Archive for the ‘Issue Comments’ Category

PVS.PR.E Redeemed

Monday, August 2nd, 2021

Partners Value Split Corp. has announced (on 2021-5-7):

its intention to redeem all 4,000,000 of its Class AA Preferred Shares, Series 7 (“Preferred Shares, Series 7”) for cash on May 20, 2021 (the “Redemption Date”) in accordance with the terms of the Preferred Shares, Series 7.

The redemption price per Preferred Shares, Series 7 will be equal to C$25.50 plus accrued and unpaid dividends of C$0.30220 per share to May 20, 2021 representing a total redemption price of C$25.8022 per share (the “Redemption Price”).

Notice will be delivered to holders of the Preferred Shares, Series 7 in accordance with the terms of the Preferred Shares, Series 7.

From and after the Redemption Date, the Preferred Shares, Series 7 will cease to be entitled to dividends or any other participation in any distribution of the assets of the Company and the holders thereof shall not be entitled to exercise any of their other rights as shareholders in respect thereof except to receive the Redemption Price (less any tax required to be deducted and withheld by the Company). After the redemption of the Preferred Shares, Series 7, the Company will consolidate the existing capital shares held by Partners Value Investments Inc. so that there are an equal number of preferred shares and capital shares outstanding.

PVS.PR.E was issued as a seven-year 5.50% SplitShare that commenced trading 2015-10-29 after being announced 2015-10-20. It was tracked by HIMIPref™ and assigned to the SplitShares subindex.

PVS.PR.J Issued : 7-Year SplitShare 4.40%, PVS.PR.J

Monday, August 2nd, 2021

Partners Value Split Corp. announced (on 2021-3-19 although, inexplicably, not on their website):

that it has entered into an agreement to sell 4,000,000 Class AA Preferred Shares, Series 12 (the “Series 12 Preferred Shares”) to a syndicate of underwriters led by Scotiabank, BMO Capital Markets, CIBC Capital Markets, RBC Capital Markets and TD Securities Inc. on a bought deal basis.

The Series 12 Preferred Shares will be issued at a price of $25.00 per share, for gross proceeds of $100,000,000. The Series 12 Preferred Shares will carry a fixed coupon of 4.40% and will have a final maturity of February 29, 2028. The Series 12 Preferred Shares are expected to receive a provisional rating of Pfd-2 (low) from DBRS Limited. The net proceeds of the offering will be used to partially fund the redemption of the Company’s Class AA Preferred Shares, Series 7.

The Company has granted the underwriters an over-allotment option to purchase up to an additional 600,000 Series 12 Preferred Shares at the same offering price, exercisable in whole or part at any time for a period of up to 30 days following closing of the offering, which, if exercised in full, would increase the gross offering size to $115,000,000. Closing of the offering is expected to occur on or about April 12, 2021.

The Company owns a portfolio consisting of approximately 119,611,000 Class A Limited Voting Shares of Brookfield Asset Management Inc. (the “Brookfield Shares”) which is expected to yield quarterly dividends that are sufficient to fund quarterly fixed cumulative preferential dividends for the holders of the Company’s preferred shares and to enable the holders of the Company’s capital shares to participate in any capital appreciation of the Brookfield Shares. Brookfield Asset Management Inc. (“BAM”) is a leading global alternative asset manager with approximately US$600 billion of assets under management across real estate, infrastructure, renewable power, private equity and credit. BAM owns and operates long-life assets and businesses, many of which form the backbone of the global economy. Utilizing its global reach, access to large-scale capital and operational expertise, BAM offers a range of alternative investment products to investors around the world—including public and private pension plans, endowments and foundations, sovereign wealth funds, financial institutions, insurance companies and private wealth investors. BAM is listed on the New York Stock Exchange and Toronto Stock Exchange under the symbol BAM and BAM.A respectively.

Leslie Yuen, Chief Financial Officer, will be available at (416) 956-5142 to answer any questions regarding the offering.

They later announced (on 2021-3-19):

that as a result of strong investor demand for its previously announced offering, it has agreed to increase the size of the offering and sell 6,000,000 Class AA Preferred Shares, Series 12 (the “Series 12 Preferred Shares”) to a syndicate of underwriters led by Scotiabank, BMO Capital Markets, CIBC Capital Markets, RBC Capital Markets and TD Securities Inc. on a bought deal basis.

