Category: Issue Comments

Issue Comments

PVS.PR.E Sinks on Lousy Volume

Partners Value Split Inc. has announced:

the completion of its previously announced issue of 4,000,000 Class AA Preferred Shares, Series 7 (the “Series 7 Preferred Shares”) at an offering price of $25.00 per Series 7 Preferred Share, raising gross proceeds of $100,000,000. The Series 7 Preferred Shares carry quarterly fixed cumulative preferential dividends representing a 5.50% annualized yield on the offering price and have a final maturity of October 31, 2022. The Series 7 Preferred Shares have been listed and posted for trading on the Toronto Stock Exchange under the symbol PVS.PR.E. The net proceeds of the offering will be used to redeem the Company’s outstanding Class AA Preferred Shares, Series 1 no later than March 25, 2016, in accordance with the terms of the Series 1 Preferred Shares, and to pay a special dividend to holders of the Company’s capital shares.

Prior to the closing of the offering, the Company subdivided the existing capital shares held by Partners Value Investments Inc. so that there are an equal number of preferred shares and capital shares outstanding.

The Company owns a portfolio consisting of 79,740,966 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.

DBRS has rated the issue Pfd-2(low):

DBRS Limited (DBRS) has today finalized the provisional rating of Pfd-2 (low) on the Class AA Preferred Shares, Series 7 (the Series 7 Preferred Shares) issued by Partners Value Split Corp. (the Company) and has confirmed the ratings of the previously issued Class AA Preferred Shares, Series 1; Class AA Preferred Shares, Series 3; Class AA Preferred Shares, Series 5; and Class AA Preferred Shares, Series 6 (collectively, with the Series 7 Preferred Shares, the Class AA Preferred Shares) at Pfd-2 (low).

Following the redemption of the Series 1 Preferred Shares, the downside protection available to the Class AA Preferred Shares is expected to be approximately 83% (based on the closing price of BAM shares as of October 22, 2015) and the dividend coverage ratio is expected to be above 1.7 times (based on the Canadian dollar and U.S. dollar exchange rate as of October 22, 2015). BAM declares its dividend in U.S. dollars, so there is the risk that an appreciating Canadian dollar will cause the dividend coverage ratio to fall below 1.0 times. In the event of a shortfall, the Company may sell some of the BAM Shares, engage in security lending or write covered call options to generate sufficient income to satisfy its obligations to pay the Class AA Preferred Shares dividends. If the Company chooses to lend its holdings, the Portfolio would be exposed to the potential losses in the event that the borrower defaults on its obligations to return the borrowed securities.

The rating is based on the same rating rationale and rating considerations as all other series of Class AA Preferred Shares.

PVS.PR.E is a seven-year 5.50% SplitShare announced October 20. It will be tracked by HIMIPref™ and has been assigned to the SplitShares subindex.

The issue traded a miserable 23,300 shares today in a range of 24.50-80 before settling at 24.52-55, 4×57. Vital statistics are:

PVS.PR.E SplitShare YTW SCENARIO
Maturity Type : Hard Maturity
Maturity Date : 2022-10-31
Maturity Price : 25.00
Evaluated at bid price : 24.52
Bid-YTW : 5.86 %
Issue Comments

Low-Spread FixedResets: September 2015

As noted in MAPF Portfolio Composition: September 2015, the fund now has a large allocation to FixedResets, mostly of relatively low spread.

Many of these were largely purchased with proceeds of sales of DeemedRetractibles from the same issuer; it is interesting to look at the price trend of some of the Straight/FixedReset pairs. We’ll start with GWO.PR.N / GWO.PR.I; the fund sold the latter to buy the former at a takeout of about $1.00 in mid-June, 2014; relative prices over the past year are plotted as:

GWOPRN_GWOPRI_150930_bidDiff
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Given that the September month-end take-out was $7.21, this is clearly a trade that has not worked out very well.

