SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 10-Q
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarter ended March 31, 1995
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ______ to ______
Commission File #0-12874
COMMERCE BANCORP, INC.
(Exact name of registrant as specified in its charter)
New Jersey 22-2433468
(State or other jurisdiction of (IRS Employer Identification
incorporation or organization) Number)
Commerce Atrium, 1701 Route 70 East, Cherry Hill, New Jersey 08034-5400
(Address of Principal Executive Offices) (Zip Code)
(609) 751-9000
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding 12
months (or for such shorter period that the registrant was
required to file such report(s), and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No
---- ----
<PAGE>
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the last practical date.
Common Stock 10,594,506
(Title of Class) (No. of Shares Outstanding
as of 05/08/95)
Series C ESOP Cumulative Con-
vertible Preferred Stock 417,000
(Title of Class) (No. of Shares Outstanding
as of 05/08/95)
<PAGE>
COMMERCE BANCORP, INC. AND SUBSIDIARIES
INDEX
Page
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets (Unaudited)
March 31, 1995 and December 31, 1994 4
Consolidated Statements of Income
(Unaudited) Three months ended March 31,
1995 and March 31, 1994 5
Consolidated Statements of Cash Flows
(Unaudited) Three Months ended March 31,
1995 and March 31, 1994 6
Notes to Consolidated Financial Statements
(Unaudited) 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operation 9
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 16
<PAGE>
Commerce Bancorp, Inc. and Subsidiaries
Consolidated Balance Sheets
(unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
(dollars in thousands) 1995 1994
<S> <C> <C>
Assets Cash and due from banks $110,255 $119,697
Federal funds sold 10,000 9,750
---------- ----------
Cash and cash equivalents 120,255 129,447
Mortgages held for sale 1,202 2,263
Securities available for sale 118,190 118,855
Securities held to maturity:
U.S. Government agency mortgage-backed obligations 1,096,930 1,113,359
Collateralized mortgage obligations 2,181 2,390
Obligations of state and political subdivisions 446 565
Other securities 24,117 28,819
---------- ----------
Total securities held to maturity
(market value 1995-$1,054,141; 1994-$1,039,311) 1,123,674 1,145,133
Trading securities 2,304
Loans 820,109 801,952
Less allowance for loan losses 12,909 12,036
---------- ----------
807,200 789,916
Bank premises and equipment, net 59,031 57,997
Other assets 50,647 47,679
---------- ----------
$2,282,503 $2,291,290
========== ==========
Liabilities Deposits:
Demand:
Interest-bearing $548,319 $510,345
Noninterest-bearing 346,885 367,421
Savings 460,365 488,282
Time 602,373 468,524
---------- ----------
Total deposits 1,957,942 1,834,572
Other borrowed money 144,903 312,895
Other liabilities 7,227 3,565
Obligation to Employee Stock Ownership Plan (ESOP) 5,128 5,385
Long-term debt 23,000 23,000
---------- ----------
2,138,200 2,179,417
Stockholders' Common stock, 10,670,887 shares issued (8,889,506 shares in 1994) 16,672 13,234
Equity Series C preferred stock, 417,000 shares authorized, issued and outstanding
(liquidating preference: $18.00 per share totaling
$7,506) 7,506 7,506
Capital in excess of par or stated value 111,075 80,033
Retained earnings 15,793 17,757
---------- ----------
151,046 118,530
Less commitment to ESOP 5,128 5,385
Less treasury stock, at cost, 99,667 common shares
in 1995 (79,520 in 1994) 1,615 1,272
---------- ----------
Total stockholders' equity 144,303 111,873
---------- ----------
$2,282,503 $2,291,290
========== ==========
</TABLE>
<PAGE>
Commerce Bancorp Inc. and Subsidiaries
Consolidated Statements of Income
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31, March 31,
(dollars in thousands, except per share amounts) 1995 1994
<S> <C> <C>
Interest Interest and fees on loans $18,679 $15,275
income Interest on investments 21,082 17,990
Other interest 656 242
-------- --------
Total interest income 40,417 33,507
-------- --------
Interest Interest on deposits:
expense Demand 3,408 2,173
Savings 2,686 2,898
Time 6,910 4,906
-------- --------
Total interest on deposits 13,004 9,977
Interest on other borrowed money 4,027 2,292
Interest on long-term debt 506 506
-------- --------
Total interest expense 17,537 12,775
-------- --------
Net interest income 22,880 20,732
