The PNC
Financial Services Group, Inc. Annual Meeting of Shareholders
April 27, 2010
Exhibit 99.1 |
James E.
Rohr Chairman and Chief Executive Officer |
3
Cautionary Statement Regarding Forward-Looking
Information and Adjusted Information
This presentation includes snapshot information about PNC used by way of
illustration. It is not intended as a full business or financial review and
should be viewed in the context of all of the information made available by PNC in its SEC filings. The presentation also contains forward-
looking statements regarding our outlook or expectations relating to PNCs future
business, operations, financial condition, financial performance, capital and liquidity
levels, 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 some of these
factors in our 2009 Form 10-K, including in the Risk Factors and Risk Management
sections of that report, and in our subsequent SEC filings (accessible on the SECs website at www.sec.gov and on
or through our corporate website at www.pnc.com/secfilings). We have included web
addresses here and elsewhere in this presentation as inactive textual references
only. Information on these websites is not part of this document. 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 certain types of items, such as the acceleration of accretion of the
remaining issuance discount on our TARP preferred stock in connection with the first quarter 2010 redemption of such stock, our
fourth quarter 2009 gain related to BlackRocks acquisition of Barclays Global Investors
(the BLK/BGI gain), our fourth quarter 2008 conforming provision for credit
losses for National City, and other integration costs in the 2010, 2009 and 2008 periods. This information supplements our
results as reported in accordance with GAAP and should not be viewed in isolation from, or a
substitute for, our GAAP results. We believe that this additional information and
the reconciliations we provide may be useful to investors, analysts, regulators and others as they evaluate the impact
of these respective items on our results for the periods presented due to the extent to which
the items are not indicative of our ongoing operations.
In certain discussions, we may also provide information on yields and margins for all
interest-earning assets calculated using net interest income 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. We may also provide information on pretax
pre-provision earnings (total revenue less noninterest expense), as we believe that pretax pre-provision earnings is
useful as a tool to help evaluate the ability to provide for credit costs through operations.
This presentation may also include 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 PNCInvestor
Relations. |
4
Overview
PNC delivered a very good year for our
constituencies in a challenging environment
The execution of PNCs business model resulted in
a solid 2009 financial performance
PNC is well-positioned for an economic recovery
PNC is off to a good start in 2010
PNC Continues to Build a Great Company.
PNC Continues to Build a Great Company. |
5
2009 Performance Summary
Execution of the PNC business model delivered strong
financial results
net income of $2.4 billion
Well-positioned balance sheet at year end with an improved
risk profile, increased loan loss reserves, more liquidity and
more capital
Strong revenue performance and disciplined expense
management
Pretax pre-provision earnings exceeded credit costs by $3.2
billion
(1) Total revenue of $16.2 billion less noninterest expense of $9.1 billion. Revenue includes
a $1.1 billion gain related to BlackRocks acquisition of BGI on December 1,
2009. Provision for credit losses was $3.9 billion. Further information is provided in the Appendix.
1 |
6
Footprint covering nearly 1/3 of the U.S.
population
Retail
Corporate & Institutional
A leader in serving middle-market
customers and government entities
One of the largest bank-held asset
managers in the U.S.
Asset Management
Residential Mortgage
One of the nations largest mortgage
platforms
A Larger and More Powerful Franchise
8
th
$270 billion
Assets
U.S. Rank
1
Dec. 31, 2009
6,473
2,512
$187 billion
5
th
ATMs
5
th
Branches
5
th
Deposits
(1) Rankings source: SNL DataSource; Headquartered in U.S.
