Category: Issue Comments

Issue Comments

TRP.PR.D To Reset To 5.985%

TC Energy Corporation has announced:

that it does not intend to exercise its right to redeem its Cumulative Redeemable First Preferred Shares, Series 7 (Series 7 Shares) on April 30, 2024. As a result, subject to certain conditions, the holders of Series 7 Shares have the right to choose one of the following options regarding their shares:

  • 1. to retain any or all of their Series 7 Shares and continue to receive a fixed rate quarterly dividend, or
  • 2. to convert, on a one-for-one basis, any or all of their Series 7 Shares into Cumulative Redeemable First Preferred Shares, Series 8 (Series 8 Shares) of TC Energy and receive a floating rate quarterly dividend.

Should holders of Series 7 Shares choose to retain their shares, such shareholders will receive the new annual fixed dividend rate applicable to the Series 7 Shares of 5.985 per cent for the five-year period commencing April 30, 2024 to, but excluding, April 30, 2029.

Should holders of Series 7 Shares choose to convert their shares to Series 8 Shares, holders of Series 8 Shares will receive the floating quarterly dividend rate applicable to the Series 8 Shares of 7.379 per cent for the first quarterly floating rate period commencing April 30, 2024 to, but excluding, July 30, 2024. The floating quarterly dividend rate will be reset every quarter.

Beneficial owners of Series 7 Shares who want to exercise their right of conversion should communicate as soon as possible with their broker or other nominee and ensure that they follow their instructions to meet the deadline to exercise such right, which is 5 p.m. (EDT) on April 15, 2024. Any notices received after this deadline will not be valid. It is recommended that this be done well in advance of the deadline to provide the broker or other nominee with time to complete the necessary steps.

Beneficial owners of Series 7 Shares who do not exercise their conversion right through their broker or other nominee by the deadline will retain their Series 7 Shares and receive the new annual fixed dividend rate applicable to the Series 7 Shares, subject to the conditions stated below.

The foregoing conversions are subject to the conditions that: (i) if TC Energy determines that there would be less than one million Series 7 Shares outstanding after April 30, 2024, then all remaining Series 7 Shares will automatically be converted into Series 8 Shares on a one-for-one basis on April 30, 2024 and (ii) alternatively, if TC Energy determines that there would be less than one million Series 8 Shares outstanding after April 30, 2024, no Series 7 Shares will be converted into Series 8 Shares. In either case, TC Energy will issue a news release to that effect no later than April 23, 2024.

Holders of Series 7 Shares and Series 8 Shares will have the opportunity to convert their shares again on April 30, 2029 and 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 7 Shares and the Series 8 Shares, please see the Corporation’s prospectus supplement dated Feb. 25, 2013 which is available on sedarplus.ca or on our website.

TRP.PR.D was issued as a FixedReset, 4.00%+238, that commenced trading 2013-3-4 after being announced 2013-2-25. The extension was announced 2019-3-15. The issue reset at 3.903% effective April 30, 2019. I recommended against conversion and there was no conversion. TRP.PR.D is tracked by HIMIPref™ and assigned to the FixedReset (Discount) subindex.

Thanks to Assiduous Readers niagara and CC for bringing this to my attention!

Issue Comments

BEP.PR.O To Be Redeemed

Brookfield Renewable Partners L.P. has announced (emphasis added):

the closing of the issuance of a series of $150 million of fixed rate green perpetual subordinated notes (the “sub notes”), which upon settling of a concurrently executed Canadian dollar swap have an effective coupon rate of 6.78%. The sub notes, which have a coupon of 7.25%, will be listed on the New York Stock Exchange under the symbol “BEPJ” and have the same accounting and rating treatment as our Preferred Limited Partnership (“LP”) Units.

The sub notes will represent Brookfield Renewable’s thirteenth green labelled corporate securities issuance and the second issuance under Brookfield Renewable’s 2024 Green Financing Framework. Brookfield Renewable will use the net proceeds from the sale of the sub notes to finance or refinance eligible investments under Brookfield Renewable’s 2024 Green Financing Framework, including the redemption of its Class A Preferred LP Units, Series 15 (the “Series 15 Preferred Units”), which were scheduled to reset in April at approximately 70 basis points higher than the newly issued sub notes.

Wells Fargo Securities, LLC, BofA Securities, Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and RBC Capital Markets, LLC acted as joint book-running managers for the offering.

BEP.PR.O was issued as a FixedReset 5.75%+394M575 that commenced trading 2019-3-11 after being announced 2019-03-04. It has been tracked by HIMIPref™ but relegated to the Scraps – FixedReset (Discount) subindex on credit concerns.

