per share		2013				2012				Change				2013				2012				Change
Performance
Net income		$	294,479				293,462				—	%		$	917,058				733,305				25	%
Net income available to common shareholders			275,356				273,896				1	%			859,000				676,842				27	%
Per common share:
Basic earnings		$	2.13				2.18				-2	%		$	6.69				5.39				24	%
Diluted earnings			2.11				2.17				-3	%			6.64				5.37				24	%
Cash dividends		$	.70				.70				—			$	2.10				2.10				—
Common shares outstanding:
Average—diluted (1)			130,265				126,292				3	%			129,312				125,936				3	%
Period end (2)			130,241				127,461				2	%			130,241				127,461				2	%
Return on (annualized):
Average total assets			1.39	%			1.45	%							1.48	%			1.23	%
Average common shareholders’ equity			11.06	%			12.40	%							11.98	%			10.55	%
Taxable-equivalent net interest income		$	679,213				669,256				1	%		$	2,025,517				1,950,978				4	%
Yield on average earning assets			3.98	%			4.23	%							4.07	%			4.24	%
Cost of interest-bearing liabilities			.58	%			.71	%							.61	%			.76	%
Net interest spread			3.40	%			3.52	%							3.46	%			3.48	%
Contribution of interest-free funds			.21	%			.25	%							.22	%			.25	%
Net interest margin			3.61	%			3.77	%							3.68	%			3.73	%
Net charge-offs to average total net loans (annualized)			.29	%			.26	%							.29	%			.31	%
Net operating results (3)
Net operating income		$	300,968				302,060				—	%		$	946,838				767,853				23	%
Diluted net operating earnings per common share			2.16				2.24				-4	%			6.87				5.64				22	%
Return on (annualized):
Average tangible assets			1.48	%			1.56	%							1.59	%			1.35	%
Average tangible common equity			17.64	%			21.53	%							19.66	%			19.03	%
Efficiency ratio			56.03	%			53.73	%							54.27	%			57.11	%
		At September 30
Loan quality		2013				2012				Change
Nonaccrual loans		$	915,871				925,231				-1	%
Real estate and other foreclosed assets			89,203				112,160				-20	%
Total nonperforming assets		$	1,005,074				1,037,391				-3	%
Accruing loans past due 90 days or more (4)		$	339,792				309,420				10	%
Government guaranteed loans included in totals above:
Nonaccrual loans		$	68,519				54,583				26	%
Accruing loans past due 90 days or more			320,732				280,410				14	%
Renegotiated loans		$	259,301				266,526				-3	%
Acquired accruing loans past due 90 days or more (5)		$	153,585				161,424				-5	%
Purchased impaired loans (6):
Outstanding customer balance		$	648,118				978,731				-34	%
Carrying amount			357,337				528,001				-32	%
Nonaccrual loans to total net loans			1.44	%			1.44	%
Allowance for credit losses to total loans			1.44	%			1.44	%

 

(1)	Includes common stock equivalents.

(2)	Includes common stock issuable under deferred compensation plans.

(3)

Excludes amortization and balances related to goodwill and core deposit and other intangible assets and merger-related gains and expenses which, except in the calculation of the efficiency ratio, are net of applicable income tax effects. Reconciliations of net income with net operating income appear on page 17.

(4)	Excludes acquired loans.

(5)	Acquired loans that were recorded at fair value at acquisition date. This category does not include purchased impaired loans that are presented separately.

(6)	Accruing loans that were impaired at acquisition date and recorded at fair value.

 

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M&T BANK CORPORATION

Financial Highlights, Five Quarter Trend

 

