Attached files

file filename
8-K - COMMERCE BANCSHARES INC /MO/cbsh123120118k.htm
Exhibit 99.1
                               CBSH
                   1000 Walnut Street / Post Office Box 419248 / Kansas City, Missouri 64151-6248 / 816.234.2000
                                                                 
FOR IMMEDIATE RELEASE:
Tuesday, January 24, 2012

COMMERCE BANCSHARES, INC. ANNOUNCES RECORD
EARNINGS PER SHARE OF $2.82 FOR 2011

Commerce Bancshares, Inc. announced record earnings of $2.82 per share for the year ended December 31, 2011, an increase of 17.5% compared to $2.40 in 2010. Net income amounted to $256.3 million in 2011 compared to $221.7 million in 2010, or an increase of 15.6%. The return on average assets was 1.32% in 2011, the return on average equity was 12.15%, and the efficiency ratio totaled 59.1%.
    
For the fourth quarter, earnings per share amounted to $.69 compared to $.67 in the fourth quarter of 2010 and $.72 per share in the previous quarter. Net income for the fourth quarter amounted to $61.5 million compared to $61.9 million in the same period last year and $65.4 million in the previous quarter. The return on average assets for the three months ended December 31, 2011 was 1.19%, and the return on average equity was 11.39%.

In announcing these results, David W. Kemper, Chairman and CEO, said, “We are pleased to report record earnings in 2011, which was achieved despite a difficult operating environment of weak loan demand and record low interest rates. These solid earnings occurred as a result of growth in average deposits, which increased 9.1% this year, and higher revenues from our corporate card and money management businesses, which grew by 19.7% and 9.1%, respectively. Also, our provision for loan losses declined 48.5% this year as loan losses decreased significantly, and non-interest expense declined by $13.9 million, or 2.2%. During the fourth quarter, net interest income grew slightly on continued strong core deposit growth. While loan growth remains soft, we saw some increased demand for both auto and commercial real estate loans this quarter. Also during the quarter, we reached a settlement totaling $18.3 million in a class action lawsuit regarding debit overdraft transactions, which resulted in an additional charge this quarter of $7.4 million pre-tax.”

Mr. Kemper continued, “During the quarter, net loan charge-offs totaled $15.6 million compared to $14.9 million in the previous quarter and $21.6 million in the same period last year. Bankcard net loan charge-offs this quarter decreased to $7.0 million, or 3.8% of average bankcard loans, while business net loan charge-offs totaled only $5.0 million for the year. Because of these current positive trends, our allowance for loan losses declined by $3.5 million this quarter to $184.5 million, or 2.0% of total loans outstanding. Non-performing assets at December 31, 2011 totaled $93.8 million compared to $99.7 million in the previous quarter. Our capital and liquidity positions remain strong, and at year end, the ratio of tangible common equity to assets amounted to 9.9%, while our average loans to deposits ratio amounted to 59.15%.”
(more)





Total assets at December 31, 2011 were $20.6 billion, total loans were $9.2 billion, and total deposits were $16.8 billion.
                    
Commerce Bancshares, Inc. is a registered bank holding company offering a full line of banking services, including investment management and securities brokerage. The Company currently operates in approximately 360 locations in Missouri, Illinois, Kansas, Oklahoma and Colorado. The Company also has operating subsidiaries involved in mortgage banking, credit related insurance, and private equity activities.

Summary of Non-Performing Assets and Past Due Loans
(Dollars in thousands)
 
09/30/11
 
12/31/11
 
12/31/10
Non-Accrual Loans
 
$75,912
 
$75,482
 
$85,275
Foreclosed Real Estate
 
$23,813
 
$18,321
 
$12,045
Total Non-Performing Assets
 
$99,725
 
$93,803
 
$97,320
Non-Performing Assets to Loans
 
1.10%
 
1.02%
 
1.03%
Non-Performing Assets to Total Assets
 
.48%
 
.45%
 
.53%
Loans 90 Days & Over Past Due — Still Accruing
 
$20,104
 
$14,958
 
$20,466
   
This financial news release, including management’s discussion of fourth quarter results, is posted to the Company’s web site at www.commercebank.com.
* * * * * * * * * * * * * * *
For additional information, contact
Jeffery Aberdeen, Controller
at PO Box 419248, Kansas City, MO
or by telephone at (816) 234-2081
Web Site: http://www.commercebank.com
Email: mymoney@commercebank.com















