Category: Issue Comments

Issue Comments

MFC.PR.N To Reset To 5.169%

Manulife Financial Corporation announced (on 2025-1-29, but not on their website as of 2025-6-25 as far as I can see):

that it does not intend to exercise its right to redeem all or any of its currently outstanding 10,000,000 Non-cumulative Rate Reset Class 1 Shares Series 19 (the “Series 19 Preferred Shares”) (TSX: MFC.PR.N) on March 19, 2025. As a result, subject to certain conditions described in the prospectus supplement dated November 26, 2014 relating to the issuance of the Series 19 Preferred Shares (the “Prospectus”), the holders of the Series 19 Preferred Shares have the right, at their option, to convert all or part of their Series 19 Preferred Shares on a one-for-one basis into Non-cumulative Floating Rate Class 1 Shares Series 20 of Manulife (the “Series 20 Preferred Shares”) on March 19, 2025. A formal notice of the right to convert Series 19 Preferred Shares into Series 20 Preferred Shares will be sent to the registered holders of the Series 19 Preferred Shares in accordance with the share conditions of the Series 19 Preferred Shares. Holders of Series 19 Preferred Shares are not required to elect to convert all or any part of their Series 19 Preferred Shares into Series 20 Preferred Shares. Holders who do not exercise their right to convert their Series 19 Preferred Shares into Series 20 Preferred Shares on such date will retain their Series 19 Preferred Shares, unless automatically converted in accordance with the conditions below.

The foregoing conversion right is subject to the conditions that: (i) if, after March 4, 2025, Manulife determines that there would be less than 1,000,000 Series 19 Preferred Shares outstanding on March 19, 2025, then all remaining Series 19 Preferred Shares will automatically be converted into an equal number of Series 20 Preferred Shares on March 19, 2025, and (ii) alternatively, if, after March 4, 2025, Manulife determines that there would be less than 1,000,000 Series 20 Preferred Shares outstanding on March 19, 2025, then no Series 19 Preferred Shares will be converted into Series 20 Preferred Shares. In either case, Manulife will give written notice to that effect to any registered holders of Series 19 Preferred Shares affected by the preceding minimums on or before March 12, 2025.

The dividend rate applicable to the Series 19 Preferred Shares for the 5-year period commencing on March 20, 2025, and ending on March 19, 2030, and the dividend rate applicable to the Series 20 Preferred Shares for the 3-month period commencing on March 20, 2025, and ending on June 19, 2025, will be determined and announced by way of a news release on February 18, 2025. Manulife will also give written notice of these dividend rates to the registered holders of Series 19 Preferred Shares.

Beneficial owners of Series 19 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 March 4, 2025. Conversion inquiries should be directed to Manulife’s Registrar and Transfer Agent, TSX Trust Company, at 1‑800-783-9495.

Subject to certain conditions described in the Prospectus, Manulife may redeem the Series 19 Preferred Shares, in whole or in part, on March 19, 2030 and on March 19 every five years thereafter and may redeem the Series 20 Preferred Shares, in whole or in part, after March 19, 2025.

The Toronto Stock Exchange (“TSX”) has conditionally approved the listing of the Series 20 Preferred Shares effective upon conversion. Listing of the Series 20 Preferred Shares is subject to Manulife fulfilling all the listing requirements of the TSX and, upon approval, the Series 20 Preferred Shares will be listed on the TSX under the trading symbol “MFC.PR.S”.

On 2025-2-18, they announced (again, not on their website as of 2025-6-25):

the applicable dividend rates for its Non-cumulative Rate Reset Class 1 Shares Series 19 (the “Series 19 Preferred Shares”) (TSX: MFC.PR.N) and Non-cumulative Floating Rate Class 1 Shares Series 20 (the “Series 20 Preferred Shares”).

With respect to any Series 19 Preferred Shares that remain outstanding after March 19, 2025, 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 March 20, 2025, and ending on March 19, 2030, will be 5.16900% per annum or $0.323063 per share per quarter, being equal to the sum of the five-year Government of Canada bond yield as at February 18, 2025, plus 2.30%, as determined in accordance with the terms of the Series 19 Preferred Shares.