In July, 2014, I reported sales of SLF.PR.D to purchase SLF.PR.G at a take-out of about $0.15:

SLFPRG_SLFPRD_150930_bidDiff
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There were similar trades in August, 2014 (from SLF.PR.C) at a take-out of $0.35. The September month-end take-out (bid price SLF.PR.D less bid price SLF.PR.G) was $5.17, so that hasn’t worked very well either.

November saw the third insurer-based sector swap, as the fund sold MFC.PR.C to buy the FixedReset MFC.PR.F at a post-dividend-adjusted take-out of about $0.85 … given a September month-end take-out of $6.62, that’s another regrettable trade, although another piece executed in December at a take-out of $1.57 has less badly.

MFCPRF_MFCPRC_150930_bidDiff
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This trend is not restricted to the insurance sector, which I expect will become subject to NVCC rules in the relatively near future and are thus subject to the same redemption assumptions I make for DeemedRetractibles. Other pairs of interest are BAM.PR.X / BAM.PR.N:

BAMPRX_BAMPRN_150930_bidDiff
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… and FTS.PR.H / FTS.PR.J:

FTSPRH_FTSPRJ_150930_bidDiff
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… and PWF.PR.P / PWF.PR.S:

PWFPRP_PWFPRS_150930_bidDiff
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I will agree that the fund’s trades highlighted in this post may be decried as cases of monumental bad timing, but I should point out that in May, 2014, the fund was 63.9% Straight / 9.5% FixedReset while in May 2015 the fund was 12% Straight / 86% FixedReset, FloatingReset and FixedFloater (The latter figures include allocations from those usually grouped as ‘Scraps’). Given that the indices are roughly 30% Straight / 60% FixedReset & FloatingReset, it is apparent that the fund was extremely overweighted in Straights / underweighted in FixedResets in May 2014 but this situation has now reversed. HIMIPref™ analytics have been heavily favouring low-spread issues and the fund’s holdings are overwhelmingly of this type.

Summarizing the charts above in tabular form, we see:

FixedReset Straight Take-out
December 2013
Take-out
MAPF Trade
Take-out
December 2014
August 2015 September 2015
GWO.PR.N
3.65%+130
GWO.PR.I
4.5%
($0.04) $1.00 $2.95 6.85 7.21
SLF.PR.G
4.35%+141
SLF.PR.D
4.45%
($1.29) $0.25 $2.16 4.28 5.17
MFC.PR.F
4.20%+141
MFC.PR.C
4.50%
($1.29) $0.86 $1.20 4.88 6.62
BAM.PR.X
4.60%+180
BAM.PR.N
4.75%
($2.06)   $0.17 5.80 5.51
FTS.PR.H
4.25%+145
FTS.PR.J
4.75%
$0.60   $5.68 7.05 8.20
PWF.PR.P
4.40%+160
PWF.PR.S
4.80%
($0.67)   $3.00 6.39 6.72
The ‘Take-Out’ is the bid price of the Straight less the bid price of the FixedReset; approximate execution prices are used for the “MAPF Trade” column. Bracketted figures in the ‘Take-Out’ columns indicate a ‘Pay-Up’

In January, a slow decline due to fears of deflation got worse with Canada yields plummeting after the Bank of Canada rate cut with speculation rife about future cuts although this slowly died away.

And in late March / early April it got worse again, with one commenter attributing at least some of the blame to the John Heinzl piece in which I pointed out the expected reduction in dividend payouts! In May, a rise in the markets in the first half of the month was promptly followed by a slow decline in the latter half; perhaps due to increased fears that a lousy Canadian economy will delay a Canadian tightening. Changes in June varied as the markets were in an overall decline.

In August we saw increased fear of global deflation emanating from China, although the ‘China Effect’ is disputed.

In September the market just collapsed for no apparent reason.

All in all, I take the view that we’ve seen this show before: during the Credit Crunch, Floaters got hit extremely badly (to the point at which their fifteen year total return was negative) because (as far as I can make out) their dividend rate was dropping (as it was linked to Prime) while the yields on other perpetual preferred instruments were skyrocketing (due to credit concerns). Thus, at least some investors insisted on getting long term corporate yields from rates based (indirectly and with a lag, in the case of FixedResets) on short-term government policy rates. And it’s happening again!