2


COMMERCE BANCSHARES, INC. and SUBSIDIARIES
FINANCIAL HIGHLIGHTS
 
For the Three Months Ended
For the Year Ended
(Unaudited)
Sept. 30, 2011
Dec. 31, 2011

Dec. 31, 2010

Dec. 31, 2011

Dec. 31, 2010

FINANCIAL SUMMARY (In thousands, except per share data)
 
 
Net interest income

$158,630


$161,757


$160,677


$646,070


$645,932

Taxable equivalent net interest income
164,317

167,940

166,010

669,515

666,143

Non-interest income
101,632

94,035

110,454

392,917

405,111

Investment securities gains (losses), net
2,587

4,942

1,204

10,812

(1,785
)
Provision for loan losses
11,395

12,143

21,647

51,515

100,000

Non-interest expense
153,746

156,030

164,031

617,249

631,134

Net income attributable to
 
 
 
 
 
Commerce Bancshares, Inc.
65,352

61,504

61,921

256,343

221,710

Cash dividends
19,526

19,504

19,395

79,140

78,231

Net total loan charge-offs
14,895

15,649

21,647

64,521

96,942

Business
889

650

1,514

4,988

4,586

Real estate — construction and land
1,215

2,624

1,589

6,950

15,006

Real estate — business
1,429

731

1,829

3,563

4,058

Consumer credit card
7,103

6,986

9,736

31,617

47,731

Consumer
3,232

2,682

5,295

12,156

20,479

Revolving home equity
72

884

469

1,667

1,975

Real estate — personal
673

798

961

2,772

2,056

Overdraft
282

294

254

808

1,051

Per common share:
 
 
 
 
 
Net income — basic

$.72


$.69


$.67


$2.83


$2.41

Net income — diluted

$.72


$.69


$.67


$2.82


$2.40

Cash dividends

$.219


$.219


$.213


$.876


$.853

Diluted wtd. average shares o/s
89,737

88,653

91,274

90,202

91,751

RATIOS
 
 
 
 
 
Average loans to deposits (1)
58.29
%
56.01
%
64.63
%
59.15
%
70.02
%
Return on total average assets
1.32
%
1.19
%
1.34
%
1.32
%
1.22
%
Return on total average equity
12.15
%
11.39
%
11.99
%
12.15
%
11.15
%
Non-interest income to revenue (2)
39.05
%
36.76
%
40.74
%
37.82
%
38.54
%
Efficiency ratio (3)
58.71
%
60.71
%
60.33
%
59.10
%
59.71
%
AT PERIOD END
 
 
 
 
 
Book value per share based on total equity

$23.95


$24.40


$22.25

 
 
Market value per share

$33.10


$38.12


$37.84

 
 
Allowance for losses as a percentage
 
 
 
 
 
  of loans
2.07
%
2.01
%
2.10
%
 
 
Tier I leverage ratio
9.74
%
9.55
%
10.17
%
 
 
Tangible common equity to assets ratio (4)
9.72
%
9.91
%
10.27
%
 
 
Common shares outstanding
88,924,563

88,952,166

90,955,390

 
 
Shareholders of record
4,224

4,218

4,284

 
 
Number of bank/ATM locations
363

363

367

 
 
Full-time equivalent employees
4,762

4,745

4,979

 
 
OTHER QTD INFORMATION
 
 
 
 
 
High market value per share

$41.90


$38.67


$38.66

 
 
Low market value per share

$31.65


$31.49


$32.71

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

3


COMMERCE BANCSHARES, INC. and SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
 
 
For the Three Months Ended
 
For the Year Ended
(Unaudited)
(In thousands, except per share data)
 
September 30,
2011
 
December 31,
2011
 
December 31,
2010
 
December 31,
2011
 
December 31,
2010
Interest income
 

$170,835

 

$173,223

 

$177,436

 

$697,971

 

$729,478

Interest expense
 
12,205

 
11,466

 
16,759

 
51,901

 
83,546

Net interest income
 
158,630

 
161,757

 
160,677

 
646,070

 
645,932

Provision for loan losses
 
11,395

 
12,143

 
21,647

 
51,515

 
100,000

Net interest income after provision for loan losses
 
147,235

 
149,614

 
139,030

 
594,555

 
545,932

NON-INTEREST INCOME
 
 
 
