PNC to sell series U fixed-rate reset perpetual preferred stock

By Marisa Wong

Los Angeles, April 21 – PNC Financial Services Group Inc. is planning to offer $1,000-par series U fixed-rate reset non-cumulative perpetual preferred stock, according to a 424B5 filing with the Securities and Exchange Commission.

The preferreds will be issued as depositary shares representing a 1/100th interest.

The initial dividend will be fixed. It will reset starting in 2027 at the five-year U.S. Treasury rate plus a margin.

Dividends are payable quarterly in arrears.

Starting in 2027, the preferreds can be redeemed on any dividend payment date. The preferreds can also be redeemed following a regulatory capital event.

Citigroup Global Markets Inc., BofA Securities, Inc., J.P. Morgan Securities LLC and PNC Capital Markets LLC are the joint bookrunners for the offering.

The company is using in-house counsel for some legal matters and McGuireWoods LLP. Cravath, Swaine & Moore LLP is representing the underwriters.

Proceeds will be used for general corporate purposes, which may include partial or full redemption of PNC’s series P preferred stock, advances to subsidiaries to finance their activities, repayment of outstanding debt and repurchases and redemptions of issued and outstanding securities of PNC and its subsidiaries, including PNC common stock and other PNC preferred stock.

PNC is a Pittsburgh-based financial services company.

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