There is further discussion of the extremely poor performance in the seven months to July 31 of FixedResets in the post eMail to a Client. Things haven’t really changed over the past two months; they’ve just gotten ever so much more so.

Here’s the September performance for FixedResets that had a YTW Scenario of ‘To Perpetuity’ at mid-month.:

LowSpreadFR_Perf_1Mo_150930
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The market was very disorderly in September and correlations of performance are negligible, whether against spread or term-to-reset.

LowSpreadFR_PerfTerm_1Mo_150930
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Issue Comments

RY.PR.P Smacked On Tiny Volume

Royal Bank of Canada has announced:

it has closed its domestic public offering of Non-Cumulative, Preferred Shares Series BJ. Royal Bank of Canada issued 6 million Preferred Shares Series BJ at a price of $25 per share to raise gross proceeds of $150 million.

The offering was underwritten by a syndicate led by RBC Capital Markets. The Preferred Shares Series BJ will commence trading on the Toronto Stock Exchange today under the ticker symbol RY.PR.P.

The Preferred Shares Series BJ were issued under a prospectus supplement dated September 28, 2015 to the bank’s short form base shelf prospectus dated December 20, 2013.

RY.PR.P is a PerpetualDiscount, 5.25%, announced September 24. The issue will be tracked by HIMIPref™ and has been assigned to the PerpetualDiscount subindex.

The issue traded a miserable 73,494 shares today (consolidated exchanges) in a range of 24.40-80 before closing at 24.40-44, 15×29. Vital statistics are:

RY.PR.P Perpetual-Discount YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2045-10-02
Maturity Price : 24.04
Evaluated at bid price : 24.40
Bid-YTW : 5.39 %

When only the NVCC-compliant issues are used for fitting the Implied Volatility curve, it appears that Implied Volatility is very low (which suggests that the relationship will steepen somewhat in the future) implying that higher-coupon issues are relatively expensive. However, there are only four data points to support this conclusion and the variety of coupon rates is minimal, so don’t mortgage the farm!

impVol_RY_151002
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On the other hand, the lower-coupon, explicitly NVCC-compliant issues (RY.PR.N and RY.PR.O) are trading at the same Current Yield at the new issue, which is crazy; they should be trading to yield a little less (with the 9% Implied Volatility shown, which is calculated including the NVCC-compliance-eligible RY.PR.W), the difference in Current Yield should be about 6bp.

Issue Comments

BAM.PF.H Firm On Good Volume

Brookfield Asset Management Inc. has announced:

the completion of its previously announced Class A Preference Shares, Series 44 issue in the amount of C$250,000,000. The offering was underwritten by a syndicate led by Scotiabank, CIBC, RBC Capital Markets, and TD Securities Inc.

Brookfield issued 10,000,000 Series 44 Shares at a price of C$25.00 per share, for total gross proceeds of C$250,000,000. Holders of the Series 44 Shares will be entitled to receive a cumulative quarterly fixed dividend yielding 5.00% annually for the initial period ending December 31, 2020. Thereafter, the dividend rate will be reset every five years at a rate equal to the greater of: (i) the 5-year Government of Canada bond yield plus 4.17%, and (ii) 5.00%. The Series 44 Shares will commence trading on the Toronto Stock Exchange this morning under the ticker symbol BAM.PF.H.

BAM.PF.H is a FixedReset, 5.00%+417M500, announced September 24. It will be tracked by HIMIPref™ and has been assigned to the FixedResets subindex.

