Form 6-K BANK OF MONTREAL /CAN/ For: Aug 25

 

 

FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

 

For the month of: August, 2015		Commission File Number: 001-13354

BANK OF MONTREAL

(Name of Registrant)

 

100 King Street West 1 First Canadian Place Toronto, Ontario Canada, M5X 1A1		129 rue Saint-Jacques Montreal, Quebec Canada, H2Y 1L6
(Executive Offices)		(Head Office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F  ¨            Form 40-F  þ

 

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ¨

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.  Yes  ¨  No  þ

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-                    .

 

 

INCORPORATION BY REFERENCE

The information contained in this Form 6-K and any exhibits hereto shall be deemed filed with the Securities and Exchange Commission (“SEC”) solely for purposes of incorporation by reference into and as part of the following registration statements of the registrant on file with and declared effective by the SEC:

 

1.

Registration Statement – Form F-3 – File No. 333-196387

 

2.

Registration Statement – Form F-3 – File No. 33-96354

 

3.

Registration Statement – Form F-3 – File No. 333-189814

 

4.

Registration Statement – Form S-8 – File No. 333-191591

 

5.

Registration Statement – Form S-8 – File No. 333-182644

 

6.

Registration Statement – Form S-8 – File No. 333-180968

 

7.

Registration Statement – Form S-8 – File No. 333-177579

 

8.

Registration Statement – Form S-8 – File No. 333-177568

 

9.

Registration Statement – Form S-8 – File No. 333-176479

 

10.

Registration Statement – Form S-8 – File No. 333-175413

 

11.

Registration Statement – Form S-8 – File No. 333-175412

 

12.

Registration Statement – Form S-8 – File No. 333-113096

 

13.

Registration Statement – Form S-8 – File No. 333-14260

 

14.

Registration Statement – Form S-8 – File No. 33-92112

 

 

 

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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.

 

				BANK OF MONTREAL
				By:		/s/ Thomas E. Flynn
				Name:		Thomas E. Flynn
				Title:		Chief Financial Officer
				By:		/s/ Barbara M. Muir
				Name:		Barbara M. Muir
				Title:		Corporate Secretary
Date: August 25, 2015

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EXHIBIT INDEX

 

Exhibit		Description of Exhibit
99.1		Consolidated Ratios of Earning to Fixed Charges and Preferred Dividends
99.2		Computation of Consolidated Ratios of Earnings to Fixed Charges
99.3		Consolidated Capitalization of Bank of Montreal

Exhibit 99.1

CONSOLIDATED RATIOS OF EARNINGS TO FIXED CHARGES AND PREFERRED DIVIDENDS

The tables below set forth Bank of Montreal’s consolidated ratios of earnings to fixed charges, calculated in accordance with IFRS, for the nine months ended July 31, 2015, and years ended October 31, 2014 and 2013:

 

		Year Ended October 31								Nine Months Ended       July 31, 2015
		2013(1)				2014
Excluding Interest on Deposits			3.44				3.68				3.52
Including Interest on Deposits			2.05				2.07				2.06

(1)  The earnings to fixed charges ratios have been restated to reflect the impact of the adoption of accounting standards as described on pages 130 to 131 of our 2014 Annual Report.

 

The tables below set forth Bank of Montreal’s consolidated ratios of earnings to fixed charges and preferred dividends, calculated in accordance with IFRS, for the nine months ended July 31, 2015, and years ended October 31, 2014 and 2013:

 

 

		Year Ended October 31								Nine Months Ended       July 31, 2015
		2013(1)				2014
Excluding Interest on Deposits			3.21				3.42				3.29
Including Interest on Deposits			1.99				2.01				2.00

 

(1) The earnings to fixed charges ratios have been restated to reflect the impact of the adoption of accounting standards as described on pages 130 to 131 of our 2014 Annual Report.