The Series 12 Preferred Shares will be issued at a price of $25.00 per share, for gross proceeds of $150,000,000. The Series 12 Preferred Shares will carry a fixed coupon of 4.40% and will have a final maturity of February 29, 2028. The Series 12 Preferred Shares are expected to receive a provisional rating of Pfd-2 (low) from DBRS Limited. The net proceeds of the offering will be used to fund the redemption of the Company’s Class AA Preferred Shares, Series 7.

The Company has granted the underwriters an over-allotment option to purchase up to an additional 900,000 Series 12 Preferred Shares at the same offering price, exercisable in whole or part at any time for a period of up to 30 days following closing of the offering, which, if exercised in full, would increase the gross offering size to $172,500,000. Closing of the offering is expected to occur on or about April 12, 2021.

The Company owns a portfolio consisting of approximately 119,611,000 Class A Limited Voting Shares of Brookfield Asset Management Inc. (the “Brookfield Shares”) which is expected to yield quarterly dividends that are sufficient to fund quarterly fixed cumulative preferential dividends for the holders of the Company’s preferred shares and to enable the holders of the Company’s capital shares to participate in any capital appreciation ofthe Brookfield Shares. Brookfield Asset Management Inc. (“BAM”) is a leading global alternative asset manager with approximately US$600 billion of assets under management across real estate, infrastructure, renewablepower, private equity and credit. BAM owns and operates long-life assets and businesses, many of which form the backbone of the global economy. Utilizing its global reach, access to large-scale capital and operational expertise, BAM offers a range of alternative investment products to investors around the world—including public and private pension plans, endowments and foundations, sovereign wealth funds, financial institutions, insurance companies and private wealth investors. BAM is listed on the New York Stock Exchange and Toronto Stock Exchange under the symbol BAM and BAM.A respectively.

TRP.PR.J Redeemed

Monday, August 2nd, 2021

TC Energy Corporation announced the closing of a sub-debt issue (on 2021-3-4):

that TransCanada Trust (the Trust), a wholly-owned financing trust subsidiary of TransCanada PipeLines Limited (TCPL), has closed an offering of $500 million of 4.20% subordinated Trust Notes, Series 2021-A due March 4, 2081 (Trust Notes), guaranteed on a subordinated basis by TCPL. The Trust Notes were offered through a syndicate of underwriters, co-led by BMO Capital Markets and Scotiabank, under the Trust’s short form base shelf prospectus dated February 26, 2021, as supplemented by a prospectus supplement dated March 1, 2021.

The Company intends to use the proceeds to redeem its issued and outstanding Cumulative Redeemable Minimum Rate Reset First Preferred Shares, Series 13 (TSX:TRP.PR.J) pursuant to their terms, and pending such redemption, to reduce short-term indebtedness as well as for general corporate purposes.

… the announcement of this issue was reported on PrefBlog.

… and subsequently announced (on 2021-4-1):

As previously indicated, TC Energy Corporation (TSX, NYSE: TRP) (TC Energy or the Company) will redeem its issued and outstanding Cumulative Redeemable Minimum Rate Reset First Preferred Shares, Series 13 (Series 13 Shares) (TSX:TRP.PR.J) on May 31, 2021 (Redemption Date) at a price equal to $25.00 per share (Redemption Price) and provided notice today to the sole registered holder of the Series 13 Shares in accordance with their terms.

Subject to board approval, the Company expects to declare a final quarterly dividend of $0.34375 per Series 13 Share, for the period up to but excluding May 31, 2021, payable on May 31, 2021 to shareholders of record on May 17, 2021. This would be the final dividend on the Series 13 Shares and, as the Redemption Date is also a dividend payment date, the Redemption Price will not include any accrued and unpaid dividends. Subsequent to the Redemption Date, the Series 13 Shares will cease to be entitled to dividends and will be delisted from the Toronto Stock Exchange.

Non-registered holders of Series 13 Shares should contact their broker or other intermediary for information regarding the redemption process for the Series 13 Shares in which they hold a beneficial interest.

TRP.PR.J was a FixedReset, 5.50%+469M550, that commenced trading 2016-4-20 after being announced 2016-4-13.

