EFTA00813310.pdf

From: Richard Kahn To: "Jeffrey E." <[email protected]> Subject: Fwd: ANNOUNCED: PNC Perp nc10 Fix/Float Preferred Date: Thu, 27 Oct 2016 13:38:19 +0000 Attachments: PNC_-_Preliminary_Pro_SuppjBookmarked].pdf Richard Kahn HBRK Associates Inc. New York, NY 10022 Begin forwarded message: From: "Atlas, Andrew S" < Subject: ANNOUNCED: PNC Perp nc10 Fix/Float Preferred Date: October 27, 2016 at 9:34:39 AM EDT To: "Richard Kahn ( )" < Hi Rich, New issue preferred pricing today. PNC Perp nc10 Fix/Float, price talk is 5.125% area. ANNOUNCED: PNC Perp nc10 Fix/Float Preferred ISSUER: The PNC Financial Services Group, Inc. ("PNC") SECURITY RATINGS: Baa2/BBB-/BBB- (stable by all) SIZE: $500MM SECURITIES: Depositary shares, each representing a 1/100th ownership interest in a share of Perpetual Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series S FORMAT: SEC registered MATURITY: Perpetual LIQUIDATION PREFERENCE: $100,000 per share of Preferred Stock (equivalent to $1,000 per depositary share) DIVIDENDS: Payable from the issue date to, but excluding 11/01/2026 at a rate of % per annum. Thereafter payable at a floating rate equal to three-month LIBOR plus a spread of % per annum EFTA00813310 DIVIDEND PAYMENT DATES: Semi-annually on [TBC] and [TBC], beginning 5/1/2017 until [TBC], and thereafter quarterly on [TBC], [TBC], [TBC] and [TBC], beginning on [TBC] OPTIONAL REDEMPTION: In whole or in part, from time to time, on any dividend payment date on or after 11/01/2026 or, in whole but not in part, at any time within 90 days following a regulatory capital treatment event, in each case at a redemption price equal to $100,000 per share (equivalent to $1,000 per depositary share), plus any declared and unpaid dividends UOP: General corporate purposes, which may include: advances to subsidiaries to finance their activities, repayment of outstanding indebtedness, and repurchases and redemptions of issued and outstanding securities of PNC and its subsidiaries (see Prospectus) DRD/QDI ELIGIBLE: Yes (see Prospectus) Let me know if you have any questions. Best, Andrew Andrew S. Atlas First Vice President Equity Sales/Middle Markets Group Financial Advisor Morgan Stanley Wealth Management I New York, NY 10104 NMIS ID N 1326736 NOTICE: Morgan Stanley is not acting as a municipal advisor and the opinions or views contained herein are not intended to be. and do not constitute, advice within the meaning of Section 975 of the Dodd-Frank Wel Street Reform and Consumer Protection Act. If you have received this communication in error. please destroy all electronic and paper copies and notify the sender immediately. Mistransmission is not intended to waive confidentiality or privilege. Morgan Stanley reserves the r'• ht. to the extent rrnitted under applicable law. to monitor electronic communications. This message is subject to terms available at the following link: If you cannot access these links, please notify us by reply message and we will send the contents to you. By communicatin with Morgan Stanley you consent to the foregoing and to the voice recording of conversations with personnel of Mayan Stanley. EFTA00813311