Provision for loan losses 857 1,050
-------- --------
Net interest income after provision for loan losses 22,023 19,682
Noninterest Deposit charges and service fees 3,684 3,462
income Other operating income 909 767
Net investment securities gains 0 0
-------- --------
Total noninterest income 4,593 4,229
-------- --------
Noninterest Salaries 6,252 5,385
expense Benefits 1,859 1,600
Occupancy 1,940 1,781
Furniture and equipment 2,146 1,797
Office 1,633 1,408
Audit and regulatory fees and assessments 1,241 1,175
Marketing 657 539
Other real estate (net) 698 800
Other 1,953 2,148
-------- --------
Total noninterest expenses 18,379 16,633
-------- --------
Income before income taxes 8,237 7,278
Provision for federal and state income taxes 2,994 2,641
-------- --------
Net income 5,243 4,637
Dividends on preferred stocks 141 393
-------- --------
Net income applicable to common stock $5,102 $4,244
======== ========
Net income per common and common equivalent share:
Primary $0.51 $0.53
-------- --------
Fully diluted $0.50 $0.48
-------- --------
Average common and common equivalent shares outstanding:
Primary 9,937 7,978
-------- --------
Fully diluted 10,496 9,496
-------- --------
Cash dividends declared, common stock $0.15 $0.14
======== ========
</TABLE>
<PAGE>
Commerce Bancorp, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
(dollars in thousands) 1995 1994
<S> <C> <C>
Operating activities Net income $5,243 $4,637
Adjustments to reconcile net income to net cash
provided by operating activities:
Provision for loan losses 857 1,050
Provision for depreciation, amortization and accretion 3,018 5,198
Proceeds from sales of mortgages held for sale 5,214 55,830
Originations of mortgages held for sale (4,153) (20,902)
Net loan recoveries (chargeoffs) 16 (686)
(Increase) decrease in other assets (4,388) 4,659
Increase (decrease) in other liabilities 3,662 (16,858)
-------- --------
Net cash provided by operating activities 9,469 32,928
Investing activities Proceeds from the maturity of securities available for sale 4,031 13,750
Rollover of money market funds 65,425 36,695
Proceeds from the maturity of securities held to maturity 15,837 62,703
Purchase of securities available for sale (200) 0
Purchase of securities held to maturity (60,687) (330,334)
Purchase of trading securities (2,304) 0
Net increase in loans (19,307) (14,867)
Proceeds from sales of loans 1,150 1,063
Purchases of premises and equipment (2,748) (2,607)
-------- --------
Net cash provided (used) by investing activities 1,197 (233,597)
Financing activities Net (decrease) increase in demand and savings deposits (10,479) 30,573
Net increase in time deposits 133,849 2,287
Net (decrease) increase in other borrowed money (167,992) 179,260
Issuance of common stock 25,851 0
Dividends paid (1,517) (1,449)
Proceeds from issuance of common stock under
dividend reinvestment and other stock plans 724 464
Purchase of treasury stock (343) (109)
Other 49 49
-------- --------
Net cash (used) provided by financing activities (19,858) 211,075
(Decrease) increase in cash and cash equivalents (9,192) 10,406
Cash and cash equivalents at beginning of year 129,447 105,725
-------- --------
Cash and cash equivalents at end of period $120,255 $116,131
-------- --------
Supplemental disclosures of cash flow
information: Cash paid during the period
for:
Interest $15,000 $12,460
Income taxes 131 42
-------- --------
</TABLE>
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
A. Consolidated Financial Statements
The consolidated financial statements included herein have
been prepared without audit pursuant to the rules and regulations of
the Securities and Exchange Commission. Certain information and
footnote disclosures normally included in financial statements prepared
in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations. The
accompanying condensed consolidated financial statements reflect all
adjustments which are, in the opinion of management, necessary to a
fair statement of the results for the interim periods presented. Such
adjustments are of a normal recurring nature. These condensed
consolidated financial statements should be read in conjunction with
the audited financial statements and the notes thereto included in the
registrant's Annual Report for the period ended December 31, 1994. The
results for the three months ended March 31, 1995 are not necessarily
indicative of the results that may be expected for the year ended
December 31, 1995.