MFC.PR.F / MFC.PR.P : Net Conversion of 3% To FixedReset

Monday, August 2nd, 2021

Manulife Financial Corporation has announced (on 2021-6-7):

that after having taking into account all election notices received by the June 4, 2021 deadline for conversion, 812,380 of its currently outstanding 6,335,831 Non-cumulative Rate Reset Class 1 Shares Series 3 (the “Series 3 Preferred Shares”) have been elected for conversion on June 19, 2021, on a one-for-one basis, into Non-cumulative Floating Rate Class 1 Shares Series 4 of Manulife (the “Series 4 Preferred Shares”), and 1,014,452 of its currently outstanding 1,664,169 Series 4 Preferred Shares have been elected for conversion on June 19, 2021, on a one-for-one basis, into Series 3 Preferred Shares.

As a result, on June 19, 2021, Manulife will have 6,537,903 Series 3 Preferred Shares and 1,462,097 Series 4 Preferred Shares issued and outstanding. The Series 3 Preferred Shares and the Series 4 Preferred Shares are listed on the Toronto Stock Exchange under the symbols MFC.PR.F and MFC.PR.P, respectively.

As announced by Manulife on May 21, 2021, after June 19, 2021, holders of Series 3 Preferred Shares will be entitled to receive fixed rate non-cumulative preferential cash dividends on a quarterly basis, as and when declared by the Board of Directors of Manulife (the “Board”) and subject to the provisions of the Insurance Companies Act (Canada). The dividend rate for the five-year period commencing on June 20, 2021, and ending on June 19, 2026, will be 2.34800% per annum or $0.146750 per share per quarter, being equal to the sum of the five-year Government of Canada bond yield as at May 21, 2021, plus 1.41%, as determined in accordance with the terms of the Series 3 Preferred Shares.

As announced by Manulife on May 21, 2021, after June 19, 2021, holders of Series 4 Preferred Shares will be entitled to receive floating rate non-cumulative preferential cash dividends on a quarterly basis, as and when declared by the Board and subject to the provisions of the Insurance Companies Act (Canada). The dividend rate for the three-month period commencing on June 20, 2021, and ending on September 19, 2021, will be 0.38363% (1.52200% on an annualized basis) or $0.095908 per share, being equal to the sum of the three-month Government of Canada Treasury bill yield as at May 21, 2021, plus 1.41%, as determined in accordance with the terms of the Series 4 Preferred Shares.

MFC.PR.F was issued as a 4.20%+141 FixedReset that commenced trading 2011-3-11 after being announced 2011-3-7. Notice of extension was published in 2016 and the rate reset to 2.178%. I recommended that holders not convert to FloatingResets but there was a 21% conversion anyway. In 2021, the dividend rate on MFC.PR.F reset to 2.348%.

MFC.PR.P is a FloatingReset, Bills+141bp, which arose via a partial conversion from MFC.PR.F in 2016.

MFC.PR.F Resets to 2.348%; MFC.PR.P Also Extended

Monday, August 2nd, 2021

Manulife Financial Corporation announced (on 2021-4-22):

that it does not intend to exercise its right to redeem all or any of its currently outstanding 6,335,831 Non-cumulative Rate Reset Class 1 Shares Series 3 (the “Series 3 Preferred Shares”) (TSX: MFC.PR.F) or 1,664,169 Non-cumulative Floating Rate Class 1 Shares Series 4 (the “Series 4 Preferred Shares”) (TSX: MFC.PR.P) on June 19, 2021.

As a result, subject to certain conditions described in the prospectus supplement dated March 7, 2011 relating to the issuance of the Series 3 Preferred Shares and Series 4 Preferred Shares (the “Prospectus”), the holders of the Series 3 Preferred Shares have the right, at their option, to convert all or part of their Series 3 Preferred Shares on a one-for-one basis into Series 4 Preferred Shares on June 19, 2021. As well, subject to certain conditions, the holders of Series 4 Preferred Shares have the right to convert all or part of their Series 4 Preferred Shares on a one-for-one basis into Series 3 Preferred Shares on June 19, 2021. Holders who do not exercise their right to convert their Series 3 Preferred Shares into Series 4 Preferred Shares will retain their Series 3 Preferred Shares. Holders who do not exercise their right to convert their Series 4 Preferred Shares into Series 3 Preferred Shares will retain their Series 4 Preferred Shares.

