The PNC Financial
Services Group, Inc. Merrill Lynch Banking & Financial Services Investor Conference New York November 13, 2007 Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934
Subject Company: Sterling Financial Corporation Commission File No. 000-16276 James E, Rohr, Chairman of The PNC Financial Services Group, Inc. (PNC),
gave a presentation to investors on November 13, 2007 at the Merrill Lynch Banking & Financial Services Conference in New York. This presentation was
accompanied by a series of electronic slides that included information pertaining to the financial results and business strategies of PNC. The following slides
and related material were posted on PNCs website on Tuesday, November
13, 2007. |
This
presentation contains forward-looking statements regarding our outlook or expectations relating to PNCs future business, operations, financial condition, financial performance and asset quality. Forward-looking statements are necessarily subject to numerous assumptions, risks and uncertainties, which change over time. The forward-looking statements in this presentation are qualified by the factors affecting forward-looking statements identified in the more detailed Cautionary Statement included in the Appendix, which is included in the version of the presentation materials posted on our corporate website at www.pnc.com/investorevents. We provide greater detail
regarding these factors in our 2006 Form 10-K, including in the Risk Factors and
Risk Management sections, and in our current quarter 2007 Form 10-Q and other SEC reports (accessible on the SECs website at www.sec.gov and on or through our corporate
website). Future events or circumstances may change our outlook or expectations and may
also affect the nature of the assumptions, risks and uncertainties to which our
forward-looking statements are subject. The forward-looking statements in this presentation speak only as of the date of this presentation. We do not assume any duty and do not undertake to
update those statements. In this presentation, we will sometimes refer to adjusted
results to help illustrate the impact of the deconsolidation of BlackRock near the end
of third quarter 2006 and the impact of certain types of items. Adjusted results reflect, as applicable, the following types of adjustments: (1) 2006 periods reflect the impact of the deconsolidation of BlackRock by adjusting as if we had recorded our BlackRock investment on the equity method prior to its deconsolidation; (2) adjusting the 2006
periods to exclude the impact of the third quarter 2006 gain on the BlackRock/MLIM transaction and losses on the repositioning of PNCs securities and mortgage loan portfolios; (3) adjusting fourth quarter 2006 and the 2007 periods to exclude the net
mark-to-market adjustments on PNCs remaining BlackRock LTIP shares
obligation and, as applicable, the gain PNC recognized in first quarter 2007 in connection with the companys transfer of BlackRock shares to satisfy a portion of its BlackRock LTIP shares
obligation; (4) adjusting all 2007 and 2006 periods to exclude, as applicable,
integration costs related to acquisitions and to the BlackRock/MLIM transaction; and (5) adjusting, as appropriate, for the tax impact of these adjustments. We have provided these
adjusted amounts and reconciliations so that investors, analysts, regulators and others
will be better able to evaluate the impact of these items on our results for the periods presented, in addition to providing a basis of comparability for the impact of the
BlackRock deconsolidation given the magnitude of the impact of deconsolidation on various components of our income statement and balance sheet. We believe that information as adjusted for the impact of the specified items may be useful due to the extent to
which these items are not indicative of our ongoing operations as the result of our
management activities on those operations. While we have not provided other
adjustments for the periods discussed, this is not intended to imply that there could not have been other similar types of adjustments, but any such adjustments would not have been similar in magnitude to the amount of the
adjustments shown. In certain discussions, we may also provide revenue
information on a taxable-equivalent basis by increasing the interest income earned
