PNC » Topics » 8.25% Convertible Subordinated Debentures Due 2008

This excerpt taken from the PNC 10-K filed Feb 29, 2008.

8.25% Convertible Subordinated Debentures Due 2008

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes X No     

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes      No X

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No     

Indicate by check mark if the disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.     

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

 

Large accelerated filer X   Accelerated filer        Non-accelerated filer     

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes      No X

The aggregate market value of the registrant’s outstanding voting common stock held by nonaffiliates on June 29, 2007, determined using the per share closing price on that date on the New York Stock Exchange of $71.58, was approximately $24.4 billion. There is no non-voting common equity of the registrant outstanding.

Number of shares of registrant's common stock outstanding at February 15, 2008: 340,774,529

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the definitive Proxy Statement of The PNC Financial Services Group, Inc. to be filed pursuant to Regulation 14A for the annual meeting of shareholders to be held on April 22, 2008 ("Proxy Statement") are incorporated by reference into Part III of this Form 10-K.


TABLE OF CONTENTS

 

PART I         Page  

Item 1

  Business.   2

Item 1A

  Risk Factors.   9

Item 1B

  Unresolved Staff Comments.   12

Item 2

  Properties.   12

Item 3

  Legal Proceedings.   12

Item 4

 

Submission of Matters to a Vote of Security Holders.

  14
  Executive Officers of the Registrant   14
  Directors of the Registrant   15

PART II

   

Item 5

 

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

  15
  Common Stock Performance Graph   16

Item 6

  Selected Financial Data.   17

Item 7

 

Management's Discussion and Analysis of Financial Condition and Results of Operations

  19

Item 7A

 

Quantitative and Qualitative Disclosures About Market Risk.

  64

Item 8

 

Financial Statements and Supplementary Data.

  65

Item 9

 

Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.

  123

Item 9A

  Controls and Procedures.   123

Item 9B

  Other Information.   123

PART III

   

Item 10

 

Directors, Executive Officers and Corporate Governance.

  123

Item 11

  Executive Compensation.   124

Item 12

 

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

  124

Item 13

 

Certain Relationships and Related Transactions, and Director Independence.

  126

Item 14

 

Principal Accounting Fees and Services.

  126

PART IV

   

Item 15

 

Exhibits, Financial Statement Schedules.

  126

SIGNATURES

  127

EXHIBIT INDEX

  E-1
This excerpt taken from the PNC 10-K filed Feb 6, 2008.

8.25% Convertible Subordinated Debentures Due 2008

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes X No     

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes      No X

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No     

Indicate by check mark if the disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.     

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

 

Large accelerated filer X   Accelerated filer        Non-accelerated filer     

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes      No X

The aggregate market value of the registrant’s outstanding voting common stock held by nonaffiliates on June 30, 2006, determined using the per share closing price on that date on the New York Stock Exchange of $70.17, was approximately $20.6 billion. There is no non-voting common equity of the registrant outstanding.

Number of shares of registrant’s common stock outstanding at February 16, 2007: 293,164,316

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the definitive Proxy Statement of The PNC Financial Services Group, Inc. to be filed pursuant to Regulation 14A for the annual meeting of shareholders to be held on April 24, 2007 (“Proxy Statement”) are incorporated by reference into Part III of this Form 10-K.


Table of Contents

FORM 10-K/A

AMENDMENT NO. 2

TABLE OF CONTENTS

 

            Page  
EXPLANATORY NOTE    2

PART II

     

Item 9A

  

Controls and Procedures.

   123

PART IV

     

Item 15 (a)(3) and (b)

  

Exhibits.

   124

SIGNATURES

   125

EXHIBIT INDEX

   E-1
This excerpt taken from the PNC 10-K filed Feb 4, 2008.

8.25% Convertible Subordinated Debentures Due 2008

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes X No     

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes      No X

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No     

Indicate by check mark if the disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.     

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

 

Large accelerated filer X   Accelerated filer        Non-accelerated filer     

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes      No X

The aggregate market value of the registrant’s outstanding voting common stock held by nonaffiliates on June 30, 2006, determined using the per share closing price on that date on the New York Stock Exchange of $70.17, was approximately $20.6 billion. There is no non-voting common equity of the registrant outstanding.