The issue traded 1,304,995 shares today (consolidated exchanges) in a range of 24.95-03 before closing at 24.96-99, 14×57. Vital statistics are:

BAM.PF.H FixedReset YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2045-10-02
Maturity Price : 23.13
Evaluated at bid price : 24.96
Bid-YTW : 4.93 %

Implied Volatility analysis for the BAM FixedResets is difficult to take seriously, since the fit is so poor – but it is interesting to compare the following chart with the chart published on the announcement day. The issue’s siblings have been very weak in the intervening time, with the low Expected Future Current Yield moving from about 4.40% to 4.60% and several issues moving to have an EFCY of about 5%, on a level with the new issue. I will point out that this equivalence makes no sense – lower-spread issues should trade with a lower yield as compensation for their lower risk of call. Mind you, all this ignores the rate floor on the new issue!

impVol_BAM_151002
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Issue Comments

ALA.PR.B Listed: 31% Conversion

AltaGas Ltd. has announced:

that 2,488,780 of its 8,000,000 Cumulative Redeemable Five-Year Fixed Rate Reset Preferred Shares, Series A (“Series A Preferred Shares”) (TSX: ALA.PR.A) were tendered for conversion into Cumulative Floating Rate Preferred Shares, Series B (the “Series B Preferred Shares”). As a result of the conversion AltaGas has 5,511,220 Series A Preferred Shares and 2,488,780 Series B Preferred Shares issued and outstanding. The Series A Preferred Shares will continue to be listed on the Toronto Stock Exchange (TSX) under the symbol ALA.PR.A. The Series B Preferred Shares will begin trading on the TSX today under the symbol ALA.PR.B.

The Series A Preferred Shares will continue to pay on a quarterly basis, for the five-year period beginning on September 30, 2015, as and when declared by the Board of Directors of AltaGas, a fixed dividend based on an annual fixed dividend rate of 3.38 percent.

The Series B Preferred Shares will pay a floating quarterly dividend for the five-year period beginning on September 30, 2015, as and when declared by the Board of Directors of AltaGas. The floating quarterly dividend rate for the Series B Preferred Shares for the first quarterly floating rate period (being the period from September 30, 2015 to but excluding December 31, 2015) is 3.04 percent and will be reset every quarter.

For more information on the terms of, and risks associated with an investment in, the Series A Preferred Shares and the Series B Preferred Shares, please see the prospectus supplement dated August 11, 2010 which is available on www.sedar.com.

ALA.PR.A is a FixedReset, currently 3.38%+266. ALA.PR.B is its Strong Pair, a FloatingReset paying 266bp over three month bills, reset quarterly. Both issues will be tracked by HIMIPref™, both relegated to the Scraps index on credit concerns.

The conversion rate was 31%, after my recommendation not to convert.

Vital statistics are:

ALA.PR.A FixedReset YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2045-09-30
Maturity Price : 15.41
Evaluated at bid price : 15.41
Bid-YTW : 5.59 %
ALA.PR.B FloatingReset YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2045-09-30
Maturity Price : 15.50
Evaluated at bid price : 15.50
Bid-YTW : 4.95 %

Surprisingly, there were actually five trades today, totalling 600 shares – it’s very rare to see trades on the first day of a Floating Reset, since retail (typically) won’t be seeing the shares in their on-line accounts until reorg processes the entries in a batch after the close. But still, I wouldn’t take the quote of 15.50-89 all that seriously!

However:

pairs_FR_150930
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The ALA.PR.A / ALA.PR.B Strong Pair predicts an average three-month bill rate of 0.81% over the next five years, well above the average for investment-grade pairs.

Issue Comments

NPI.PR.B Listed: 25% Conversion

Northland Power Inc. has announced:

that 1,498,435 of its 6,000,000 Cumulative Rate Reset Preferred Shares, Series 1 (“Series 1 Shares”) have been converted on a one-for-one basis, into Cumulative Floating Rate Preferred Shares, Series 2 (the “Series 2 Shares”). Consequently, effective today Northland will have 4,501,565 Series 1 Shares and 1,498,435 Series 2 Shares issued and outstanding.

The Series 1 Shares are listed on the Toronto Stock Exchange under the symbol “NPI.PR.A” and the Series 2 Shares are listed on the Toronto Stock Exchange under the symbol “NPI.PR.B”.

NPI.PR.A is a FixedReset, currently (after reset) 3.51%+280. NPI.PR.B is its FloatingReset Strong Pair, paying three-month bills +280. Both issues will be tracked by HIMIPref™, both relegated to the Scraps index on credit concerns.