 
 
 
 
 
 
 
Bank card transaction fees
 
42,149

 
36,162

 
41,016

 
157,077

 
148,888

Trust fees
 
22,102

 
22,095

 
21,117

 
88,313

 
80,963

Deposit account charges and other fees
 
21,939

 
20,623

 
21,491

 
82,651

 
92,637

Bond trading income
 
5,556

 
4,591

 
5,574

 
19,846

 
21,098

Consumer brokerage services
 
2,333

 
2,142

 
2,311

 
10,018

 
9,190

Loan fees and sales
 
2,034

 
1,647

 
11,975

 
7,580

 
23,116

Other
 
5,519

 
6,775

 
6,970

 
27,432

 
29,219

Total non-interest income
 
101,632

 
94,035

 
110,454

 
392,917

 
405,111

INVESTMENT SECURITIES
 
 
 
 
 
 
 
 
 
 
  GAINS (LOSSES), NET
 
 
 
 
 
 
 
 
 
 
Impairment (losses) reversals on debt securities
 
(1,200
)
 
(796
)
 
1,703

 
2,190

 
13,058

Noncredit-related losses (reversals) on securities not expected to be sold
 
369

 
14

 
(2,594
)
 
(4,727
)
 
(18,127
)
Net impairment losses
 
(831
)
 
(782
)
 
(891
)
 
(2,537
)
 
(5,069
)
Realized gains on sales and fair value adjustments
 
3,418

 
5,724

 
2,095

 
13,349

 
3,284

Investment securities gains (losses), net
 
2,587

 
4,942

 
1,204

 
10,812

 
(1,785
)
NON-INTEREST EXPENSE
 
 
 
 
 
 
 
 
 
 
Salaries and employee benefits
 
85,700

 
88,010

 
86,562

 
345,325

 
346,550

Net occupancy
 
11,510

 
11,674

 
11,290

 
46,434

 
46,987

Equipment
 
5,390

 
5,583

 
5,776

 
22,252

 
23,324

Supplies and communication
 
5,674

 
5,550

 
6,222

 
22,448

 
27,113

Data processing and software
 
16,232

 
17,873

 
16,999

 
68,103

 
67,935

Marketing
 
4,545

 
3,469

 
3,377

 
16,767

 
18,161

Deposit insurance
 
2,772

 
2,680

 
4,801

 
13,123

 
19,246

Debit overdraft litigation
 
5,900

 
7,400

 

 
18,300

 

Debt extinguishment
 

 

 
11,784

 

 
11,784

Indemnification obligation
 

 
(3,073
)
 
(2,722
)
 
(4,432
)
 
(4,405
)
Other
 
16,023

 
16,864

 
19,942

 
68,929

 
74,439

Total non-interest expense
 
153,746

 
156,030

 
164,031

 
617,249

 
631,134

Income before income taxes
 
97,708

 
92,561

 
86,657

 
381,035

 
318,124

Less income taxes
 
31,699

 
29,514

 
24,432

 
121,412

 
96,249

Net income
 
66,009

 
63,047

 
62,225

 
259,623

 
221,875

Less non-controlling interest expense
 
657

 
1,543

 
304

 
3,280

 
165

Net income attributable to
 
 
 
 
 
 
 
 
 
 
  Commerce Bancshares, Inc.
 

$65,352

 

$61,504

 

$61,921

 

$256,343

 

$221,710

Net income per common share — basic
 

$.72

 

$.69

 

$.67

 

$2.83

 

$2.41

Net income per common share — diluted
 

$.72

 

$.69

 

$.67

 

$2.82

 

$2.40


4


COMMERCE BANCSHARES, INC. and SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands)
 
September 30,
2011
 
December 31,
2011
 
December 31,
2010
ASSETS
 
 
 
 
 
 
Loans
 

$9,073,123

 

$9,177,478

 

$9,410,982

Allowance for loan losses
 
(188,038
)
 
(184,532
)
 
(197,538
)
Net loans
 
8,885,085

 
8,992,946

 
9,213,444

Loans held for sale
 
39,576

 
31,076

 
63,751

Investment securities:
 
 
 
 
 
