EX-99.1 2 ex99104262016.htm EXHIBIT 99.1 ex99104262016
Comerica Incorporated Annual Meeting of Shareholders April 26, 2016Comerica Bank TowerDallas, TX Safe Harbor Statement Any statements in this presentation that are not historical facts are forward-looking statements as defined in the Private Securities LitigationReform Act of 1995. Words such as “anticipates,” “believes,” “contemplates,” “feels,” “expects,” “estimates,” “seeks,” “strives,” “plans,” “intends,”“outlook,” “forecast,” “position,” “target,” “mission,” “assume,” “achievable,” “potential,” “strategy,” “goal,” “aspiration,” “opportunity,” “initiative,”“outcome,” “continue,” “remain,” “maintain,” “on course,” “trend,” “objective,” “looks forward,” “projects,” “models” and variations of such words andsimilar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “can,” “may” or similar expressions, as theyrelate to Comerica or its management, are intended to identify forward-looking statements. These forward-looking statements are predicated onthe beliefs and assumptions of Comerica's management based on information known to Comerica's management as of the date of thispresentation and do not purport to speak as of any other date. Forward-looking statements may include descriptions of plans and objectives ofComerica's management for future or past operations, products or services, and forecasts of Comerica's revenue, earnings or other measures ofeconomic performance, including statements of profitability, business segments and subsidiaries, estimates of credit trends and global stability.Such statements reflect the view of Comerica's management as of this date with respect to future events and are subject to risks anduncertainties. Should one or more of these risks materialize or should underlying beliefs or assumptions prove incorrect, Comerica's actual resultscould differ materially from those discussed. Factors that could cause or contribute to such differences are changes in general economic, politicalor industry conditions; changes in monetary and fiscal policies, including changes in interest rates; changes in regulation or oversight; Comerica'sability to maintain adequate sources of funding and liquidity; the effects of more stringent capital or liquidity requirements; declines or otherchanges in the businesses or industries of Comerica's customers, in particular the energy industry; unfavorable developments concerning creditquality; operational difficulties, failure of technology infrastructure or information security incidents; reliance on other companies to provide certainkey components of business infrastructure; factors impacting noninterest expenses which are beyond Comerica's control; changes in the financialmarkets, including fluctuations in interest rates and their impact on deposit pricing; reductions in Comerica's credit rating; the interdependence offinancial service companies; the implementation of Comerica's strategies and business initiatives; damage to Comerica's reputation; Comerica'sability to utilize technology to efficiently and effectively develop, market and deliver new products and services; competitive product and pricingpressures among financial institutions within Comerica's markets; changes in customer behavior; any future strategic acquisitions or divestitures;management's ability to maintain and expand customer relationships; management's ability to retain key officers and employees; the impact oflegal and regulatory proceedings or determinations; the effectiveness of methods of reducing risk exposures; the effects of terrorist activities andother hostilities; the effects of catastrophic events including, but not limited to, hurricanes, tornadoes, earthquakes, fires, droughts and floods;changes in accounting standards and the critical nature of Comerica's accounting policies. Comerica cautions that the foregoing list of factors isnot exclusive. For discussion of factors that may cause actual results to differ from expectations, please refer to our filings with the Securities andExchange Commission. In particular, please refer to “Item 1A. Risk Factors” beginning on page 12 of Comerica's Annual Report on Form 10-K forthe year ended December 31, 2015. Forward-looking statements speak only as of the date they are made. Comerica does not undertake toupdate forward-looking statements to reflect facts, circumstances, assumptions or events that occur after the date the forward-looking statementsare made. For any forward-looking statements made in this presentation or in any documents, Comerica claims the protection of the safe harborfor forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. 2


 
3 Comerica: A Brief Overview 12/31/15 ● 1Consists of Other Markets ($7.3B) & Finance/ Other ($0.4B). Comerica Strengths Strong capital position,Prudent credit underwriting CONSERVATIVE Complemented by Retail Bank and Wealth Management PRIMARILY A BUSINESS BANK Strong presence in Texas, California, & Michigan ATTRACTIVE FOOTPRINT Products & services of a large bank with the culture of a community bank NIMBLE SIZE$72B IN ASSETS Founded 166 years ago LONG HISTORY Trusted Advisor approach RELATIONSHIP BANKING STRATEGY Loans by Geography($ in billons; 2015 average) California$16.6 34% Other Markets$7.6 16%Michigan$13.2 27% Texas$11.2 23% Michigan$21.9 38% Deposits by Geography($ in billions; 2015 average) California$17.8 30% Texas$10.919% Other1$7.713% Total $48.6 Total $58.3 4 REDUCINGEXPENSES Focus on reducing costs while leveraging technology BUILDING RELATIONSHIPS MAINTAINING ASSET QUALITY TALENT MANAGEMENT INVOLVEMENT Grow loans, deposits & fee income Attract, retain and motivate our most valuable asset Strong, conservative credit culture Strong commitment to community, diversity & sustainability CAPITALMANAGEMENT MAXIMIZING GROWTH Positioned in faster growing markets & industries Provide a satisfactory return for our shareholders Strategy to Enhance Shareholder Value


