REGIONS FINANCIAL CORP
8-K, EX-99.1, 2000-10-24
NATIONAL COMMERCIAL BANKS
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<PAGE>   1
                                                                    EXHIBIT 99.1


                                 [REGIONS LOGO]


<PAGE>   2

                           FORWARD-LOOKING STATEMENT


The information contained in this presentation may include forward-looking
         statements that reflect Regions' current views with respect to future
         events and financial performance. Regions' management believes that
         these forward-looking statements are reasonable, however, you should
         not place undue reliance on these statements as they are based only on
         current expectations and general assumptions and are subject to various
         risks, uncertainties, and other factors that may cause actual results
         to differ materially from the views, beliefs, and projections expressed
         in such statements. Such forward-looking statements are made in good
         faith by Regions pursuant to the "safe harbor" provisions of the
         Private Securities Litigation Reform Act of 1995.

The words "believe", "expect", "anticipate", "project", and similar expressions
         signify forward-looking statements. Readers are cautioned not to place
         undue reliance on any forward-looking statements made by or on behalf
         of Regions. Any such statement speaks only as of the date the statement
         was made. Regions undertakes no obligation to update or revise any
         forward-looking statements.

Some factors which may affect the accuracy of our projections apply generally to
         the financial services industry, including: (a) the easing of
         restrictions on participants in the financial services industry, such
         as banks, securities brokers and dealers, investment companies, and
         finance companies, may increase our competitive pressures: (b) possible
         changes in interest rates may increase our funding costs and reduce our
         earning asset yields, thus reducing our margins; (c) possible changes
         in general economic and business conditions in the United States and
         the Southeast in general and in the communities we serve in particular
         may lead to a deterioration in credit quality, thereby increasing our
         provisioning costs, or a reduced demand for credit, thereby reducing
         our earning assets; (d) possible changes in trade, monetary and fiscal
         policies, laws, and regulations, and other activities of governments,
         agencies, and similar organizations, including changes in accounting
         standards, may have an adverse effect on our business; and (e) possible
         changes in consumer and business spending and saving habits could have
         an effect on our ability to grow our assets and to attract deposits.

Other factors which may affect the accuracy of our projections are specific to
         Regions, including (i) the cost and other effects of material
         contingencies, including litigation contingencies; (ii) our ability to
         expand into new markets and to maintain profit margins in the face of
         pricing pressures; (iii) our ability to keep pace with technological
         changes; (iv) our ability to develop competitive new products and
         services in a timely manner and the acceptance of such products and
         services by Regions customers and potential Regions customers; (v) our
         ability to effectively manage interest rate risk, credit risk and
         operational risk; (vi) our ability to manage fluctuations in the value
         of our assets and liabilities and off-balance sheet exposures so as to
         maintain sufficient capital liquidity to support our business; and
         (vii) our ability to achieve the earnings expectations related to the
         businesses that we have recently acquired or may acquire in the future,
         which in turn depends on a variety of factors, including: our ability
         to achieve anticipated cost savings and revenue enhancements with
         respect to acquired operations: the assimilation of acquired operations
         to the Regions corporate culture, including the ability to instill our
         credit practices and efficient approach to acquired operations; and the
         continued growth of the markets that the acquired entities serve,
         consistent with recent historical experience.


<PAGE>   3

                                 KEY HIGHLIGHTS


         -        ATTRACTIVE, GROWTH FRANCHISE IN VIBRANT SOUTHEASTERN MARKETS

         -        SALES CULTURE IN PLACE

                  -        Emphasis on improving fee revenues

         -        EXCELLENT COST CONTROL

                  -        Efficiency engrained in culture

         -        SUPERIOR CREDIT CULTURE

                  -        High quality loan portfolio

         -        ONGOING BALANCE SHEET REPOSITIONING

         -        COMPELLING VALUE RELATIVE TO GROWTH POTENTIAL


                                 [REGIONS LOGO]


<PAGE>   4

                           ATTRACTIVE GROWTH FRANCHISE


                          FRANCHISE GROWTH HIGHLIGHTS

<TABLE>
<CAPTION>
                                                      U.S.
                             REGIONS                AVERAGE
                             -------                -------
<S>                          <C>                    <C>
PROJECTED POPULATION
 GROWTH 1999 - 2004            4.9%                   4.2%