 
Available for sale
 
9,278,066

 
9,224,702

 
7,294,303

Trading
 
9,695

 
17,853

 
11,710

Non-marketable
 
111,808

 
115,832

 
103,521

Total investment securities
 
9,399,569

 
9,358,387

 
7,409,534

Short-term federal funds sold and securities purchased under agreements to resell
 
11,400

 
11,870

 
10,135

Long-term securities purchased under agreements to resell
 
850,000

 
850,000

 
450,000

Interest earning deposits with banks
 
133,419

 
39,853

 
122,076

Cash and due from banks
 
424,861

 
465,828

 
328,464

Land, buildings and equipment — net
 
368,965

 
360,146

 
383,397

Goodwill
 
125,585

 
125,585

 
125,585

Other intangible assets — net
 
8,452

 
7,714

 
10,937

Other assets
 
391,756

 
405,962

 
385,016

Total assets
 
$
20,638,668

 
$
20,649,367

 
$
18,502,339

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
Deposits:
 
 
 
 
 
 
Non-interest bearing
 

$5,003,587

 

$5,377,549

 

$4,494,028

Savings, interest checking and money market
 
8,416,839

 
8,933,941

 
7,846,831

Time open and C.D.’s of less than $100,000
 
1,204,896

 
1,166,104

 
1,465,050

Time open and C.D.’s of $100,000 and over
 
1,388,755

 
1,322,289

 
1,279,112

Total deposits
 
16,014,077

 
16,799,883

 
15,085,021

Federal funds purchased and securities sold under agreements to repurchase
 
1,057,728

 
1,256,081

 
982,827

Other borrowings
 
111,869

 
111,817

 
112,273

Other liabilities
 
1,325,029

 
311,225

 
298,754

Total liabilities
 
18,508,703

 
18,479,006

 
16,478,875

Stockholders’ equity:
 
 
 
 
 
 
Preferred stock
 

 

 

Common stock
 
436,481

 
446,387

 
433,942

Capital surplus
 
980,176

 
1,042,065

 
971,293

Retained earnings
 
690,981

 
575,419

 
555,778

Treasury stock
 
(96,205
)
 
(8,362
)
 
(2,371
)
Accumulated other comprehensive income
 
115,781

 
110,538

 
63,345

Total stockholders’ equity
 
2,127,214

 
2,166,047

 
2,021,987

Non-controlling interest
 
2,751

 
4,314

 
1,477

Total equity
 
2,129,965

 
2,170,361

 
2,023,464

Total liabilities and equity
 
$
20,638,668

 
$
20,649,367

 
$
18,502,339



5


COMMERCE BANCSHARES, INC. and SUBSIDIARIES
AVERAGE BALANCE SHEETS — AVERAGE RATES AND YIELDS
(Unaudited)
(Dollars in thousands)
For the Three Months Ended
September 30, 2011
 
December 31, 2011
 
December 31, 2010
 
Average Balance
 
Avg. Rates Earned/Paid
 
Average Balance
 
Avg. Rates Earned/Paid
 
Average Balance
 
Avg. Rates Earned/Paid
ASSETS:
 
 
 
 
 
 
 
 
 
 
 
Loans:
 
 
 
 
 
 
 
 
 
 
 
Business (A)
$
2,815,064

 
3.56
%
 
$
2,819,598

 
3.53
%
 
$
2,919,553

 
3.77
%
Real estate — construction and land
412,490

 
4.42

 
386,738

 
4.52

 
498,296

 
4.17

Real estate — business
2,123,034

 
4.74

 
2,162,052

 
4.67

 
2,002,721

 
5.01

Real estate — personal
1,430,014

 
4.75

 
1,421,296

 
4.64

 
1,443,998

 
5.00

Consumer
1,104,684

 
6.20

 
1,111,299

 
6.08

 
1,190,862

 
6.61

Revolving home equity
466,503

 
4.27

 
464,694

 
4.24

 
483,195

 
4.31

Student

 

 

 

 
22,307

 
2.10

Consumer credit card
735,179

 
11.59

 
733,712

 
11.62

 
776,426

 
10.82

Overdrafts
6,936

 

 
7,101

 

 
8,068

 

Total loans (B)
9,093,904

 
5.07

 
9,106,490

 
5.01

 
9,345,426

 
5.22

Loans held for sale
41,677

 
2.57

 
36,987

 
2.55

 
93,041

 
2.38

Investment securities:
 
 
 
 
 
 
 
 
 