The consolidated financial statements include the accounts of
Commerce Bancorp, Inc. (the "Company") and all of its subsidiaries,
including Commerce Bank, N.A. ("Commerce NJ"), Commerce
Bank/Pennsylvania, N.A. and Commerce Bank/Shore, N.A. All material
intercompany transactions have been eliminated. Certain amounts from
1994 have been reclassified to conform with 1995 presentation.
Effective January 1, 1995, the Company adopted Financial
Accounting Standards Board Statements No. 114, "Accounting by Creditors
for Impairment of a Loan" and No. 118, "Accounting by Creditors for
Impairment of a Loan-Income Recognition and Disclosures." The impact of
adopting these statements was not material.
In March of 1995, Commerce NJ acquired Cypress Securities,
Inc. ("Cypress"), a municipal bond underwriter and investment banking
company. Vernon W. Hill, II, the Chairman, President, and Chief
Executive Officer of the Company, was the principal shareholder of
Cypress.
B. Commitments
In the normal course of business, there are various
outstanding commitments to extend credit, such as letters of credit and
unadvanced loan commitments, which are not reflected in the
accompanying consolidated financial statements. Management does not
anticipate any material losses as a result of these transactions.
C. Employee Stock Ownership Plan (ESOP) Debt Guarantee
The Company has guaranteed a debt obligation of its Employee
Stock Ownership Plan ("ESOP") which originated at $7,500,000 and has
been reduced to $5,128,000 through principal reductions. Accordingly,
the loan amount is reflected in the Company's consolidated balance
sheet as a liability and an equal amount, representing deferred
employee benefits, has been recorded as a deduction from stockholders'
equity. The ESOP obtained the loan in 1990 to acquire a new class of
Company Cumulative Convertible Preferred Stock (Series C) at a price of
$18.00 per share. The loan was refinanced in 1994, and is payable in
quarterly installments with the final payment due January 28, 2000. The
loan bears interest at a variable rate, although the
rate can be fixed at
<PAGE>
future repricing dates in accordance with the loan agreement. As the
Company makes annual contributions to the ESOP, these contributions,
plus dividends from the Company's Series C Preferred Stock held by the
ESOP, will be used to repay the loan.
D. Issuance of Common Stock
On February 15, 1995, the Company publicly issued 1,725,000
shares of common stock. Net proceeds to the Company were $25,851,000
after deducting expenses of $1,749,000. The proceeds are earmarked for
general corporate purposes, including providing additional equity
capital to the Company's bank subsidiaries to support the Company's
branch expansion growth strategy.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operation Capital Resources
At March 31, 1995, stockholders' equity totaled $144.3 million
or 6.32% of total assets, compared to $111.9 million or 4.88% of total
assets at December 31, 1994. On February 15, 1995, the Company issued
1,725,000 shares of common stock, resulting in net proceeds of $25.9
million.
The table below presents a comparison of the Company's and
each of its three bank subsidiaries risk-based capital ratios and
leverage ratios to the minimum regulatory requirements for the periods
indicated.
