01—Abstract
Summary
Summary of the 10-K/A filed December 22, 1999. Cited figures are marked; the original filing is the authoritative source.
This filing is Amendment No. 2 to PNC's 1998 Form 10-K, and it contains no consolidated financial statements for PNC Bank Corp. Its substance is the audited financial statements of the PNC Retirement Savings Plan, an employee 401(k) plan, for the fiscal year ended June 30, 1999.
Ernst & Young issued an unqualified opinion on the plan statements dated November 24, 1999. The Corporation's own consolidated results are incorporated by reference from the 1998 Annual Report (Exhibit 13) and the 1998 Form 10-K, so the excerpt does not show PNC's 1998 or 1999 income, balance sheet, or capital position. The plan's net assets available for benefits rose to $34.1 milliona at June 30, 1999, from $25.3 million a year earlier.
Growth came from investment appreciation, employee and employer contributions, and rollovers, partly offset by $3.2 millionb in benefit payments. PNC Bank Corp. common stock was the plan's largest single holding, at $14.9 million (258,596 shares) at fair value. Most of the employer matching contribution is made in PNC stock, so plan participants carry concentrated exposure to the company's share price.
The filing also discloses plan changes that take effect after the period. The plan moves to a calendar year-end on July 1, 1999. Effective January 1, 2000, employer matching contributions will be made each pay period rather than annually, and the employer basic contribution falls from 2%c to 1.5% of base compensation.
The 8-K list in the filing also shows a $250 milliond offering of 6 1/8% subordinated notes due 2009 in February 1999. For investors, the main value of this document is the disclosure about employee benefit plan structure and PNC stock exposure rather than corporate performance.
02—Key points
Key Highlights
- Filing is a 10-K/A (Amendment No. 2) that adds audited financial statements of the PNC Retirement Savings Plan and the Retirement Plan. It does not contain PNC's consolidated financial statements, which are incorporated by reference from the 1998 Annual Report.
- Retirement Savings Plan net assets available for benefits grew to $34,111,065 at June 30, 1999, up from $25,330,993 at June 30, 1998, an increase of roughly 35%.
- PNC Bank Corp. common stock held by the plan was valued at $14,901,614 (258,596 shares) at June 30, 1999, and represented the largest single investment, with employer matching contributions largely made in PNC stock.
- The plan's Master Trust, which includes the plan and the Incentive Savings Plan, had net assets of about $438.3 million at June 30, 1999. The plan held roughly 3% of that trust.
- Ernst & Young LLP issued an unqualified (clean) opinion on the plan financial statements, dated November 24, 1999.
- The plan changes its fiscal year-end to December 31 effective July 1, 1999. Effective January 1, 2000, employer matching becomes per-pay-period and the basic contribution falls from 2% to 1.5% of base pay.
- Recent 8-K filings listed include a February 1999 public offering of $250 million of 6 1/8% subordinated notes due 2009, which is the only capital-markets transaction disclosed in this excerpt.
03—Questions
Frequently Asked Questions
Does this filing show PNC's consolidated financial results for 1998 or 1999?
No. The consolidated income statement, balance sheet, and cash flow statements are incorporated by reference from the 1998 Annual Report (Exhibit 13), which was filed with the 1998 Form 10-K. This amendment contains only the employee benefit plan financial statements and related exhibits.
How large is the employee retirement plan, and how much of it is invested in PNC stock?
At June 30, 1999, the PNC Retirement Savings Plan had net assets available for benefits of $34.1 million. PNC Bank Corp. common stock accounted for $14.9 million of that, or about 44%.
What changes to the employee plan take effect in 2000?
Starting January 1, 2000, employer matching contributions will be made with each pay period instead of annually, and the employer basic contribution will drop from 2% to 1.5% of a participant's base compensation. The plan also switches to a calendar fiscal year starting July 1, 1999.
Did the auditors raise any concerns about the plan's financial statements?
No. Ernst & Young LLP issued an unqualified opinion, stating that the plan's financial statements fairly present, in all material respects, its net assets and changes in net assets in conformity with generally accepted accounting principles. The opinion is dated November 24, 1999.
04—Continue