Chicago, Aug. 16 – PNC Financial Services Group Inc. priced $1.25 billion of 6.2% series V fixed-rate reset non-cumulative perpetual preferred stock (Baa2/BBB-/BBB) on Tuesday, according to an FWP 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 323.8 basis points 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.
BofA Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and PNC Capital Markets LLC are the joint bookrunners for the offering.
Proceeds will be used for general corporate purposes, which may include investments in or advances to existing or future subsidiaries, repayment of outstanding debt and repurchases and redemptions of issued and outstanding securities of PNC and its subsidiaries, including PNC common stock and PNC preferred stock.
PNC is a Pittsburgh-based financial services company.
| Issuer: | PNC Financial Services Group Inc.
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| Amount: | $1.25 billion
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| Issue: | Fixed-rate reset non-cumulative perpetual preferred stock, series V
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| Maturity: | Perpetual
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| Bookrunners: | BofA Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and PNC Capital Markets LLC
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| Co-managers: | Samuel A. Ramirez & Co., Inc. and Siebert Williams Shank & Co., LLC
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| Trustee: | Bank of New York Mellon
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| Counsel to issuer: | McGuireWoods LLP
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| Counsel to underwriters: | Cravath, Swaine & Moore LLP
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| Dividend: | 6.2% initial rate, resets at five-year intervals starting on Sept. 15, 2027 at Treasuries plus 323.8 bps
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| Price: | Par of $1,000
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| Yield: | 6.2%
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| Call features: | Starting in 2027, on any dividend payment date
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| Trade date: | Aug. 16
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| Settlement date: | Aug. 19
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| Ratings: | Moody’s: Baa2
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| S&P: BBB-
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| Fitch: BBB
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| Distribution: | SEC registered
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| Cusip: | 693475BF1
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