CO
TX
KS
OK
BlackRock
A leader in investment management, risk
management
and
advisory
services
worldwide |
7
$25
$50
$75
$100
$125
$150
2004
2005
2006
2007
2008
2009
Strong Relative Stock Performance
December 31
PNC
S&P 500 Index
Peer Group
1
S&P 500 Banks
X
Comparison of cumulative 5-year total return
(1) Peer group represents BBT, BAC, COF, CMA, FITB, JPM, KEY, MTB, PNC, RF, STI, USB and
WFC. |
8
Integration Ahead of Our Original Schedule
Highlights
Almost 2 million hours
of conversion training
conducted
More than 4 million
customers converted
Over 1,000 branches
changed to PNC Bank
Remaining
Remaining
conversion
conversion
June 2010
June 2010 |
9
Substantial 1Q10 Achievements
Successfully delivered on key strategic objectives while executing the PNC
business model
Delivered strong financial results
-
Well-diversified revenue
-
Disciplined expense management
-
Improved credit costs
Business segments performed well; continued to grow clients and deepen
relationships throughout the footprint
Balance sheet remains well-positioned
$671 million
Net income
$.66 reported
$1.31 adjusted
1.02%
Return on
average assets
Diluted EPS from
net income
1Q10 financial
summary
1
(1) Adjusted for the impact of the accelerated accretion of the remaining issuance discount in
connection with the redemption of our TARP preferred stock of $.50 per diluted common
share, and after-tax integration costs of $.15 per diluted common share. Further information is
provided in the Appendix. |
10
Summary
The execution of our business model resulted
in a strong 2009 performance
Our earnings capacity is expected to deliver a
solid 2010 financial performance
We are well-positioned to deliver significant
shareholder value
PNC Continues to Build a Great Company.
PNC Continues to Build a Great Company. |
11
Cautionary Statement Regarding Forward-Looking
Information
Appendix
This presentation includes snapshot information about PNC used by way of
illustration and is not intended as a full business or financial review. It
should not be viewed in isolation but rather in the context of all of the information made available by PNC in its SEC filings.
We also make statements in this presentation, and we may from time to time make other
statements, regarding our outlook or expectations for earnings, revenues, expenses,
capital levels, liquidity levels, asset quality 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, plan, 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. 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
2009 Form 10-K, including in the Risk Factors and Risk Management sections of that report, and in our subsequent
SEC filings. 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/secfilings. We have included these web addresses as
inactive textual references only. Information on these websites is not part of
this document. 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:
o
Changes in interest rates and valuations in the debt, equity and other financial markets;
o
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; o
Actions by the Federal Reserve and other government agencies, including those that impact
money supply and market interest rates;
o
Changes in our customers, suppliers and other counterparties performance in
general and their creditworthiness in particular; o
Changes in levels of unemployment; and
o
Changes in customer preferences and behavior, whether as a result of changing business and
economic conditions, climate-related physical changes or legislative and
regulatory initiatives, or other factors. A continuation of turbulence in
significant portions of the US and global financial markets, particularly if it worsens, could impact our
performance, both directly by affecting our revenues and the value of our assets and
liabilities and indirectly by affecting our counterparties and the economy generally.
Our business and financial performance could be impacted as the financial
industry restructures in the current environment, both by changes in the
creditworthiness and performance of our counterparties and by changes in the competitive and regulatory landscape.
Given current economic and financial market conditions, our forward-looking
financial statements are subject to the risk that these conditions will be
substantially different than we are currently expecting. These statements are based on our current expectations that
interest rates will remain low in the first half of 2010 but will move upward in the second
half of the year and our view that the moderate economic recovery that began last year
will extend through 2010. |
12
Cautionary Statement Regarding Forward-Looking
Information
(continued)
Appendix
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: o
Changes resulting from legislative and regulatory responses to the current economic and
financial industry environment; o
Other legislative and regulatory reforms, including broad-based restructuring of financial
industry regulation as well as changes to laws and regulations involving tax, pension,
bankruptcy, consumer protection, and other aspects of the financial institution industry;
o
Increased litigation risk from recent regulatory and other governmental developments;
o
Unfavorable resolution of legal proceedings or other claims and regulatory and other
governmental inquiries; o
The results of the regulatory examination and supervision process, including our failure to
satisfy the requirements of agreements with governmental agencies;
o
Changes in accounting policies and principles;
o
Changes resulting from legislative and regulatory initiatives relating to climate change that
have or may have a negative impact on our customers demand for or use of our
products and services in general and their creditworthiness in particular; and
o
Changes to regulations governing bank capital, including as a result of the so-called
Basel 3 initiatives. 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, and by our ability to meet evolving
regulatory capital standards. 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 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.
