PNC Bank 2009 Annual Report Download - page 172
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N
OTE
28 S
UBSEQUENT
E
VENTS
See Note 2 Acquisitions and Divestitures regarding our
pending sale of GIS.
C
OMMON
S
TOCK AND
S
ENIOR
N
OTES
O
FFERINGS
On February 8, 2010, we raised $3.0 billion in new common
equity through the issuance of 55.6 million shares of common
stock in an underwritten offering at $54 per share. On
March 4, 2010, the underwriters exercised their option to
purchase an additional 8.3 million shares of common stock at
the offering price of $54 per share, totaling approximately
$450 million, to cover over-allotments. We expect to complete
this issuance on March 11, 2010.
On February 8, 2010, PNC Funding Corp issued the following
securities:
• $1 billion of senior notes due February 2015; interest
will be paid semiannually at a fixed rate of 3.625%.
• $1 billion of senior notes due February 2020; interest
will be paid semiannually at a fixed rate of 5.125%.
R
EPURCHASE OF
O
UTSTANDING
TARP P
REFERRED
S
TOCK
See Note 19 Equity regarding our December 31, 2008,
issuance of 75,792 shares of our Fixed Rate Cumulative
Perpetual Preferred Shares, Series N (Series N Preferred
Stock), related issuance discount and the warrant to purchase
common shares to the US Treasury under the TARP Capital
Purchase Program.
As approved by the Federal Reserve Board, US Treasury and
our other banking regulators, on February 10, 2010, we
redeemed all 75,792 shares of our Series N Preferred Stock
held by the US Treasury totaling $7.6 billion. We used the net
proceeds from the common stock and senior notes offerings
described above and other funds to redeem the Series N
Preferred Stock.
In connection with the redemption of the Series N Preferred
Stock, we accelerated the accretion of the remaining issuance
discount on the Series N Preferred Stock and recorded a
corresponding reduction in retained earnings of $250.0
million. This resulted in a one-time, noncash reduction in net
income available to common stockholders and related basic
and diluted earnings per share. This transaction will be
reflected in our consolidated financial statements for the first
quarter of 2010.
Dividends of $89 million were paid on February 10, 2010
when the Series N Preferred Stock was redeemed. PNC paid
total dividends of $421 million to the US Treasury while the
Series N preferred shares were outstanding.
We did not exercise our right to seek to repurchase the related
warrant to purchase common shares at the time we redeemed
the Series N Preferred Stock.
168