By Stephanie N. Rotondo
Portland, Ore., July 21 - PNC Financial Services Group, Inc. priced a $1 billion public offering of depositary shares representing series O fixed-to-floating-rate non-cumulative perpetual preferred stock, according to an FWP filed with the Securities and Exchange Commission late Wednesday.
Each depositary share represents a 1/100th interest in one preferred.
The depositary shares will be issued at $1,000 each. Liquidation preference is $100,000 per preferred.
The preferreds (Baa3/BBB/A-) have a dividend rate of 6.75% through Aug. 1, 2021. At that point, the dividend rate will change to Libor plus 367.8 basis points.
Dividends will be payable semiannually on Feb. 1 and Aug. 1 through Aug. 1, 2021. The dividends will then be payable quarterly on Feb. 1, May 1, Aug. 1 and Nov. 1.
The company can choose to redeem the preferreds after Aug. 1, 2021 or within 90 days of a regulatory capital treatment event.
Settlement is expected Wednesday.
Bank of America Merrill Lynch, J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC are the bookrunners. PNC Capital Markets LLC, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and Sandler O'Neill + Partners, LP are the co-managers.
Proceeds will be used for general corporate purposes, including funding the acquisition of RBC Bank (USA).
PNC is a Pittsburgh-based bank holding company and financial services firm.
| Issuer: | PNC Financial Services Group, Inc.
|
| Issue: | Depositary shares representing a 1/100th interest in a share of series O fixed-to-floating-rate non-cumulative perpetual preferred stock
|
| Amount: | $1 billion
|
| Depositary shares: | 1 million
|
| Price: | $1,000 per depositary share
|
| Liquidation preference: | $100,000 per preferred
|
| Dividends: | Initially 6.75%, payable semiannually; beginning Aug. 1, 2021, Libor plus 367.8 bps, payable quarterly
|
| Call option: | Beginning Aug. 1, 2021 or within 90 days of a regulatory capital treatment event
|
| Bookrunners: | Bank of America Merrill Lynch, J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC
|
| Co-managers: | PNC Capital Markets LLC, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and Sandler O'Neill + Partners, LP
|
| Pricing date: | July 20
|
| Settlement date: | July 27
|
| Ratings: | Moody's: Baa3
|
| Standard & Poor's: BBB
|
| Fitch: A-
|
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