		Three months ended
Amounts in thousands, except per share		September 30, 2013				June 30, 2013				March 31, 2013				December 31, 2012				September 30, 2012
Performance
Net income		$	294,479				348,466				274,113				296,193				293,462
Net income available to common shareholders			275,356				328,557				255,096				276,605				273,896
Per common share:
Basic earnings		$	2.13				2.56				2.00				2.18				2.18
Diluted earnings			2.11				2.55				1.98				2.16				2.17
Cash dividends		$	.70				.70				.70				.70				.70
Common shares outstanding:
Average—diluted (1)			130,265				129,017				128,636				127,800				126,292
Period end (2)			130,241				129,464				128,999				128,234				127,461
Return on (annualized):
Average total assets			1.39	%			1.68	%			1.36	%			1.45	%			1.45	%
Average common shareholders’ equity			11.06	%			13.78	%			11.10	%			12.10	%			12.40	%
Taxable-equivalent net interest income		$	679,213				683,804				662,500				673,929				669,256
Yield on average earning assets			3.98	%			4.10	%			4.13	%			4.17	%			4.23	%
Cost of interest-bearing liabilities			.58	%			.62	%			.64	%			.67	%			.71	%
Net interest spread			3.40	%			3.48	%			3.49	%			3.50	%			3.52	%
Contribution of interest-free funds			.21	%			.23	%			.22	%			.24	%			.25	%
Net interest margin			3.61	%			3.71	%			3.71	%			3.74	%			3.77	%
Net charge-offs to average total net loans (annualized)			.29	%			.35	%			.23	%			.27	%			.26	%
Net operating results (3)
Net operating income		$	300,968				360,734				285,136				304,657				302,060
Diluted net operating earnings per common share			2.16				2.65				2.06				2.23				2.24
Return on (annualized):
Average tangible assets			1.48	%			1.81	%			1.48	%			1.56	%			1.56	%
Average tangible common equity			17.64	%			22.72	%			18.71	%			20.46	%			21.53	%
Efficiency ratio			56.03	%			50.92	%			55.88	%			53.63	%			53.73	%
Loan quality		September 30, 2013				June 30, 2013				March 31, 2013				December 31, 2012				September 30, 2012
Nonaccrual loans		$	915,871				964,906				1,052,794				1,013,176				925,231
Real estate and other foreclosed assets			89,203				82,088				95,680				104,279				112,160
Total nonperforming assets		$	1,005,074				1,046,994				1,148,474				1,117,455				1,037,391
Accruing loans past due 90 days or more (4)		$	339,792				340,467				331,283				358,397				309,420
Government guaranteed loans included in totals above:
Nonaccrual loans		$	68,519				69,508				63,385				57,420				54,583
Accruing loans past due 90 days or more			320,732				315,281				311,579				316,403				280,410
Renegotiated loans		$	259,301				263,351				272,285				271,971				266,526
Acquired accruing loans past due 90 days or more (5)		$	153,585				155,686				157,068				166,554				161,424
Purchased impaired loans (6):
Outstanding customer balance		$	648,118				725,196				790,048				828,571				978,731
Carrying amount			357,337				394,697				425,232				447,114				528,001
Nonaccrual loans to total net loans			1.44	%			1.46	%			1.60	%			1.52	%			1.44	%
Allowance for credit losses to total loans			1.44	%			1.41	%			1.41	%			1.39	%			1.44	%

 

(1)	Includes common stock equivalents.

(2)	Includes common stock issuable under deferred compensation plans.

(3)

Excludes amortization and balances related to goodwill and core deposit and other intangible assets and merger-related gains and expenses which, except in the calculation of the efficiency ratio, are net of applicable income tax effects. Reconciliations of net income with net operating income appear on page 18.

(4)	Excludes acquired loans.

(5)	Acquired loans that were recorded at fair value at acquisition date. This category does not include purchased impaired loans that are presented separately.

(6)	Accruing loans that were impaired at acquisition date and recorded at fair value.

 

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M&T BANK CORPORATION

Condensed Consolidated Statement of Income

 

