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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
December 23, 1998
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Date of Report (Date of earliest event reported)
PNC BANK CORP.
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(Exact name of registrant as specified in its charter)
COMMISSION FILE NUMBER 1-9718
PENNSYLVANIA 25-1435979
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One PNC Plaza
249 Fifth Avenue
Pittsburgh, Pennsylvania 15222-2707
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(Address of principal executive offices)
(Zip Code)
(412) 762-1553
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(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
Developments Regarding Credit Card Business
On December 23, 1998, PNC Bank Corp. ("Corporation") announced a
definitive agreement to sell its credit card business, including PNC
National Bank, Wilmington, Delaware, to MBNA Corporation. The
Corporation will receive a 15 percent premium on outstanding credit
card receivables of approximately $2.9 billion.
The transaction is expected to close in the first quarter of 1999,
subject to regulatory approvals, and is expected to result in the
recognition of a substantial gain.
A copy of the press release issued by the Corporation is attached
hereto as Exhibit 99 and incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
The exhibit listed on the Exhibit Index on page 3 of this Form 8-K is
filed herewith.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
PNC BANK CORP.
(Registrant)
Date: January 5, 1999 By: /s/ Robert L. Haunschild
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Robert L. Haunschild
Senior Vice President and
Chief Financial Officer
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EXHIBIT INDEX
99 Press release issued by the Corporation on December 23, 1998 with respect
to the announcement of the definitive agreement for MBNA Corporation to
acquire the credit card business of the Corporation, filed herewith.
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EXHIBIT 99
News Release PNCBANK
CONTACTS:
PNC MEDIA: MBNA MEDIA/INVESTORS:
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Jonathan Williams Brian Dalphon
(412) 762-4550 (800) 362-6255
[email protected]
PNC INVESTORS:
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William H. Callihan
(412) 762-8257
[email protected]
PNC TO SELL CREDIT CARD BUSINESS TO MBNA
PITTSBURGH, Dec. 23, 1998--PNC Bank Corp. (NYSE: PNC) and MBNA Corporation
(NYSE: KRB) today announced that they have reached a definitive agreement for
MBNA to acquire the credit card business of PNC Bank, including PNC National
Bank, Wilmington, Del., the specialized credit card issuing bank for PNC.
PNC will receive a 15 percent premium on outstanding credit card
receivables of approximately $2.9 billion and 3.3 million accounts. The sale
includes AAA-branded affinity credit card accounts. The transaction is expected
to close in the first quarter of 1999, subject to regulatory approvals, and is
expected to result in the recognition of a substantial gain for PNC
shareholders.
MBNA has also entered into long-term agreements with both PNC Bank, N.A.,
and AAA. MBNA will market credit card products to the 3.3 million households
served by PNC and the 36 million members of AAA.
PNC will continue to market an extensive array of other consumer loan and
deposit products to AAA members nationwide through PNC Bank, FSB. The AAA
Financial Services program has been very successful and continues to expand,
including the establishment of 30 PNC Bank, FSB sales offices in AAA club
locations nationwide.
"First and foremost, this transaction reflects our overriding commitment to
creating maximum value for our shareholders," Thomas H. O'Brien, chairman and
chief executive officer of PNC Bank Corp., said. "The premium we will receive
recognizes
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PNC to Sell Credit Card Business to MBNA - Page 2
our success in building an extremely valuable credit card organization in a
relatively short period of time. But it is our belief that ongoing investments
would be needed to achieve the scale necessary to compete long-term in a rapidly
consolidating industry. We feel that our shareholders would be better served if
we invest instead in some of our other high-performing businesses, which are
better positioned for future growth. We believe our customers will be well
served by this transaction because of MBNA's extremely high reputation for
customer service."
"This represented a unique opportunity to acquire a high-quality
portfolio," said Charlie Cawley, chief executive officer of MBNA America Bank.
"The endorsements by PNC Bank and the AAA present excellent marketing
opportunities. Both are high-quality organizations with very loyal customers."
Ed Feder, chief executive officer of AAA Financial Services Corp., the
financial services arm of AAA, said "We are extremely pleased with our
partnership with PNC and expect that our AAA credit card holders will be
well-served by MBNA, one of the nation's leading credit card issuers. We, PNC
Bank and MBNA are excited about the future for the financial services products
we provide to our membership. We'll be working with both parties to assure we
continue to deliver excellent value and service for 36 million AAA members in
the United States."
MBNA Corporation (NYSE: KRB), a bank holding company and parent of MBNA
America Bank, N.A., a national bank, has $56.3 billion in managed loans. MBNA,
the largest independent credit card lender in the world, also provides retail
deposit, consumer loan, and insurance products.
PNC Bank Corp., headquartered in Pittsburgh, is one of the largest
diversified financial services organizations in the United States. Its major
businesses include National Consumer Banking, Regional Community Banking,
Private Banking, Secured Lending, Asset Management and Servicing, Corporate
Banking and Mortgage Banking.
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Visit PNC Bank on the World Wide Web at http://www.pncbank.com Our SEC
reports, accessible on our website, identify factors that can affect
forward-looking statements.