 
 
U.S. government & federal agency obligations
327,916

 
3.40

 
328,641

 
2.49

 
436,349

 
2.32

Government-sponsored enterprise obligations
262,087

 
2.92

 
305,003

 
1.93

 
186,753

 
2.25

State & municipal obligations (A)
1,185,263

 
4.20

 
1,239,330

 
4.16

 
1,090,639

 
4.45

Mortgage-backed securities
3,764,822

 
2.95

 
4,453,362

 
2.71

 
2,904,697

 
3.89

Asset-backed securities
2,403,062

 
1.15

 
2,645,538

 
1.12

 
2,316,610

 
1.56

Other marketable securities (A)
172,588

 
4.27

 
164,545

 
5.39

 
176,628

 
5.01

Total available for sale securities (B)
8,115,738

 
2.64

 
9,136,419

 
2.46

 
7,111,676

 
3.11

Trading securities (A)
20,770

 
2.52

 
19,785

 
2.87

 
31,537

 
3.35

Non-marketable securities (A)
110,585

 
6.59

 
110,486

 
10.81

 
107,275

 
5.98

Total investment securities
8,247,093

 
2.69

 
9,266,690

 
2.56

 
7,250,488

 
3.15

Short-term federal funds sold and securities purchased under agreements to resell
10,927

 
.47

 
10,162

 
.39

 
5,219

 
.61

Long-term securities purchased under agreements to resell
850,000

 
1.83

 
850,000

 
1.97

 
396,739

 
1.69

Interest earning deposits with banks
326,302

 
.26

 
122,953

 
.25

 
87,371

 
.25

Total interest earning assets
18,569,903

 
3.77

 
19,393,282

 
3.67

 
17,178,284

 
4.22

Non-interest earning assets (B)
1,094,161

 
 
 
1,121,569

 
 
 
1,116,547

 
 
Total assets
$
19,664,064

 
 
 
$
20,514,851

 
 
 
$
18,294,831

 
 
LIABILITIES AND EQUITY:
 
 
 
 
 
 
 
 
 
 
 
Interest bearing deposits:
 
 
 
 
 
 
 
 
 
 
 
Savings
$
534,295

 
.19

 
$
529,027

 
.17

 
$
480,417

 
.14

Interest checking and money market
7,756,104

 
.32

 
8,068,003

 
.29

 
7,010,940

 
.40

Time open & C.D.’s of less than $100,000
1,231,280

 
.78

 
1,186,324

 
.75

 
1,533,324

 
1.18

Time open & C.D.’s of $100,000 and over
1,372,842

 
.62

 
1,367,472

 
.59

 
1,231,865

 
.93

Total interest bearing deposits
10,894,521

 
.40

 
11,150,826

 
.37

 
10,256,546

 
.57

Borrowings:
 
 
 
 
 
 
 
 
 
 
 
Federal funds purchased and securities sold under agreements to repurchase
1,016,623

 
.11

 
1,147,421

 
.05

 
1,125,258

 
.12

Other borrowings
111,930

 
3.28

 
112,024

 
3.26

 
230,469

 
2.96

Total borrowings
1,128,553

 
.43

 
1,259,445

 
.33

 
1,355,727

 
.61

Total interest bearing liabilities
12,023,074

 
.40
%
 
12,410,271

 
.37
%
 
11,612,273

 
.57
%
Non-interest bearing deposits
4,778,780

 
 
 
5,173,106

 
 
 
4,346,238

 
 
Other liabilities
728,974

 
 
 
789,564

 
 
 
286,675

 
 
Equity
2,133,236

 
 
 
2,141,910

 
 
 
2,049,645

 
 
Total liabilities and equity
$
19,664,064

 
 
 
$
20,514,851

 
 
 
$
18,294,831

 
 
Net interest income (T/E)
$
164,317

 
 
 
$
167,940

 
 
 
$
166,010

 
 
Net yield on interest earning assets
 
 
3.51
%
 
 
 
3.44
%
 
 
 
3.83
%
(A)
Stated on a tax equivalent basis using a federal income tax rate of 35%.
(B)
The allowance for loan losses and unrealized gains/(losses) on available for sale securities are included in non-interest earning assets.