		Three months ended												Nine months ended
		September 30												September 30
Dollars in thousands		2013				2012				Change				2013				2012				Change
Interest income		$	742,686				744,851				—	%		$	2,222,868				2,196,332				1	%
Interest expense			69,578				82,129				-15				216,123				265,238				-19
Net interest income			673,108				662,722				2				2,006,745				1,931,094				4
Provision for credit losses			48,000				46,000				4				143,000				155,000				-8
Net interest income after provision for credit losses			625,108				616,722				1				1,863,745				1,776,094				5
Other income
Mortgage banking revenues			64,731				106,812				-39				249,096				232,518				7
Service charges on deposit accounts			113,839				114,463				-1				336,505				334,334				1
Trust income			123,801				115,709				7				370,132				354,937				4
Brokerage services income			16,871				14,114				20				49,840				44,187				13
Trading account and foreign exchange gains			8,987				8,469				6				27,138				25,278				7
Gain on bank investment securities			—				372				—				56,457				9				—
Other-than-temporary impairment losses recognized in earnings			—				(5,672	)			—				(9,800	)			(33,331	)			—
Equity in earnings of Bayview Lending Group LLC			(3,881	)			(5,183	)			—				(9,990	)			(16,570	)			—
Other revenues from operations			153,040				96,649				58				349,581				272,744				28
Total other income			477,388				445,733				7				1,418,959				1,214,106				17
Other expense
Salaries and employee benefits			339,332				321,746				5				1,019,019				991,530				3
Equipment and net occupancy			66,220				64,248				3				195,657				194,667				1
Printing, postage and supplies			9,752				8,272				18				30,749				31,512				-2
Amortization of core deposit and other intangible assets			10,628				14,085				-25				36,473				46,766				-22
FDIC assessments			14,877				23,801				-37				52,010				77,712				-33
Other costs of operations			217,817				183,875				18				558,905				540,927				3
Total other expense			658,626				616,027				7				1,892,813				1,883,114				1
Income before income taxes			443,870				446,428				-1				1,389,891				1,107,086				26
Applicable income taxes			149,391				152,966				-2				472,833				373,781				27
Net income		$	294,479				293,462				—	%		$	917,058				733,305				25	%

 

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13-13-13-13-13

M&T BANK CORPORATION

Condensed Consolidated Statement of Income, Five Quarter Trend

 

		Three months ended
		September 30,				June 30,				March 31,				December 31,				September 30,
Dollars in thousands		2013				2013				2013				2012				2012
Interest income		$	742,686				750,207				729,975				745,353				744,851
Interest expense			69,578				72,620				73,925				77,931				82,129
Net interest income			673,108				677,587				656,050				667,422				662,722
Provision for credit losses			48,000				57,000				38,000				49,000				46,000
Net interest income after provision for credit losses			625,108				620,587				618,050				618,422				616,722
Other income
Mortgage banking revenues			64,731				91,262				93,103				116,546				106,812
Service charges on deposit accounts			113,839				111,717				110,949				112,364				114,463
Trust income			123,801				124,728				121,603				116,915				115,709
Brokerage services income			16,871				17,258				15,711				14,872				14,114
Trading account and foreign exchange gains			8,987				9,224				8,927				10,356				8,469
Gain on bank investment securities			—				56,457				—				—				372
Other-than-temporary impairment losses recognized in earnings			—				—				(9,800	)			(14,491	)			(5,672	)
Equity in earnings of Bayview Lending Group LLC			(3,881	)			(2,453	)			(3,656	)			(4,941	)			(5,183	)
Other revenues from operations			153,040				100,496				96,045				101,543				96,649
Total other income			477,388				508,689				432,882				453,164				445,733
Other expense
Salaries and employee benefits			339,332				323,136				356,551				323,010				321,746
Equipment and net occupancy			66,220				64,278				65,159				62,884				64,248
Printing, postage and supplies			9,752				10,298				10,699				10,417				8,272
Amortization of core deposit and other intangible assets			10,628				12,502				13,343				13,865				14,085
FDIC assessments			14,877				17,695				19,438				23,398				23,801
Other costs of operations			217,817				170,682				170,406				192,572				183,875
Total other expense			658,626				598,591				635,596				626,146				616,027
Income before income taxes			443,870				530,685				415,336				445,440				446,428
Applicable income taxes			149,391				182,219				141,223				149,247				152,966
Net income		$	294,479				348,466				274,113				296,193				293,462

 

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14-14-14-14-14

M&T BANK CORPORATION

Condensed Consolidated Balance Sheet

 