<TABLE>
<CAPTION>
Capital
Excess
Minimum as of
March 31, March 31, Regulatory March 31,
1995 1994 Requirements 1995
---- ---- ------------ ----
(in thousands)
<S> <C> <C> <C> <C>
Company
Risk based capital ratios:
Tier 1 13.09% 9.52% 4.00% 97,010
Total capital 16.45 12.81 8.00 90,220
Leverage ratio 6.09 4.49 3.00-5.00 70,810 (1)
Commerce NJ
Risk based capital ratios:
Tier 1 14.37% 11.15% 4.00% 91,800
Total capital 15.53 12.13 8.00 66,670
Leverage ratio 6.79 5.18 3.00-5.00 71,130 (1)
Commerce PA
Risk based capital ratios:
Tier 1 12.68% 11.20% 4.00% 8,960
Total capital 13.82 12.30 8.00 6,010
Leverage ratio 6.63 5.77 3.00-5.00 7,180 (1)
Commerce Shore
Risk based capital ratios:
Tier 1 13.22% 12.92% 4.00% 10,230
Total capital 14.48 14.17 8.00 7,180
Leverage ratio 6.40 5.79 3.00-5.00 7,810 (1)
<FN>
(1) Based on a minimum regulatory requirement of 3.00%
</FN>
</TABLE>
At March 31, 1995, the Company's consolidated capital levels
and each of the Company's bank subsidiaries met the regulatory
definition of a "well capitalized" financial institution, i.e., a
leverage capital ratio exceeding 5%, a Tier 1 risk-based capital ratio
exceeding 6%, and a total risk-based capital ratio exceeding 10%.
<PAGE>
Deposits
Total deposits at March 31, 1995 were $1.96 billion, up $180.2
million, or 10% over total deposits of $1.78 billion at March 31, 1994,
and up by $123.3 million, or 7% from year-end 1994. Deposit growth
during the first quarter of 1995 was largely from the public sector.
Interest Rate Sensitivity and Liquidity
An interest rate sensitive asset or liability is one that,
within a defined time period, either matures or experiences an interest
rate change in line with general market interest rates. Historically,
the most common method of estimating interest rate risk was to measure
the maturity and repricing relationships between interest-earning
assets and interest-bearing liabilities at specific points in time
("GAP"), typically one year. Under this method, a company is considered
liability sensitive when the amount of its interest-bearing liabilities
exceeds the amount of its interest-earning assets within the one year
horizon. The following table illustrates the GAP position of the
Company as of March 31, 1995:
<TABLE>
<CAPTION>
1-90 91-180 181-365 1-5 Beyond
Days Days Days Years 5 Years Total
<S> <C> <C> <C> <C> <C> <C>
Rate Sensitive:
Interest-earning assets
Loans $416 $12 $23 $251 $108 $ 810
Investment securities 25 17 33 238 932 1,245
Federal funds sold 10 10
----- ----- ----- ----- ----- -----
Total interest-earning assets 451 29 56 489 1,040 2,065
----- ----- ----- ----- ----- -----
Interest-bearing liabilities
Deposits
Transaction accounts 323 685 1,008
Time 306 74 74 139 9 602
Other borrowed money 145 145
Long-term debt 23 23
----- ----- ----- ----- ----- -----
Total interest-bearing liabilities 774 74 74 139 717 1,778
----- ----- ----- ----- ----- -----
Period GAP (323) (45) (18) 350 323 $ 287
----- ----- ----- ----- ----- -----
Cumulative GAP $(323) $(368) $(386) $(36) $287
===== ===== ===== ===== =====
</TABLE>
Management utilizes additional tools, including income
simulation analysis, which provide a more meaningful measure of
interest rate risk. Income simulation analysis captures not only the
potential of all assets and liabilities to mature or reprice, but also
the probability that they will do so. Income simulation also attends to
the relative interest rate sensitivities of these items, and projects
their behavior over an extended period of time. Finally, income
simulation permits management to assess the probable effects on the
balance sheet not only of changes in interest rates, but also of
proposed strategies for responding to them.