on tax-exempt assets to make it fully equivalent to interest income earned on taxable investments. We believe this adjustment may be useful when comparing yields and margins for all earning assets. This presentation may also include a discussion of other non-GAAP financial measures, which, to
the extent not so qualified therein or in the Appendix, is qualified by GAAP
reconciliation information available on our corporate website at www.pnc.com under About PNC Investor Relations. Cautionary Statement Regarding Forward-Looking Information and Adjusted Information |
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A history of
execution and strong performance Clear strategies for growth A strong risk management culture PNC is differentiated by
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Building an
Enduring Company with a Solid Foundation A History of Execution A diversified business mix An industry-leading technology platform Expanded distribution capabilities Expansion into higher growth markets A disciplined economic capital allocation process A strong risk management process Deepened customer relationships A continuous improvement culture Improved customer experience Enhanced PNC brand 1990s 2000s Beyond + + + + + + + + + |
Highlights
Strong Performance in a Tough Environment Reported nine month earnings of $3.85 per diluted share versus $7.46 last year Adjusted nine month earnings¹ of $4.00 per diluted share versus $3.77 last year Primary businesses met or exceeded expectations Diverse revenue streams delivering strong results despite market volatility Continued to create year-to-date positive operating leverage on an adjusted basis² Maintaining a moderate risk profile and flexible balance sheet Total Shareholder Return : Year-to-date 1 One-year 1 Three-year 1 Five-year 1 (1) Adjusted earnings are reconciled to GAAP earnings in the Appendix. (2) GAAP basis operating leverage for the year-to-date period was negative due to the impact
of the third quarter 2006 gain from the BlackRock/MLIM transaction and is reconciled
in the Appendix. (3) As of November 2, 2007. Ranking versus super-regional
banks identified in the Appendix. Source: SNL DataSource. Peer Rank
3 st st st st |
Segment
Earnings Contribution * Business Leadership Our Diversified Business Mix Retail Banking - A leading community bank in PNC major markets - One of the nations largest bank wealth management firms Corporate & Institutional Banking - Top 10 Treasury Management business - The nations 4 largest lead arranger of asset- based loan syndications - Harris Williams - one of the nations largest M&A advisory firms for middle-market companies BlackRock - A global asset management company with $1.3 trillion in assets under management PFPC - Among the largest providers of mutual fund transfer agency and accounting and administration services in the U.S. Winning in the Payments Space A Premier Middle- market Franchise A Leading Global Servicing Platform World Class Asset Manager For the nine months ended September 30, 2007 $ millions $341 $678 $176 $96 *Business earnings reconciled to GAAP net income of $1,289 million in the Appendix. BlackRock
segment earnings are adjusted to exclude our pretax share of BlackRock/MLIM integration
costs totaling $4 million. Contribution 53% 26% 14% 7% th |
A history of
execution and strong performance Clear strategies for growth A strong risk management culture PNC is differentiated by
|
Focus on
fee-based drivers Maintain and grow our deposit advantage Create positive operating leverage Capture new market opportunities Enhance brand awareness Strategies for Growth |
0% 10% 20% 30% 40% 50% 60% 70% USB FITB WFC WB STI BBT KEY RF NCC CMA Differentiated Fee-Based Businesses Source: SNL DataSource, PNC as reported For the nine months ended September 30, 2007 PFPC & BLK Noninterest Income to Total Revenue PNC |
0 250 500 750 1,000 1,250 Consumer DDA HHs using online banking Executing on Growth Drivers $0 $200 $400 $600 $800 Retail C&I Key Drivers: Key Drivers: Payments Business Wealth Management Key Drivers: Key Drivers: Fee based Businesses Deposit Franchise (1) Represents consolidated PNC amounts for the nine months ended September 30, 2007. Sept 06 Sept 07 Treasury Management Midland Loan Services Capital Markets Sept 06 Consumer DDA HHs using online bill pay 1 Focus on Deepening Relationships Major Product Revenue For the nine months ended Sept 06 Sept 07 Sept 07 As of: Small Business Brokerage Disciplined Lending |
