PNC to Report $1.6 Billion Gain on the Merger of BlackRock and Merrill Lynch Investment Managers (2024)

PNC to Report $1.6 Billion Gain on the Merger of BlackRock and Merrill Lynch Investment Managers

The PNC Financial Services Group, Inc. (NYSE: PNC) announced today that BlackRock (NYSE: BLK) and Merrill Lynch (NYSE: MER) have signed a definitive agreement to create one of the top ten investment management companies in the world with assets under management approaching $1 trillion. BlackRock will acquire Merrill Lynch's investment management business in exchange for a 49 percent ownership interest.

This transaction is expected to dramatically increase BlackRock's net income. As a result, PNC anticipates having a greater earnings contribution from BlackRock. The transaction is expected to be immediately accretive to PNC.

"Our partnership with Larry Fink and BlackRock over the past decade has created an extraordinary asset management platform with an unprecedented record of performance and growth," said James E. Rohr, chairman and chief executive officer of PNC. "This transformational merger is the next logical step in BlackRock's evolution as a global leader in asset management. The transaction also enables PNC to retain a sizable investment in BlackRock, significantly improve our capital flexibility and create substantial strategic opportunities and earnings benefits for our shareholders."

Upon the closing of this transaction, PNC will continue to own 44.5 million shares of BlackRock, representing an ownership interest of approximately 34 percent. Thereafter, BlackRock will be deconsolidated from PNC's financial statements and will be accounted for using the equity method. As a result of this transaction, PNC's investment will increase to approximately $3.2 billion and PNC will record an after-tax gain of approximately $1.6 billion based on BlackRock's closing share price of $131.51 on February 10, 2006. This gain will substantially improve PNC's capital position. On a pro forma basis, PNC's tangible common capital to tangible assets ratio of 5.0 percent at December 31, 2005 would improve to 7.3 percent, thereby providing PNC with enhanced capital flexibility to invest in its businesses and/or repurchase shares of common stock. Currently, the PNC Board of Directors has authorized the purchase of up to 20 million shares. Further, PNC will have an additional unrecognized pretax gain of approximately $2.6 billion related to its 34 percent ownership in BlackRock.

PNC will have two seats on the new combined company's Board of Directors including one director on the Executive Committee. The transaction must be approved by BlackRock shareholders and is expected to close later this year subject to securing appropriate regulatory and other approvals. PNC currently controls more than 80 percent of the voting interest in BlackRock and will vote its interest in support of the transaction.

PNC purchased BlackRock in February 1995 for approximately $240 million. Since then, BlackRock's assets under management have grown from approximately $24 billion to $453 billion, contributing to a current market capitalization of approximately $8.4 billion and a $5.6 billion increase in the value of PNC's initial investment.

CONFERENCE CALL AND SUPPLEMENTARY INFORMATION

PNC Chairman and Chief Executive Officer James E. Rohr and Chief Financial Officer Richard J. Johnson will hold a conference call for investors today at 10:30 a.m. Eastern Time regarding this announcement. Investors should call five to ten minutes in advance of the conference call at 800-990-2718 (domestic) or 706-643-0187 (international). A taped replay of the call will be available for one week at 800-642-1687 (domestic) or 706-645-9291 (international) by entering conference ID 5590356. Supplementary information, which includes significant financial information that will be discussed on the conference call, will be available on PNC's website at www.pnc.com under "For Investors" prior to the beginning of the conference call.

In addition, internet access to the call, which includes audio (listen- only) and slides with supplementary information regarding the transaction, will be available through PNC's website at www.pnc.com under "For Investors." A replay of the webcast will be available on PNC's website for 30 days.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

This press release contains forward-looking statements with respect to PNC's outlook or expectations with respect to the planned transaction between BlackRock and Merrill Lynch and the impact of the transaction on PNC's future performance. Forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time. The forward-looking statements in this press release speak only as of the date of this press release, and PNC assumes no duty, and does not undertake, to update them. In addition to factors previously disclosed in PNC's SEC reports (accessible on the SEC website at www.sec.gov and on PNC's website at www.pnc.com) applicable to PNC's business generally, as well as factors previously disclosed in BlackRock's SEC reports (accessible on the SEC website and on BlackRock's website at www.BlackRock.com) applicable to BlackRock's business generally, the forward-looking statements in this press release are subject to the following risks and uncertainties:

 - Completion of the transaction is dependent on, among other things, receipt of regulatory and other approvals, the timing of which cannot be predicted with precision at this point and which may not be received at all. - The impact of the completion of the transaction on PNC's financial statements will be affected by the timing of the transaction and the market price of BlackRock at the time of closing. - The impact of the transaction on PNC's future financial results depends on the following: (1) BlackRock's future performance and BlackRock's ability to integrate its business with the Merrill Lynch Investment Managers business and to achieve planned synergies and cost savings, (2) BlackRock's dividend payout ratio going forward, which is assumed to be 40 percent, and (3) PNC's ability to take advantage of the increase in its capital resulting from this transaction to pursue various capital management options such as share repurchases and making investments in its businesses, which could be affected by PNC's future financial performance and other factors affecting PNC's capital needs and flexibility.

The PNC Financial Services Group, Inc. is one of the nation's largest diversified financial services organizations providing consumer and business banking; specialized services for corporations and government entities, including corporate banking, real estate finance and asset-based lending; wealth management; asset management and global fund services.

SOURCE: The PNC Financial Services Group, Inc.

CONTACT: Media, Brian E. Goerke, +1-412-762-4550, or
corporate.communications@pnc.com, or Investors, William H. Callihan,
+1-412-762-8257, or investor.relations@pnc.com, both of The PNC Financial
Services Group, Inc.

Web site: http://www.pnc.com/

Company News On-Call: http://www.prnewswire.com/comp/701257.html

PNC to Report $1.6 Billion Gain on the Merger of BlackRock and Merrill Lynch Investment Managers (2024)

FAQs

Why did PNC sell BlackRock? ›

Selling the stake in BlackRock also reduces some regulatory costs for PNC. The move comes after regional banks reported significant losses in the first quarter and set aside billions of dollars for expected credit losses.

How much did PNC sell BlackRock for? ›

PNC sold the BlackRock stake at a sizable concession of about 7% to BlackRock's stock price at the time—allowing savvy investors like Fidelity Contrafund manager Will Danoff to snap up the BlackRock shares. And PNC had to pay taxes on the BlackRock sale that reduced its proceeds to $11.1 billion.

What is the relationship between BlackRock and Merrill Lynch? ›

2006. BlackRock acquires Merrill Lynch Investment Management, expanding its retail and international presence.

When did PNC buy BlackRock? ›

PNC originally purchased BlackRock in 1995 and the two companies have had a mutually beneficial relationship for more than 25 years. "BlackRock's long track record of strong performance and growth has created significant value since PNC acquired our stake in the company.

Why are people protesting PNC Bank? ›

We demand PNC Bank sell off these loans, investments, and bond issuances to nuclear arms producers and make a binding commitment never to invest in weapons of mass destruction. Our campaign is a broad-based coalition of concerned partners, both within the Pittsburgh area and from across the nation.

Is PNC Bank owned by BlackRock? ›

PNC purchased BlackRock in February 1995 for approximately $240 million.

Who owns the largest share of BlackRock? ›

Laurence D. Fink is the CEO and co-founder of BlackRock. Along with seven colleagues, he started the company. As of 31 January 2023, he owned 520,126 making him the biggest individual shareholder.

Who owns Merrill Lynch BlackRock? ›

Merrill Lynch received an ownership interest of 49.8 per cent and a voting interest of 45 per cent in the new company, which operates under the BlackRock name. BlackRock is one of the world's largest publicly traded investment management firms managing assets on behalf of institutions and individuals worldwide.

What family owns BlackRock? ›

Larry Fink is the founder, CEO and chairman of powerhouse investment management firm BlackRock, one of the world's largest asset managers. He and seven partners founded BlackRock in 1988.

Who owns the most stock in PNC Bank? ›

Pnc Financial Services Group Stock Ownership FAQ

Who owns Pnc Financial Services Group? Pnc Financial Services Group (NYSE: PNC) is owned by 82.26% institutional shareholders, 0.85% Pnc Financial Services Group insiders, and 16.88% retail investors.

What company owns PNC Bank? ›

PNC Bank is a subsidiary of The PNC Financial Services Group, Inc., a U.S.-based bank holding company headquartered in Pittsburgh, Pennsylvania, and founded in 1845. PNC Bank has been a subsidiary of The PNC Financial Services Group, Inc. since it was established as a separate division of the company in 1983.

Did PNC sell stake in BlackRock? ›

(NYSE:PNC) today announced the closing of its sale of 31.6 million shares of BlackRock, Inc. (NYSE:BLK) common and preferred stock through a registered offering at a price of $420 per share. This includes the previously announced option that has been fully exercised by underwriters.