The Company's income simulation model is used to predict the
impact on net interest income of a 300 basis point increase in general
market interest rates over the next twelve months. The Company's Asset
Liability Committee has determined that in the current economic
<PAGE>
environment, as much as a 10% decrease in net interest income over a
two year period compared to projected net interest income in a flat
rate scenario is an acceptable level of interest rate risk. Based on
its interest rate sensitivity analysis prepared as of March 31, 1995,
it is projected that net interest income would be reduced by
approximately 5.8% over the next two years as a result of a 300 basis
point increase in general market interest rates occurring
proportionately over the next twelve months.
In the event the Company's interest rate risk models indicated
an unacceptable level of risk, the Company could undertake a number of
actions that would reduce this risk, including the sale of a portion of
its available for sale portfolio, the use of risk management strategies
such as interest rate swaps and caps, or the extension of the
maturities of its short-term borrowings. In order to reduce the
potential impact from a dramatic increase in interest rates, the
Company entered into interest-rate cap agreements during the first
quarter of 1995. The strike price of the agreements exceeds current
market interest rates. The agreements are for a notional amount of $200
million for a period of two years.
Liquidity involves the Company's ability to raise funds to
support asset growth or decrease assets to meet deposit withdrawals and
other borrowing needs, to maintain reserve requirements and to
otherwise operate the Company on an ongoing basis. The Company's
liquidity needs are met by growth in core deposits, its cash and
federal funds sold position, cash flow from its amortizing investment
and loan portfolios, as well as the use of short-term borrowings.
Short-Term Borrowings
Short-term borrowings consist primarily of securities sold
under agreement to repurchase. These borrowings were used as an
additional source of funding for the investment portfolio and to fund
loan growth during 1994. At December 31, 1994, short-term borrowings
aggregated $312.9 million and had an average rate of 5.94%. During the
first quarter of 1995, the Company significantly reduced its
outstanding short-term borrowings, primarily through increased time
deposits. At March 31, 1995, short-term borrowings aggregated $144.9
million and had an average rate of 6.01%.
Interest Earning Assets
For the three month period ended March 31, 1995, interest
earning assets remained at $2.07 billion as compared to December 31,
1994, as payments from the amortizing investment portfolio were used to
help fund growth in the loan portfolio.
Loans
During the first quarter of 1995, loans increased $18.1
million from $802.0 million to $820.1 million. At March 31, 1995, loans
represented 42% of total deposits and 36% of total assets.
The increase in the loan portfolio was due primarily to loans
secured by 1-4 family residential properties (including home equity
loans) and loans secured by commercial real estate properties.
<PAGE>
Investments
During the first quarter of 1995, total securities decreased
$19.8 million from $1.26 billion to $1.24 billion, as a result of
payments on the existing portfolio. For the three month period,
securities available for sale decreased from $118.9 million to $118.2
million, and securities held to maturity decreased from $1.15 billion
to $1.12 billion. Trading securities increased to $2.3 million as a
result of the establishment of Commerce Capital, a Bank Securities
Dealer department of Commerce NJ. At March 31, 1995, the average life
of the investment portfolio is approximately 7.9 years.
Short-term investments (Federal funds sold) increased $250
thousand to $10.0 million. At March 31, 1995, total securities and
Federal funds sold aggregated $1.25 billion and represented 55% of
total assets.
Net Income
Net income for the first quarter of 1995 was $5.2 million, an
increase of $600 thousand over the $4.6 million recorded for the first
quarter of 1994. The increase was due to increased net interest income,
as well as reduced loan loss provisions and increased noninterest
income which offset increased overhead expenses. On a per share basis,
fully diluted net income for the first quarter of 1995 was $.50 per
common share compared to $.48 per common share for the first quarter of
1994.