$0
$100 $200 $300 $400 $500 $600 $700 $0 $300 $600 $900 $1,200 $1,500 Executing on Growth Drivers PFPC BlackRock Key Drivers: Key Drivers: Business Model Transformation Key Drivers: Key Drivers: Expanded Distribution Strengthened Platform Sept 06 Sept 07 Assets Under Management $1.1T $1.3T (1) Reflects BlackRock entity AUM. Not included in PNC AUM following deconsolidation of
BlackRock in September 2006. Emerging Product Revenue Core Product Revenue Sept 06 Sept 07 21% 28% 72% 79% Emerging product revenue 3-yr CAGR 18% 1 Focus on High Growth Products Focus on Gathering Assets at period end For the nine months ended High Margin, High Growth Products Broadened Product Set |
Interest-bearing deposits +20% +14% Noninterest-bearing deposits +22% +0% Total deposits +20% +11% YTD07 vs. YTD06 Executing on Our Strategy to Gather Low Cost Deposits Source: SNL DataSource, PNC as reported. Peers reflects average of the super-regional banks identified in the Appendix other than PNC 34% 27% 23% 16% Consumer Corporate Banking, Treasury Management and Other Midland Small Business PNC Has Been Focused on Growing Noninterest-Bearing Deposits
Year-to-Date Average Balances PNC Peers Contribution to Average Noninterest-Bearing Deposits As of 9/30/07 Through Multiple Channels |
$0 $1 $2 $3 $4 $5 $6 $7 2004 2005 2006 Revenue 9% Creating Positive Operating Leverage Generating Capital by Growing Revenues Faster Than Expenses billions Compound Annual Growth Rate (2004 2006) Adjusted Revenue (as reported $5.5 billion, $6.3 billion, $8.6 billion for 2004, 2005, 2006, respectively) Adjusted Noninterest Expense (as reported $3.7 billion, $4.3 billion, $4.4 billion for 2004, 2005, 2006,
respectively) Adjusted Net Income (as reported $1.2 billion, $1.3 billion, $2.6 billion for 2004, 2005, 2006,
respectively) Net Income 12% $1.2 $1.3 $1.5 Expense 7% Revenue
+20% Expense
+15% Net
Income +19% Trend
Continues¹ (1) As reported: revenue (28%), expense (11%),
net income (42%). Adjusted amounts are reconciled to GAAP in the Appendix. Nine months ended September 30, as adjusted 2007 vs 2006 |
Executing on
Our Acquisition Strategy 76% of PNC Pro Forma Branches Located Between the Hudson and
Potomac Rivers PNC Branches prior to 2004 Sterling Financial Corp. Pending Yardville National Bancorp 10/26/07 Mercantile Bankshares Corp. 3/2/07 Riggs National Corp. 5/13/05 United National Bancorp 1/1/04 New York New York Delaware Delaware Virginia Virginia New Jersey New Jersey Pennsylvania Pennsylvania Maryland Maryland Kentucky Kentucky Indiana Indiana Ohio Ohio West West Virginia Virginia |
$60,949 $56,250 $69,270 $54,620 $73,965 $69,363 $66,273 Improving Our Demographics 3.7% 6.0% 2.0% 3.4% 8.4% 10.0% 3.9% 2003 Proforma Acquisitions 2003 Proforma Acquisitions Amounts based on data at time of acquisition announcement. United Trust data reflects
demographics of footprint counties weighted by households. Mercantile, Yardville
and Sterling data reflect demographics of footprint counties of that company, or by MSA in the case of Riggs, weighted by deposits. PNC 2003 and PNC Proforma amounts reflect demographics, weighted
by deposits, of PNCs 68 county footprint and 105 county footprint, respectively,
including the impact of PNCs ongoing branch optimization process. PNC and Mercantile headquarter offices excluded for purposes of deposit weighting. Source: SNL DataSource. *Pending. Median Household Income Projected 5-Year Population Growth |
(1) United,
Riggs, Mercantile and Yardville based on the most recent published reporting quarter prior to closing. Sterling based on most recent 10-Q reporting quarter and excludes its Equipment Finance, LLC unit and rental income on operating leases. Source: SNL DataSource and Company 10-Q. Bringing the Power of PNC to New Clients Expanding Distribution of Fee-based Products 50% 24% 40% 29% 9% 27% Noninterest income to total revenue¹ Wealth Management Brokerage Credit Card Payment Services Treasury Management Small Business M&A Advisory Services Capital Markets Opportunities (2) For the nine months ended September 30, 2007, not including PFPC and BlackRock.