Our ability to implement our business initiatives and strategies could affect our
financial performance over the next several years. 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 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 filings with the SEC, including in the Risk Factors
sections of BlackRocks reports. BlackRocks SEC filings are accessible on the
SECs website and on or through BlackRocks website at
www.blackrock.com. This material is referenced for informational purposes only and
should not be deemed to constitute a part of this document.
In addition, our acquisition of National City Corporation (National City) on
December 31, 2008 presents us with a number of risks and uncertainties related both to
the acquisition itself and to the integration of the acquired businesses into PNC. These risks and uncertainties
include the following:
The anticipated benefits of the transaction, including anticipated cost savings and
strategic gains, may be significantly harder or take longer to achieve than expected or
may not be achieved in their entirety as a result of unexpected factors or events. |
13
Cautionary Statement Regarding Forward-Looking
Information
(continued)
Appendix
Our ability to achieve anticipated results from this transaction is dependent on the
state going forward of the economic and financial markets, which have been under
significant stress. Specifically, we may incur more credit losses from National Citys loan portfolio than
expected. Other issues related to achieving anticipated financial results include the
possibility that deposit attrition or attrition in key client, partner and other
relationships may be greater than expected. Legal proceedings or other claims
made and governmental investigations currently pending against National City, as well as others that
may be filed, made or commenced relating to National Citys business and activities
before the acquisition, could adversely impact our financial results.
Our ability to achieve anticipated results is also dependent on our ability to bring
National Citys systems, operating models, and controls into conformity with ours
and to do so on our planned time schedule. The integration of National Citys business and operations into PNC,
which includes conversion of National Citys different systems and procedures, may take
longer than anticipated or be more costly than anticipated or have unanticipated
adverse results relating to National Citys or PNCs existing businesses. PNCs ability to integrate
National City successfully may be adversely affected by the fact that this transaction has
resulted in PNC entering several markets where PNC did not previously have any
meaningful retail presence. In addition to the National City transaction, we grow our business from time to time by
acquiring other financial services companies. Acquisitions in general present us
with risks, in addition to those presented by the nature of the business acquired, similar to some or all of
those described above relating to the National City acquisition.
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 or other companys actual or anticipated
results.
|
14
Impact of Pending Sale of
PNC Global Investment Servicing
1.1
Net intangible assets
1.3
Goodwill and other intangible assets
Elimination of net intangible assets:
Less:
(1.5)
Book equity / intercompany debt
(billions)
$1.6
(0.2)
0.5
(0.3)
0.8
$2.3
Estimated PNC tangible capital improvement
Eligible deferred income taxes on goodwill
and other intangible assets
After-tax gain
Income taxes
Pretax gain
Sales price
Estimated gain and capital enhancement
(1) The transaction is currently expected to close in the third quarter of 2010, subject to
regulatory approvals and certain other closing conditions.