The conversion ratio was 25.0% after my recommendation not to convert.

Vital statistics are:

NPI.PR.A FixedReset YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2045-09-30
Maturity Price : 14.41
Evaluated at bid price : 14.41
Bid-YTW : 6.22 %
NPI.PR.B FloatingReset YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2045-09-30
Maturity Price : 14.00
Evaluated at bid price : 14.00
Bid-YTW : 5.74 %

NPI.PR.B did not trade any shares today on any of the consolidated exchanges, so the quote of 14.00-50 should be taken with a grain of salt!

However:

pairs_FR_150930
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The NPI.PR.A / NPI.PR.B Strong Pair predicts an average three month bill rate of 0.28% over the next five years – well above the average for investment-grade pairs.

Better Communication, Please!

FFH.PR.H Listed: 26% Conversion

Fairfax Financial Holdings Limited has announced:

 

That’s right, nothing regarding the conversion and listing of FFH.PR.H, which is the same stunt they pulled when FFH.PR.F was listed.

So, I am left to report that FFH.PR.G is a FixedReset, currently 3.318%+256. Its Strong Pair is FFH.PR.H, a FloatingReset paying three month bills +256bp, reset quarterly. Both issues will be tracked by HIMIPref™, both relegated to the Scraps index on credit concerns.

The Toronto Stock Exchange reports that there are 2,567,048 shares of FFH.PR.H outstanding and 7,432,952 of FFH.PR.G; since there were 10-million shares of FFH.PR.G originally issued, we can say that the conversion rate was 26% after my recommendation not to convert.

Vital statistics are:

FFH.PR.G FixedReset YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2045-09-30
Maturity Price : 13.74
Evaluated at bid price : 13.74
Bid-YTW : 6.11 %
FFH.PR.H FloatingReset YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2045-09-30
Maturity Price : 13.70
Evaluated at bid price : 13.70
Bid-YTW : 5.42 %

No shares of FFH.PR.H traded today (consolidated exchanges) and the closing quote was 13.70-23.00, so nothing about the pricing can be taken too seriously! However:

pairs_FR_150930
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The FFH.PR.G / FFH.PR.H pair implies an average three month bill rate over the next five years of +1.03%, so far above the average it is off the charts.

Data Changes

EFN.PR.A, EFN.PR.C, EFN.PR.E and EFN.PR.G Added To HIMIPref™

As announced in the post EFN Receives Pfd-3 Rating From DBRS; Issues Will Be Added To HIMIPref™, the captioned issues have been added to HIMIPref™

Element Financial FixedResets
Ticker Dividend Terms Reset Date
EFN.PR.A 6.60%+471 2018-12-31
EFN.PR.C 6.50%+481 2019-6-30
EFN.PR.E 6.40%+472 2019-9-30
EFN.PR.G 6.50%+534 2020-9-30
Issue Comments

CU.PR.I Firm On Excellent Volume

Canadian Utilities Limited has announced:

it has closed its previously announced public offering of Cumulative Redeemable Second Preferred Shares Series FF, by a syndicate of underwriters co-led by BMO Capital Markets and RBC Capital Markets, and including TD Securities Inc., Scotiabank, CIBC, Canaccord Genuity Corp., and GMP Securities L.P. Canadian Utilities Limited issued 10,000,000 Series FF Preferred Shares for gross proceeds of $250,000,000. The Series FF Preferred Shares will begin trading on the TSX today under the symbol CU.PR.I. The proceeds will be used for capital expenditures, to repay indebtedness and for other general corporate purposes.

CU.PR.I is a FixedReset, 4.50%+369M450, announced September 14. It will be tracked by HIMIPref™ and has been assigned to the FixedReset subindex.