Reconciled to noninterest income to total revenue on a GAAP basis of 58% in the
Appendix. |
$0
$4 $8 $12 $16 $20 1Q06 3Q07 Asset Management Service Charges Brokerage Corporate Services Consumer and Other Execution in the Greater Washington Area (GWA) 40.5% 43.6% 0 25 50 75 100 125 Deepening Relationships and Growing Noninterest Income* GWA noninterest income to total revenue PNC - GWA Retail Relationships (1) Riggs transaction completed May 2005 PNC GWA Region *Excludes the impact of Mercantile June 30 2005¹ Sept 30 2007 PNC - GWA Fee Growth +14% +48% +45% +96% +38% GWA business checking relationships GWA consumer checking relationships 1Q06 3Q07 |
Albridge
Solutions, Inc.¹ Will extend PFPCs capabilities into
the delivery of knowledge-based information services through relationships
with: - 150 financial institutions and - More than 100,000 financial advisors With more than $1 trillion in assets under management To
Integrated Provider Investing in Our Business Segments Transforming the PFPC Business Model From Processor Unified client views Performance reporting (1) Pending |
Key
Initiatives Redesigned and simplified checking product Launched regional credit card product Redesigned PNC.com Leveraging existing relationships with affluent clients Partnering with the Gallup Organization to improve the customer experience (1) Customer Experience Benchmarks and Best Practices, Winning customers Online, Change Sciences
Research, March 2007 PNC.com personal banking website ranked in the top 10 for leading banks² Investing in Our Brand to Drive Growth |
A history of
execution and strong performance Clear strategies for growth A strong risk management culture PNC is differentiated by
|
New Credit
Risk Rating System Improved Credit Training PNCs Credit Culture Evolution Adherence to Target Zone of Losses Organizational Independence Early Workout Intervention Credit Culture Evolution (2000 Present) Focus on Getting Paid Per Unit of Risk Help Talk Listen Teamwork Focus on the Front Door Proactive Process Driven by Returns Not overly concentrated in any area More granularity Limited exposure to leveraged lending Strong origination and distribution capabilities Manage the Back Door |
High Quality
Consumer Loan Portfolio Auto 5% Residential Mortgage 35% Composition of Consumer Loan and Residential Mortgage Portfolio As of September 30, 2007 Home Equity Portfolio Credit Statistics First lien positions 39% In-footprint exposure 93% Weighted average: Loan to value 72% FICO scores 726 Net charge-offs¹ 0.18% 90 days past due 0.30% Other 8% Home Equity 52% Residential Mortgage Portfolio Credit Statistics Weighted average: Loan to value 67% FICO scores 747 Net charge-offs¹ 0.01% 90 days past due 1.20% (1) For the three months ended September 30, 2007. |
0.0%
0.1% 0.2% 0.3% 0.4% 0.5% 0.0% 0.1% 0.2% 0.3% 0.4% 0.5% 0.6% Home Equity Credit Trends % of outstandings Delinquency Ratio 90+ Days Net Charge-Offs PNC¹ RMA Source: The Risk Management Association (RMA) Consumer Loan Studies, Home
Equity % of average outstandings PNC¹ RMA (1) Not including Mercantile prior to 3Q07. 2005 2004 2006 3Q07 2005 2004 2006 3Q07 |
0.2% 0.5% 0.7% 1.0% 1.2% 1.5% 2Q02 2Q03 2Q04 2Q05 2Q06 2Q07 3Q07 0.00% 0.10% 0.20% 0.30% 0.40% 0.50% 0.60% 0.70% 0.80% 2002 2003 2004 2005 2006 3Q07 Disciplined Approach Leads to Strong Asset Quality Asset Quality Compared to Peers Net Charge-offs to Average Loans (Year to date) PNC Peer Group Source: SNL DataSource, PNC as reported PNC 2005 net charge-off ratio excludes $53 million loan recovery. The ratio was 0.06%
including the recovery. Peer group reflects average of super-regional banks
identified in the Appendix other than PNC Nonperforming Assets to Loans, Loans Held for Sale and Foreclosed Assets PNC Peer Group * * |
Duration of
equity Loans to deposits ratio Fee income to revenue percentage Demand deposits as % of total deposits EPS impact of gradual +100bps parallel shift MBS & mortgage loans as % of average earning assets Linked quarter change in deposits to average earning assets Relevant Factors Well Positioned for the Yield Curve |
Summary
A demonstrated history of execution and strong performance Clear strategies to maintain growth Sound risk management processes Well Positioned to Create Value |
Cautionary
Statement Regarding Forward-Looking Information Appendix We make statements in this presentation, and we may from time to time make other statements, regarding our outlook or expectations for earnings, revenues,
expenses and/or other matters regarding or affecting PNC that are forward-looking
statements within the meaning of the Private Securities Litigation Reform Act. Forward-looking statements are typically identified by words such as believe, expect, anticipate, intend, outlook, estimate, forecast, will, project and other similar words and expressions. Forward-looking statements are subject to numerous assumptions, risks and uncertainties, which
change over time. Forward-looking statements speak only as of the date they
are made. We do not assume any duty and do not undertake to update our forward-looking statements. Because forward-looking statements are subject to assumptions and uncertainties, actual results or future events could differ, possibly
materially, from those that we anticipated in our forward-looking statements, and
future results could differ materially from our historical performance. Our
forward-looking statements are subject to the following principal risks and uncertainties. We provide greater detail regarding some of these factors in our Form 10-K for the year ended December 31, 2006, including in the Risk Factors and Risk
Management sections of that report, and in our current quarter 2007 Form 10-Q and