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

Issue Comments

CWB.PR.B and CWB.PR.D To Be Extended

Canadian Western Bank has announced:

that it does not intend to exercise its right to redeem all or any of its currently outstanding 5,000,000 non-cumulative 5-year rate reset First Preferred Shares Series 5 (the “Series 5 Preferred Shares”) (TSX: CWB.PR.B) on April 30, 2024. As a result, subject to certain conditions described in the prospectus supplement dated February 3, 2014 relating to the issuance of the Series 5 Preferred Shares (the “Series 5 Preferred Share Prospectus”), the holders of the Series 5 Preferred Shares have the right, at their option, to convert any or all of their Series 5 Preferred Shares into an equal number of CWB’s non-cumulative floating rate First Preferred Shares Series 6 (the “Series 6 Preferred Shares”), subject to certain conditions, on April 30, 2024. In accordance with the share conditions, a formal notice of the right to convert Series 5 Preferred Shares into Series 6 Preferred Shares will be sent to the registered holders of the Series 5 Preferred Shares. Holders of Series 5 Preferred Shares are not required to elect to convert all or any part of their Series 5 Preferred Shares into Series 6 Preferred Shares. Holders who do not exercise their right to convert their Series 5 Preferred Shares into Series 6 Preferred Shares on April 30, 2024 will retain their Series 5 Preferred Shares, unless automatically converted in accordance with the conditions below.

The foregoing conversion right with respect to the Series 5 Preferred Shares is subject to the conditions that: (i) if, after April 15, 2024, CWB determines that there would be less than 500,000 Series 6 Preferred Shares outstanding on April 30, 2024, then no Series 5 Preferred Shares will be converted into Series 6 Preferred Shares, and (ii) alternatively, if, after April 15, 2024, CWB determines that there would be less than 500,000 Series 5 Preferred Shares outstanding on April 30, 2024, then all remaining Series 5 Preferred Shares will automatically be converted into an equal number of Series 6 Preferred Shares on April 30, 2024. In either case, CWB will give written notice to that effect to any registered holders of Series 5 Preferred Shares affected by the preceding minimums on or before April 23, 2024.

CWB today also announced that it does not intend to exercise its right to redeem all or any of its currently outstanding 5,000,000 non-cumulative 5-year rate reset First Preferred Shares Series 9 (Non-Viability Contingent Capital (NVCC)) (the “Series 9 Preferred Shares”) (TSX: CWB.PR.D) on April 30, 2024. As a result, subject to certain conditions described in the prospectus supplement dated January 22, 2019 relating to the issuance of the Series 9 Preferred Shares (the “Series 9 Preferred Share Prospectus”), the holders of the Series 9 Preferred Shares have the right, at their option, to convert any or all of their Series 9 Preferred Shares into an equal number of CWB’s non-cumulative floating rate First Preferred Shares Series 10 (Non-Viability Contingent Capital (NVCC)) (the “Series 10 Preferred Shares”), subject to certain conditions, on April 30, 2024. In accordance with the share conditions, a formal notice of the right to convert Series 9 Preferred Shares into Series 10 Preferred Shares will be sent to the registered holders of the Series 9 Preferred Shares. Holders of Series 9 Preferred Shares are not required to elect to convert all or any part of their Series 9 Preferred Shares into Series 10 Preferred Shares. Holders who do not exercise their right to convert their Series 9 Preferred Shares into Series 10 Preferred Shares on April 30, 2024 will retain their Series 9 Preferred Shares, unless automatically converted in accordance with the conditions below.

The foregoing conversion right with respect to the Series 9 Preferred Shares is subject to the conditions that: (i) if, after April 15, 2024, CWB determines that there would be less than 500,000 Series 10 Preferred Shares outstanding on April 30, 2024, then no Series 9 Preferred Shares will be converted into Series 10 Preferred Shares, and (ii) alternatively, if, after April 15, 2024, CWB determines that there would be less than 500,000 Series 9 Preferred Shares outstanding on April 30, 2024, then all remaining Series 9 Preferred Shares will automatically be converted into an equal number of Series 10 Preferred Shares on April 30, 2024. In either case, CWB will give written notice to that effect to any registered holders of Series 9 Preferred Shares affected by the preceding minimums on or before April 23, 2024.

The dividend rate applicable to the Series 5 Preferred Shares and the Series 9 Preferred Shares for the 5-year period commencing on May 1, 2024, and ending on and including April 30, 2029, and the dividend rate applicable to the Series 6 Preferred Shares and the Series 10 Preferred Shares for the 3-month period commencing on May 1, 2024, and ending on and including July 31, 2024, will be determined and announced by way of a news release on April 1, 2024. CWB will also give written notice of these dividend rates to the registered holders of Series 5 Preferred Shares and the Series 9 Preferred Shares, as applicable.