Exhibit 99.2

Bank of Montreal

COMPUTATION OF CONSOLIDATED RATIO OF EARNINGS TO FIXED CHARGES

				IFRS																														Canadian   GAAP
(in millions of Canadian dollars, except for ratios)				Nine Months Ended						Year Ended October 31
				July 31, 2015						2014						2013 (5)						2012 (5)						2011 (5)						2010 (6)
EXCLUDING INTEREST ON DEPOSITS
Fixed Charges
Interest expensed and capitalized (excluding deposits) (1)					$1,353						$1,743						$1,881						$2,183						$2,376						$894
Estimated interest within rental expense					95						116						130						139						124						113
Preferred dividend requirement (2)					21						54						54						54						54						-
Total Fixed Charges					$1,469						$1,913						$2,065						$2,376						$2,554						$1,007
Preferred Dividends Requirement (Parent Entity) (3)					$105						$145						$152						$166						$185						$168
Total Fixed Charges and Preferred Dividends					$1,574						$2,058						$2,217						$2,542						$2,739						$1,175
Earnings
Income from continuing operations before income taxes (4)					$3,845						$5,236						$5,250						$5,030						$3,922						$3,567
Adjusted for: Earnings and distributions related to equity investees					(117)						(55)						(155)						(148)						(102)						14
Fixed Charges (excluding preferred dividend requirement)					1,448						1,859						2,011						2,322						2,500						1,007
Earnings					$5,176						$7,040						$7,106						$7,204						$6,320						$4,588
Ratio of Earnings to Fixed Charges, excluding interest on deposits					3.52						3.68						3.44						3.03						2.47						4.56
Ratio of Earnings to Fixed Charges and Preferred Dividends, excluding interest on deposits					3.29						3.42						3.21						2.83						2.31						3.90
INCLUDING INTEREST ON DEPOSITS
Fixed Charges
Interest expensed and capitalized (including deposits) (1)					$3,393						$4,608						$4,608						$4,854						$5,069						$3,256
Estimated interest within rental expense					95						116						130						139						124						113
Preferred dividend requirement (2)					21						54						54						54						54						-
Total Fixed Charges					$3,509						$4,778						$4,792						$5,047						$5,247						$3,369
Preferred Dividends Requirement (Parent Entity) (3)					$105						$145						$152						$166						$185						$168
Total Fixed Charges and Preferred Dividends					$3,614						$4,923						$4,944						$5,213						$5,432						$3,537
Earnings
Income from continuing operations before income taxes (4)					$3,845						$5,236						$5,250						$5,030						$3,922						$3,567
Adjusted for: Earnings and distributions related to equity investees					(117)						(55)						(155)						(148)						(102)						14
Fixed Charges (excluding preferred dividend requirement)					3,488						4,724						4,738						4,993						5,193						3,369
Earnings					$7,216						$9,905						$9,833						$9,875						$9,013						$6,950
Ratio of Earnings to Fixed Charges, including interest on deposits					2.06						2.07						2.05						1.96						1.72						2.06
Ratio of Earnings to Fixed Charges and Preferred Dividends, including interest on deposits					2.00						2.01						1.99						1.89						1.66						1.96

 

(1)	Includes amortization of debt issuance costs.

 

(2)	Represents pre-tax earnings required to pay preferred dividends declared by consolidated subsidiaries.

 

(3)	Represents pre-tax earnings required to pay preferred dividends declared by the parent entity.

 

(4)	Adjusted for capitalized interest.

 

(5)	Comparative figures have been restated to reflect the impact of the adoption of accounting standards as described on pages 130 to 131 of our 2014 Annual Report.

 

(6)	Comparative figures are presented in accordance with Canadian GAAP, as described on pages 119 to 180 of our 2011 Annual Report.

Exhibit 99.3

CONSOLIDATED CAPITALIZATION OF BANK OF MONTREAL

  The following table sets forth the consolidated capitalization of the Bank at July 31, 2015.

 

				As at July 31, 2015
				(in millions of Canadian      dollars)
		Subordinated Debt			4,433
		Total Equity
		Preferred Shares(1)			2,640
		Common Shares			12,296
		Contributed Surplus			302
		Retained Earnings			18,281
		Accumulated Other Comprehensive Income			4,681
		Total Shareholders’ Equity			38,200
		Non-controlling Interest in Subsidiaries			484
		Total Equity			38,684
		Total Capitalization			43,117

Notes:

 

(1)

Preferred Shares classified under Shareholders’ Equity consist of Class B Preferred Shares Series 14, 15, 16, 17, 25, 27, 29, 31, 33 and 35. For more information on the classification of Preferred Shares, please refer to Note 11 of the unaudited interim consolidated financial statements of Bank of Montreal for the quarter ended July 31, 2015.

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