		September 30
Dollars in thousands		2013				2012				Change
ASSETS
Cash and due from banks		$	1,941,944				1,622,928				20	%
Interest-bearing deposits at banks			1,925,811				411,994				367
Federal funds sold and agreements to resell securities			117,809				—				—
Trading account assets			371,370				526,844				-30
Investment securities			8,309,773				6,624,004				25
Loans and leases:
Commercial, financial, etc			17,911,149				16,704,575				7
Real estate—commercial			26,345,267				24,970,416				6
Real estate—consumer			9,228,003				10,808,220				-15
Consumer			10,174,623				11,628,744				-13
Total loans and leases, net of unearned discount			63,659,042				64,111,955				-1
Less: allowance for credit losses			916,370				921,223				-1
Net loans and leases			62,742,672				63,190,732				-1
Goodwill			3,524,625				3,524,625				—
Core deposit and other intangible assets			79,290				129,628				-39
Other assets			5,414,191				5,054,478				7
Total assets		$	84,427,485				81,085,233				4	%
LIABILITIES AND SHAREHOLDERS’ EQUITY
Noninterest-bearing deposits		$	24,150,771				22,968,401				5	%
Interest-bearing deposits			42,084,860				39,636,104				6
Deposits at Cayman Islands office			316,510				1,402,753				-77
Total deposits			66,552,141				64,007,258				4
Short-term borrowings			246,019				592,154				-58
Accrued interest and other liabilities			1,491,797				1,570,758				-5
Long-term borrowings			5,121,326				4,969,536				3
Total liabilities			73,411,283				71,139,706				3
Shareholders’ equity:
Preferred			879,010				870,416				1
Common (1)			10,137,192				9,075,111				12
Total shareholders’ equity			11,016,202				9,945,527				11
Total liabilities and shareholders’ equity		$	84,427,485				81,085,233				4	%

 

(1)	Reflects accumulated other comprehensive loss, net of applicable income tax effect, of $198.1 million at September 30, 2013 and $230.1 million at September 30, 2012.

 

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15-15-15-15-15

M&T BANK CORPORATION

Condensed Consolidated Balance Sheet, Five Quarter Trend

 

		September 30,				June 30,				March 31,				December 31,				September 30,
Dollars in thousands		2013				2013				2013				2012				2012
ASSETS
Cash and due from banks		$	1,941,944				1,350,015				1,231,091				1,983,615				1,622,928
Interest-bearing deposits at banks			1,925,811				2,555,354				1,304,770				129,945				411,994
Federal funds sold and agreements to resell securities			117,809				124,487				594,976				3,000				—
Trading account assets			371,370				378,235				420,144				488,966				526,844
Investment securities			8,309,773				5,210,526				5,660,831				6,074,361				6,624,004
Loans and leases:
Commercial, financial, etc			17,911,149				18,021,812				17,469,138				17,776,953				16,704,575
Real estate—commercial			26,345,267				26,116,394				25,944,819				25,993,790				24,970,416
Real estate—consumer			9,228,003				10,399,749				11,094,577				11,240,837				10,808,220
Consumer			10,174,623				11,433,911				11,415,733				11,559,377				11,628,744
Total loans and leases, net of unearned discount			63,659,042				65,971,866				65,924,267				66,570,957				64,111,955
Less: allowance for credit losses			916,370				927,065				927,117				925,860				921,223
Net loans and leases			62,742,672				65,044,801				64,997,150				65,645,097				63,190,732
Goodwill			3,524,625				3,524,625				3,524,625				3,524,625				3,524,625
Core deposit and other intangible assets			79,290				89,918				102,420				115,763				129,628
Other assets			5,414,191				4,951,044				4,975,950				5,043,431				5,054,478
Total assets		$	84,427,485				83,229,005				82,811,957				83,008,803				81,085,233
LIABILITIES AND SHAREHOLDERS’ EQUITY
Noninterest-bearing deposits		$	24,150,771				24,074,815				23,603,971				24,240,802				22,968,401
Interest-bearing deposits			42,084,860				41,302,212				41,219,679				40,325,932				39,636,104
Deposits at Cayman Islands office			316,510				284,443				266,076				1,044,519				1,402,753
Total deposits			66,552,141				65,661,470				65,089,726				65,611,253				64,007,258
Short-term borrowings			246,019				307,740				374,593				1,074,482				592,154
Accrued interest and other liabilities			1,491,797				1,421,067				1,530,118				1,512,717				1,570,758
Long-term borrowings			5,121,326				5,122,398				5,394,563				4,607,758				4,969,536
Total liabilities			73,411,283				72,512,675				72,389,000				72,806,210				71,139,706
Shareholders’ equity:
Preferred			879,010				876,796				874,627				872,500				870,416
Common (1)			10,137,192				9,839,534				9,548,330				9,330,093				9,075,111
Total shareholders’ equity			11,016,202				10,716,330				10,422,957				10,202,593				9,945,527
Total liabilities and shareholders’ equity		$	84,427,485				83,229,005				82,811,957				83,008,803				81,085,233

 

(1)	Reflects accumulated other comprehensive loss, net of applicable income tax effect, of $198.1 million at September 30, 2013, $227.8 million at June 30, 2013, $226.0 million at March 31, 2013, $240.3 million at December 31, 2012 and $230.1 million at September 30, 2012.