Beneficial owners of Series 5 Preferred Shares and Series 9 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. (EDT) on April 15, 2024. Conversion inquiries should be directed to CWB’s Registrar and Transfer Agent, Computershare, at 1-800-564-6253.

Subject to certain conditions described in the Series 5 Preferred Share Prospectus and the Series 9 Preferred Share Prospectus, CWB may redeem the Series 5 Preferred Shares and the Series 9 Preferred Shares, as applicable, in whole or in part, on April 30, 2029 and on April 30 every five years thereafter and may redeem the Series 6 Preferred Shares and the Series 10 Preferred Shares, as applicable, in whole or in part, after April 30, 2024.

The Toronto Stock Exchange (“TSX”) has conditionally approved the listing of the Series 6 Preferred Shares and the Series 10 Preferred Shares effective upon conversion. Listing of the Series 6 Preferred Shares is subject to CWB fulfilling all the listing requirements of the TSX and, upon approval, the Series 6 Preferred Shares will be listed on the TSX under the trading symbol “CWB.PR.E”. Listing of the Series 10 Preferred Shares is subject to CWB fulfilling all the listing requirements of the TSX and, upon approval, the Series 10 Preferred Shares will be listed on the TSX under the trading symbol “CWB.PR.F”.

The Series 5 Preferred Shares, Series 6 Preferred Shares, Series 9 Preferred Shares and Series 10 Preferred Shares have not been and will not be registered in the United States under the United States Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state of the United States and may not be offered, sold or delivered, directly or indirectly in the United States or to, or for the account or benefit of, a “U.S. person” (as defined in Regulation S under the Securities Act) absent registration or an applicable exemption from such registration requirements. This press release does not constitute an offer to sell or a solicitation to buy securities in the United States and any public offering of the securities in the United States must be made by means of a prospectus.

CWB.PR.B was issued as a FixedReset, 4.40%+276, that commenced trading 2014-2-10 after being announced 2014-1-31. The extension was announced 2019-3-11. Itreset at 4.301% effective 2019-5-1. I recommended against conversion and there was no conversion. The issue is tracked by HIMIPref™ but relegated to the Scraps – FixedReset (Discount) index on credit concerns.

CWB.PR.D was issued as a FixedReset, 6.00%+404, NVCC-Compliant, that commenced trading 2019-1-29 after being announced 2019-01-21. It is tracked by HIMIPref™ but is relegated to the Scraps FixedReset-Discount subindex on credit concerns.

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

Issue Comments

CM.PR.T To Be Redeemed

Canadian Imperial Bank of Commerce has announced:

its intention to redeem all of its issued and outstanding Non-cumulative Rate Reset Class A Preferred Shares Series 49 (Non-viability contingent capital (NVCC)) (Series 49 shares) (TSX: CM.PR.T), for cash. The redemption will occur on April 30, 2024. The redemption price is $25.00 per Series 49 share.

The $0.325000 quarterly dividend announced on February 29, 2024 will be the final dividend on the Series 49 shares and will be paid on April 29, 2024, covering the period to April 30, 2024, to shareholders of record on March 28, 2024.

Holders of the Series 49 shares should contact the financial institution, broker or other intermediary through which they hold the shares to confirm how they will receive their redemption proceeds.

CM.PR.T was issued as a FixedReset, 5.20%+331, NVCC-compliant, that commenced trading 2019-1-22 after being announced 2019-1-14. It has been tracked by HIMIPref™ and is assigned to the FixedReset (discount) subindex.

Thanks to Assiduous Readers niagara and PS for bringing this to my attention!

Issue Comments

XTD.PR.A To Be Extended

Quadravest has announced:

TDb Split Corp. (the “Company”) is pleased to announce it will extend the termination date of the Company a further five year period from December 1, 2024 to December 1, 2029.

The term extension allows holders of XTD Class A Shares (“Class A Shares”) to continue to receive ongoing leveraged exposure to a portfolio consisting of common stock of Toronto-Dominion Bank, as well as receiving targeted monthly distributions. Holders of the XTD.PR.A Priority Equity Shares (“Priority Equity Shares”) are expected to continue to benefit from cumulative preferential monthly distributions.

The extension of the term of the Company is not expected to be a taxable event and should enable shareholders to defer potential tax liability that would have otherwise been realized on the redemption of the Class A Shares or Priority Equity Shares at the end of the term, until such time as such shares are disposed of by shareholders.