Beneficial owners of Series 3 Preferred Shares and Series 4 Preferred Shares who wish to exercise their right of conversion should instruct their broker or other nominee to exercise such right before 5:00 p.m. (Toronto time) on June 4, 2021.

The foregoing conversions are subject to the conditions that: (i) if, after June 4, 2021, Manulife determines that there would be less than 1,000,000 Series 3 Preferred Shares outstanding on June 19, 2021, then all remaining Series 3 Preferred Shares will automatically be converted into an equal number of Series 4 Preferred Shares on June 19, 2021, and (ii) if, after June 4, 2021, Manulife determines that there would be less than 1,000,000 Series 4 Preferred Shares outstanding on June 19, 2021, then all remaining Series 4 Preferred Shares will automatically be converted into an equal number of Series 3 Preferred Shares. In either case, Manulife shall give written notice to that effect to any registered holders of Series 3 and Series 4 Preferred Shares on or before June 7, 2021.

The dividend rate applicable to the Series 3 Preferred Shares for the 5-year period commencing on June 20, 2021, and ending on June 19, 2026, and the dividend rate applicable to the Series 4 Preferred Shares for the 3-month period commencing on June 20, 2021, and ending on September 19, 2021, will be determined and announced by way of a news release on May 21, 2021. Manulife will also give written notice of these dividend rates to the registered holders of Series 3 Preferred Shares and Series 4 Preferred Shares.

They then announced (on 2021-5-21; inexplicably not on their website):

the applicable dividend rates for its Non-cumulative Rate Reset Class 1 Shares Series 3 (the “Series 3 Preferred Shares”) (TSX: MFC.PR.F) and Non-cumulative Floating Rate Class 1 Shares Series 4 (the “Series 4 Preferred Shares”) (TSX: MFC.PR.P).

With respect to any Series 3 Preferred Shares that remain outstanding after June 19, 2021, holders thereof will be entitled to receive fixed rate non-cumulative preferential cash dividends on a quarterly basis, as and when declared by the Board of Directors of Manulife and subject to the provisions of the Insurance Companies Act (Canada). The dividend rate for the five-year period commencing on June 20, 2021, and ending on June 19, 2026, will be 2.34800% per annum or $0.146750_ per share per quarter, being equal to the sum of the five-year Government of Canada bond yield as at May 21, 2021, plus 1.41%, as determined in accordance with the terms of the Series 3 Preferred Shares.

With respect to any Series 4 Preferred Shares that remain outstanding after June 19, 2021, holders thereof will be entitled to receive floating rate non-cumulative preferential cash dividends on a quarterly basis, calculated on the basis of actual number of days elapsed in each quarterly floating rate period divided by 365, as and when declared by the Board of Directors of Manulife and subject to the provisions of the Insurance Companies Act (Canada). The dividend rate for the three-month period commencing on June 20, 2021, and ending on September 19, 2021, will be 0.38363_% (1.52200% on an annualized basis) or $0.095908____ per share, being equal to the sum of the three-month Government of Canada Treasury bill yield as at May 21, 2021, plus 1.41%, as determined in accordance with the terms of the Series 4 Preferred Shares.

Beneficial owners of Series 3 Preferred Shares and Series 4 Preferred Shares who wish to exercise their right of conversion should instruct their broker or other nominee to exercise such right before 5:00 p.m. (Toronto time) on June 4, 2021. The news release announcing such conversion right was issued on April 22, 2021 and can be viewed on SEDAR or Manulife’s website. Conversion inquiries should be directed to Manulife’s Registrar and Transfer Agent, AST Trust Company (Canada), at 1–800–783–9495.

MFC.PR.F was issued as a 4.20%+141 FixedReset that commenced trading 2011-3-11 after being announced 2011-3-7. Notice of extension was published in 2016 and the rate reset to 2.178%. I recommended that holders not convert to FloatingResets but there was a 21% conversion anyway.

MFC.PR.P is a FloatingReset, Bills+141bp, which arose via a partial conversion from MFC.PR.F in 2016.

