Comerica Rtgs Affd/Imperial Bancorp Upgr Following Purchase By Comerica.

Business Editors

NEW YORK--(BUSINESS WIRE)--Jan. 30, 2001

Fitch, the international rating agency, affirms its ratings on Comerica. Inc. (CMA) (long- term senior 'A+') following its acquisition of Imperial Bancorp (IMP).

IMP's ratings are upgraded to those of CMA and are removed from Rating Watch Positive. See below for complete ratings list.

The transaction, which was valued at $1.3 billion, was financed through an exchange of stock under and accounted for as a pooling of interests. The merger is a good strategic fit, combining two banking franchises with largely a commercial orientation. While both CMA and IMP have not participated in the recent consolidation wave, they have each independently pursued similar strategies of concentrating in commercial lending across various product and geographic sectors.

In this regard, IMP's niche businesses, including title and escrow, entertainment, and emerging growth and venture-backed companies, complement CMA's strength in core middle market lending. CMA, which has a well-earned credit culture reputation, should provide discipline for IMP's lending process which at times, resulted in variability in asset quality performance.

While we believe IMP's loan portfolios are of generally higher risk than those of CMA's, on a consolidated basis, we consider such additional risk minimal and are comforted by CMA's credit origination and administration process. However, the success of this acquisition will rely heavily on CMA's ability to integrate its credit culture into IMP while preserving and building its business volume.

Following an estimated $145 million restructuring charge, some administrative and operational cost synergies exist as the two California banks are combined. While no additional revenue growth is forecast, IMP holds warrants in a large number of emerging growth and venture capital-backed businesses, which may provide some revenue potential in future periods. Still, the strongest attribute of IMP, remains its superior funding profile, rooted in a rich, low cost deposit base.

CMA, which has relied heavily on wholesale funding sources in recent years to fund loan growth, will benefit materially from access to these deposits. Given the more balanced nature of CMA's resultant funding base, we view its short-term ratings positively.

Ratings Affirmed:

Comerica Inc.:

-- Individual rating 'B';

-- Senior short-term 'F1';

-- Senior long-term 'A+';

-- Support '5'.

Comerica Bank (Michigan):

-- Individual rating 'B';

-- Senior long-term 'A+';

-- Senior short-term 'F1';

-- Uninsured deposits long-term 'AA-';

-- Uninsured deposits short-term 'F1';

-- Support '4'.

Comerica Bank California:

-- Individual rating 'B';

-- Senior long-term 'A+';

-- Senior short-term 'F1';

-- Uninsured deposits long-term 'AA-';

-- Uninsured deposits short-term 'F1';

-- Support '4'.

Comerica Bank Texas:

-- Individual rating 'B';

-- Senior long-term 'A+';

-- Senior short-term 'F1';

-- Uninsured deposits long-term 'AA-';

-- Uninsured deposits short-term 'F1';

-- Support '4'.

Ratings Upgraded and Removed from Rating Watch Positive:

Imperial Bank:

-- Individual rating to 'B' from 'B/C';

-- Senior long-term to 'A+' from 'BBB-';

-- Senior short-term to 'F1' from 'F2';

-- Uninsured deposits long-term to AA- from 'BBB';

-- Uninsured deposits short-term to 'F1' from 'F2';

-- Subordinated debt to 'A' from 'BB+';

-- Support to '4' from '5'.

Imperial Capital Trust 1:

-- Preferred stock to 'A' from 'BB+'

Ratings Upgraded, Removed from Rating Watch Positive and Withdrawn:

Imperial Bancorp:

-- Individual rating to 'B' from 'B/C';

-- Senior long-term to 'A+' from 'BBB-';

-- Support '5'.