other SEC reports. Our forward-looking statements may also be subject to other risks and uncertainties, including those that we may discuss elsewhere in this presentation or in our filings with the SEC, accessible on the SECs website at www.sec.gov and on or through our corporate website at www.pnc.com under About PNC Investor Relations Financial Information. Our businesses and financial results are affected by business and economic conditions, both
generally and specifically in the principal markets in which we operate. In
particular, our businesses and financial results may be impacted by Changes in interest rates and valuations in the debt, equity and other financial markets. Disruptions in the liquidity and other functioning of financial markets, including such
disruptions in the markets for real estate and other assets commonly securing
financial products. Actions by the Federal Reserve and other government agencies,
including those that impact money supply and market interest rates. Changes
in our customers, suppliers and other counterparties performance in general and their creditworthiness in particular. Changes in customer preferences and behavior, whether as a result of changing business and
economic conditions or other factors. A continuation of recent turbulence in
significant portions of the global financial markets could impact our performance, both directly by affecting our revenues and the value of our assets and liabilities and indirectly by affecting the economy
generally. Our operating results are affected by our liability to provide shares
of BlackRock common stock to help fund certain BlackRock long-term incentive plan (LTIP) programs, as our LTIP liability is adjusted quarterly (marked-to-market) based
on changes in BlackRocks common stock price and the number of remaining committed
shares, and we recognize gain or loss on such shares at such times as shares are transferred for payouts under the LTIP programs. Competition can have an impact on customer acquisition, growth and retention, as well as on
our credit spreads and product pricing, which can affect market share, deposits and
revenues. |
Our ability to implement our business initiatives and strategies could affect our financial performance over the next several years. Legal and regulatory developments could have an impact on our ability to operate our
businesses or our financial condition or results of operations or our competitive
position or reputation. Reputational impacts, in turn, could affect matters such as business generation and retention, our ability to attract and retain management, liquidity, and funding. These legal and regulatory developments could
include: (a) the unfavorable resolution of legal proceedings or regulatory and
other governmental inquiries; (b) increased litigation risk from recent regulatory and other governmental developments; (c) the results of the regulatory examination process, our failure to satisfy the requirements of agreements with governmental agencies, and regulators future use of supervisory and enforcement tools; (d) legislative and regulatory reforms, including changes to laws and
regulations involving tax, pension, education lending, and the protection of
confidential customer information; and (e) changes in accounting policies and principles. Our business and operating results are affected by our ability to identify and effectively
manage risks inherent in our businesses, including, where appropriate, through the
effective use of third-party insurance, derivatives, and capital management techniques. Our ability to anticipate and respond to technological changes can have an impact on our
ability to respond to customer needs and to meet competitive demands. The adequacy of our intellectual property protection, and the extent of any costs associated
with obtaining rights in intellectual property claimed by others, can impact our
business and operating results. Our business and operating results can also be
affected by widespread natural disasters, terrorist activities or international hostilities, either as a result of the impact on the economy and capital and other financial markets generally or on us or on our
customers, suppliers or other counterparties specifically. Also, risks and
uncertainties that could affect the results anticipated in forward-looking statements or from historical performance relating to our equity interest in BlackRock, Inc. are discussed in more detail in BlackRocks 2006 Form 10-K, including
in the Risk Factors section, and in BlackRocks other filings with the SEC, accessible on the SECs website and on or through BlackRocks website at
www.blackrock.com. We grow our business from time to time by acquiring other financial services companies, including our pending Sterling Financial Corporation (Sterling) acquisition. Acquisitions in general present us with risks other than those presented by the
nature of the business acquired. In particular, acquisitions may be substantially
more expensive to complete (including as a result of costs incurred in connection with the integration of the acquired company) and the anticipated benefits (including anticipated cost savings and strategic gains) may be significantly harder or
take longer to achieve than expected. In some cases, acquisitions involve
our entry into new businesses or new geographic or other markets, and these situations also present risks resulting from our inexperience in these new areas. As a regulated financial institution, our pursuit of attractive acquisition
opportunities could be negatively impacted due to regulatory delays or other regulatory
issues. Regulatory and/or legal issues related to the pre-acquisition operations of an acquired business may cause reputational harm to PNC following the acquisition and integration of the acquired business into ours and may result in additional future costs arising as a result of those issues. Any annualized, proforma, estimated, third party or consensus numbers in this presentation are used
for illustrative or comparative purposes only and may not reflect actual results.