AVERAGE HOUSEHOLD INCOME
 GROWTH 1999 - 2004           22.7%                  20.3%
</TABLE>


                               [MAP OF FRANCHISE]
------------
Data are averages of county measures weighted by deposits as of 6/30/99.
Source: SNL Securities & Claritas.
<PAGE>   5
                          ATTRACTIVE GROWTH FRANCHISE


                        REGIONS' LARGEST BANKING MARKETS

<TABLE>
<CAPTION>
                                                                                         1999 - 2004
                                                                          TOTAL           PROJECTED
                                                        NUMBER OF        DEPOSITS         POPULATION
            MSA NAME                                    BRANCHES           (MM)            GROWTH
            --------                                    --------         --------        -----------
            <S>                                         <C>              <C>              <C>
            Birmingham, AL                                 42            $ 3,147               3.6%
            Atlanta, GA                                    59              2,467              10.7
            Little Rock-North Little Rock, AR              40              1,920               3.2
            Mobile, AL                                     37              1,703               4.4
            New Orleans, LA                                32              1,171               0.2
            Montgomery, AL                                 22              1,165               4.0
            Huntsville, AL                                 19                936               3.8
            Augusta-Aiken, GA-SC                           26                653               5.3
            Tuscaloosa, AL                                  8                597               4.1
            Shreveport-Bossier City, LA                    14                465               0.5
            Daytona Beach, FL                               6                412               7.8
            Memphis, TN-AR-MS                              12                376               4.3
            Nashville, TN                                  17                355               6.6
            Greenville-Spartanburg-Anderson, SC             9                340               4.1
            Tampa-St.Petersburg-Clearwater, FL             12                334               6.6
            Texarkana TS-AR                                 8                325               3.9
            Baton Rouge, LA                                 9                321               1.8
</TABLE>

-------------------------
   Data as of 6/30/99, excluding zero-deposit branches. Source: SNL Securities
                                  & Claritas.


<PAGE>   6
                          REGIONS FINANCIAL PERFORMANCE


                       BLUEPRINT FOR IMPROVED PERFORMANCE

<TABLE>

     <S>                            <C>             <C>
     Strong Loan Growth

     Net Interest Margin

     Modest Charge-Offs                             EPS Growth
                                    ----                 &
                                                        ROE
     Increase Fee Income                            Enhancement

     Cost Controls

     Effective Capital Management
</TABLE>

<PAGE>   7



                         REGIONS FINANCIAL PERFORMANCE


                           LATEST QUARTER PERFORMANCE

<TABLE>

<S>                                <C>                <C>
Strong Loan Growth                 ----               Loans Grew at 13% Rate

Net Interest Margin                ----               Margin Declined 20 bp

Modest Charge-Offs                 ----               Net Charge-offs only 33bp

Increase Fee Income                ----               Now 30% of Revenues

Cost Controls                      ----               Expenses Nearly Flat

Effective Capital Management       ----               Bought Back 1.3 Million Shares
</TABLE>


<PAGE>   8


                      FOCUSING ON THE ENTIRE BALANCE SHEET


<TABLE>

      <S>                         <C>                      <C>
                                                           Lending Strategies

                                                           Pricing Strategies

                                                           Deposit Strategies
      Net Interest                ----
         Margin                                            Reduced Wholesale Funding

                                                           Asset Management Product

                                                           Investment Securities Sales
</TABLE>

<PAGE>   9

                      FOCUSING ON THE ENTIRE BALANCE SHEET

                  REDUCING DEPENDENCE ON WHOLESALE BORROWINGS

SECURITIES/TOTAL ASSETS                 SHORT-TERM BORROWINGS/LIABILITIES

<TABLE>
 <S>               <C>                  <C>                     <C>
 4Q99              26%                        4Q99              19%
 3Q00              21%                        3Q00               9%
 Peer Avg.         21%                        Peer Avg.         15%
</TABLE>

              ACTIVE BALANCE SHEET MANAGEMENT HAS REDUCED REGIONS'
                      INTEREST RATE SENSITIVITY AND RISK.
<PAGE>   10

                      FOCUSING ON THE ENTIRE BALANCE SHEET


          SUPPLEMENTING RATE RISK INITIATIVES WITH STRONG LOAN GROWTH

LOAN GROWTH NET OF ACQUISITIONS                          DEPOSIT GROWTH

<TABLE>
     <S>               <C>                            <C>               <C>
     1Q00              17%                            1Q00              5%
     2Q00              18%                            2Q00              7%
     3Q00              13%                            3Q00              4%
     Peer Avg.          4%                            Peer Avg.         1%
</TABLE>

Linked-quarter annualized on average balances.        Linked quarter annualized.