 
2015 Financial Accomplishments 12/31/15 ● 1Through dividends and equity repurchase program. ● 2See slide 23 for a reconciliation of non-GAAP financial measures. Focus on Relationships Shareholder Returns Controlling What We Can Control Growing Net Interest Income • $2B, or 4%, increase in average loans to $48.6B• $3B, or 6%, increase in average deposits to $58.3B • $34MM, or 2%, increase in net interest income, primarily the result of solid loan growth • Noninterest expenses well controlled even with higher technology, regulatory & pension expenses• Strong credit quality with net charge-offs of 0.21% • 75% of net income, or $389MM, returned to shareholders1• 4% increase in tangible book value per share to $39.332• Capital position continued to be solid 5 6 12/31/15 ● Peer Average Source: SNL Financial. ● 1See slide 23 for a reconciliation of non-GAAP financial measures. 2015 Relative Performance Snapshot 9.70% 8.58% CMA Peer Average Strong CapitalTangible Common Equity Ratio1(FY 2015) 3.0% 5.6% CMA Peer Average Expense ManagementSalaries & Employee Benefits(Growth: 2015 vs. 2014) 2.6% 2.9% CMA Peer Average Highly ProductiveTotal Noninterest Expenses / Average Assets(FY 2015) 51.5% 34.6% CMA Peer Average Strong Deposit Base% of Noninterest-bearing Deposits(FY 2015) 6.0% 4.6% CMA Peer Average Superior Asset GrowthFive-year Asset Growth(CAGR: 2015 vs. 2011)


 
7 Long-Tenured, Experienced Management TeamAverage of 18 years at CMA & 32 years in industry Pete GuilfoileChief Credit Officer33 years in industry33 years at CMA Megan BurkhartChief HR Officer19 years in industry19 years at CMA Dave DupreyGeneral Auditor34 years in industry10 years at CMA Mike MichalakChief Risk Officer31 years in industry28 years at CMA John BuchananEVP Legal23 years in industryJoined CMA in Aug. 2015 Curt FarmerPresident31 years in industry8 years at CMA Karen ParkhillChief Financial Officer29 years in industry5 years at CMA Pat FaubionEVP Business Bank 39 years in industry32 years at CMA Paul ObermeyerChief Information Officer34 years in industry24 years at CMA Ralph W. Babb Jr.Chief Executive Officer45 years in industry21 years at CMA  Diverse Board with broad expertise, experience & qualifications  8 out of 9 independent directors  All directors are elected annually Majority voting for directors  Key committees are 100% independent directors  Annual self-evaluation by the Board and its committees  Board-elected Lead Facilitating Director conducts executive sessions with independent directors (without management present) Directors may not serve on more than 3 public company boards in addition to Comerica Board No shareholder rights plan 8 Shareholder Friendly Corporate Governance Structure