With respect to any Series 20 Preferred Shares that may be issued in connection with the conversion of the Series 19 Preferred Shares into the Series 20 Preferred Shares, holders thereof will be entitled to receive floating rate non-cumulative preferential cash dividends on a quarterly basis, calculated on the basis of the 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 March 20, 2025, and ending on June 19, 2025, will be 1.29430% (5.13500% on an annualized basis) or $0.323575 per share, being equal to the sum of the three-month Government of Canada Treasury bill yield as at February 18, 2025, plus 2.30%, as determined in accordance with the terms of the Series 20 Preferred Shares.

Beneficial owners of Series 19 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 March 4, 2025. Conversion inquiries should be directed to Manulife’s Registrar and Transfer Agent, TSX Trust Company, at 1‑800‑783‑9495.

The Toronto Stock Exchange (“TSX”) has conditionally approved the listing of the Series 20 Preferred Shares effective upon conversion. Listing of the Series 20 Preferred Shares is subject to Manulife fulfilling all the listing requirements of the TSX and, upon approval, the Series 20 Preferred Shares will be listed on the TSX under the trading symbol “MFC.PR.S”.

MFC.PR.N was issued as a FixedReset, 3.80%+230, that commenced trading 2014-12-3 after being announced 2014-11-26. The company provided notice of extension 2020-2-3. The issue reset at 3.675% effective 2020-3-20 and there was no conversion. It is tracked by HIMIPref™ and is assigned to the FixedReset – Insurance non-NVCC subindex.

Update as of 2025-3-5: They announced (not on website!):

that after having taken into account all election notices received by the March 4, 2025 deadline for conversion of its currently outstanding 10,000,000 Non-cumulative Rate Reset Class 1 Shares Series 19 (the “Series 19 Preferred Shares”) (TSX: MFC.PR.N) into Non-cumulative Floating Rate Class 1 Shares Series 20 of Manulife (the “Series 20 Preferred Shares”), the holders of Series 19 Preferred Shares are not entitled to convert their Series 19 Preferred Shares into Series 20 Preferred Shares. There were 3,700 Series 19 Preferred Shares elected for conversion, which is less than the minimum one million shares required to give effect to conversions into Series 20 Preferred Shares.

As announced by Manulife on February 18, 2025, after March 19, 2025, holders of Series 19 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 and subject to the provisions of the Insurance Companies Act (Canada). The dividend rate for the five-year period commencing on March 20, 2025, and ending on March 19, 2030, will be 5.16900% per annum or $0.323063 per share per quarter, being equal to the sum of the five-year Government of Canada bond yield as at February 18, 2025, plus 2.30%, as determined in accordance with the terms of the Series 19 Preferred Shares.

Subject to certain conditions described in the prospectus supplement dated November 26, 2014 relating to the issuance of the Series 19 Preferred Shares, Manulife may redeem the Series 19 Preferred Shares, in whole or in part, on March 19, 2030 and on March 19 every five years thereafter.

Issue Comments

EIT.PR.A: DBRS Withdraws Rating Due to Retraction Privilege

DBRS has announced (on 2025-1-31):

DBRS Limited (Morningstar DBRS) withdrew its credit rating on the Cumulative Redeemable Series 1 Preferred Units (the Series 1 Preferred Units) and confirmed its credit rating of Pfd-2 (high) on the Cumulative Redeemable Series 2 Preferred Units (the Series 2 Preferred Units; collectively with the Series 1 Preferred Units, the Preferred Units) issued by Canoe EIT Income Fund (the Fund).

Series 1 Preferred Units:

In March 2017, the Fund issued 5,635,000 Series 1 Preferred Units at a price of $25.00 per unit for gross proceeds of approximately $140.9 million. Under the terms of the issuance, the Series 1 Preferred Units are retractable for cash at $25.00 per unit at the option of the holder on or after March 15, 2024. Morningstar DBRS withdrew its credit rating on the Series 1 Preferred Units as the credit rating assigned reflects the credit risk up to the beginning date of the retraction option of March 15, 2024. On and after March 15, 2024, investors have been able to submit for retraction their Series 1 Preferred Units and have received their principal back and related accrued and unpaid distributions in accordance with the terms of issuance. There are still approximately 3.4 million Series 1 Preferred Units outstanding, as not all investors have exercised their retraction option.