Any consensus earnings estimates are calculated based on the earnings projections made by analysts who cover that company. The analysts opinions, estimates or forecasts (and therefore the consensus earnings estimates) are theirs alone, are not those of PNC or its management, and may not reflect PNCs, Sterlings or other companys actual or anticipated
results. Cautionary Statement Regarding Forward-Looking Information (continued) Appendix |
The PNC
Financial Services Group, Inc. and Sterling Financial Corporation will be filing a proxy statement/prospectus and other relevant documents concerning the merger with the United States Securities and Exchange Commission (the SEC). WE URGE INVESTORS TO READ THE PROXY
STATEMENT/PROSPECTUS AND ANY OTHER DOCUMENTS TO BE FILED WITH THE SEC IN CONNECTION
WITH THE MERGER OR INCORPORATED BY REFERENCE IN THE PROXY STATEMENT/PROSPECTUS
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors will be able to obtain these documents free of charge at the SECs web site at
http://www.sec.gov. In addition, documents filed with the SEC by The PNC
Financial Services Group, Inc. will be available free of charge from Shareholder
Relations at (800) 843-2206. Documents filed with the SEC by Sterling
Financial Corporation will be available free of charge from Sterling Financial Corporation by contacting Shareholder Relations at (877) 248-6420. The directors, executive officers, and certain other members of management and employees of
Sterling Financial Corporation are participants in the solicitation of proxies in favor
of the merger from the shareholders of Sterling Financial Corporation.
Information about the directors and executive officers of Sterling Financial
Corporation is included in the proxy statement for its May 8, 2007 annual meeting of shareholders, which was filed with the SEC on April 2, 2007. Additional information regarding
the interests of such participants will be included in the proxy statement/prospectus
and the other relevant documents filed with the SEC when they become available.
Additional Information About The PNC/Sterling Financial Corporation Transaction Appendix |
Non-GAAP
to GAAP Reconcilement Earnings Summary Nine Months Ended Appendix NINE MONTHS ENDED In millions, except per share data Adjustments, Net Diluted Adjustments, Net Diluted Pretax Income EPS Pretax Income EPS Net income, as reported $1,289 $3.85 $2,219 $7.46 Adjustments: BlackRock LTIP (a) $(1) (1) Integration costs (b) 72 49 .15 $91 39 .13 Gain on BlackRock/MLIM transaction (c) (2,078) (1,293) (4.35) Securities portfolio rebalancing loss (c) 196 127 .43 Mortgage loan portfolio repositioning loss (c) 48 31 .10 Net income, as adjusted $1,337 $4.00 $1,123 $3.77 (c) Included in noninterest income on a pretax basis. September 30, 2007 September 30, 2006 (a) Includes the impact of the gain recognized in connection with PNC's transfer of BlackRock shares to satisfy a portion of our BlackRock LTIP shares obligation and the net mark-to-market adjustment on our remaining BlackRock LTIP shares obligation. (b) In addition to acquisition integration costs related to recent or pending PNC acquisitions reflected in the 2007 period presented, both the 2007 and the 2006 periods presented include BlackRock/MLIM transaction integration costs. BlackRock/MLIM transaction integration costs recognized by PNC for the first nine months of 2007 were included in noninterest income as a negative component of the "Asset management" line item, which includes the impact of our equity earnings from our investment in BlackRock. The first nine months of 2006 BlackRock/MLIM transaction integration costs were included
in noninterest expense. |
Non-GAAP