 
9 Compensation Structure and Pay for Performance Our executive compensation programs are structured to retain and motivate our senior officers, align pay with performance and not incent excessive risk  The programs are also designed to be transparent and easily understood by both shareholders and participants Over the last several years, we have further refined our incentive programs to better align with regulatory expectations and incorporate shareholder feedback  For 2015, our compensation plans reflected shareholder experience and the challenging business environment• No annual merit increases were made to key senior leaders• The annual cash incentive plan funded below target and lower than prior years• The long-term cash incentive plan did not fund 10 Strong, Diverse & Independent Board of Directors Governance, Financial & Leadership backgrounds Ralph W. Babb, Jr.• Chairman and CEO• 45 years in industry, 21 years at Comerica• Prior roles at Mercantile Bancorporation Inc. and Peat Marwick Mitchell & Co. • Industry, Operational and Leadership Expertise Richard G. Lindner (Lead Facilitating Director)• Former SEVP and CFO of AT&T, Inc. • Former CFO of Cingular Wireless LLC• Former Director, Sabre Holdings• Finance, Accounting, Leadership and Operational Expertise Roger A. Cregg• President and CEO of AV Homes, Inc.• Former CFO of The Service Master Company• Former EVP at PulteGroup, Inc.• Former director of Federal Reserve Bank of Chicago, Detroit Branch• Finance and Operational Expertise Nina G. Vaca• Chairman and CEO of Pinnacle Technical Resources, Inc. • Director, Kohl’s Corporation• Director, Cinemark Holdings, Inc.• IT, HR, Vendor Management, Operational and Leadership Expertise Robert S. Taubman• Chairman of Taubman Centers, Inc. & The Taubman Company • Director, Sotheby’s Holdings, Inc• Real Estate, Operational, Leadership and Geographic Expertise Reginald M. Turner, Jr. • Attorney with Clark Hill PLC• Director, Masco Corporation• Legal, Risk Management and Community Affairs Expertise Jacqueline P. Kane• Former EVP, HR and Corporate Affairs at The Clorox Company• Former VP, HR, at The Hewlett-Packard Co.• 22 years in HR roles in financial services industry• HR, Compensation and Finance Expertise T. Kevin DeNicola• Former CFO of KIOR, Inc• Former CFO of KBR, Inc.• Former CFO of Equistar Chemical, a subsidiaryof Lyondell• Finance, Accounting and Operational Expertise Alfred A. Piergallini• Consultant, Desert Trail Consulting• Former Chairman, Wisconsin Cheese Group, Inc.• Former Chairman, President & CEO of Novartis Consumer Health Worldwide• Marketing, Sales, Branding and Leadership Expertise


 
63 74 76 78 78 82 86 87 91 92 92 95 HBA N STI FITB KEY R F BBT FHN MTB CFR ZIO N BOK F CMA Commercial Banking Strategy• Leverage business experience & expertise• Provide customized lending solutions• Cross-sell high quality Treasury Management products & services Commercial Banking Benefits• Loyal customer relationships• Customized lending solutions• Multiple fee generating products• Strong deposit base• Superior credit metrics through cycle relative to peers 11 Significant Benefits of Commercial Banking Focus11th largest C&I portfolio1 and highest concentration of C&I loans2 12/31/15 ● 1Source: American Banker, 12/22/15. ● 2Source: SNL Financial. ● 3Total loans less consumer loans. Highest % of Business Loans2,3(At 12/31/15) 0.7 0.9 1.8 1.9 3.1 3.4 3.9 4.3 4.4 4.9 6.0 13.3 EntertainmentEnvironmental Services Mortgage BankerRetail Banking Tech. & Life SciencesEnergy Small BusinessCorporate Banking Commercial Real EstatePrivate Banking National DealerGeneral Middle Market 12 Footprint Balances Loan Portfolio, Reducing Risk 12/31/15 Diverse Total CMA Loan Portfolio($ in billions; 2015 Average) Total Loans$48.6Total Middle Market $27.4 Texas Loan Portfolio($ in billions; 2015 average) California Loan Portfolio($ in billions; 2015 average) Michigan Loan Portfolio($ in billions; 2015 average) General Middle Market 22% Energy31% Small Business 14% Total$11.2 General Middle Market25% National Dealer22% Tech. & Life Sciences13% Total$16.6 General Middle Market50% Small Business11% Private Banking12% Total$13.2


 
13 Highly Integrated, Cost Effective Platform TexasEstablished: 1988Business friendly state Weathered many cycles CaliforniaEstablished: 1991Largest state economyDeep industry expertise MichiganEstablished: 1849Market leaderStrong retail deposit base Comerica Bank is One Bank One Charter One Credit Policy One Deposit System One Treasury Management Platform One Funds Management System One General Ledger One Loan System One Primary Regulator One Management Team One Central Funding Source One Payroll System One A/P System One Branch Platform Operating one platform across diverse geographies provides significant operating synergies for Comerica One Asset Liability Committee One Enterprise Risk Committee One FX System Comerica Bank & Trust, National Association, is Comerica's trust services bank chartered by the OCC. Florida7 Michigan 214 Texas133 Arizona19 California103 14 Banking Centers Well-PositionedNot over-built, Focused on outbound marketing Business Model Requires Fewer BranchesTotal Deposits per Banking Center1($ in millions) Banking Centers by Location2 Total 476 60 70 71 74 82 107 108 112 113 125 139 RF BBT HBA N KEY FITB ST I FHN ZIO N MTB CMA BOK F 493 489 482 480 476 2011 2012 2013 2014 2015 Carefully Pruning Branch Network2 12/31/15 ● 1Source: SNL Financial at 4Q15. Excludes CFR as data was not available.● 2Count of total U.S. CMA banking centers.