1 |
15
Risk-Based Capital Ratios
1.6
1.6
Net
impact
of
pending
2010
sale
of
GIS
2
10.6%
8.3%
Proforma ratios
$24.5
$19.2
Proforma
9.9%
7.6%
Ratios
$17.6
Tier 1 common
1
$22.9
March
31,
2010
-
Capital
Tier 1 risk-based
1
$s in billions
(1) Estimated. (2) Pending sale of PNC Global Investment Servicing Inc. (GIS) is
anticipated to occur in the third quarter of 2010 subject to regulatory approvals and
certain other closing conditions. We believe that the disclosure of these ratios reflecting the estimated impact
of the pending sale of GIS provides additional meaningful information regarding the
risk-based capital ratios at that date and the impact of this event on these
ratios. Appendix |
16
Non-GAAP to GAAP Reconcilement
Appendix
Adjustments,
pretax
Income taxes
(benefit)
Net income
Net income
attributable to
common shareholders
Diluted EPS from
net income
$671
$333
$.66
$113
($40)
73
73
.15
250
.50
$744
$656
$1.31
Adjustments,
pretax
Income taxes
(benefit)
Net income
Net income
attributable to
common shareholders
Diluted EPS from
net income
$1,107
$1,011
$2.17
($1,076)
$389
(687)
(687)
(1.49)
155
(54)
101
101
.22
$521
$425
$.90
Adjustments,
pretax
Income taxes
(benefit)
Net income
Net income
attributable to
common shareholders
Diluted EPS from
net income
$530
$460
$1.03
$52
($19)
33
33
.08
$563
$493
$1.11
March 31, 2010
For the three months ended, in millions except per share data
Net income, as reported
Adjustments:
Integration costs
TARP preferred stock accelerated discount accretion ²
Net income, as adjusted
For the three months ended, in millions except per share data
Net income, as reported
Adjustments:
Gain on BlackRock/BGI transaction
Integration costs
Net income, as adjusted
For the three months ended, in millions except per share data
Net income, as reported
Adjustments:
Integration costs
Net income, as adjusted
(1) Calculated using a marginal federal income tax rate of 35%.
The after-tax gain on the BlackRock/BGI transaction also reflects the impact of state
income taxes. (2) Represents accelerated accretion of the remaining issuance discount on
redemption of the TARP preferred stock in February 2010. December 31, 2009
March 31, 2009
1
1
1
PNC believes that information adjusted for the impact of certain items may be useful due to
the extent to which the items are not indicative of our ongoing operations. |
17
Non-GAAP to GAAP Reconcilement
Appendix
Three months ended
March 31, 2010
Year ended
December 31, 2009
in millions
Total revenue
$3,763
$16,228
Noninterest expense
2,113
9,073
Pretax pre-provision earnings
$1,650
$7,155
Provision
$751
$3,930
Excess of pretax pre-provision earnings over provision
$899
$3,225
PNC believes that pretax pre-provision earnings is useful as a tool to help evaluate the
ability to provide for credit costs through operations. For the three months
ended, in millions
Pretax
Income taxes
(benefit)
Net income
Reported net income (loss)
($246)
Conforming
provision
for
credit
losses
-
National
City
$504
($176)
328
Net income excluding conforming provision for credit
losses
-
National
City
$82
December 31, 2008
PNC
believes
that
information
adjusted
for
the
impact
of
certain
items
may
be
useful
due
to
the
extent
to
which
the
items
are
not
indicative
of
our
ongoing operations.
Year
ended,
in
millions
Pretax
Income taxes
(benefit)
1
Net income
Reported net income
$2,403
Gain on BlackRock/BGI transation
($1,076)
$389
(687)
Net income excluding gain on BlackRock/BGI transaction
Year
ended,
in
millions
except
percentage
Net income
Average assets
Return on
average assets
Reported
$2,403
$276,876
0.87%
Excluding gain on BlackRock/BGI transaction
$1,716
$276,876
0.62%
PNC
believes
that
information
adjusted
for
the
impact
of
certain
items
may
be
useful
due
to
the
extent
to
which
the
items
are
not
indicative
of
our
ongoing operations.
December 31, 2009
December 31, 2009
(1)
Calculated
using
a
marginal
federal
income
tax
rate
of
35%.
The
after-tax
gain
on
the
BlackRock/BGI
transaction
also
reflects
the
impact
of
state
income taxes.
1 |