Number of shares of registrant’s common stock outstanding at February 16, 2007: 293,164,316

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the definitive Proxy Statement of The PNC Financial Services Group, Inc. to be filed pursuant to Regulation 14A for the annual meeting of shareholders to be held on April 24, 2007 (“Proxy Statement”) are incorporated by reference into Part III of this Form 10-K.


Table of Contents

FORM 10-K/A

AMENDMENT NO. 1

TABLE OF CONTENTS

 

            Page  
EXPLANATORY NOTE    2

PART II

     

Item 8

  

Financial Statements and Supplementary Data.

   67

Item 9A

  

Controls and Procedures.

   123

PART IV

     

Item 15

  

Exhibits, Financial Statement Schedules.

   124

SIGNATURES

   125

EXHIBIT INDEX

   E-1
This excerpt taken from the PNC 10-K filed Mar 1, 2007.

8.25% Convertible Subordinated Debentures Due 2008

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes X No     

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes      No X

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No     

Indicate by check mark if the disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.     

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

 

Large accelerated filer X   Accelerated filer        Non-accelerated filer     

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes      No X

The aggregate market value of the registrant’s outstanding voting common stock held by nonaffiliates on June 30, 2006, determined using the per share closing price on that date on the New York Stock Exchange of $70.17, was approximately $20.6 billion. There is no non-voting common equity of the registrant outstanding.

Number of shares of registrant’s common stock outstanding at February 16, 2007: 293,164,316

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the definitive Proxy Statement of The PNC Financial Services Group, Inc. to be filed pursuant to Regulation 14A for the annual meeting of shareholders to be held on April 24, 2007 (“Proxy Statement”) are incorporated by reference into Part III of this Form 10-K.


Table of Contents

TABLE OF CONTENTS

 

PART I           Page  

Item 1

  

Business.

   2

Item 1A

  

Risk Factors.

   9

Item 1B

  

Unresolved Staff Comments.

   12

Item 2

  

Properties.

   12

Item 3

  

Legal Proceedings.

   12

Item 4

  

Submission of Matters to a Vote of Security Holders.

   15
  

Executive Officers of the Registrant

   15
  

Directors of the Registrant

   16

PART II

     

Item 5

  

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

   16
  

Common Stock Performance Graph

   17

Item 6

  

Selected Financial Data.

   18

Item 7

  

Management’s Discussion and Analysis of Financial Condition and Results of Operations.

   20

Item 7A

  

Quantitative and Qualitative Disclosures About Market Risk.

   67

Item 8

  

Financial Statements and Supplementary Data.

   67

Item 9

  

Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.

   123

Item 9A

  

Controls and Procedures.

   123

Item 9B

  

Other Information.

   124

PART III

     

Item 10

  

Directors, Executive Officers and Corporate Governance.

   124

Item 11

  

Executive Compensation.

   125

Item 12

  

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

   125

Item 13

  

Certain Relationships and Related Transactions, and Director Independence.

   126

Item 14

  

Principal Accounting Fees and Services.

   126

PART IV

     

Item 15

  

Exhibits, Financial Statement Schedules.

   126

SIGNATURES

   127

EXHIBIT INDEX

   E-1
Wikinvest © 2006, 2007, 2008, 2009, 2010, 2011, 2012. Use of this site is subject to express Terms of Service, Privacy Policy, and Disclaimer. By continuing past this page, you agree to abide by these terms. Any information provided by Wikinvest, including but not limited to company data, competitors, business analysis, market share, sales revenues and other operating metrics, earnings call analysis, conference call transcripts, industry information, or price targets should not be construed as research, trading tips or recommendations, or investment advice and is provided with no warrants as to its accuracy. Stock market data, including US and International equity symbols, stock quotes, share prices, earnings ratios, and other fundamental data is provided by data partners. Stock market quotes delayed at least 15 minutes for NASDAQ, 20 mins for NYSE and AMEX. Market data by Xignite. See data providers for more details. Company names, products, services and branding cited herein may be trademarks or registered trademarks of their respective owners. The use of trademarks or service marks of another is not a representation that the other is affiliated with, sponsors, is sponsored by, endorses, or is endorsed by Wikinvest.
Powered by MediaWiki