What is the primary purpose of this 8-K amendment filing?

The primary purpose of this 8-K amendment is to provide investors with essential financial statements related to the acquisition of BBVA USA Bancshares, Inc. by PNC. Specifically, it includes audited financial statements for BBVA USA and pro forma combined financial statements for the combined entity.

What specific financial statements are included in this filing?

This filing includes the audited consolidated financial statements of BBVA USA Bancshares, Inc. for the years ended December 31, 2019 and 2020, and for the three-year period ended December 31, 2020. It also includes unaudited pro forma condensed combined financial statements for PNC and BBVA USA Bancshares, Inc. as of and for the year ended December 31, 2020.

Why are pro forma financial statements important for investors?

Pro forma financial statements are important because they show how the combined company would have performed if the acquisition had occurred at an earlier date. This helps investors understand the potential financial impact and synergies of the BBVA USA acquisition on PNC's financial results and position.

Does this filing change the terms of the BBVA USA acquisition?

No, this filing does not alter the terms of the acquisition. It is an informational filing intended to provide investors with the necessary financial data to assess the impact of the previously announced transaction.

PNC 8-K SEC Disclosure

Summary

PNC Financial Services Group, Inc. (PNC) filed an amendment to its Form 8-K on June 3, 2021, relating to an event on April 19, 2021. This filing primarily serves to supplement previous disclosures by providing audited consolidated financial statements for BBVA USA Bancshares, Inc. and unaudited pro forma condensed combined financial statements for PNC and BBVA USA Bancshares, Inc. as of and for the year ended December 31, 2020. These financial statements are crucial for investors to assess the financial position and performance of the combined entity post-acquisition. The inclusion of these detailed financial figures allows for a more thorough evaluation of the potential impact of the BBVA USA acquisition on PNC's balance sheet, income statement, and overall financial health. Investors should carefully review these exhibits to understand the scale and financial implications of the transaction.

Key Highlights

1PNC filed an 8-K amendment on June 3, 2021, related to the BBVA USA acquisition.
2The amendment includes audited consolidated financial statements for BBVA USA Bancshares, Inc. for the years ended December 31, 2019, 2020, and the three-year period ended December 31, 2020.
3Unaudited pro forma condensed combined financial statements for PNC and BBVA USA Bancshares, Inc. are provided for the year ended December 31, 2020.
4These filings are necessary to provide investors with a comprehensive view of the financial impact of the BBVA USA acquisition.
5The consent of KPMG LLP, the independent registered public accounting firm for BBVA USA Holdco, is included.

PNC FINANCIAL SERVICES GROUP, INC. 8-K/A Report, Exhibit Filing (Jun 4, 2021)

Summary

Key Highlights

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