In connection with the extension, the Company will have the right to amend the rate of cumulative preferential monthly dividends to be paid to the Priority Equity Shares for the five year renewal period, commencing December 1, 2024. Any change to the Priority Equity Share dividend rate for the extended term will be based on market yields for preferred shares with similar terms at such time and will be announced no later than September 30, 2024

In connection with the term extension, the Company will offer a non-concurrent Special Retraction Right which will allow existing shareholders to tender one or both classes of Shares and receive a retraction price based on the November 29, 2024 net asset value per unit.

The Company invests in common shares of Toronto-Dominion Bank, a leading Canadian Financial institution.

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

Issue Comments

FFN.PR.A To Be Extended

Quadravest has announced:

North American Financial 15 Split Corp. (the “Company”) is pleased to announce it will extend the termination date of the Company a further five year period from December 1, 2024 to December 1, 2029.

The term extension allows holders of FFN Class A Shares (“Class A Shares”) to continue to receive ongoing leveraged exposure to a portfolio consisting of high-quality financial services companies made up of Canadian and U.S. issuers, as well as receiving targeted monthly distributions. Since inception of the Company Class A shareholders have received monthly distributions totaling $16.16 per share.

Holders of the FFN.PR.A Preferred Shares (“Preferred Shares”) are expected to continue to benefit from cumulative preferential monthly distributions. The Preferred shareholders have received a total of $10.90 per share since inception.

The extension of the term of the Company is not expected to be a taxable event and should enable shareholders to defer potential capital gains tax liability that would have otherwise been realized on the redemption of the Class A Shares or Preferred Shares at the end of the term, until such time as such shares are disposed of by shareholders.

In connection with the extension, the Company will have the right to amend the minimum rate of cumulative preferential monthly dividends to be paid to the Preferred Shares for the five year renewal period, commencing December 1, 2024. Any change to the Preferred Share minimum dividend rate for the extended term will be based on market yields for preferred shares with similar terms at such time and will be announced no later than September 30, 2024. The Company has the right to establish the rate of cumulative preferential monthly dividends to be paid to the Preferred Shares on an annual basis.

In connection with the term extension, the Company will offer a non-concurrent Special Retraction Right which will allow existing shareholders to tender one or both classes of Shares and receive a retraction price based on the November 29, 2024 net asset value per unit.

The Company invests in a high quality portfolio consisting of 15 financial services companies made up of Canadian and U.S. issuers as follows: Bank of Montreal, The Bank of Nova Scotia, Canadian Imperial Bank of Commerce, Royal Bank of Canada, Toronto-Dominion Bank, National Bank of Canada, Manulife Financial Corporation, Sun Life Financial, Great-West Lifeco, CI Financial Corp, Bank of America, Citigroup Inc., Goldman Sachs Group, JP Morgan Chase & Co. and Wells Fargo & Co.

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

Issue Comments

DF.PR.A To Be Extended

Quadravest has announced:

Dividend 15 Split Corp. II (the “Company”) is pleased to announce it will extend the termination date of the Company a further five year period from December 1, 2024 to December 1, 2029.

The term extension allows holders of DF Class A Shares (“Class A Shares”) to continue to receive ongoing leveraged exposure to a portfolio consisting of high-quality Canadian dividend yielding stocks as well as receiving targeted monthly distributions. Since inception of the Company Class A shareholders have received monthly distributions totaling $14.70 per share.

Holders of the DF.PR.A Preferred Shares (“Preferred Shares”) are expected to continue to benefit from cumulative preferential monthly distributions. The Preferred shareholders have received a total of $9.29 per share since inception.

The extension of the term of the Company is not expected to be a taxable event and should enable shareholders to defer potential capital gains tax liability that would have otherwise been realized on the redemption of the Class A Shares or Preferred Shares at the end of the term, until such time as such shares are disposed of by shareholders.

In connection with the extension, the Company will have the right to amend the rate of cumulative preferential monthly dividends to be paid to the Preferred Shares for the five year renewal period, commencing December 1, 2024. Any change to the Preferred Share dividend rate for the extended term will be based on market yields for preferred shares with similar terms at such time and will be announced no later than September 30, 2024

In connection with the term extension, the Company will offer a non-concurrent Special Retraction Right which will allow existing shareholders to tender one or both classes of Shares and receive a retraction price based on the November 29, 2024 net asset value per unit.

The Company invests in a high quality portfolio of leading Canadian dividend-yielding stocks as follows: Bank of Montreal, Bank of Nova Scotia, Canadian Imperial Bank of Commerce, Royal Bank of Canada, TorontoDominion Bank, National Bank of Canada, CI Financial Corp., BCE Inc., Manulife Financial, Enbridge, Sun Life Financial, TELUS Corporation, Thomson Reuters Corporation, TransAlta Corporation, TC Energy Corp.