 

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16-16-16-16-16

M&T BANK CORPORATION

Condensed Consolidated Average Balance Sheet

and Annualized Taxable-equivalent Rates

 

		Three months ended																								Change in balance								Nine months ended
		September 30,								September 30,								June 30,								September 30, 2013 from								September 30
		2013								2012								2013								September 30,				June 30,				2013								2012								Change in
Dollars in millions		Balance				Rate				Balance				Rate				Balance				Rate				2012				2013				Balance				Rate				Balance				Rate				balance
ASSETS
Interest-bearing deposits at banks		$	2,646				.25	%			298				.18	%			2,403				.24	%			786	%			10	%		$	1,866				.24	%			614				.24	%			204	%
Federal funds sold and agreements to resell securities			117				.08				4				.55				199				.09				—				-41				133				.09				4				.55				—
Trading account assets			67				1.27				94				1.13				86				1.43				-29				-23				76				2.10				96				1.45				-20
Investment securities			6,979				3.31				6,811				3.39				5,293				3.34				2				32				6,030				3.33				7,195				3.47				-16
Loans and leases, net of unearned discount
Commercial, financial, etc			17,798				3.50				16,504				3.73				17,713				3.61				8				—				17,615				3.59				16,115				3.72				9
Real estate—commercial			26,129				4.51				24,995				4.61				26,051				4.72				5				—				26,033				4.55				24,764				4.56				5
Real estate—consumer			9,636				4.17				10,296				4.29				10,806				4.05				-6				-11				10,522				4.10				9,270				4.43				14
Consumer			11,295				4.57				11,660				4.76				11,409				4.58				-3				-1				11,389				4.61				11,778				4.79				-3
Total loans and leases, net			64,858				4.21				63,455				4.34				65,979				4.32				2				-2				65,559				4.26				61,927				4.37				6
Total earning assets			74,667				3.98				70,662				4.23				73,960				4.10				6				1				73,664				4.07				69,836				4.24				5
Goodwill			3,525								3,525								3,525								—				—				3,525								3,525								—
Core deposit and other intangible assets			84								136								95								-38				-12				96								152								-37
Other assets			5,735								6,109								5,772								-6				-1				5,815								6,005								-3
Total assets		$	84,011								80,432								83,352								4	%			1	%		$	83,100								79,518								5	%
LIABILITIES AND SHAREHOLDERS’ EQUITY
Interest-bearing deposits
NOW accounts		$	924				.14				875				.15				941				.14				6	%			-2	%		$	919				.14				848				.16				8	%
Savings deposits			36,990				.15				33,298				.20				36,459				.15				11				1				36,287				.15				32,999				.21				10
Time deposits			3,928				.62				5,164				.84				4,210				.71				-24				-7				4,190				.70				5,555				.88				-25
Deposits at Cayman Islands office			392				.22				702				.19				326				.25				-44				20				524				.20				552				.19				-5
Total interest-bearing deposits			42,234				.19				40,039				.28				41,936				.21				5				1				41,920				.21				39,954				.30				5
Short-term borrowings			299				.08				976				.15				343				.11				-69				-13				425				.12				893				.15				-52
Long-term borrowings			5,010				3.89				5,006				4.27				5,051				4.03				—				-1				4,918				4.09				5,869				3.96				-16
Total interest-bearing liabilities			47,543				.58				46,021				.71				47,330				.62				3				—				47,263				.61				46,716				.76				1
Noninterest-bearing deposits			23,998								22,704								23,744								6				1				23,570								21,240								11
Other liabilities			1,589								1,918								1,715								-17				-7				1,676								1,994								-16
Total liabilities			73,130								70,643								72,789								4				—				72,509								69,950								4
Shareholders’ equity			10,881								9,789								10,563								11				3				10,591								9,568								11
Total liabilities and shareholders’ equity		$	84,011								80,432								83,352								4	%			1	%		$	83,100								79,518								5	%
Net interest spread							3.40								3.52								3.48																3.46								3.48
Contribution of interest-free funds							.21								.25								.23																.22								.25
Net interest margin							3.61	%							3.77	%							3.71	%															3.68	%							3.73	%

