Holders of the Preferred Stock will be entitled to receive dividend payments quarterly in arrears on each February 1, May 1, August 1 and November 1, commencing on May 1, 2008, only when, as and if declared by our board of directors or a duly authorized committee of the board from funds legally available. Any such dividends will be payable on a non-cumulative basis as follows: (1) from the original issue date to (but not including) February 1, 2013, at a rate per annum equal to 9.875%, and (2) thereafter, at a rate per annum equal to Three-Month LIBOR for the related dividend period plus 6.330%. If a dividend payment date prior to February 1, 2013 is not a business day, the applicable dividend shall be paid on the first business day following that day without adjustment. If any day on or after February 1, 2013 that would otherwise be a dividend payment date is not a business day, then the next business day will be the applicable dividend payment date.
In the event dividends are not declared on the Preferred Stock for payment on any dividend payment date, then those dividends will not be cumulative and will cease to accrue and be payable. If we have not declared a dividend before the dividend payment date for any dividend period, we will have no obligation to pay dividends accrued for that dividend period, whether or not dividends on the Preferred Stock are declared for any future dividend period.
The Preferred Stock is not redeemable prior to February 1, 2013. On and after that date, the Preferred Stock will be redeemable at our option (subject to the limitations set forth under ÙDescription of the Preferred Stock ? Redemptionˆ and ÙReplacement Capital Covenantˆ), in whole or in part, at a redemption price of $100,000 per share (equivalent to $25 per Depositary Share), plus declared and unpaid dividends without regard to any undeclared dividends.
The Preferred Stock has no stated maturity, is not subject to any sinking fund and will remain outstanding unless redeemed. The Preferred Stock will not have voting rights, except as set forth under ÙDescription of the Preferred Stock ? Voting Rightsˆ. A holder of Depositary Shares will be entitled to direct the depositary how to vote in such circumstances.
Full Prospectus PDF », Secondary Prospectus PDF », PNC Page »
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PNC Financial Services Group is a bank holding company. Co. has businesses engaged in retail banking, including residential mortgage, corporate and institutional banking and asset management, providing its products and services nationally. Co. has three reportable business segments: Retail Banking, which provides deposit, lending, brokerage, insurance services, investment management and cash management products and services; Corporate and Institutional Banking, which provides lending, treasury management, and capital markets-related products and services; and Asset Management Group, which provides private banking and institutional asset management. Preferreds: PNC.PRL, PNC.PRP, PNC.PRQ Open the PNC Information Page » |
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