Series 1 is EIT.PR.A. This post has been posted 2026-01-30, as I missed it last year!

Issue Comments

ENB.PF.C To Reset To 5.477%

Enbridge Inc. has announced:

that it does not intend to exercise its right to redeem its currently outstanding Cumulative Redeemable Preference Shares, Series 11 (Series 11 Shares) (TSX: ENB.PF.C) on March 1, 2025. As a result, subject to certain conditions, the holders of the Series 11 Shares have the right to convert all or part of their Series 11 Shares on a one-for-one basis into Cumulative Redeemable Preference Shares, Series 12 of Enbridge (Series 12 Shares) on March 1, 2025. Holders who do not exercise their right to convert their Series 11 Shares into Series 12 Shares will retain their Series 11 Shares.

The foregoing conversion right is subject to the conditions that: (i) if Enbridge determines that there would be less than 1,000,000 Series 11 Shares outstanding after March 1, 2025, then all remaining Series 11 Shares will automatically be converted into Series 12 Shares on a one-for-one basis on March 1, 2025; and (ii) alternatively, if Enbridge determines that there would be less than 1,000,000 Series 12 Shares outstanding after March 1, 2025, no Series 11 Shares will be converted into Series 12 Shares. There are currently 20,000,000 Series 11 Shares outstanding.

With respect to any Series 11 Shares that remain outstanding after March 1, 2025, holders thereof will be entitled to receive quarterly fixed cumulative preferential cash dividends, as and when declared by the Board of Directors of Enbridge. The new annual dividend rate applicable to the Series 11 Shares for the five-year period commencing on March 1, 2025 to, but excluding, March 1, 2030 will be 5.477 percent, being equal to the five-year Government of Canada bond yield of 2.837 percent determined as of today plus 2.64 percent in accordance with the terms of the Series 11 Shares.

With respect to any Series 12 Shares that may be issued on March 1, 2025, holders thereof will be entitled to receive quarterly floating rate cumulative preferential cash dividends, as and when declared by the Board of Directors of Enbridge. The dividend rate applicable to the Series 12 Shares for the three-month floating rate period commencing on March 1, 2025 to, but excluding, June 1, 2025 will be 1.41151 percent, based on the annual rate on three month Government of Canada treasury bills for the most recent treasury bills auction of 2.96 percent plus 2.64 percent in accordance with the terms of the Series 12 Shares (the Floating Quarterly Dividend Rate). The Floating Quarterly Dividend Rate will be reset every quarter.

Beneficial holders of Series 11 Shares who wish to exercise their right of conversion during the conversion period, which runs from January 30, 2025 until 5:00 p.m. (EST) on February 14, 2025, should communicate as soon as possible with their broker or other intermediary for more information. It is recommended that this be done well in advance of the deadline in order to provide the broker or other intermediary time to complete the necessary steps. Any notices received after this deadline will not be valid.

ENB.PF.C was issued a FixedReset, 4.40%+264, that commenced trading 2014-5-22 after being announced 2014-5-12. ENB.PF.C will reset at 3.938% effective March 1, 2020. I recommended against conversion and there was no conversion. The issue is tracked by HIMIPref™ but was originally relegated to the Scraps – FixedReset – Discount subindex on credit concerns; it was upgraded to Pfd-2(low) by DBRS in mid-2024.

Update, 2025-02-14: Enbridge has announced:

that none of its outstanding Cumulative Redeemable Preference Shares, Series 11 (Series 11 Shares) will be converted into Cumulative Redeemable Preference Shares, Series 12 (Series 12 Shares) on March 1, 2025.

After taking into account all conversion notices received from holders of its outstanding Series 11 Shares by the February 14, 2025 deadline for the conversion of the Series 11 Shares into Series 12 Shares, less than the 1,000,000 Series 11 Shares required to give effect to conversions into Series 12 Shares were tendered for conversion.

Issue Comments

EMA.PR.F To Reset To 5.749%

Emera Incorporated announced (on 2025-1-8):

that it does not intend to exercise its right to redeem all or any part of the currently outstanding Cumulative Rate Reset First Preferred Shares, Series F of the Company (the “Series F Shares”) on February 15, 2025. There are currently 8,000,000 Series F Shares outstanding.