6


COMMERCE BANCSHARES, INC.
Management Discussion of Fourth Quarter Results
December 31, 2011

For the quarter ended December 31, 2011, net income attributable to Commerce Bancshares, Inc. (net income) amounted to $61.5 million, a slight decrease from the same quarter last year, and a decrease of $3.8 million compared to the previous quarter. During the current quarter, the Company recorded expense of $7.4 million related to the settlement of litigation regarding debit overdraft fees, which was previously announced in December 2011. Also during the quarter, the Company reduced its indemnification obligation related to VISA litigation costs by $3.1 million and recorded losses in fair value of $874 thousand on certain held for sale real estate property. After tax, these items amounted to a reduction in net income of approximately $3.3 million, or approximately $.04 per share. For the current quarter, the return on average assets was 1.19%, the return on average equity was 11.4%, and the efficiency ratio was 60.7%.

Compared to the same quarter last year, net interest income (tax equivalent) increased by $1.9 million to $167.9 million, while non-interest income decreased to $94.0 million and was affected by a decline in debit interchange income due to recent regulatory changes effective October 1, 2011. In addition, gains on student loan sales decreased $9.6 million, as the Company ceased most of its origination business due to new regulations in 2010. Investment securities gains this quarter increased by $3.7 million compared to the same period last year due mostly to sales and fair value adjustments of the Company's private equity investments. Non-interest expense for the current quarter totaled $156.0 million, a decrease of $8.0 million from the same period last year. The provision for loan losses totaled $12.1 million, representing a decline of $9.5 million from the amount recorded in the same quarter last year.

Balance Sheet Review
During the 4th quarter of 2011, average loans, including loans held for sale, increased slightly ($7.9 million) compared to the previous quarter but decreased $295.0 million, or 3.1%, compared to the same period last year. The increase in average loans compared to the previous quarter was mainly due to an increase in business real estate loans of $39.0 million and slightly higher business and consumer loans, but was partly offset by a decrease of $25.8 million in construction loans. Personal real estate, revolving home equity and consumer credit card loans also declined slightly. Within the consumer loan portfolio, marine/RV loans continued to run off this quarter by approximately $26.4 million; however, consumer auto loans increased $27.3 million due to higher new loan originations. The demand for personal real estate and construction loans continues to be affected by the weak housing industry.

Total available for sale investment securities (excluding fair value adjustments) averaged $9.1 billion this quarter, up $1.0 billion compared to the previous quarter. The increase in the average balance was mainly the result of purchases of $2.6 billion of new securities in the last six months, offset by maturities and pay-downs totaling $1.2 billion in the same period. During the 3rd quarter, the Company purchased $1.3 billion of agency mortgage-backed securities with forward settlement dates in both the 3rd and 4th quarters and, as of October 1, 2011 $1.0 billion remained unsettled. All of these mortgage-backed securities were settled by the end of the year. At December 31, 2011, the duration of the investment portfolio was 2.1 years, and maturities of approximately $1.6 billion
 
are expected to occur during the next 12 months.

Total average deposits increased $650.6 million, or 4.2%, during the 4th quarter of 2011 compared to the previous quarter. This increase in average deposits resulted mainly from growth in non-interest bearing business deposit accounts and money market deposit balances of $436.1 million and $289.8 million, respectively. However, certificate of deposit (CD) average balances declined $50.3 million. The average loans to deposits ratio in the current quarter was 56.0%, compared to 58.3% in the previous quarter.

Certain non-interest bearing deposit accounts, which were previously included in interest bearing money market deposit totals, were reclassified to non-interest bearing deposits effective January 1, 2011. All prior periods have been revised to reflect this reclassification. The effect of this reclassification for the quarter ended December 31, 2010 was to increase average non-interest bearing deposits by $3.3 billion.

During the current quarter, the Company's average borrowings increased $130.9 million compared to the previous quarter. This increase was mainly due to an increase in the average balance of federal funds purchased.

Net Interest Income
Net interest income (tax equivalent) in the 4th quarter of 2011 amounted to $167.9 million, compared with $164.3 million in the previous quarter, or an increase of $3.6 million. Net interest income this quarter was also up $1.9 million compared to the 4th quarter of last year. During the 4th quarter of 2011, the net yield on earning assets (tax equivalent) was 3.44%, compared with 3.51% in the previous quarter and 3.83% in the same period last year.