Return on average assets (ROA) and return on average equity
(ROE) for the first quarter of 1995 were 0.91% and 16.60%,
respectively, compared to 0.86% and 18.42%, respectively, for the same
1994 period.
Net Interest Income
Net interest income totaled $22.9 million for the first
quarter of 1995, an increase of $2.2 million or 10%, from $20.7 million
in the first quarter of 1994. The improvement in net interest income
was due primarily to volume increases in the loan portfolio.
Noninterest Income
Noninterest income for the first quarter of 1995 totaled $4.6
million, an increase of $364 thousand as compared to the first quarter
of 1994. Increased deposit charges and service fees, which rose $222
thousand from the first quarter of 1994 due to higher transaction
volumes, were primarily responsible for the increase.
Noninterest Expense
For the first quarter of 1995, noninterest expense totaled
$18.4 million, an increase of $1.7 million, or 10.5%, over the same
period in 1994. Contributing to this increase was new branch activity
in the last three quarters of 1994. As a result of the addition of
these offices, staff, facilities, and related expenses rose
accordingly.
Salaries increased $867 thousand due primarily to the 10.3%
increase in the number of full time equivalent (FTE) employees from
1,093 at March 31, 1994 to 1,206 at March 31, 1995. The increase in the
number of FTE employees results primarily from the branch expansion
activities
<PAGE>
which have occurred during the past year. Benefits associated with
these increased salaries rose $259 thousand. Occupancy, furniture and
equipment, and office expenses increased by $159 thousand, $349
thousand, and $225 thousand, respectively, due to additional branch
offices and the ongoing refurbishment of existing facilities. Increased
expenses included building rent and real estate taxes, depreciation,
maintenance, telecommunications, postage and stationery and supplies.
Audit and regulatory fees and assessments increased $66
thousand over the first quarter of 1994 due to increased deposits and
associated Federal deposit insurance premiums on such deposits.
Marketing expense increased $118 thousand due to increased advertising
programs, including an emphasis on the new markets served by the
expanded number of branch facilities. Other real estate expenses
decreased by $102 thousand as compared to the first quarter of 1994.
This decrease is consistent with the decrease in the other real estate
portfolio. Other noninterest expenses for the first quarter of 1995
decreased $195 thousand from 1994. The decrease resulted primarily from
decreased loan and printing expenses and lower provisions for
non-credit-related losses.
One key measure used to monitor progress in controlling
overhead expenses is the ratio of noninterest expenses to average
assets. For the first three months of 1995, this ratio equaled 3.20%
versus 3.08% for the comparable 1994 period. The operating efficiency
ratio (noninterest expenses, less other real estate expenses, divided
by net interest income plus noninterest income excluding non-recurring
gains) was 64.36% for the first three months of 1995 as compared to
63.43% for the same 1994 period.
Loan and Asset Quality
Total non-performing assets (non-performing loans and other
real estate, excluding loans past due 90 days or more and still
accruing interest) at March 31, 1995 were $20.9 million, or .92% of
total assets compared to $22.3 million or .97% of total assets at
December 31, 1994 and $24.8 million or 1.11% of total assets at March
31, 1994.
Total non-performing loans (non-accrual loans and restructured
loans, excluding loans past due 90 days or more and still accruing
interest) at March 31, 1995 were $11.0 million or 1.35% of total loans
compared to $11.8 million or 1.47% of total loans at December 31, 1994
and $8.9 million or 1.24% of total loans at March 31, 1994. At March
31, 1995, loans past due 90 days or more and still accruing interest
amounted to $92 thousand compared to $211 thousand at December 31, 1994
and $187 thousand at March 31, 1994. Additional loans considered as
potential problem loans by the Company's internal loan review
department ($7.0 million at March 31, 1995, $7.0 million at December
31, 1994 and $7.9 million at March 31, 1994) have been evaluated as to
risk exposure in determining the adequacy of the allowance for loan
losses.