Subject to certain conditions set out in the prospectus supplement of the Company dated June 2, 2014, to the short form base shelf prospectus dated May 2, 2013, relating to the issuance of the Series F Shares (collectively, the “Prospectus”), the holders of the Series F Shares have the right, at their option, to convert all or any of their Series F Shares, on a one-for-one basis, into Cumulative Floating Rate First Preferred Shares, Series G of the Company (the “Series G Shares”) on February 15, 2025 (the “Conversion Date”).

On such date, holders who do not exercise their right to convert their Series F Shares into Series G Shares will continue to hold their Series F Shares.

The foregoing conversion right is subject to the following:

if the Company determines that there would be less than 1,000,000 Series G Shares outstanding on the Conversion Date, then holders of Series F Shares will not be entitled to convert their shares into Series G Shares, and
alternatively, if the Company determines that there would remain outstanding less than 1,000,000 Series F Shares on the Conversion Date, then all remaining Series F Shares will automatically be converted into Series G Shares on a one-for-one basis on the Conversion Date.
In either case, Emera will give written notice to that effect to holders of Series F Shares at least seven days prior to the Conversion Date, subject to the terms set out in the Prospectus.

The dividend rate applicable for the Series F Shares for the five-year period commencing on February 15, 2025 and ending on (and inclusive of) February 14, 2030, and the dividend rate applicable to the Series G Shares for the 3-month period commencing on February 15, 2025 and ending on (and inclusive of) May 14, 2025, will be determined on January 16, 2025 and notice of such dividend rates shall be provided to the holders of the Series F Shares on that day.

Holders of Series F Shares who wish to exercise their conversion right should communicate with their broker or other nominee to obtain instructions for exercising such right during the conversion period, which runs from January 16, 2025 until 5:00 p.m. (EST) on January 31, 2025. Any notices received after this deadline will not be valid. As such, it is recommended that this be done well in advance of the deadline in order to provide their broker or other nominee with adequate time to complete the necessary steps.

Holders of Series F Shares who do not provide notice or communicate with their broker or other nominee by the deadline will retain their Series F Shares and receive the new annual fixed dividend rate applicable to the Series F Shares, subject to the conditions stated above. Holders of Series F Shares will have the opportunity to convert their shares again on February 15, 2030 and every five years thereafter as long as the shares remain outstanding. For more information on the terms of, and risks associated with, an investment in Series F Shares and Series G Shares, please see the Company’s Prospectus, which is available on SEDAR+ at www.sedarplus.ca.

They further announced (on 2025-01-16):

the applicable dividend rates for its Cumulative Rate Reset First Preferred Shares, Series F (the “Series F Shares”) and Cumulative Floating Rate First Preferred Shares, Series G (the “Series G Shares”), in each case, payable if, as and when declared by the Board of Directors of the Company:

5.749% per annum on the Series F Shares ($0.35931 per Series F Share per quarter), being equal to the sum of the Government of Canada bond yield as at January 16, 2025, plus 2.63%, payable quarterly on the 15th of February, May, August and November of each year during the five-year period commencing on February 15, 2025 and ending on (and inclusive of) February 14, 2030; and

5.764% on the Series G Shares for the three-month period commencing on February 15, 2025 and ending on (and inclusive of) May 14, 2025 ($0.35137 per Series G Share for the quarter), being equal to the sum of the three-month Government of Canada treasury bill yield rate as at January 16, 2025, plus 2.63% (calculated on the basis of the actual number of days elapsed during the quarter divided by 365), payable on the 15th of May, 2025. The quarterly floating dividend rate will be reset every quarter.
Subject to certain conditions set out in the prospectus supplement of the Company dated June 2, 2014, to the short form base shelf prospectus dated May 2, 2013, relating to the issuance of the Series F Shares (collectively, the “Prospectus”), holders of the Series F Shares have the right, at their option, to convert all or any of their Series F Shares, on a one-for-one basis, into Series G Shares on February 15, 2025 (the “Conversion Date”). On such date, holders who do not exercise their right to convert their Series F Shares into Series G Shares will continue to hold their Series F Shares. The foregoing conversion right is subject to the following:

if the Company determines that there would be less than 1,000,000 Series G Shares outstanding on the Conversion Date, then holders of Series F Shares will not be entitled to convert their shares into Series G Shares, and

alternatively, if the Company determines that there would remain outstanding less than 1,000,000 Series F Shares on the Conversion Date, then all remaining Series F Shares will automatically be converted into Series G Shares on a one-for-one basis on the Conversion Date.
Holders of Series F Shares who wish to exercise their conversion right should communicate with their broker or other nominee to obtain instructions for exercising such right during the conversion period, which runs from January 16, 2025 until 5:00 p.m. (EST) on January 31, 2025. Any notices received after this deadline will not be valid. Holders of Series F Shares who wish to exercise their conversion right must carefully follow the procedures and instructions received from their broker or other nominee and contact their broker or other nominee if they need assistance. Such broker or other nominee may set deadlines for the return of instructions that are well in advance of the 5:00 p.m. (EST) deadline on January 31, 2025. As such, it is recommended that holders of Series F Shares communicate instructions to their broker or other nominee well in advance of the deadline in order to provide their broker or other nominee with adequate time to complete the necessary steps prior to the deadline.

Holders of Series F Shares who do not provide notice or communicate with their broker or other nominee by the deadline will retain their Series F Shares and receive the new annual fixed dividend rate applicable to the Series F Shares, subject to the conditions stated above. Holders of Series F Shares will have the opportunity to convert their shares again on February 15, 2030 and every five years thereafter as long as the shares remain outstanding. For more information on the terms of, and risks associated with, an investment in Series F Shares and Series G Shares, please see the Company’s Prospectus, which is available on SEDAR+ at www.sedarplus.ca.

EMA.PR.F was issued as a FixedReset, 4.25%+263, that commenced trading 2014-6-9 after being being announced 2014-5-29. The company announced the extension on 2020-1-7. EMA.PR.F will reset at 4.202% effective February 15, 2020. I recommended against conversion and there was no conversion. EMA.PR.F is tracked by HIMIPref™ and assigned to the FixedReset Discount subindex.

Update, 2025-02-06: They have announced:

that after having taken into account all conversion notices received from holders of its outstanding Cumulative Rate Reset First Preferred Shares, Series F (the “Series F Shares”) by the January 31, 2025 deadline for conversion notices, less than the 1,000,000 Series F Shares required to give effect to conversions into Cumulative Floating Rate First Preferred Shares, Series G (the “Series G Shares”) were tendered for conversion. As a result, none of Emera’s outstanding Series F Shares will be converted into Series G Shares on February 15, 2025. The Series F Shares will continue to be listed on the Toronto Stock Exchange (TSX) under the symbol EMA.PR.F.

Issue Comments

Issuer Bid Extended for AIM.PR.A, AIM.PR.B & AIM.PR.C

Aimia Inc. has announced:

that due to the impact of Canada Post workers’ strike in delaying the mailout of documents related to the Company’s previously announced substantial issuer bid (the “Offers”) to purchase for cancellation all of its preferred shares in consideration for 9.75% senior unsecured notes (the “2030 Notes”), it has extended the expiry date of the Offers to 5:00 pm (Eastern time) on January 30, 2025, unless further extended, varied or withdrawn by the Company. All other terms of the Offers remain unchanged.

Details of the Offers, including instructions for tendering the Preferred Shares, are included in the formal offers to purchase (the “Offers to Purchase”) and issuer bid circular dated November 21, 2024 (the “Circular”), as same will be amended by the notice of variation and extension dated January 10, 2025 (the “Notice of Variation” and, collectively with the Circular, the letter of transmittal and the notice of guaranteed delivery, the “Offer Documents”). The Notice of Variation will be mailed to preferred shareholders, filed with applicable Canadian securities authorities and made available without charge on SEDAR+ at www.sedarplus.ca. Preferred shareholders should carefully read the Offer Documents prior to making a decision with respect to the Offers.

