PrefBlog

Atlantic Power can’t be bothered to issue a press release or otherwise indicate on their website just what the results of the recent conversion option were, but there is information available on TMXMoney, maybe.

According to the TMX Money page for AZP.PR.C (the FloatingReset), there are 1,661,906 shares outstanding. They are reporting 2,338,094 AZP.PR.B outstanding, which miraculously (considering it’s the Toronto Stock Exchange doing the reporting) adds up to the 4-million EPP.PR.B issued in 2009, which became CZP.PR.B, which became AZP.PR.B.

So that’s a conversion rate of about 42%. In my post just before the decision deadline, I recommended conversion.

Fairfax can’t be bothered to issue a press release or otherwise indicate on their website just what the results of the recent conversion option were, but there is information available on TMXMoney, maybe.

According to the TMX Money page for FFH.PR.D (the FloatingReset), there are 3,983,616 shares outstanding. They are still reporting 10-million FFH.PR.C outstanding, which was the amount outstanding prior to conversion, but we’ll just assume that, well, you know, Toronto Stock Exchange.

So that’s a conversion rate of about 40%. In my post just before the decision deadline, I recommended conversion.

BCE Inc. has finally announced:

As a result of the amalgamation of Bell Aliant Preferred Equity Inc. (TSX: BAF) (Prefco), which was approved by preferred shareholders on October 31, 2014 and became effective November 1, 2014, Prefco became a wholly owned subsidiary of Bell Aliant.

Bell Aliant common shares were de-listed from the Toronto Stock Exchange (TSX) on October 31, 2014 and the Bell Aliant preferred shares will be delisted from the TSX at the close of trading today.

Naturally, it would have been far too much work to confirm the consideration given in exchange for the BAF preferreds, so after an annoying search through the website we find:

BCE’s preferred share offer expired at 5:00 pm (Eastern Time) on September 19, 2014. As all conditions of BCE’s preferred share offer have been satisfied, the BCE preferred shares exchanged for tendered Bell Aliant preferred shares were issued on September 24, 2014 and commenced trading on the Toronto Stock Exchange at the open of trading on the next day.
On October 3, 2014, BCE announced that the company has entered into an agreement with Bell Aliant Preferred Equity Inc. (TSX: BAF) (Prefco) to effect an amalgamation of Prefco with a newly incorporated, wholly owned subsidiary of BCE. Upon implementation:

• holders of Prefco preferred shares (other than shareholders who properly exercise their right of dissent in respect of the amalgamation) will receive for their shares the same consideration as was paid by BCE for preferred shares pursuant to the preferred share offer; and
• Prefco will become a wholly owned subsidiary of BCE.

A special meeting of the Prefco preferred shareholders will be held on October 31, 2014 at 9:30 am (Atlantic Time) to consider the amalgamation. BCE intends to vote all of the preferred shares that it owned as of September 30, 2014, the record date for the meeting, in favour of the amalgamation, which will be sufficient to approve the amalgamation and complete the privatization of Prefco.

The notice of meeting, accompanying management information circular and related meeting material, which contain full details of the amalgamation, was mailed to Prefco preferred shareholders early in October. The meeting material is also available on SEDAR at www.sedar.com and on EDGAR at www.sec.gov.

Because the jerk who approved this press release is a moron, this STILL doesn’t give the details of the consideration, so we reach back into the files to find the following table:

:

BCE / BAF Preferred Share Exchange
BCE Ticker	Description	BAF Ticker
BCE.PR.M	FixedReset 4.85%+209	BAF.PR.A
BCE.PR.O	FixedReset 4.55%+309	BAF.PR.C
BCE.PR.Q	FixedReset 4.25%+264	BAF.PR.E

Golly, republishing that table was a lot of work! I think I’ll take a few vacation weeks and spend my bonus. On the bright side, the BCE preferred share web page has finally been updated and, even better, there is confirmation from DBRS:

DBRS has today discontinued Bell Aliant Preferred Equity Inc.’s (Bell Aliant) preferred share ratings following their delisting as part of Bell Aliant Inc.’s privatization. This rating action removes Bell Aliant’s preferred shares from Under Review with Positive Implications.