Other real estate (ORE) at March 31, 1995 totaled $9.9 million
compared to $10.5 million at December 31, 1994 and $15.9 million at
March 31, 1994. These properties have been written down to the lower of
cost or fair value less disposition costs.
On pages 14 and 15 are tabular presentation showing detailed
information about the Company's non-performing loans and assets and an
analysis of the Company's allowance for loan losses and other related
data for March 31, 1995, December 31, 1994, and March 31, 1994.
<PAGE>
The following summary presents information regarding non-performing
loans and assets as of March 31, 1995 and the preceding four quarters:
(dollar amounts in thousands)
<TABLE>
<CAPTION>
March 31, Dec. 31, Sept. 30, June 30, March 31,
1995 1994 1994 1994 1994
<S> <C> <C> <C> <C> <C>
Non-accrual loans:
Commercial $1,379 $1,624 $1,810 $2,369 $2,747
Consumer 1,025 1,427 1,629 1,603 1,463
Real Estate:
Construction 955 955 922 956 914
Mortgage 7,201 7,240 5,908 4,477 2,349
------ ------ ------ ------ ------
Total non-accrual loans 10,560 11,246 10,269 9,405 7,473
------ ------ ------ ------ ------
Restructured loans
Commercial 142 143 157 160 0
Consumer 29 29
Real Estate:
Construction
Mortgage 302 404 280 132 1,383
------ ------ ------ ------ ------
Total restructured loans 473 576 437 292 1,383
------ ------ ------ ------ ------
Total non-performing loans 11,033 11,822 10,706 9,697 8,856
------ ------ ------ ------ ------
Other real estate 9,880 10,517 13,170 15,953 15,921
------ ------ ------ ------ ------
Total non-performing assets 20,913 22,339 23,876 25,650 24,777
------ ------ ------ ------ ------
Loans past due 90 days or more
and still accruing 92 211 199 154 187
------ ------ ------ ------ ------
Total non-performing assets and
loans past due 90 days or more $21,005 $22,550 $24,075 $25,804 $24,964
======= ======= ======= ======= =======
Total non-performing loans as a
percentage of total period-end
loans 1.35% 1.47% 1.40% 1.31% 1.24%
Total non-performing assets as a
percentage of total period-end assets 0.92% 0.97% 1.06% 1.12% 1.11%
Total non-performing assets and loans
past due 90 days or more as a
percentage of total period-end assets 0.92% 0.98% 1.07% 1.13% 1.11%
Allowance for loan losses as a
percentage of total non-performing
loans 117% 102% 106% 113% 117%
Allowance for loan losses as a percentage
of total period-end loans 1.57% 1.50% 1.48% 1.48% 1.45%
Total non-performing assets and loans
past due 90 days or more as a
percentage of stockholders' equity and
allowance for loan losses 13% 18% 20% 22% 22%
</TABLE>
<PAGE>
The following table presents, for the periods indicated, an analysis of
the allowance for loan losses and other related data: (dollar amounts
in thousands)
<TABLE>
<CAPTION>
Year
Three Months Ended Ended
03/31/95 03/31/94 12/31/94
<S> <C> <C> <C>
Balance at beginning of period $12,036 $10,023 $10,023
Provisions charged to operating expenses 857 1,050 4,210
------- ------- -------
12,893 11,073 14,233
Recoveries on loans charged-off:
Commercial 12 13 100
Consumer 63 20 123
Real estate 101 22
------- ------- -------
Total recoveries 176 33 245
Loans charged-off:
Commercial (54) (446) (1,519)
Consumer (58) (180) (530)
Real estate (48) (93) (393)
------- ------- -------
Total charged-off (160) (719) (2,442)
------- ------- -------
Net charge-offs 16 (686) (2,197)
------- ------- -------
Balance at end of period $12,909 $10,387 $12,036
======= ======= =======
Net charge-offs as a percentage of
average loans outstanding (0.01) % 0.38 % 0.29 %
</TABLE>
<PAGE>
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit 11 - Computation of Net Income Per Share
No reports on Form 8-K were filed during the first
quarter ended March 31, 1995.
