PNC Bank 2010 Annual Report Download - page 181
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Please find page 181 of the 2010 PNC Bank annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.We include in some of the descriptions of individual matters
below certain quantitative information related to the plaintiff’s
claim against us alleged in the plaintiff’s pleadings or
otherwise publicly available. While information of this type
may provide insight into the potential magnitude of a matter, it
does not necessarily represent our estimate of reasonably
possible loss or our judgment as to any currently appropriate
accrual.
Some of our exposure in matters described below may be
offset by applicable insurance coverage. We do not consider
the possible availability of insurance coverage in determining
the amounts of any accruals or any estimates of possible
losses or ranges of possible losses.
Securities and State Law Fiduciary Cases against National
City
• In January 2008, a lawsuit (In re National City
Corporation Securities, Derivative & ERISA
Litigation (The Securities Case) (MDL No. 2003,
Case No: 1:08-nc-70004-SO)) was filed in the United
States District Court for the Northern District of Ohio
against National City and certain officers and
directors of National City. As amended, this lawsuit
was brought as a class action on behalf of purchasers
of National City’s stock during the period April 30,
2007 to April 21, 2008 and also on behalf of
everyone who acquired National City stock pursuant
to a registration statement filed in connection with its
acquisition of MAF Bancorp in 2007. The amended
complaint alleges violations of federal securities laws
regarding public statements and disclosures relating
to, among other things, the nature, quality,
performance, and risks of National City’s non-prime,
residential construction, and National Home Equity
portfolios, its loan loss reserves, its financial
condition, and related allegedly false and misleading
financial statements. In the amended complaint, the
plaintiffs seek, among other things, unspecified
damages and attorneys’ fees. A motion to dismiss the
amended complaint is pending. A magistrate judge
has recommended dismissal of the lawsuit without
prejudice, with a right for the plaintiffs to file a
further amended complaint within 30 days. The
magistrate’s recommendation is subject to adoption
by the district court. The plaintiffs have filed
objections to that recommendation.
• In May 2008, a lawsuit (The Dispatch Printing
Company, et al. v. National City Corporation, et al.
(Case No. 08CVH-6506)) was filed on behalf of an
individual plaintiff in the Franklin County, Ohio,
Court of Common Pleas against National City,
certain directors of National City, and Corsair
Co-Invest, L.P. and unnamed other investors
participating in the April 2008 capital infusion into
National City alleging that National City’s directors
breached their fiduciary duties by entering into this
capital infusion transaction. A motion to dismiss the
case as originally filed has been denied. After the
initial filing, two additional plaintiffs were added.
The plaintiffs filed an amended complaint in
December 2010. The amended complaint adds PNC
as a defendant as successor in interest to National
City. In the amended complaint, which included
some additional allegations, the plaintiffs seek,
among other things, unspecified actual and punitive
damages, a declaratory judgment that the investment
agreement for the capital infusion are void and/or
voidable, and attorneys’ fees.
• In August 2008, a lawsuit was filed in the Palm
Beach County, Florida, Circuit Court against
National City and certain officers and directors of
National City (Reagan v. National City Corp., et al.,
MDL No. 2003, Case No: 1:08-nc-70015-SO). The
lawsuit was brought as a class action on behalf of all
who acquired National City stock pursuant to and/or
traceable to the registration statement filed in
connection with National City’s acquisition of
Fidelity Bankshares, Inc. The complaint alleged that
the registration statement contained false and
misleading statements and omissions in violation of
the federal securities laws. This lawsuit was removed
to federal court in Florida and then transferred to the
United States District Court for the Northern District
of Ohio. The parties reached a settlement in March
2010, which received final court approval in
December, 2010. We have paid the settlement, which
was not material to PNC.
• In December 2008, a lawsuit was filed in the United
States District Court for the Northern District of Ohio
against National City and some of its officers and
directors (Argent Classic Convertible Arbitrage Fund
(Bermuda) Ltd. and Argent Classic Convertible
Arbitrage Fund L.P. v. National City Corp., et al.
(MDL No. 2003, Case No: 1:08-nc-70016-SO). As
amended in a second amended complaint, the lawsuit
was brought as a class action on behalf of all who
purchased National City’s 4.0% Convertible Senior
Notes Due 2011 pursuant to and/or traceable to the
registration statement and prospectus supplement
issued in connection with the January 2008 offering
of these notes. The second amended complaint
alleged that the registration statement and prospectus
supplement contained false and misleading
statements and omissions in violation of the federal
securities laws. In July 2010, the parties reached a
settlement, which received final court approval in
November 2010. We have paid the settlement, which
was not material to PNC.
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