 
1811,771 1,757 1,722 1,626 1,842 73 69 69 64 67 2011 2012 2013 2014 2015 Impact of accounting changeEfficiency Ratio % Noninterest Expenses($ in millions) 1 15 Carefully Managing Expenses While Facing Headwinds 12/31/15 ● 1$181MM impact of accounting presentation of a card program. ● 2For calculation methodology see the Company’sForm 10-K, as filed with the SEC. ● 3Efficiency ratio recalculated excluding impact of accounting presentation. See slide 23 for a reconciliation of non-GAAP financial measures. ● 4Source: SNL Financial. ● 5Number of employees – full time equivalent. 4 6 8 10 12 2011 2012 2013 2014 2015 Comerica Peer Average (Avg. Loans + Deposits) / Employee4,5($ in millions) 65 11,4 44 11,3 50 11,2 87 11,2 09 10,8 92 10,8 16 10,7 00 10,7 82 10,1 86 9,40 2 9,07 3 9,46 8 9,03 5 8,94 8 8,87 6 8,88 0 $6.0 $6 .8 $7.1 $7 .5 $7.4 $7 .8 $8.4 $8.5 $9 .2 $9.2 $8.8 $8.9 $ 10.3 $10 .7 $11 .4 $11 .8 200 0 200 1 200 2 200 3 200 4 200 5 200 6 200 7 200 8 200 9 201 0 201 1 201 2 201 3 201 4 201 5 Employees Avg. Loans + Deposits/Employee Driving Efficiency While Growing Loans & Deposits($ in millions)Efficiency Ratio % ex. impact of accounting change 2,32 55 16 Focus on Operating More Efficiently  Engaged Boston Consulting Group  Committed to completing review quickly, comprehensively and effectively  Expect to identify meaningful opportunities to operate more efficiently and lower expenses  Plan to provide more information around the opportunities identified by second quarter earnings call  Not waiting or relying on rising rates ~7,600 ~6,000 2010 2015 5,989 5,545 5,423 5,350 5,184 2011 2012 2013 2014 2015 Reducing Real Estate Sq Ft (Sq ft in thousands) -13% Vendor Optimization(Vendor Count) Challenges Launched Revenue / Expense Initiative Controlling What We Can Control  Extremely low rate environment  Slow growing economy  Host of increasing regulatory and technology demands  Energy cycle headwinds -21%


 
17 Credit Quality Consistently Better Than PeersRemains Well Below Historical Levels 12/31/15 ● 1Source: SNL Financial. ● 2Criticized loans are consistent with regulatory defined Special Mention, Substandard,Doubtful & Loss loan classifications. ● 3Net credit-related charge-offs. NPLs as a % of Total Loans(In basis points) 040 80120 160200 240 2007 2008 2009 2010 2011 2012 2013 2014 2015 Total CMAPeer Average Net Charge-offs as % of Total Loans(In basis points) 1 60 140 220 300 380 460 2007 2008 2009 2010 2011 2012 2013 2014 2015 Total CMAPeer Average 1 0 5 10 15 20 2007 2008 2009 2010 2011 2012 2013 2014 2015 NCO Ratio Criticized as a % ofTotal Loans Net Loan Charge-offs & Criticized2(In percentage points) Strong 1Q16 Performance Ex-Energy $ in millions Ex-Energy Total Total loans $46,280 $49,377% of total 94% 100% Criticized2 Ratio 4.5% 8.0%Nonaccrual Ratio 0.6% 1.4%Net charge-offs3 Ratio 0.15% 0.49% 18 Energy Business Line Strategy30+ Years experience 3/31/16 ● 1Source: U.S. Energy Information Administration. Average Loans($ in millions) Natural Gas 11% Oil40% Mixed18% Diverse Customer Base(Based on period-end outstandings) 1  Maintain granular portfolio: ~200 customers  Leverage deep expertise in sector  Focus on larger, middle market companies• Develop full relationships• Access to diverse financial sources• Sophisticated, use hedging strategies  Predominantly E&P companies  95% of loans have security Exploration & Production 70% Midstream16% Services14% Natural Gas 9% Oil42% Mixed19% 6,930 6,624 6,541 6,134 5,573 50% 48% 48% 49% 54% 1Q15 2Q15 3Q15 4Q15 1Q16 Utilization Rate Total Commitments($ in millions) 1,81 1 1,65 6 1,46 9 1,32 7 1,29 6 1,14 9 1,19 6 1,26 9 1,42 3 1,45 6 1,63 5 1,94 7 2,30 5 2,45 2 2,64 1 2,85 1 3,00 2 2,95 1 2,89 5 2,75 2 2,98 2 3,23 6 3,33 2 3,49 2 3,70 0 3,42 4 3,33 8 3,19 5 3,12 5 150 200 250 300 350 1Q0 9 2Q0 9 3Q0 9 4Q0 9 1Q1 0 2Q1 0 3Q1 0 4Q1 0 1Q1 1 2Q1 1 3Q1 1 4Q1 1 1Q1 2 2Q1 2 3Q1 2 4Q1 2 1Q1 3 2Q1 3 3Q1 3 4Q1 3 1Q1 4 2Q1 4 3Q1 4 4Q1 4 1Q1 5 2Q1 5 3Q1 5 4Q1 5 1Q1 6 U.S. OilProduction(MM bb/mo.)