to GAAP Reconcilement Income Statement Summary For the Nine Months Ended September 30 Appendix NINE MONTHS ENDED In millions As Reported Adjustments As Adjusted (a) As Reported Adjustments As Adjusted (b) Net interest income $2,122 $2,122 $1,679 ($10) $1,669 Net interest income: % Change As Reported % Change As Adjusted Loans 806 806 682 (10) 672 18% 20% Deposits 1,316 1,316 997 997 32% 32% Noninterest Income 2,956 $4 2,960 5,358 (2,777) 2,581 (45%) 15% Total revenue 5,078 4 5,082 7,037 (2,787) 4,250 (28%) 20% Loan net interest income as a % of total revenue 15.9% 15.9% 9.7% 15.8% Deposit net interest income as a % of total revenue 25.9% 25.9% 14.2% 23.5% Noninterest income as a % of total revenue 58.2% 58.2% 76.1% 60.7% Provision for credit losses 127 127 82 82 Noninterest income 2,956 4 2,960 5,358 (2,777) 2,581 Noninterest expense 3,083 (67) 3,016 3,474 (856) 2,618 (11%) 15% Income before minority interest and income taxes 1,868 71 1,939 3,481 (1,931) 1,550 Minority interest in income of BlackRock 47 (47) Income taxes 579 23 602 1,215 (788) 427 Net income $1,289 $48 $1,337 $2,219 ($1,096) $1,123 (42%) 19% September 30, 2007 September 30, 2006 OPERATING LEVERAGE - NINE MONTHS ENDED As Reported As Adjusted Total revenue (28%) 20% Noninterest expense (11%) 15% Operating leverage (17%) 5% 2006 to 2007 Change (a) Amounts adjusted to exclude the impact of the following pretax items: (1) the gain
of $83 million recognized in connection with PNC's transfer of BlackRock shares to satisfy a portion of our BlackRock LTIP shares obligation, (2) the net mark-to-market adjustment totaling $82 million on our remaining BlackRock LTIP shares obligation, and (3) acquisition and BlackRock/MLIM transaction integration costs
totaling $72 million. The net tax impact of these items is reflected in the adjustment to income taxes. (b) Amounts adjusted to exclude the impact of the following pretax items: (1) the gain
of $2.078 billion on the BlackRock/MLIM transaction, (2) the loss of $196 million on the securities portfolio rebalancing, (3) BlackRock/MLIM transaction integration costs of $91 million for the first nine months of 2006, and (4) the mortgage loan portfolio repositioning loss of $48 million. The net tax impact of these items is reflected in the adjustment to income taxes. We believe that information as adjusted for the impact of these items may be useful due to the extent to which these items are not indicative of our ongoing operations as the result of our management activities. Additionally, the amounts are also adjusted as if we had recorded our investment in BlackRock on the equity method. We believe that providing amounts adjusted as if we had recorded our investment in BlackRock on the equity method for all periods presented helps provide a basis of comparability for the impact of the BlackRock deconsolidation given the magnitude of the impact on various components of our consolidated income statement. |
Non-GAAP
to GAAP Reconcilement Income Statement Summary For the Three Months Ended Appendix For the three months ended September 30, 2007 PNC PNC In millions As Reported Adjustments (a) As Adjusted Reported Adjusted Net interest income $761 $761 Loan net interest income 294 294 5% 5% Deposit net interest income 467 467 2% 2% Provision for credit losses 65 65 Net interest income less provision for credit losses 696 696 Asset management 204 $2 206 Other 786 50 836 Total noninterest income 990 52 1,042 2% 7% Compensation and benefits 553 (16) 537 Other 546 (25) 521 Total noninterest expense 1,099 (41) 1,058 6% 3% Income before income taxes 587 93 680 Income taxes 180 31 211 Net income $407 $62 $469 (4%) 8% For the three months ended June 30, 2007 PNC PNC In millions As Reported Adjustments (b) As Adjusted Net interest income $738 $738 Loan net interest income 280 280 Deposit net interest income 458 458 Provision for credit losses 54 54 Net interest income less provision for credit losses 684 684 Asset management 190 $1 191 Other 785 1 786 Total noninterest income 975 2 977 Compensation and benefits 544 (9) 535 Other 496 (6) 490 Total noninterest expense 1,040 (15) 1,025 Income before income taxes 619 17 636 Income taxes 196 6 202 Net income $423 $11 $434 % Change vs. June 30, 2007 (a) Includes the impact of the following items on a pretax basis: $50 million net loss related to our BlackRock LTIP shares obligation and $43 million of acquisition and BlackRock/MLIM transaction integration costs. The net tax impact of these items is reflected in the adjustment to income taxes. (b) Includes the impact of the following items on a pretax basis: $16 million of
acquisition and BlackRock/MLIM transaction integration costs and $1 million net loss related to our BlackRock LTIP shares obligation. The net tax impact of these items is reflected in the
adjustment to income taxes. |
Non-GAAP