The issue traded 973,025 shares today (consolidated exchanges) in a range of 24.97-19 before closing at 25.08-12, 24×26. Vital statistics are:

CU.PR.I FixedReset YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2045-09-24
Maturity Price : 23.18
Evaluated at bid price : 25.08
Bid-YTW : 4.39 %
Data Changes

EFN Receives Pfd-3 Rating From DBRS; Issues Will Be Added To HIMIPref™

Element Financial Corporation has announced:

that it has received an initial issuer rating of BBB from DBRS Limited (DBRS). The Company also was awarded a rating of R-2 (middle) on its short-term instruments and a rating of Pfd-3 on its perpetual preferred shares. All three ratings were issued with a stable outlook. Notwithstanding the R-2 rating, granted by DBRS, Element does not plan to access the short-term debt market for its funding requirements.

On August 24, 2015, Element entered into a Credit Agreement (the “Facility”) with a syndicate of 24 lenders that provides the Company with an expanded US$8.5 billion senior secured three-year credit facility. Concurrent with the receipt of this initial issuer rating from DBRS, the interest rate applicable to the Facility will be reduced by 35 basis points on top of the 20 basis point reduction that came into effect when the Company closed the US portion of the acquisition of GE Capital’s fleet management business on August 31, 2015

Following the August 31, 2015 closing of the Company’s acquisition of the US operations of GE Capital’s fleet management business, Element’s committed funding facilities amounted to C$21.9 billion inclusive of the above referenced US$8.5 billion senior secured three-year credit facility. These facilities are supplemented with funding from the asset-backed securitization market which the Company has accessed to fund earning assets and revenue activities in its various business activities together with funding from its various private securitization conduits.

The DBRS Press Release states:

DBRS, Inc. (DBRS) has today assigned an Issuer Rating of BBB to Element Financial Corporation (Element or the Company). Concurrently, DBRS has assigned a Short-Term Instruments rating of R-2 (middle) and a rating of Pfd-3 to the Company’s Perpetual Preferred Shares. The trend on all ratings is Stable.

The ratings reflect the Company’s strengthening franchise, which is anchored by Element’s leading position in North American fleet management and a growing presence in railcar leasing. The Company’s better than average credit risk profile, and developing and strengthening earnings profile are also considered in the ratings. These factors are offset by the Company’s reliance on secured funding sources, its appetite for growth through acquisitions, and the integration and execution risks present in the recent acquisition of GE Capital’s fleet management business (GE Fleet).

The Stable trend reflects DBRS’s expectations that Element will successfully integrate the GE Fleet business, while strengthening its earnings profile as earnings assets grow and the Company improves its penetration rate within its fleet customers. While near-term upward ratings migration is unlikely, over the medium-term, ratings could be positively impacted by further earnings expansion while credit costs remain within historical levels and operating efficiency improves. A more balanced funding profile and leverage maintained at or below industry peers would be viewed favorably. Conversely, a noteworthy increase in leverage, sustained deterioration in operating performance, or indications of mis-steps in the GE Fleet integration evidenced by loss of key customers or operational-related charges could result in negative ratings pressure. Ratings could also be pressured by a material acquisition that DBRS views as outside of Element’s core verticals and capabilities.

DBRS considers Element’s funding and liquidity profile as appropriately managed and aligned with the asset base. However, DBRS views the reliance on secured forms of wholesale funding as limiting financial flexibility and a constraint on the ratings. While Element has made some progress in diversifying funding by issuing convertible corporate debt and preferred shares, 91% of total funding is from secured forms funding. As a result, at June 30, 2015, 73% of Element’s adjusted assets (total assets excluding cash held in escrow for acquisition, investment funds, intangible assets and goodwill) were encumbered. Over the longer-term, DBRS expects that Element will look to improve its financial flexibility by introducing senior unsecured corporate debt into its funding mix. Liquidity is largely comprised of unrestricted cash and capacity under its bank facilities. At June 30, 2015, available liquidity totaled $3.2 billion, which DBRS believes is more than sufficient to fund expected originations over the next year.

From DBRS’s perspective, Element’s balance sheet management is acceptable given the risk profile inherent in the balance sheet. Tangible leverage is in line with industry peers at 5.3x, pro-forma to the GE Fleet acquisition, and within maximum covenant limits of 6.0x.

The company has four series of preferred shares outstanding:

These issues will be added to the HIMIPref™ database over the weekend.