     STRONG LOAN AND DEPOSIT GROWTH IS RESULT OF MANAGEMENT'S INITIATIVES.


<PAGE>   11

                             SALES CULTURE IN PLACE

          REDUCING DEPENDENCE ON NET INTEREST INCOME FOR REVENUE GROWTH

 FEE INCOME GROWTH                           FEE INCOME / REVENUES

<TABLE>
<S>               <C>                        <C>               <C>
1Q00              1%                         4Q99              28%
3Q00              7%                         3Q00              30%
Peer Avg.         3%                         Peer Avg.         37%
</TABLE>

Linked-quarter basis. Data include total non-interest income excluding
securities transactions and other extraordinaries.

           MORE THAN 40 FEE INCOME INITIATIVES ARE PAYING OFF AS FEES
                          NOW EXCEED 30% OF REVENUES.

<PAGE>   12

                             SALES CULTURE IN PLACE


<TABLE>
<S>      <C>      <C>                                     <C>      <C> <C>
                  TRUST DIVISION                                       INVESTMENT COMPANY

-        Annual Revenue of $56.9 million(1)              -         Annual Revenue of $43.9 million(1)

-        $23.5 billion of assets under management         -        30 Investment Reps added

-        Improved profit margin                           -        High expectations for further growth
              - 43% in 2000 vs. 35% five years ago

<CAPTION>
       FUNDS SALES                               INSURANCE COMMISSIONS

<S>               <C>                          <C>               <C>
1995              $   1.55                     1998              $  7.8
1996              $   3.46                     1999              $ 10.3
1997              $  14.38                     2000(1)           $ 11.1
1998              $  49.00
1999              $ 141.28
2000(1)           $ 120.50
</TABLE>

---------------

Dollars in millions
(1) September 30, 2000, annualized


<PAGE>   13

                        CONTINUED EXCELLENT COST CONTROL


              CAPITALIZING ON PROVEN EXPENSE MANAGEMENT EXPERTISE

NONINTEREST EXPENSE GROWTH                       G&A EXPENSE / AVG. ASSETS

<TABLE>
  <S>             <C>                              <C>               <C>
  4Q99             4.2%                            4Q99              2.6%
  1Q00            (1.9)%                           3Q00              2.5%
  2Q00             0.5%                            Peer Avg.         3.2%
  3Q00             0.1%
  Peer Avg.        0.4%
</TABLE>

Linked-quarter basis. Data include total non-interest expense less amortization
of intangibles, annualized for ratio calculation.

                EVEN INCLUDING PURCHASE ACCOUNTING ACQUISITIONS,
                        EXPENSE GROWTH REMAINS IN CHECK.
AS RESULT OF BRANCH RATIONALIZATION PROJECT, EXPECT TO CONSOLIDATE 50 BRANCHES.


<PAGE>   14

                         COST EFFECTIVE DELIVERY SYSTEM


<TABLE>
<CAPTION>
                                                                         REGIONS NET

<S>      <C>                                 <C>      <C>
-        BANKING OFFICES                     -        75,000 INTERNET BANKING CUSTOMERS
          756 in 8 states                    -        COMPETITIVE, FULL FEATURED ONLINE BANKING
-        ATMs                                         -        Transfer funds between accounts
          770 in 8 states                             -        Electronic bill payment
                                                      -        Viewing and reconciliation of accounts
-        HOUSEHOLDS                                   -        Tracking of expenses
          More than 2 million                         -        Mortgage applications
                                             -        BUSINESS INTERNET BANKING PRODUCT RECENTLY INTRODUCED
-        TELEPHONE                           -        OTHER PLANNED PRODUCT ENHANCEMENTS
          1.5 million calls per month                 -        Internet treasury services
                                                      -        Online securities trading
-        INTERNET
          317,000 hits per day
</TABLE>


      REGIONS CONTINUES TO LEVERAGE MULTIPLE DELIVERY CHANNELS TO DELIVER
   MAXIMUM CUSTOMER CONVENIENCE AT A COST LESS THAN 10 CENTS PER TRANSACTION.