MFC.PR.O Redeemed

Monday, August 2nd, 2021

Manulife Financial Corporation has announced (on 2021-4-22):

its intention to redeem all of its outstanding 17,000,000 Non-cumulative Rate Reset Class 1 Shares Series 21 (“Series 21 Preferred Shares”) for cash on June 19, 2021. The Series 21 Preferred Shares (TSX: MFC.PR.O) are redeemable at Manulife’s option on June 19, 2021, at a redemption price per Series 21 Preferred Share equal to C$25.00 for an aggregate total of C$425 million. Formal notice will be delivered to holders of Series 21 Preferred Shares in accordance with the terms outlined in the share provisions for the Series 21 Preferred Shares.

Separately from the redemption price, the final quarterly dividend of C$0.35 per Series 21 Preferred Share will be paid, subject to its declaration by the board of directors of Manulife, in the usual manner on June 19, 2021 to shareholders of record on May 18, 2021 or such other record date determined by the board. After the Series 21 Preferred Shares are redeemed, holders of Series 21 Preferred Shares will cease to be entitled to distributions of dividends and will not be entitled to exercise any rights as holders other than to receive the redemption price.

MFC.PR.O is a FixedReset, 5.60%+497, that commenced trading 2016-2-25 after being announced 2016-2-16. The issue has been tracked by HIMIPref™ and was assigned to the FixedReset-Insurance subindex.

RY.PR.R & RY.PR.Q To Be Redeemed

Monday, August 2nd, 2021

Royal Bank of Canada has announced (on 2021-4-15):

its intention to redeem all of its issued and outstanding Non-Cumulative 5-Year Rate Reset First Preferred Shares, Series BK (Series BK shares) (TSX: RY.PR.Q) on May 24, 2021, for cash at a redemption price of $25.00 per share to be paid on May 25, 2021. Royal Bank of Canada also announced its intention to redeem all of its issued and outstanding Non-Cumulative 5-Year Rate Reset First Preferred Shares, Series BM (Series BM shares) (TSX: RY.PR.R) on August 24, 2021, for cash at a redemption price of $25.00 per share to be paid on August 24, 2021.

There are 29,000,000 Series BK shares outstanding, representing $725 million of capital and 30,000,000 Series BM shares outstanding, representing $750 million of capital. The redemptions will be financed out of the general corporate funds of Royal Bank of Canada.

The final quarterly dividend of $0.34375 for each of the Series BK shares will be paid separately from the redemption price and in the usual manner on May 21, 2021 to shareholders of record at the close of business on April 22, 2021. After such dividend payment, the holders of Series BK shares will cease to be entitled to dividends. The final quarterly dividend for each of the Series BM shares, subject to declaration by the board of directors, will be paid separately from the redemption price for each of the Series BM Shares and in the usual manner on August 24, 2021 to shareholders of record at the close of business on July 26, 2021. After such dividend payments, the holders of Series BM shares will cease to be entitled to dividends.

RY.PR.Q is a FixedReset 5.50%+453, that commenced trading 2015-12-16 after being announced 2015-12-8. It has been tracked by HIMIPref™ and was assigned to the FixedReset-Discount subindex as of 2021-4-30 from the FixedReset-Premium subindex.

RY.PR.R is a FixedReset, 5.50%+480, that commenced trading 2016-3-7 after being announced 2016-2-25. The issue has been tracked by HIMIPref™ and was transferred from the FixedReset-Premium to the FixedReset-Discount subindex 2021-7-30.

CVE.PR.A / CVE.PR.B : 3% Net Conversion to FixedReset

Saturday, May 8th, 2021

Cenovus Energy Inc. has announced (on March 18):

274,160 of its 10,435,932 Cumulative Redeemable First Preferred Shares, Series 1 (Series 1 Shares) have been tendered for conversion on March 31, 2021, on a one-for-one basis, into Cumulative Redeemable First Preferred Shares, Series 2 (Series 2 Shares) and 577,882 of its 1,564,068 Series 2 Shares have been tendered for conversion, on a one-for-one basis, into Series 1 Shares.

As of March 31, 2021 Cenovus will have 10,739,654 Series 1 Shares and 1,260,346 Series 2 Shares issued and outstanding. The Series 1 Shares are listed on the Toronto Stock Exchange under the symbol CVE.PR.A and the Series 2 Shares are listed on the Toronto Stock Exchange under the symbol CVE.PR.B.

