Summary
PNC Financial Services Group, Inc. (PNC) filed an 8-K on July 27, 2011, to report the closing of its public offering of 1,000,000 depositary shares representing interests in its new Series O Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock. This offering provides PNC with additional capital and introduces a new class of preferred stock with specific dividend and liquidation rights. The Series O Preferred Stock ranks senior to common stock and equally with certain other existing preferred stock series, with dividend payments being non-cumulative. The Series O Preferred Stock features a fixed dividend rate of 6.75% per annum until August 1, 2021, after which it converts to a floating rate based on three-month LIBOR plus 3.678%. The stock has a liquidation preference of $100,000 per share ($1,000 per depositary share) and can be redeemed by PNC under specific conditions, including on or after August 1, 2021, or following a regulatory capital treatment event. This issuance is a strategic move to bolster the company's capital structure.
Key Highlights
- 1PNC closed a public offering of 1,000,000 depositary shares, each representing a 1/100th interest in Series O Preferred Stock.
- 2The Series O Preferred Stock is a new class of perpetual preferred stock with fixed-to-floating rate dividends.
- 3Dividends on Series O Preferred Stock are non-cumulative.
- 4The fixed dividend rate is 6.75% per annum until August 1, 2021; thereafter, it becomes a floating rate tied to LIBOR + 3.678%.
- 5The Series O Preferred Stock has a liquidation preference of $100,000 per share ($1,000 per depositary share).
- 6PNC has the option to redeem the Series O Preferred Stock on or after August 1, 2021, or upon a regulatory capital treatment event.
- 7The Series O Preferred Stock ranks senior to common stock and on parity with certain other series of preferred stock.