Preferred Shareholders who have already deposited their Preferred Shares validly using the letter of transmittal and, if applicable, a notice of guaranteed delivery, and have not withdrawn such Preferred Shares, do not need to take any further action to accept the applicable Offers and receive the applicable purchase price (as detailed in the Offer Documents). The Company will take up and pay for Preferred Shares validly deposited under the Offers pursuant to the terms and conditions of the Offer Documents. Preferred Shares validly deposited and not withdrawn as of the initial expiry date, being 5:00 pm (Eastern Time) on January 10, 2025 will be taken up and paid for by the Company on or about January 14, 2025.

The Substantial Issuer Bid marks the first initiative introduced as a result of Aimia’s strategic review process designed to unlock the Company’s value. The Offers provide preferred shareholders with an opportunity to realize all or a portion of their investment in the Company based on (i) the limited liquidity and perpetual nature of the Preferred Shares, (ii) the higher annual yield the 2030 Notes will provide relative to the current dividend (annualized) of each series of Preferred Shares, (iii) the fixed maturity date of the 2030 Notes, and (iv) the accelerated liquidity available to holders of 2030 Notes in certain events. The Strategic Review Committee and the Board of Directors believe that the exchange of Preferred Shares for the 2030 Notes under the Offers for the purchase price (as detailed in the Offer Documents) represents an effective recapitalization of the Company and is in the best interests of the Company and its security holders.

Shareholders with questions about the Offers or how to tender can contact Aimia’s information agent, Shorecrest Group at 1-888-637-5789 (North American Toll-Free Number) or +1 647-931-7454 (outside North America) or email: contact@shorecrestgroup.com for assistance.

This news release is for informational purposes only and does not constitute an offer to buy or the solicitation of offers to sell Preferred Shares. The formal offers to purchase the Preferred Shares in consideration for 2030 Notes are detailed in the Offer Documents.

The prior announcement of this Substantial Issuer Bid was previously reported on PrefBlog.

Issue Comments

EMA.PR.F To Be Extended

Emera Incorporated has announced:

it does not intend to exercise its right to redeem all or any part of the currently outstanding Cumulative Rate Reset First Preferred Shares, Series F of the Company (the “Series F Shares”) on February 15, 2025. There are currently 8,000,000 Series F Shares outstanding.

Subject to certain conditions set out in the prospectus supplement of the Company dated June 2, 2014, to the short form base shelf prospectus dated May 2, 2013, relating to the issuance of the Series F Shares (collectively, the “Prospectus”), the holders of the Series F Shares have the right, at their option, to convert all or any of their Series F Shares, on a one-for-one basis, into Cumulative Floating Rate First Preferred Shares, Series G of the Company (the “Series G Shares”) on February 15, 2025 (the “Conversion Date”).

On such date, holders who do not exercise their right to convert their Series F Shares into Series G Shares will continue to hold their Series F Shares.

The foregoing conversion right is subject to the following:

  • if the Company determines that there would be less than 1,000,000 Series G Shares outstanding on the Conversion Date, then holders of Series F Shares will not be entitled to convert their shares into Series G Shares, and
  • alternatively, if the Company determines that there would remain outstanding less than 1,000,000 Series F Shares on the Conversion Date, then all remaining Series F Shares will automatically be converted into Series G Shares on a one-for-one basis on the Conversion Date.

In either case, Emera will give written notice to that effect to holders of Series F Shares at least seven days prior to the Conversion Date, subject to the terms set out in the Prospectus.

The dividend rate applicable for the Series F Shares for the five-year period commencing on February 15, 2025 and ending on (and inclusive of) February 14, 2030, and the dividend rate applicable to the Series G Shares for the 3-month period commencing on February 15, 2025 and ending on (and inclusive of) May 14, 2025, will be determined on January 16, 2025 and notice of such dividend rates shall be provided to the holders of the Series F Shares on that day.

Holders of Series F Shares who wish to exercise their conversion right should communicate with their broker or other nominee to obtain instructions for exercising such right during the conversion period, which runs from January 16, 2025 until 5:00 p.m. (EST) on January 31, 2025. Any notices received after this deadline will not be valid. As such, it is recommended that this be done well in advance of the deadline in order to provide their broker or other nominee with adequate time to complete the necessary steps.