CVE.PR.A was issued as HSE.PR.A, a FixedReset, 4.45%+173, on 2011-3-18 after being announced 2011-3-10. Notice of extension was published in February, 2016 and the issue reset to 2.404%. I recommended against conversion but there was a 13% conversion to the FloatingReset HSE.PR.B anyway. The ticker changed to CVE.PR.A following the Plan of Arrangement between HSE and CVE. CVE.PR.A reset to 2.577% in 2021.

CVE.PR.B is a FloatingReset, Bills+173, that arose via a partial conversion from HSE.PR.A to HSE.PR.B in 2016. The ticker changed to CVE.PR.B following the Plan of Arrangement between HSE and CVE.

BCE.PR.M / BCE.PR.N : 8% Net Conversion to FixedFloater

Saturday, May 8th, 2021

BCE Inc. has announced (on March 17): that 42,423 of its 9,542,615 fixed-rate Cumulative Redeemable First Preferred Shares, Series AM (“Series AM Preferred Shares”) have been tendered for conversion on March 31, 2021, on a one-for-one basis, into floating-rate Cumulative Redeemable First Preferred Shares, Series AN (“Series AN Preferred Shares”). In addition, 939,786 of its 1,952,085 Series AN Preferred Shares have been tendered for conversion on March 31, 2021, on a one-for-one basis, into Series AM Preferred Shares. Consequently, on March 31, 2021, BCE will have 10,439,978 Series AM Preferred Shares and 1,054,722 Series AN Preferred Shares issued and outstanding. The Series AM Preferred Shares and the Series AN Preferred Shares will continue to be listed on the Toronto Stock Exchange under the symbols BCE.PR.M and BCE.PR.N, respectively.

The Series AM Preferred Shares will pay on a quarterly basis, for the five-year period beginning on March 31, 2021, as and when declared by the Board of Directors of BCE, a fixed quarterly cash dividend based on an annual dividend rate of 2.939%.

The Series AN Preferred Shares will continue to pay, for each quarterly period, as and when declared by the Board of Directors of BCE Inc., a quarterly floating cash dividend based on the T-Bill Rate for such quarterly period plus 2.09%, calculated in accordance with the articles of BCE. The floating dividend rate applicable to the Series AN Preferred Shares for the quarterly period beginning on March 31, 2021 is 0.53927% (annual rate of 2.163% based on a T-Bill Rate of 0.073%).

BCE.PR.M was issued as BAF.PR.A, a FixedReset 4.85%+209, issued 2011-3-15 after being announced 2011-2-22. After an exchange offer for the BAF preferreds, there was a partial conversion to BCE preferreds, followed by a forced conversion in 2014. The ticker changed to BCE.PR.M in September, 2014. BCE.PR.M reset to 2.764% in 2016. I recommended against conversion but there was a 17% conversion to the FloatingReset, BCE.PR.N, anyway. In 2021, BCE.PR.M reset to 2.939%.

BCE.PR.N is a FloatingReset, Bills+209, that arose through partial conversion from the FixedReset, BCE.PR.M, in 2016.

TD.PF.G To Be Redeemed

Saturday, March 20th, 2021

The Toronto-Dominion Bank has announced:

that it will exercise its right to redeem all of its 28,000,000 outstanding Non-Cumulative 5-Year Rate Reset Class A First Preferred Shares, Series 12 (Non-Viability Contingent Capital) (the “Series 12 Shares”) on April 30, 2021 at the price of $25.00 per Series 12 Share for an aggregate total of approximately $700 million.

On February 25, 2021, TD announced that dividends of $0.34375 per Series 12 Share had been declared. These will be the final dividends on the Series 12 Shares, and will be paid in the usual manner on April 30, 2021 to shareholders of record on April 9, 2021, as previously announced. After April 30, 2021, the Series 12 Shares will cease to be entitled to dividends and the only remaining rights of holders of such shares will be to receive payment of the redemption amount.

Beneficial holders who are not directly the registered holder of Series 12 Shares should contact the financial institution, broker or other intermediary through which they hold these shares to confirm how they will receive their redemption proceeds. Inquiries should be directed to our Registrar and Transfer Agent, AST Trust Company (Canada), at 1-800-387-0825 (or in Toronto 416-682-3860).

TD.PF.G is a FixedReset, 5.50%+466, NVCC-compliant issue that commenced trading 2016-1-14 after being announced 2016-1-5.

Thanks to Assiduous Reader CanSiamCyp for ensuring I did not miss this!