 

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17-17-17-17-17

M&T BANK CORPORATION

Reconciliation of Quarterly GAAP to Non-GAAP Measures

 

		Three months ended								Nine months ended
		September 30								September 30
		2013				2012				2013				2012
Income statement data
In thousands, except per share
Net income
Net income		$	294,479				293,462			$	917,058				733,305
Amortization of core deposit and other intangible assets (1)			6,489				8,598				22,269				28,547
Merger-related expenses (1)			—				—				7,511				6,001
Net operating income		$	300,968				302,060			$	946,838				767,853
Earnings per common share
Diluted earnings per common share		$	2.11				2.17			$	6.64				5.37
Amortization of core deposit and other intangible assets (1)			.05				.07				.17				.22
Merger-related expenses (1)			—				—				.06				.05
Diluted net operating earnings per common share		$	2.16				2.24			$	6.87				5.64
Other expense
Other expense		$	658,626				616,027			$	1,892,813				1,883,114
Amortization of core deposit and other intangible assets			(10,628	)			(14,085	)			(36,473	)			(46,766	)
Merger-related expenses			—				—				(12,364	)			(9,879	)
Noninterest operating expense		$	647,998				601,942			$	1,843,976				1,826,469
Merger-related expenses
Salaries and employee benefits		$	—				—			$	836				4,997
Equipment and net occupancy			—				—				690				15
Printing, postage and supplies			—				—				1,825				—
Other costs of operations			—				—				9,013				4,867
Total		$	—				—			$	12,364				9,879
Efficiency ratio
Noninterest operating expense (numerator)		$	647,998				601,942			$	1,843,976				1,826,469
Taxable-equivalent net interest income			679,213				669,256				2,025,517				1,950,978
Other income			477,388				445,733				1,418,959				1,214,106
Less: Gain on bank investment securities			—				372				56,457				9
Net OTTI losses recognized in earnings			—				(5,672	)			(9,800	)			(33,331	)
Denominator		$	1,156,601				1,120,289			$	3,397,819				3,198,406
Efficiency ratio			56.03	%			53.73	%			54.27	%			57.11	%
Balance sheet data
In millions
Average assets
Average assets		$	84,011				80,432			$	83,100				79,518
Goodwill			(3,525	)			(3,525	)			(3,525	)			(3,525	)
Core deposit and other intangible assets			(84	)			(136	)			(96	)			(152	)
Deferred taxes			25				39				28				44
Average tangible assets		$	80,427				76,810			$	79,507				75,885
Average common equity
Average total equity		$	10,881				9,789			$	10,591				9,568
Preferred stock			(878	)			(870	)			(876	)			(868	)
Average common equity			10,003				8,919				9,715				8,700
Goodwill			(3,525	)			(3,525	)			(3,525	)			(3,525	)
Core deposit and other intangible assets			(84	)			(136	)			(96	)			(152	)
Deferred taxes			25				39				28				44
Average tangible common equity		$	6,419				5,297			$	6,122				5,067
At end of quarter
Total assets
Total assets		$	84,427				81,085
Goodwill			(3,525	)			(3,525	)
Core deposit and other intangible assets			(79	)			(129	)
Deferred taxes			24				38
Total tangible assets		$	80,847				77,469
Total common equity
Total equity		$	11,016				9,945
Preferred stock			(879	)			(870	)
Undeclared dividends—cumulative preferred stock			(4	)			(4	)
Common equity, net of undeclared cumulative preferred dividends			10,133				9,071
Goodwill			(3,525	)			(3,525	)
Core deposit and other intangible assets			(79	)			(129	)
Deferred taxes			24				38
Total tangible common equity		$	6,553				5,455

 

 

(1)	After any related tax effect.