Is PNC Bank closing in 2023? ›

In addition, “after a careful review of our business model, PNC's strategic goals and the potential impact to our customers, the decision was made to close 47 branches on June 23, 2023.

What are the negatives of PNC Bank? ›

Cons
  • Higher interest rates reserved for very high account balances, and are lower than other money market account rates.
  • Not available in all states or locations.
  • High minimum balance requirement -- $5,000 -- to maintain an account (or link another PNC account to avoid monthly service fee).
Jan 13, 2023

Will my PNC funds be available? ›

If your deposit is completed before 10 p.m. ET on a business day, your funds will also be available to pay checks or items during nightly processing. If your deposit is completed after 10 p.m. ET, your funds will be available to pay checks or items presented on the next business day.

What are the biggest companies BlackRock owns? ›

Top 50 BlackRock Holdings
StockCompany NameDate
XOMExxon Mobil Corp2022-12-31
IVVIshares Tr2022-12-31
NVDANvidia Corporation2022-12-31
JPMJpmorgan Chase & Co2022-12-31
49 more rows

How many banks does BlackRock own? ›

As of 31 December 2020, the Official Institutions Group has $579bn in assets under management (AUM) on behalf of 109 clients globally. This includes: 45 Central Banks.

What bank did PNC just buy out? ›

PNC Bank bought BBVA Bank. But the changeover for some customers last month was rougher than anything expected. Two customers tell The Watchdog that they lost access to either their money or their bank financial history.

Does BlackRock own Pfizer? ›

Fintel reports that BlackRock has filed a 13G/A form with the SEC disclosing ownership of 442.87MM shares of Pfizer Inc.

How much of Apple is owned by BlackRock? ›

ownership in AAPL / Apple Inc. 2023-02-07 - BlackRock Inc. has filed an SC 13G/A form with the Securities and Exchange Commission (SEC) disclosing ownership of 1,029,178,566 shares of Apple Inc (US:AAPL). This represents 6.5 percent ownership of the company.

Who are the 7 owners of BlackRock? ›

BlackRock was founded in 1988 by Larry Fink, Robert S. Kapito, Susan Wagner, Barbara Novick, Ben Golub, Hugh Frater, Ralph Schlosstein, and Keith Anderson to provide institutional clients with asset management services from a risk management perspective.

Why is BlackRock so powerful? ›

As the world's top asset manager, BlackRock is a majority investor in almost every major publicly-traded company. It profits from those companies' operations and, as a major shareholder, bears significant responsibility for their governance and the impacts of their operations across the world.

Is Bank of America owned by BlackRock? ›

Fintel reports that BlackRock has filed a 13G/A form with the SEC disclosing ownership of 474.78MM shares of Bank of America Corp (BAC). This represents 5.9% of the company.

What Bank owns Merrill Lynch? ›

Merrill Lynch & Co. is a long-established American financial firm. It was acquired by Bank of America in 2009 in the wake of the 2008 financial crisis.

What religion is the owner of BlackRock? ›

He grew up one of three children in a Jewish family in Van Nuys, California, where his mother Lila (1930-2012) was an English professor and his father Frederick (1925-2013) owned a shoe store. He earned a BA in Political Science from UCLA in 1974. Fink is also a member of Kappa Beta Phi.

Is BlackRock owned by Rockefellers? ›

BlackRock, Inc. is owned by Rockefeller Capital Management L.P. for $76.56 million (NYSE:BLK) The most recent 13F filing that Rockefeller Capital Management L.P. has made with the SEC reveals that during the third quarter of 2018, the investment firm increased the percentage of its holdings in BlackRock, Inc.

Is BlackRock an ethical company? ›

Our reputation for integrity is one of our most important assets. We hold ourselves to standards that not only meet those required by the laws and regulations that apply to us, but also to our principles, which are rooted in exceeding our clients' expectations.

Is PNC bigger than Chase? ›

Chase is one of the biggest banks in the nation with more than 4,700 branches and over 16,000 ATMs. They offer a variety of banking, loans and investing services. While PNC Bank has 2,600 branches in 28 states mostly on the East.