<PAGE>
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 thereunto duly authorized.
COMMERCE BANCORP, INC.
(Registrant)
May 12, 1995 /s/ C. Edward Jordan, Jr.
------------ -----------------------------
(Date) C. EDWARD JORDAN, JR.
EXECUTIVE VICE PRESIDENT
(PRINCIPAL FINANCIAL OFFICER)
Exhibit No. 11
Commerce Bancorp, Inc. and Subsidiaries
Computation of Net Income Per Share
(dollars in thousands, except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
<S> <C> <C>
Primary Net Income Per Share 1995 1994
Adjustment of income:
Net income $5,243 $4,637
Preferred stock dividends 141 393
------ ------
Adjusted net income applicable to
common stock $5,102 $4,244
====== ======
Average shares of common stock and equivalents outstanding:
Average common shares outstanding 9,696 7,749
Common stock equivalents - dilutive options 241 229
------ ------
Average shares of common stock and
equivalents outstanding 9,937 7,978
====== ======
Net income per share of common stock $0.51 $0.53
====== ======
Fully Diluted Net Income Per Share
Net income applicable to common stock
on a fully diluted basis $5,243 $4,637
Less: additional ESOP contribution
under the if-converted method 33 40
------ ------
Adjusted net income applicable to
common stock on a fully diluted basis $5,210 $4,597
====== ======
Average number of shares outstanding on a fully
diluted basis:
Average common shares outstanding 9,696 7,749
Additional shares considered in fully
diluted computation assuming:
Exercise of stock options 241 241
Conversion of preferred stock 559 1,506
------ ------
Average number of shares outstanding
on a fully diluted basis 10,496 9,496
====== ======
Fully diluted net income per share of
common stock $0.50 $0.48
====== ======
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 9
<CIK> 0000715096
<NAME> COMMERCE BANCORP, INC.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1995
<CASH> 110,255
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 10,000
<TRADING-ASSETS> 2,304
<INVESTMENTS-HELD-FOR-SALE> 118,190
<INVESTMENTS-CARRYING> 1,123,674
<INVESTMENTS-MARKET> 1,054,141
<LOANS> 820,109
<ALLOWANCE> 12,909
<TOTAL-ASSETS> 2,282,503
<DEPOSITS> 1,957,942
<SHORT-TERM> 144,903
<LIABILITIES-OTHER> 7,227
<LONG-TERM> 28,128
<COMMON> 16,672
0
7,506
<OTHER-SE> 120,125
<TOTAL-LIABILITIES-AND-EQUITY> 2,282,503
<INTEREST-LOAN> 18,679
<INTEREST-INVEST> 21,082
<INTEREST-OTHER> 656
<INTEREST-TOTAL> 40,417
<INTEREST-DEPOSIT> 13,004
<INTEREST-EXPENSE> 17,537
<INTEREST-INCOME-NET> 22,880
<LOAN-LOSSES> 857
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 18,379
<INCOME-PRETAX> 8,237
<INCOME-PRE-EXTRAORDINARY> 8,237
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5,243
<EPS-PRIMARY> .51
<EPS-DILUTED> .50
<YIELD-ACTUAL> 4.44
<LOANS-NON> 10,560
<LOANS-PAST> 92
<LOANS-TROUBLED> 473
<LOANS-PROBLEM> 6,959
<ALLOWANCE-OPEN> 12,036
<CHARGE-OFFS> 160
<RECOVERIES> 176
<ALLOWANCE-CLOSE> 12,909
<ALLOWANCE-DOMESTIC> 12,909
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