 

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18-18-18-18-18

M&T BANK CORPORATION

Reconciliation of Quarterly GAAP to Non-GAAP Measures, Five Quarter Trend

 

		Three months ended
		September 30,				June 30,				March 31,				December 31,				September 30,
		2013				2013				2013				2012				2012
Income statement data
In thousands, except per share
Net income
Net income		$	294,479				348,466				274,113				296,193				293,462
Amortization of core deposit and other intangible assets (1)			6,489				7,632				8,148				8,464				8,598
Merger-related expenses (1)			—				4,636				2,875				—				—
Net operating income		$	300,968				360,734				285,136				304,657				302,060
Earnings per common share
Diluted earnings per common share		$	2.11				2.55				1.98				2.16				2.17
Amortization of core deposit and other intangible assets (1)			.05				.06				.06				.07				.07
Merger-related expenses (1)			—				.04				.02				—				—
Diluted net operating earnings per common share		$	2.16				2.65				2.06				2.23				2.24
Other expense
Other expense		$	658,626				598,591				635,596				626,146				616,027
Amortization of core deposit and other intangible assets			(10,628	)			(12,502	)			(13,343	)			(13,865	)			(14,085	)
Merger-related expenses			—				(7,632	)			(4,732	)			—				—
Noninterest operating expense		$	647,998				578,457				617,521				612,281				601,942
Merger-related expenses
Salaries and employee benefits		$	—				300				536				—				—
Equipment and net occupancy			—				489				201				—				—
Printing, postage and supplies			—				998				827				—				—
Other costs of operations			—				5,845				3,168				—				—
Total		$	—				7,632				4,732				—				—
Efficiency ratio
Noninterest operating expense (numerator)		$	647,998				578,457				617,521				612,281				601,942
Taxable-equivalent net interest income			679,213				683,804				662,500				673,929				669,256
Other income			477,388				508,689				432,882				453,164				445,733
Less: Gain on bank investment securities			—				56,457				—				—				372
Net OTTI losses recognized in earnings			—				—				(9,800	)			(14,491	)			(5,672	)
Denominator		$	1,156,601				1,136,036				1,105,182				1,141,584				1,120,289
Efficiency ratio			56.03	%			50.92	%			55.88	%			53.63	%			53.73	%
Balance sheet data
In millions
Average assets
Average assets		$	84,011				83,352				81,913				81,366				80,432
Goodwill			(3,525	)			(3,525	)			(3,525	)			(3,525	)			(3,525	)
Core deposit and other intangible assets			(84	)			(95	)			(109	)			(122	)			(136	)
Deferred taxes			25				28				32				36				39
Average tangible assets		$	80,427				79,760				78,311				77,755				76,810
Average common equity
Average total equity		$	10,881				10,563				10,322				10,105				9,789
Preferred stock			(878	)			(876	)			(874	)			(872	)			(870	)
Average common equity			10,003				9,687				9,448				9,233				8,919
Goodwill			(3,525	)			(3,525	)			(3,525	)			(3,525	)			(3,525	)
Core deposit and other intangible assets			(84	)			(95	)			(109	)			(122	)			(136	)
Deferred taxes			25				28				32				36				39
Average tangible common equity		$	6,419				6,095				5,846				5,622				5,297
At end of quarter
Total assets
Total assets		$	84,427				83,229				82,812				83,009				81,085
Goodwill			(3,525	)			(3,525	)			(3,525	)			(3,525	)			(3,525	)
Core deposit and other intangible assets			(79	)			(90	)			(102	)			(116	)			(129	)
Deferred taxes			24				27				30				34				38
Total tangible assets		$	80,847				79,641				79,215				79,402				77,469
Total common equity
Total equity		$	11,016				10,716				10,423				10,203				9,945
Preferred stock			(879	)			(877	)			(875	)			(873	)			(870	)
Undeclared dividends—cumulative preferred stock			(4	)			(3	)			(3	)			(3	)			(4	)
Common equity, net of undeclared cumulative preferred dividends			10,133				9,836				9,545				9,327				9,071
Goodwill			(3,525	)			(3,525	)			(3,525	)			(3,525	)			(3,525	)
Core deposit and other intangible assets			(79	)			(90	)			(102	)			(116	)			(129	)
Deferred taxes			24				27				30				34				38
Total tangible common equity		$	6,553				6,248				5,948				5,720				5,455

 

(1)	After any related tax effect.

 

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