Summary
PNC Financial Services Group, Inc. (PNC) filed an 8-K on November 1, 2016, to report the establishment and subsequent closing of a public offering for its Series S Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock. This new series of preferred stock, represented by depositary shares, was issued to raise capital and enhance PNC's regulatory capital. The filing details the terms of this preferred stock, including its dividend rates, liquidation preference, redemption features, and limited voting rights. The establishment of Series S Preferred Stock means PNC has authorized 5,250 shares of this new class. Each depositary share represents a 1/100th interest in a share of Series S Preferred Stock. Investors should note the fixed dividend rate of 5.00% for the first ten years, transitioning to a floating rate based on three-month LIBOR plus 3.30% thereafter. The offering closed on November 1, 2016, with 525,000 depositary shares sold, providing PNC with additional capital resources.
Key Highlights
- 1PNC established a new series of preferred stock: Series S Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock.
- 2The company sold 525,000 depositary shares, each representing a 1/100th interest in a Series S Preferred Stock share, on November 1, 2016.
- 3The Series S Preferred Stock ranks senior to common stock and equally with other existing preferred stock series.
- 4Dividends are non-cumulative and fixed at 5.00% per annum until November 1, 2026, then float at three-month LIBOR plus 3.30%.
- 5The preferred stock has a liquidation preference of $100,000 per share ($1,000 per depositary share).
- 6The Series S Preferred Stock is perpetual and redeemable starting November 1, 2026, or upon a regulatory capital treatment event.
- 7Voting rights are limited, primarily concerning changes to the preferred stock's terms or senior stock issuances.