On July 23, 2014, BCE Inc. (BCE) announced it would privatize its Bell Aliant Inc. affiliate by acquiring the interest of public minority shareholders for consideration of approximately $3.95 billion. DBRS subsequently placed Bell Aliant’s preferred shares Under Review with Positive Implications based on the stronger credit profile of BCE/Bell Canada. The transaction closed on October 31, 2014.

As part of BCE’s tender offer to acquire the minority interest in Bell Aliant Inc., BCE exchanged all of the issued and outstanding Series A Preferred Shares, Series C Preferred Shares and Series E Preferred Shares at Bell Aliant Preferred Equity Inc. on the basis of (a) one BCE Series AM Preferred Share for each Series A Preferred Share; (b) one BCE Series AO Preferred Share for each Series C Preferred Share; and (c) one BCE Series AQ Preferred Share for each Series E Preferred Share. Bell Aliant’s preferred shares were delisted from the TSX at the close of trading on November 3, 2014.

The Implied Volatility calculation actually looks pretty good:

Click for Big

BCE Inc. has announced (emphasis added):

BCE has entered into an agreement with Bell Aliant Preferred Equity Inc. (TSX: BAF) (Prefco) to effect an amalgamation of Prefco with a newly incorporated, wholly owned subsidiary of BCE. Upon implementation:

• holders of Prefco preferred shares (other than shareholders who properly exercise their right of dissent in respect of the amalgamation) will receive for their shares the same consideration as was paid by BCE for preferred shares pursuant to the preferred share offer; and
• Prefco will become a wholly owned subsidiary of BCE.

A special meeting of the Prefco preferred shareholders will be held on October 31, 2014 at 9:30 am Atlantic to consider the amalgamation. BCE intends to vote all of the preferred shares that it owned as of September 30, 2014, the record date for the meeting, in favour of the amalgamation, which will be sufficient to approve the amalgamation and complete the privatization of Prefco.

The notice of meeting, accompanying management information circular and related meeting material, which contain full details of the amalgamation, will be mailed to Prefco preferred shareholders on or about October 7, 2014. The meeting materials will also be available on SEDAR at www.sedar.com and on EDGAR at www.sec.gov.

Subject to the terms and conditions of the amalgamation agreement, the amalgamation is expected to become effective on or about October 31, 2014. Prefco preferred shareholders will receive the same newly issued BCE preferred shares, with the same financial terms as the existing Prefco preferred shares, that were received by preferred shareholders who tendered to the preferred share offer.

The old and new symbols, as laboriously determined since BCE is too lazy to communicate them to investors are:

The dim bulbs at BCE have not yet updated their preferred share information page to reflect the existence of their three new issues.

Well, pig ignorance and a blithe disregard of the interests of preferred shareholders has struck again, with no announcement on the BCE Inc. preferred share information page regarding the three new series that will result from the BAF conversion.

However, a certain amount of checking permits the identification of at least two tickers:

For the first two, the correspondence of the first two columns has been established from the name information purchased from the Toronto Stock Exchange. The correspondence of the second column with the third has been established from the security descriptions contained within the Certificate of Amendment to the articles of BCE Inc., which may be found on SEDAR with the search results “BCE Inc. Sep 22 2014 16:50:17 ET Security holders documents – English PDF 847 K”.

I regret, as always, not being able to provide a link to this public document; however, bank-owned SEDAR prohibits direct links and hides them behind a secret API. This is in order to protect their monopoly. This monopoly has been granted to them by the Canadian Securities Administrators, of which the OSC is an important member. The banks are paying the OSC to help them preserve their hegemony over the Canadian financial system. So investors and the general public can stuff it.

Correspondence of the third and fourth columns was determined by looking up the description of the BAF issues in PrefLetter.

The third issue presents some problems. If we check TMX Money for BCE.PR.Q, we get the result:

Click for Big

This is the standard result for a new ticker the day before it starts trading – I assume it results from the symbol being in the database, but none of the other data that would normally be reported on this page is present. I am unable to obtain such a screen by typing in “BCE.PR.?”, where “?” is any unused letter (other than “M” and “O”, for which satisfactory assignments have been determined), or BCE.PF.A or BCE.PF.Q.