Holders of Series F Shares who do not provide notice or communicate with their broker or other nominee by the deadline will retain their Series F Shares and receive the new annual fixed dividend rate applicable to the Series F Shares, subject to the conditions stated above. Holders of Series F Shares will have the opportunity to convert their shares again on February 15, 2030 and every five years thereafter as long as the shares remain outstanding. For more information on the terms of, and risks associated with, an investment in Series F Shares and Series G Shares, please see the Company’s Prospectus, which is available on SEDAR+ at www.sedarplus.ca.

EMA.PR.F was issued as a FixedReset, 4.25%+263, that commenced trading 2014-6-9 after being being announced 2014-5-29. The company announced the extension on 2020-1-7. EMA.PR.F reset at 4.202% effective 2020-2-15. I recommended against conversion and there was no conversion. EMA.PR.F is tracked by HIMIPref™ but relegated to the Scraps – FixedReset Discount subindex on credit concerns.

Thanks to Assiduous Reader NK for bringing this to my attention!

Issue Comments

TRP.PR.A / TRP.PR.F: 17% Net Conversion To FixedReset

TC Energy Corporation has announced:

that 42,200 of its 14,577,184 fixed rate Cumulative Redeemable First Preferred Shares, Series 1 (Series 1 Shares) have been elected for conversion on Dec. 31, 2024, on a one-for-one basis, into floating rate Cumulative Redeemable First Preferred Shares, Series 2 (Series 2 Shares); and 3,889,020 of its 7,422,816 Series 2 Shares have been elected for conversion, on a one-for-one basis, into Series 1 Shares.

As a result of the conversions, TC Energy will have 18,424,004 Series 1 Shares and 3,575,996 Series 2 Shares issued and outstanding. The Series 1 Shares and Series 2 Shares will continue to be listed on the Toronto Stock Exchange (TSX) under the symbols TRP.PR.A and TRP.PR.F, respectively.

The Series 1 Shares will pay on a quarterly basis for the five-year period beginning on Dec. 31, 2024, as and when declared by the Board of Directors of TC Energy, a fixed dividend at an annualized rate of 4.939 per cent.

The Series 2 Shares will pay a floating rate quarterly dividend for the five-year period beginning on Dec. 31, 2024, as and when declared by the Board of Directors of TC Energy. The dividend rate for the Series 2 Shares for the first quarterly floating rate period commencing Dec. 31, 2024 to but excluding Mar. 31, 2025 is 5.401 per cent and will be reset every quarter.

Holders of Series 1 Shares and Series 2 Shares will have the opportunity to convert their shares again on Dec. 31, 2029 and in every fifth year thereafter as long as the shares remain outstanding. For more information on the terms of, and risks associated with an investment in the Series 1 Shares and the Series 2 Shares, please see the prospectus supplement dated Sept. 22, 2009 which is available on sedarplus.ca or on our website.

So this was a net conversion of 17% from TRP.PR.F to TRP.PR.A. The pair is now 84% FixedReset, TRP.PR.A.

TRP.PR.A commenced trading 2009-9-30 after being announced 2009-9-22. It commenced life as a FixedReset, 4.60%+192, that reset to 3.266% effective 2014-12-31. Assiduous Readers may recall that I have blamed the 2014 reset of TRP.PR.A for what we might now call ‘the first half’ of the current bear market. I recommended conversion to TRP.PR.F in 2014 and there was a conversion rate of about 62%. The company announced the extension to 2024 on 2019-11-21. TRP.PR.A reset at 3.479% effective 2019-12-31. I recommended holding, or converting to, TRP.PR.A and there was a 23% net conversion to that issue. TRP.PR.A reset to 4.939% in 2024.

TRP.PR.F commenced trading 2014-12-31 after a partial conversion from TRP.PR.A.

Thanks to Assiduous Reader niagara for bringing this to my attention!

Issue Comments

TD.PF.C To Be Redeemed

The Toronto-Dominion Bank has announced:

that it will exercise its right to redeem all of its 20,000,000 outstanding Non-Cumulative 5-Year Rate Reset Class A First Preferred Shares, Series 5 (Non-Viability Contingent Capital) (the “Series 5 Shares”) on January 31, 2025 at the price of $25.00 per Series 5 Share for an aggregate total of approximately $500 million. The redemption has been approved by the Office of the Superintendent of Financial Institutions.

