RecitalsReplacement Capital Covenant • February 13th, 2008 • PNC Financial Services Group Inc • National commercial banks
PNC CAPITAL TRUST E FIRST AMENDED AND RESTATED DECLARATION OF TRUSTDeclaration of Trust • February 13th, 2008 • PNC Financial Services Group Inc • National commercial banks
THIS FIRST AMENDED AND RESTATED DECLARATION OF TRUST, dated as of January , 2007, is by and among (i) The PNC Financial Services Group, Inc., a Pennsylvania corporation (the “Sponsor”), and (ii) The Bank of New York (Delaware), a Delaware banking corporation, as Delaware trustee (the “Delaware Trustee”).
PNC Capital Trust E, Issuer and The PNC Financial Services Group, Inc., Guarantor (Aggregate Liquidation Amount)Underwriting Agreement • February 13th, 2008 • PNC Financial Services Group Inc • National commercial banks • New York
The Preferred Securities and the Common Securities (as defined herein) are to be issued pursuant to the terms of an Amended and Restated Trust Agreement dated as of February 13, 2008 (the “Trust Agreement”), among the Corporation, as depositor and as guarantor, and The Bank of New York (the “Trust Company”), a New York banking corporation, as property trustee (the “Property Trustee”), BNYM (Delaware), formerly The Bank of New York (Delaware) (“Trust Delaware”), a Delaware banking corporation, as Delaware trustee (the “Delaware Trustee”) and the holders from time to time of undivided interests in the assets of the Trust. The Preferred Securities will be guaranteed by the Corporation on a subordinated basis and subject to certain limitations with respect to distributions and payments upon liquidation, redemption or otherwise (the “Guarantee”) pursuant to the Guarantee Agreement dated as of February 13, 2008 (the “Guarantee Agreement”), between the Corporation and the Trust Company,
TRUST PREFERRED SECURITIES GUARANTEE AGREEMENT The PNC Financial Services Group, Inc. (as Guarantor) and The Bank of New York (as Trust Preferred Guarantee Trustee) Dated as of February 13, 2008Trust Preferred Securities Guarantee Agreement • February 13th, 2008 • PNC Financial Services Group Inc • National commercial banks • New York
This GUARANTEE AGREEMENT (the “Trust Preferred Securities Guarantee”), dated as of February 13, 2008, is executed and delivered by The PNC Financial Services Group, Inc., a Pennsylvania corporation, and The Bank of New York, a New York corporation as trustee, for the benefit of the Holders (as defined herein) from time to time of the Trust Preferred Securities (as defined herein) of PNC Capital Trust E, a Delaware statutory trust (the “Trust”).