However, the name information file purchased from the Exchange refers to this as Series Q, not as Series AQ. One might at first hope that this is simply a typo, but on the other hand the “Q” series is referenced in both the long name and in the short name.

Further, a quick check of the BCE preferred share information page reveals that there actually is a BCE preferred share Series Q that is not currently trading. It is the RatchetRate counterpart to the FixedFloater BCE.PR.R, and the opportunity to convert into BCE.PR.Q was offered to the R-holders in 2010 but hardly anybody wanted them so everything stayed as R. It will be noted that Series Q was issued in 1995; holders of BCE.PR.R will get another chance to convert in 2015.

It will be noted that other information available from the Exchange – for a price! – indicates the listing date of BCE.PR.Q is 1995/11/21 … so if it weren’t for the fact that I can’t find any other ‘null response’ on TMX Money for a BCE ticker symbol, there would be no reason to suppose that there is any BAF.PR.E / BCE.PR.Q correspondence.

So basically, Series AQ, the former BAF.PR.E, may or may not trade on September 25 as BCE.PR.Q; if it does, then God only knows what Series Q will trade as if it comes into existence next year and God only knows if or when the Exchange will correct their name descriptions. If it doesn’t trade at BCE.PR.Q tomorrow, I don’t know what it will trade as.

This screw up was brought to you courtesy of the bank-owned Toronto Stock Exchange; as we all know, banks in Canada have a near monopoly position over the Canadian financial system, helped along by their special extra monopoly-enhancing payments to the regulators, and employ hundreds of thousands of people, not a single one of whom has any brains at all. Their work in this matter was done on behalf of BCE Inc., which is (surprise!) another near-monopoly which also provides employment exclusively for the brainless.

What’s up with BPO.PR.L? This issue commenced trading 2009-9-24 after being announced 2009-8-21 and is a FixedReset, 6.75%+417, with many market participants believing that it will be called at the first opportunity, 2014-9-30.

But I don’t see anything happening! According to the prospectus (emphasis added):

The Series L Shares will not be redeemable by the Corporation prior to September 30, 2014. On September 30, 2014 and on September 30 every five years thereafter (or, if such date is not a business day, the immediately following business day), and subject to certain other restrictions set out in “Description of the Series L Shares — Restrictions on Dividends and Retirement and Issue of Shares”, the Corporation may, at its option, on at least 30 days and not more than 60 days prior written notice, redeem all or from time to time any part of the outstanding Series L Shares by payment in cash of a per share sum equal to $25.00, in each case plus an amount equal to the Accrued Amount (less any tax required to be deducted and withheld by the Corporation).

OK, 30 days’ notice required. What about if they let it reset?

“Fixed Rate Calculation Date” means, for any Subsequent Fixed Rate Period, the 30th day prior to the first day of
such Subsequent Fixed Rate Period.
…
“Subsequent Fixed Rate Period” means for the initial Subsequent Fixed Rate Period, the period commencing on October 1, 2014 and ending on and including September 30, 2019 and for each succeeding Subsequent Fixed Rate Period, the period commencing on the day immediately following the end of the immediately preceding Subsequent Fixed Rate Period and ending on and including September 30 in the fifth year thereafter.
…
The Annual Fixed Dividend Rate applicable to a Subsequent Fixed Rate Period will be determined by the Corporation on the Fixed Rate Calculation Date. Such determination will, in the absence of manifest error, be final and binding upon the Corporation and upon all holders of Series L Shares. The Corporation will, on the Fixed Rate Calculation Date, give written notice of the Annual Fixed Dividend Rate for the ensuing Subsequent Fixed Rate Period to the registered holders of the then outstanding Series L Shares.

OK, 30 days’ notice required.

But, according to my calculations, there are now less than 30 days left until September 30 or October 1 (as the case may be) and there has not been a press release issued by BPO on their press release page. There was only an incidental reference in the Plan of Arrangement Proxy Circular:

Treatment of BPO Preferred Shares and BPO Senior Notes

Except for the redemption of the BPO Class A Preferred Shares and the treatment of the BPO Convertible Preferred Shares described above, there are no changes being made to the BPO Preferred Shares, which will not be affected by the Arrangement and will continue to be listed on the TSX.