Is PNC bigger than Wells Fargo? ›

While Wells Fargo is one of America's largest banks with over 4,500 locations and 12,000 ATMs.
...
PNC Bank vs Wells Fargo.
PNC BankWells Fargo
PNC BankWells Fargo
2,600 PNC branches across 28 states.Approximately 4,500+ retail banking branches coast to coast.
CreditDonkey® Reviews
Savings
36 more rows

Is PNC stock a good buy now? ›

PNC Financial has a conensus rating of Moderate Buy which is based on 8 buy ratings, 6 hold ratings and 2 sell ratings.

What did PNC used to be called? ›

Pittsburgh National and Provident National were the first two banks to act on the new legislation, and came together in 1983 in what was at the time the largest bank merger in U.S. history. Taking the shared initials of their holding companies, they created a new entity called PNC Financial Corp.

Why is PNC Bank closing so many branches? ›

MULTIPLE locations of the popular Pennsylvania-based bank PNC have plans to close this year. PNC Bank announced it will shutter 32 locations throughout the US in 2023 as the bank sees more customers transitioning to online banking. The bank is closing brick-and-mortar locations by March.

Why is PNC different from other banks? ›

Providing an Inclusive Banking Experience

For non-English-speaking customers, PNC provides a wide range of services such as live interpretation and translation services, bilingual employees in many retail branches, and translated webpages and educational resources.

Has PNC stock ever split? ›

PNC Financial Services stock (symbol: PNC) underwent a total of 3 stock splits. The most recent stock split occured on November 16th, 1992.

Does BlackRock have a stake in Tesla? ›

The combined holdings of the index fund industry's three giants — BlackRock, Vanguard and State Street — make up a 13.58% stake in Tesla, it found. Vanguard funds own 6.85% of Tesla, adding up to the second-biggest shareholder, while BlackRock and State Street funds have a 3.6% and 3.13% stake, respectively.

How much of Wells Fargo does BlackRock own? ›

Top 10 Owners of Wells Fargo & Co
StockholderStakeShares owned
BlackRock Fund Advisors4.39%166,555,951
SSgA Funds Management, Inc.4.18%158,565,280
Fidelity Management & Research Co...3.40%128,992,650
Dodge & Cox3.13%118,722,376
6 more rows

Why did Blackstone sell BlackRock? ›

In 1992, Blackstone and Blackstone was one financial management with 53 billion dollars in their assets. In 1994 Fink and Schwarzman agreed to part ways on an international disagreement Financial, and Schwarzman sold his share of BlackRock.

Why did PNC buy out BBVA? ›

Mr Demchak concluded: “The acquisition of BBVA is an opportunity to navigate our future from a position of strength, accelerating PNC's national expansion strategy while drawing on our experience as a disciplined acquirer.

Why did DSP and BlackRock split? ›

The DSP-Blackrock split has come about because the two co-owners both wanted to own 100% of the business. Since DSP was the majority stakeholder, it was able to have its way.

Who owns most of BlackRock? ›

Laurence D. Fink is the CEO and co-founder of BlackRock. Along with seven colleagues, he started the company. As of 31 January 2023, he owned 520,126 making him the biggest individual shareholder.

Who is more powerful Blackstone or BlackRock? ›

However, the two companies aren't really comparable by numbers alone, as they provide services to different sectors of the market and are both strong investment firms in their own rights. BlackRock is the world's largest asset manager and Blackstone Group is the world's largest private equity firm.

Who owns more real estate BlackRock or Blackstone? ›

Imagine BlackRock, which grew into the world's biggest money manager with $5.4 trillion of assets under management, being called “BlackPebble?” BlackRock has far surpassed Blackstone in assets under management.

What happens to accounts when banks merge? ›

Be mindful about FDIC insurance

The good news is that once the merger is complete, your accounts will continue to be insured separately for six months, so there is plenty of time to move your additional funds to another institution if need be.

What happens to employees when banks merge? ›

The uncertainty resulting from a merger or acquisition can increase stress levels and signal risk to target company employees. Mergers and acquisitions tend to result in job losses for employees in redundant areas in the combined company.

How much of Netflix does BlackRock own? ›

ownership in NFLX / Netflix Inc. 2023-02-01 - BlackRock Inc. has filed an SC 13G/A form with the Securities and Exchange Commission (SEC) disclosing ownership of 27,731,534 shares of Netflix Inc (US:NFLX). This represents 6.2 percent ownership of the company.

Is BlackRock left or right? ›

In fact, Bolton and his colleagues discovered that both BlackRock and Vanguard tended to vote to the right of the proxy advisors, 'which suggests that they are both less concerned about environmental and social issues and that they tend to side more with management. '

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