to GAAP Reconcilement Income Statement Summary 2004 to 2006 Appendix BlackRock For the year ended December 31, 2006 PNC Deconsolidation and BlackRock PNC In millions As Reported Adjustments (a) Other Adjustments Equity Method As Adjusted Net interest income $2,245 $(10) $2,235 Provision for credit losses 124 124 Noninterest income 6,327 $(1,812) (1,087) $144 3,572 Noninterest expense 4,443 (91) (765) 3,587 Income before minority interest and income taxes 4,005 (1,721) (332) 144 2,096 Minority interest in income of BlackRock 47 18 (65) Income taxes 1,363 (658) (130) 7 582 Net income $2,595 $(1,081) $(137) $137 $1,514 For the year ended December 31, 2005 BlackRock PNC Deconsolidation and BlackRock PNC In millions As Reported Other Adjustments Equity Method As Adjusted Net interest income $2,154 $(12) $2,142 Provision for credit losses 21 21 Noninterest income 4,173 (1,214) $163 3,122 Noninterest expense 4,306 (853) 3,453 Income before minority interest and income taxes 2,000 (373) 163 1,790 Minority interest in income of BlackRock 71 (71) Income taxes 604 (150) 11 465 Net income $1,325 $(152) $152 $1,325 (a) Includes the impact of the following items, all on a pretax basis, and adjustment for the tax impact thereof: $2,078 million gain on BlackRock/MLIM transaction, $196 million securities portfolio rebalancing loss, $101 million of BlackRock/MLIM transaction integration costs, $48 million mortgage loan portfolio repositioning loss, and $12 million net loss related to our BlackRock LTIP shares obligation. |
Non-GAAP
to GAAP Reconcilement Income Statement Summary 2004 to 2006 (continued) Appendix For the year ended December 31, 2004 BlackRock PNC Deconsolidation and BlackRock PNC In millions As Reported Other Adjustments Equity Method As Adjusted Net interest income $1,969 $(14) $1,955 Provision for credit losses 52 52 Noninterest income 3,572 (745) $101 2,928 Noninterest expense 3,712 (564) 3,148 Income before minority interest and income taxes 1,777 (195) 101 1,683 Minority interest in income of BlackRock 42 (42) Income taxes 538 (59) 7 486 Net income $1,197 $(94) $94 $1,197 In millions 2004 2005 2006 CAGR Adjusted net interest income $1,955 $2,142 $2,235 Adjusted noninterest income 2,928 3,122 3,572 Adjusted total revenue 4,883 5,264 5,807 9% Adjusted noninterest expense 3,148 3,453 3,587 7% Adjusted net income $1,197 $1,325 $1,514 12% In millions 2004 2005 2006 CAGR Net interest income, as reported $1,969 $2,154 $2,245 Noninterest income, as reported 3,572 4,173 6,327 Total revenue, as reported 5,541 6,327 8,572 24% Noninterest expense, as reported 3,712 4,306 4,443 9% Net income, as reported $1,197 $1,325 $2,595 47% |
Non-GAAP
to GAAP Reconcilement Business Segments Appendix Nine Months Ending September 30, 2007 Dollars in millions Retail Banking Corporate & Institutional Banking Other Banking and Other BlackRock PFPC Total Net interest income (expense) $1,517 $571 $48 $2,136 ($14) $2,122 Noninterest income 1,280 558 260 2,098 $227 631 2,956 Total Revenue $2,797 $1,129 $308 $4,234 $227 $617 $5,078 Noninterest income as a % of total revenue 46% 49% 84% 50% 100% 102% 58% Dollars in millions 2007 % of Segments 2006 % Change Retail Banking $678 53% $581 17% Corporate & Institutional Banking 341 26% 328 4% BlackRock (a) 176 14% 137 28% PFPC 96 7% 93 3% Total business segment earnings 1,291 1,139 Other (a)(b) (2) 1,080 Total consolidated net income $1,289 $2,219 Nine Months Ending September 30 Earnings (Loss) (a) For our segment reporting presentation in management'sdiscussion and analysis, after-tax BlackRock/MLIMtransaction integration costs totaling$4 millionand $56 millionfor the nine months ended September30, 2007 and September 30, 2006 have been reclassified from BlackRock to "Other." "Other" for the first nine months of 2007 also includes $45 million of after-tax Mercantile acquisition integration costs. (b) "Other" for the first nine months of 2006 included the $2,078 million pre-tax, or
$1,293 million after-tax, gain on the BlackRock/MLIM transaction recorded in the
third quarter of 2006. |
The PNC
Financial Services Group, Inc. PNC BB&T Corporation BBT Comerica CMA Fifth Third Bancorp FITB KeyCorp KEY National City Corporation NCC Regions Financial RF SunTrust Banks, Inc. STI U.S. Bancorp USB Wachovia Corporation WB Wells Fargo & Company WFC Ticker Peer Group of Super-Regional Banks Appendix |