In addition, as of December 31, 2013, BPO had $187 million principal amount of BPO 4.30% Notes outstanding and $140 million principal amount of BPO 4.00% Notes outstanding. The BPO Senior Notes will remain outstanding following the consummation of the Arrangement and will not be affected.

There’s no dedicated press release on the Brookfield Property Partners press release page.

Preferred shares are not mentioned in the Brookfield Property Partners earnings release.

There’s a note in the Brookfield Office Properties financial statements (available on SEDAR) that:

On August 12, 2014, the Board of Directors of the company declared dividends payable for the Class A, Class AA Series E and Class AAA Series L, N, P, R, T, V, W, X, Y and Z preferred shares.

… but nothing about a redemption. A very promising entry on SEDAR regarding “Security Holders Documents – English” dated August 27, 2014 turns out to be simply a “Restated Certificate of Incorporation”, which describes Series L in loving detail, but makes no mention of an actual call for redemption.

I have sent the following eMail to the official investor inquiries guy:

Dear Mr. Cherry,

It is my understanding that the captioned series of shares is due to either reset or be redeemed on September 30, 2014, but that in either case notices will be made regarding the disposition of these shares thirty days prior to the applicable date.

I have been unable to find any such notices on your website.

Can you please tell me whether the captioned series will be redeemed or reset?

Sincerely,

So we shall see what we shall see! Implied Volatility theory suggests that there will be a very nice jump in price should the BPO.PR.L shares be reset:

Click for Big

The useless pack of morons in charge of Partners Value Split Corp. have announced:

That’s right – nothing. The dolts calling themselves directors are:

• John P. Barratt
• Brian D. Lawson
• James L.R. Kelly
• Frank N.C. Lochan *
• Edward C. Kress *
• Allen G. Taylor *

The twerps marked with an asterisk are also boneheaded officers of the corporation, joined by the lackadaisical Loretta M. Corso.

None of these idiots ensured that there was anything at all on the company website to indicate a change of ticker. My Lord, but these cretins are lucky that running a single-share Split Corp. doesn’t take any brains.

It was left to Stockwatch to publish the only internet mention I have found of today’s ticker change:

Partners Value Split Corp. has changed its trading symbol to PVS from BNA, according to the Toronto Stock Exchange. The exchange reports the company’s preferred shares will start trading under the new symbol at the open on Friday, July 18, 2014. There will be no change to the Cusip numbers. The company’s Series 1 preferred shares will trade under the symbol PVS.PR.A, its Series 3 preferred shares will trade under PVS.PR.B, its Series 5 preferred shares will trade under PVS.PR.C and its Series 6 preferred shares will trade under PVS.PR.D.

This allows us to construct the following table, which I have checked from data available from the Toronto Stock Exchange, once you know what to look for and pay:

Update, 2014-7-21: They have issued a press release!

Toronto, July 21, 2014: Partners Value Split Corp. (the “Company”) announced today that the Company has changed the ticker symbol of its preferred shares trading on the TSX from BNA to PVS, effective Friday, July 18, 2014. The Company’s ticker symbol is now aligned with its corporate name.

The following table shows the former ticker symbol and new ticker symbol for each series of the Company’s outstanding preferred shares:

Preferred Share	Former Ticker Symbol	New Ticker Symbol
Series 1	BNA.PR.B	PVS.PR.A
Series 3	BNA.PR.C	PVS.PR.B
Series 5	BNA.PR.E	PVS.PR.C
Series 6	BNA.PR.F	PVS.PR.D

The Company owns a portfolio consisting of 53,160,644 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 is a global alternative asset manager with over US$175 billion in assets under management. For more than 100 years, Brookfield has owned and operated assets on behalf of shareholders and clients with a focus on property, renewable energy, infrastructure and private equity. Brookfield has a range of public and private investment products and services which leverage its expertise and experience. The Brookfield Shares are co-listed on the New York Stock Exchange under the symbol “BAM”, the TSX under the symbol “BAM.A” and the NYSE Euronext under the symbol “BAMA”.

* * * *

For further information, please contact: Allen G. Taylor, Chief Financial Officer, at (416) 359-7864