On December 5, 2024, TD announced that dividends of $0.24225 per Series 5 Share had been declared. These will be the final dividends on the Series 5 Shares, and will be paid in the usual manner on January 31, 2025 to shareholders of record on January 10, 2025, as previously announced. After January 31, 2025, the Series 5 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 5 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, TSX Trust Company, at 1-800-387-0825 (or in Toronto 416-682-3860).

TD.PF.C is a FixedReset, 3.75%+225, that commenced trading 2014-12-16 after being announced 2014-12-5. Notice of extension was reported in December, 2019. TD.PF.C will reset at 3.876% effective January 31, 2020. I recommended against conversion and there was no conversion. TD.PF.C is tracked by HIMIPref™ and is assigned to the FixedReset-Discount subindex.

Issue Comments

BCE.PR.F To Reset at 170% of GOC-5; Interconvertible with BCE.PR.E

BCE Inc. published their conversion notice for BCE.PR.F on 2024-12-16:

As of February 1, 2025, the Series AF Preferred Shares will, should they remain outstanding, pay, on a quarterly basis, as and when declared by the Board of Directors of BCE Inc., a fixed cash dividend for the following five years that will be based on a fixed rate equal to the product of: (a) the yield to maturity compounded semiannually (the “Government of Canada Yield”), computed on January 13, 2025 by two registered Canadian investment dealers appointed by BCE Inc., that would be carried by a non-callable Government of Canada bond with a 5-year maturity, multiplied by (b) the “Selected Percentage Rate”. The “Selected Percentage Rate” determined by BCE Inc. is 170%. The annual dividend rate applicable to the Series AF Preferred Shares will be published on January 16, 2025 in the national edition of The Globe and Mail, the Montreal Gazette and Le Devoir and will be posted on the BCE Inc. website at www.bce.ca.

There is a similar conversion notice for BCE.PR.E.

The Five-Year Canada rate is now 3.15%, if that is the case on the determination date of 2025-1-13, the dividend rate of BCE.PR.F will be 5.355%, or $1.33875 p.a.

BCE.PR.F is a FixedFloater which was added to the HIMIPref™ database in December 2008, when it was paying 4.40%. It reset in 2010 to 4.541% and after a net conversion to BCE.PR.F the issue pair was about 90% FixedFloater. It reset in 2015 to 3.110% and after a massive conversion the issue pair was about 60% RatchetRate. In 2020 the issue reset to 3.865% (which was 239% of the GOC-5 rate) and there was a net 17% conversion to FixedFloaters, which thus comprised about 59% of the combined issue size.

BCE.PR.E is a RatchetRate preferred, interconvertible every five years with BCE.PR.F. It was added to the HIMIPref™ database in May, 2012.

Thanks to Assiduous Reader niagara for bringing this to my attention!

Issue Comments

NA.PR.W To Be Redeemed

National Bank of Canada has announced:

its intention to redeem all of its 12,000,000 issued and outstanding Non-Cumulative 5-Year Rate Reset First Preferred Shares Series 32 (the “Series 32 Shares”) on February 15, 2025, for cash at a redemption price of $25.00 per share, together with all declared and unpaid dividends.

The quarterly dividend of $0.2399375 per Series 32 Share declared on December 3, 2024 is the final dividend on the Series 32 Shares, and is payable in the usual manner on February 15, 2025 to shareholders of record on January 6, 2025, as previously announced.

Since February 15, 2025, is not a business day, amounts due to holders of the Series 32 Shares on that date will be paid on the first business day following that date, namely, Monday, February 17, 2025.

The redemption has been approved by the Office of the Superintendent of Financial Institutions. Formal notice will be given to holders of the Series 32 Shares in accordance with the terms of the Series 32 Shares.

The redemption of the Series 32 Shares is part of the Bank’s ongoing management of its regulatory capital.

NA.PR.W was issued as a FixedReset, 3.90%+225, that commenced trading 2014-10-9 after being announced 2014-9-30. The company announced the extension on 2019-12-19. NA.PR.W reset at 3.839% effective February 16, 2020. I recommended against conversion and there was no conversion. The issue is tracked by HIMIPref™ and is assigned to the FixedReset (Discount) subindex.