The increase in net interest income (tax equivalent) in the 4th quarter of 2011 over the previous quarter was mainly due to higher average balances of investment securities this quarter and lower rates paid on interest bearing liabilities, offset by lower rates earned on loans. Interest on loans, including held for sale loans, declined $1.1 million (tax equivalent), mainly due to lower average rates earned on business real estate, personal real estate and consumer loans, but was partly offset by higher average balances of business real estate, business and consumer loans. When compared to the previous quarter, interest income on investment securities increased by $3.8 million (tax equivalent), mainly as a result of higher average balances of municipal, mortgage-backed and asset-backed securities, but was partly offset by lower rates earned on mortgage-backed securities. Additionally, interest and dividends on non-marketable securities, mainly private equity investments, increased $1.2 million (tax equivalent) this quarter due in part to receipt of unanticipated interest and dividend payments. On October 1, 2011 there was approximately $1.0 billion in unsettled forward-purchased mortgage-backed securities that settled throughout the 4th quarter. Had these bonds all settled at the beginning of the quarter, interest on these bonds for the quarter would have been higher by $3.4 million and the net yield on earning assets for the quarter would have increased by 7 basis points. Also, inflation income earned on inflation-protected securities declined by $721 thousand this quarter, thus reducing net interest income and the net interest margin.


7

COMMERCE BANCSHARES, INC.
Management Discussion of Fourth Quarter Results
December 31, 2011


Interest expense on deposits declined $583 thousand in the 4th quarter of 2011 compared with the previous quarter as a result of continued low rates paid on money market and CD accounts. Overall rates paid on total interest bearing deposits declined 3 basis points to .37% this quarter. Interest expense on borrowings decreased by $156 thousand, due mainly to lower average rates paid on repurchase agreement balances.
 
The tax equivalent yield on interest earning assets in the 4th quarter of 2011 was 3.67%, a decline of 10 basis points from the 3rd quarter of 2011, while the overall cost of interest bearing liabilities decreased 3 basis points to .37%.

Non-Interest Income
For the 4th quarter of 2011, total non-interest income amounted to $94.0 million, a decrease of $16.4 million when compared to $110.5 million in the same period last year. Also, current quarter non-interest income decreased $7.6 million when compared to $101.6 million recorded in the previous quarter. The decrease in non-interest income from the previous quarter was mainly due to a decrease in debit interchange income of $7.1 million, resulting from new rules adopted in Dodd-Frank legislation which became effective in the current quarter. The decrease in non-interest income from last year was mainly due to a decline in debit interchange fees this quarter coupled with a reduction in gains on student loan sales.

Bank card fees in the current quarter decreased 11.8%, or $4.9 million, from the 4th quarter of last year due to a decline in debit interchange fees of $6.6 million (effect of new regulations mentioned above) which was partly offset by growth in corporate card fees of $1.9 million, or 14.8%. Corporate card and debit card fees for the quarter totaled $15.1 million and $8.4 million, respectively.

Trust fees for the quarter increased 4.6% compared to the same period last year and resulted mainly from 4.3% growth in personal trust fees and 7.0% growth in institutional trust fees. Trust fees continue to be negatively affected by low interest rates on money market investments held in trust accounts. Deposit account fees decreased 4.0% compared to the 4th quarter of 2010 mainly due to a decline in overdraft fees of $1.2 million, or 11.0%. Overdraft fees were also down $1.8 million compared to the previous quarter. Compared with last year, loan fees and sales declined $10.3 million due to a decline in gains on student loan sales, as the Company essentially exited the student loan origination business in 2010. Bond trading income for the current quarter totaled $4.6 million, down $983 thousand from the same period last year on lower securities sales to correspondent banks and other commercial customers. Other non-interest income included write downs totaling $874 thousand on various banking properties currently held for sale.

Investment Securities Gains and Losses
Net securities gains amounted to $4.9 million in the 4th quarter of 2011, compared to net gains of $2.6 million in the previous quarter and net gains of $1.2 million in the same quarter last year. The current quarter included a pre-tax gain of $5.7 million related to both sales and fair value adjustments of the Company's private equity investments. Minority interest expense related to these gains totaled $1.2 million and is included in non-controlling interest expense.

