8-KOther Events

PNC FINANCIAL SERVICES GROUP, INC. 8-K Report (Aug 21, 2003)

Filed August 21, 2003For Securities:PNC

Summary

PNC Financial Services Group, Inc. (PNC) announced on August 21, 2003, a significant strategic move to acquire United National Bancorp. This acquisition, structured as a merger with a PNC subsidiary, is expected to enhance PNC's market presence. The transaction values United National Bancorp at approximately $33.89 per share, based on PNC's closing stock price of $48.53 on August 20, 2003. Shareholders of United National Bancorp will have the flexibility to choose between receiving shares of PNC common stock or cash, with the total merger consideration consisting of approximately 6.5 million PNC shares and $320 million in cash. The final per-share consideration will be adjusted to ensure equitable value regardless of the chosen form of payment, dependent on PNC's stock trading price closer to the merger's completion. United National Bancorp stock options will be cashed out prior to the merger.

Key Highlights

  • 1PNC Financial Services Group to acquire United National Bancorp.
  • 2The acquisition is structured as a merger with a wholly owned PNC subsidiary.
  • 3United National Bancorp is valued at approximately $33.89 per share.
  • 4PNC's closing stock price on August 20, 2003, was $48.53 per share.
  • 5United National Bancorp shareholders can elect to receive PNC stock or cash.
  • 6The total merger consideration includes approximately 6.5 million PNC shares and $320 million in cash.
  • 7The per-share consideration will be adjusted based on PNC's stock price prior to merger completion.

Frequently Asked Questions

This 8-K filing announces a significant corporate action: The PNC Financial Services Group, Inc. has entered into an Agreement and Plan of Merger to acquire United National Bancorp.

United National Bancorp shareholders will receive a combination of approximately 6.5 million shares of PNC common stock and $320 million in cash. They have the option to elect between receiving stock or cash, though subject to proration and adjustments based on PNC's stock price.

The transaction values each share of United National Bancorp common stock at approximately $33.89, derived from PNC's closing stock price of $48.53 per share on August 20, 2003.

United National Bancorp stock options will be cashed out prior to the completion of the merger, provided they are not exercised beforehand.