8-KOther Events

PNC FINANCIAL SERVICES GROUP, INC. 8-K Report, Corporate Update (Nov 29, 2011)

Filed November 29, 2011For Securities:PNC

Summary

PNC Financial Services Group, Inc. (PNC) announced on November 29, 2011, that the Federal Reserve Board of Governors has no objections to proposed capital actions related to the acquisition of RBC Bank (USA). This development means PNC does not plan to issue new common stock or repurchase existing shares in 2011 as part of the acquisition. The company anticipates that the acquisition of RBC Bank (USA) will be immediately accretive to earnings upon closing, which is expected in the first quarter of 2012. This accretive effect excludes any integration costs associated with the transaction. The acquisition is still contingent on final regulatory approvals and other standard closing conditions.

Key Highlights

  • 1Federal Reserve Board of Governors has no objections to PNC's capital actions for the RBC Bank (USA) acquisition.
  • 2PNC will not issue new common stock to Royal Bank of Canada as part of the acquisition consideration.
  • 3PNC does not plan to repurchase PNC common shares in 2011.
  • 4Acquisition of RBC Bank (USA) is expected to be immediately accretive to earnings upon closing.
  • 5Closing of the acquisition is anticipated in the first quarter of 2012.
  • 6Accretive earnings impact excludes integration costs.
  • 7Acquisition remains subject to other regulatory approvals and customary closing conditions.

Frequently Asked Questions

The main news is that the Federal Reserve Board of Governors has indicated no objections to PNC's proposed capital actions concerning the acquisition of RBC Bank (USA). This removes a potential hurdle and allows PNC to proceed with the transaction as planned.

PNC expects the acquisition of RBC Bank (USA) to be immediately accretive to earnings once the deal closes. This means that, excluding any costs related to integrating the two companies, the acquisition is projected to increase PNC's profitability from the outset.

PNC anticipates that the acquisition of RBC Bank (USA) will close in the first quarter of 2012. However, this is still subject to the satisfaction of remaining regulatory approvals and other standard closing conditions.

No, as part of the acquisition, PNC will not issue any shares of its common stock to Royal Bank of Canada as consideration. Furthermore, PNC does not plan to repurchase any of its own common shares in 2011, which was potentially a consideration for capital management related to the deal.