Also during the current quarter, the Company recorded additional
 
credit-related impairment losses of $782 thousand on certain non-agency guaranteed mortgage-backed securities identified as other-than-temporarily impaired, compared to losses of $831 thousand in the previous quarter and $891 thousand in the same quarter last year. The cumulative credit-related impairment reserve on these bonds totaled $9.9 million at quarter end. At December 31, 2011, the par value of non-agency guaranteed mortgage-backed securities identified as other-than-temporarily impaired totaled $143.3 million, compared to $184.3 million at December 31, 2010.

Non-Interest Expense
Non-interest expense for the current quarter amounted to $156.0 million, a decrease of $8.0 million, or 4.9%, from the same quarter last year and an increase of $2.3 million compared to the previous quarter. During the current quarter, the Company reached a class-wide settlement on a debit overdraft lawsuit. The settlement provides for a payment of $18.3 million and is subject to court approval. Accordingly, the Company accrued an additional $7.4 million this quarter related to the litigation. Additionally, the Company's VISA indemnification obligation was reduced by $3.1 million as a result of certain funding actions taken by VISA, bringing the balance of the Company's estimated obligation to zero.

Compared to the 4th quarter of last year, salaries and benefits expense increased $1.4 million, or 1.7%, mainly due to higher incentive compensation of $1.5 million, but offset by a decline in medical insurance costs of $1.1 million. Benefits costs this quarter also included a special $1.5 million contribution to the Company's 401(k) plan, which was based on the Company's performance this year. Full time equivalent employees totaled 4,745 and 4,979 at December 31, 2011 and 2010, respectively. Also, equipment and supplies and communication costs declined $865 thousand on a combined basis, while FDIC insurance expense declined $2.1 million as a result of new assessment rules which became effective in the 2nd quarter of 2011. Expense related to foreclosed property declined $2.2 million, mainly due to lower losses on fair value adjustments in 2011. Also, an early pay-off penalty of $11.8 million, incurred in the 4th quarter of 2010 upon the redemption of certain Federal Home Loan Bank borrowings, was not recurring in 2011.

Income Taxes
The effective tax rate for the Company was 32.4% in the current quarter, compared with 32.7% in the previous quarter and 28.3% in the 4th quarter of 2010.

Credit Quality
Net loan charge-offs in the 4th quarter of 2011 amounted to $15.6 million, compared with $14.9 million in the prior quarter and $21.6 million in the 4th quarter of last year. The $754 thousand increase in net loan charge-offs in the 4th quarter of 2011 compared to the previous quarter was mainly the result of higher net loan charge-offs on construction and home equity loans of $2.2 million, but was partly offset by lower consumer and business real estate net loan charge-offs. The ratio of annualized net loan charge-offs to total average loans was .68% in the current quarter compared to .65% in the previous quarter.

For the 4th quarter of 2011, annualized net loan charge-offs on average consumer credit card loans amounted to 3.78%, compared with 3.83% in the previous quarter and 4.97% in the same period last year. Consumer loan net charge-offs for the quarter amounted to .96% of average consumer loans, compared to 1.16% in the previous quarter and 1.76% in the same quarter last year. The


8

COMMERCE BANCSHARES, INC.
Management Discussion of Fourth Quarter Results
December 31, 2011


provision for loan losses for the current quarter totaled $12.1 million, an increase of $748 thousand over the previous quarter and $9.5 million lower than in the same period last year. The current quarter provision for loan losses was $3.5 million less than net loan charge-offs for the current quarter, thereby reducing the allowance for loan losses to $184.5 million. At December 31, 2011 this allowance was 2.01% of total loans, excluding loans held for sale, and was 244% of total non-accrual loans.

At December 31, 2011, total non-performing assets amounted to $93.8 million, a decrease of $5.9 million from the previous quarter. Non-performing assets are comprised of non-accrual loans ($75.5 million) and foreclosed real estate ($18.3 million). At December 31, 2011, the balance of non-accrual loans, which represented .8% of loans outstanding, included construction and land loans of $22.8 million, business loans of $25.7 million and business real estate















































 
loans of $19.4 million. Loans more than 90 days past due and still accruing interest totaled $15.0 million at December 31, 2011.

Other
The Company's purchases of treasury stock during the current quarter were not significant and related mainly to employee stock option activity.

Forward Looking Information
This information contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include future financial and operating results, expectations, intentions and other statements that are not historical facts. Such statements are based on current beliefs and expectations of the Company's management and are subject to significant risks and uncertainties. Actual results may differ materially from those set forth in the forward-looking statements.




9