 
Why is Comerica Asset Sensitive? 19 3/31/16 ● 1Estimated outlook as of 4/26/16 based on simulation modeling. This analysis incorporates a dynamic balance sheet assuming historical relationships for all other variables. ● 2As of 2/29/16. Interest Rate Sensitivity Update Additional Annual Net Interest Income1Estimated Increase From Movement in Fed Rates Deposit Beta ($ in millions) 0% 25% 50% 75% +25 bps ~$85 ~$70 ~$55 ~$40 +50 bps ~165 ~135 ~105 ~75 +100 bps ~325 ~270 ~215 ~155 ~$90MM expected benefit to FY16 from 12/15 rate rise, if deposit prices remain at current levels  Predominately floating rate loans • <2% have floors2  Fixed rate securities < 20% of earning assets  Relatively large non-maturity deposit base  Abnormally low interest rate environment Fixed Rate~15% Libor-Based~65%Prime-Based~20% Loan Portfolio ($ in billions, Period-end) Total $49.4B 20 Commitment to Community, Diversity & Sustainability


 
21 3/31/16 ● 1Estimated ● Outlook as of 4/26/16. Intensely Focused on Enhancing Shareholder Value GROWING REVENUE REDUCINGEXPENSES RISK MANAGEMENT MANAGING CAPITAL POSITIONED FOR RISING RATES • Positioned in faster growing markets and industries to drive loan growth• Focus on cross-sell to drive fee income • Undertaking deep-dive review of expenses• Continue making necessary investments • Strong Capital base; Basel III Common Equity Tier 1 Capital: 10.54%1• Continue share buyback • Strong credit culture leads to solid credit metrics• Weathered cycle well relative to peers • Fed’s 25 bps December rate increase expected to increase 2016 net interest income by ~$90MM


 
23 Supplemental Financial DataReconciliation of non-GAAP financial measures with financial measures defined by GAAP ($ in millions) 12/31/15 12/31/14Common shareholders’ equityLess: GoodwillLess: Other intangible assets $7,56063514 $7,40263515 Tangible common equity $6,911 $6,752 Total assetsLess: GoodwillLess: Other intangible assets $71,87763514 $69,18663515 Tangible assets $71,228 $68,536Common equity ratio 10.52% 10.70%Tangible common equity ratio 9.70 9.85 Common shareholders’ equity $7,560 $7,402Tangible common equity 6,911 6,752Shares of common stock outstanding (in millions) 176 179Common shareholders’ equity per share of common stock $43.03 $41.35Tangible common equity per share of common stock 39.33 37.72 The tangible common equity ratio removes preferred stock and the effect of intangible assets from capital and the effect of intangible assetsfrom total assets. Tangible common equity per share of common stock removes the effect of intangible assets from common shareholders equity per share of common stock. ● The Corporation believes tangible common equity measurements are meaningful measures of capitaladequacy used by investors, regulators, management and others to evaluate the adequacy of common equity and to compare against other companies in the industry. ● The efficiency ratio, as adjusted removes the impact of a change in accounting presentation. The Corporation believes this information will assist investors, regulators, management & others in comparing results to prior periods. 12/31/15 Noninterest expenses – GAAPLess: Impact of accounting presentation of a card program $1,831 181 Noninterest expenses – as adjusted $1,650Net interest income plus noninterest income – GAAP $2,728Plus: tax-equivalency 4Plus: Net securities losses 2Less: Impact of accounting presentation of a card program 181Net interest income plus noninterest income – as adjusted $2,553Efficiency ratio 67%Efficiency ratio – as adjusted 65%