<PAGE>   15
                            SUPERIOR CREDIT CULTURE



LONGSTANDING COMMITMENT TO CREDIT QUALITY AND CULTURE
RECENT INITIATIVES TO IMPROVE CREDIT
MINIMAL EXPOSURE TO NON-CORE CUSTOMERS

NET CHARGE-OFFS/AVERAGE LOANS
       4Q99 - 0.47%
       3Q00 - 0.33%
       Peer Avg. - 0.36%

DESPITE BEING RANKED AMONG THE NATIONS 25 LARGEST BANKS BY ASSET SIZE, REGIONS
RANKS OVER 200TH IN EXPOSURE TO SYNDICATED LOANS.

<PAGE>   16


                          CAPITAL MANAGEMENT STRATEGY

-        Constantly monitor and evaluate options for best returns:

            -        Internal growth

            -        Opportunistic acquisitions

            -        Stock buybacks

-        Current authorization for 12 million share buyback program

            -        5.4% of outstanding shares


            -        10.8 million share repurchased
                     (7.5) million reissued for acquisition
                     3.3 million net shares repurchased

-        Over next two years Regions should generate $300 to $500 million of
         excess capital


<PAGE>   17


                               COMPELLING VALUE


        PRICE/BOOK VALUE

<TABLE>
<CAPTION>
COMPANY                   10/20/00
-------                   --------
<S>                       <C>
National Commerce          3.15 x
BB&T                       2.65
First Tennessee            2.01
First Virginia             1.84
Wachovia                   1.74
SunTrust                   1.72
AmSouth                    1.71
SouthTrust                 1.58
Centura                    1.53
Union Planters             1.48
Compass                    1.46
Regions                    1.38
---------------------------------
PEER AVERAGE               1.90 X
REGIONS DISCOUNT          (27.2)%
</TABLE>


         PRICE/2001E EPS

<TABLE>
<CAPTION>
COMPANY                           10/20/00
-------                           --------
<S>                               <C>
National Commerce                   13.1 x
First Virginia                      12.3
BB&T                                11.7
First Tennessee                     10.3
SouthTrust                           9.7
Centura                              9.6
Union Planters                       9.4
Wachovia                             9.4
SunTrust                             9.3
AmSouth                              8.6
Regions                              8.5
Compass                              7.6
------------------------------------------
PEER AVERAGE                        10.1 X
REGIONS DISCOUNT                   (15.9)%
</TABLE>


         2001E PEG RATIO

<TABLE>
<CAPTION>
COMPANY                           10/20/00
-------                           --------
<S>                               <C>
First Virginia                      1.76 x
Union Planters                      1.17
BB&T                                0.98
Wachovia                            0.94
National Commerce                   0.93
SouthTrust                          0.88
Centura                             0.87
AmSouth                             0.86
First Tennessee                     0.86
Regions                             0.85
SunTrust                            0.77
Compass                             0.76
------------------------------------------
PEER AVERAGE                        0.98 X
REGIONS DISCOUNT                   (13.5)%
</TABLE>

DESPITE ITS GROWTH MARKETS, BALANCE SHEET MANAGEMENT INITIATIVES, FEE INCOME
GROWTH, EXPENSE CONTROLS AND CREDIT QUALITY, REGIONS CURRENTLY TRADES AT A
DISCOUNT TO ITS PEERS.

---------------------------------------
Financial data are as of 9/30/00. Earnings estimates are First Call consensus.



<PAGE>   18


                                KEY HIGHLIGHTS

                                [REGIONS LOGO]

-        ATTRACTIVE, GROWTH FRANCHISE IN VIBRANT SOUTHEASTERN MARKETS

-        SALES CULTURE IN PLACE

-        EXCELLENT COST CONTROL

-        SUPERIOR CREDIT CULTURE

-        ONGOING BALANCE SHEET REPOSITIONING

-        COMPELLING VALUE RELATIVE TO GROWTH POTENTIAL


<PAGE>   19


                                [REGIONS LOGO]





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