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

Issue Comments

DFN.PR.A To Be Extended

Quadravest has announced:

Dividend 15 Split Corp. (the “Company”) is pleased to announce it will extend the termination date of the Company a further five year period from December 1, 2024 to December 1, 2029.

The term extension allows holders of DFN Class A Shares (“Class A Shares”) to continue to receive ongoing leveraged exposure to a portfolio consisting of high-quality Canadian dividend yielding stocks as well as receiving targeted monthly distributions. Since inception of the Company Class A shareholders have received monthly distributions totaling $26.60 per share (including five special distributions of $0.25 per share, one special distribution of $0.50 per share and one special stock dividend of $1.75 per share).

Holders of the DFN.PR.A Preferred Shares (“Preferred Shares”) are expected to continue to benefit from cumulative preferential monthly distributions. The Preferred shareholders have received a total of $10.58 per share since inception.

The extension of the term of the Company is not expected to be a taxable event and should enable shareholders to defer potential capital gains tax liability that would have otherwise been realized on the redemption of the Class A Shares or Preferred Shares at the end of the term, until such time as such shares are disposed of by shareholders.

In connection with the extension, the Company will have the right to amend the rate of cumulative preferential monthly dividends to be paid to the Preferred Shares for the five year renewal period, commencing December 1, 2024. Any change to the Preferred Share dividend rate for the extended term will be based on market yields for preferred shares with similar terms at such time and will be announced no later than September 30, 2024.

In connection with the term extension, the Company will offer a non-concurrent Special Retraction Right which will allow existing shareholders to tender one or both classes of Shares and receive a retraction price based on the November 29, 2024 net asset value per unit.

The Company invests in a high quality portfolio of leading Canadian dividend-yielding stocks as follows: Bank of Montreal, Bank of Nova Scotia, Canadian Imperial Bank of Commerce, Royal Bank of Canada, TorontoDominion Bank, National Bank of Canada, CI Financial Corp., BCE Inc., Manulife Financial, Enbridge Inc., Sun Life Financial, TELUS Corporation, Thomson Reuters Corporation, TransAlta Corporation, TC Energy Corp.

Thanks to Assiduous Readers niagara and NK for bringing this to my attention!

Issue Comments

TD.PF.L To Be Redeemed

The Toronto-Dominion Bank has announced:

that it will exercise its right to redeem all of its 14,000,000 outstanding Non-Cumulative 5-Year Rate Reset Class A First Preferred Shares, Series 22 (Non-Viability Contingent Capital) (the “Series 22 Shares”) on April 30, 2024 at the price of $25.00 per Series 22 Share for an aggregate total of approximately $350 million. The redemption has been approved by the Office of the Superintendent of Financial Institutions.

On February 29, 2024, TD announced that dividends of $0.325 per Series 22 Share had been declared. These will be the final dividends on the Series 22 Shares, and will be paid in the usual manner on April 30, 2024 to shareholders of record on April 9, 2024, as previously announced. After April 30, 2024, the Series 22 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 22 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.L was issued as a FixedReset, 5.20%+327, that commenced trading 2019-1-28 after being announced 2019-01-17. It is currently assigned to the FixedReset-Discount subindex.

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

Issue Comments

DGS.PR.A To Be Extended

Brompton Funds has announced:

Dividend Growth Split Corp. (the “Fund”) is pleased to announce that the board of directors of the Fund has approved an extension of the maturity date of the class A shares (the “Class A Shares”) and preferred shares (the “Preferred Shares”) of the Fund. The current maturity date of September 27, 2024 will be extended for an additional term of approximately 5 years to August 30, 2029. The Preferred Share dividend rate for the extended term will be announced at least 60 days prior to the current September 27, 2024 maturity date and will be based on market yields for preferred shares with similar terms at that time. The term extension allows Class A shareholders to continue their investment with an attractive distribution rate of 20.5% based on the March 8, 2024 closing price, and the opportunity for capital appreciation.(1) The extension of the term of the Fund is not a taxable event and enables shareholders to defer potential capital gains tax liability that would have otherwise been realized on redemption of Class A Shares or Preferred Shares at the end of the term, until such time that shares are disposed of by shareholders.

Over the last 10 years to February 29, 2024, the Class A Share has delivered a 10.8% per annum return, which outperformed the S&P/TSX Composite Index by 3.4% per annum.(2) Since inception to February 29, 2024, Class A shareholders have received cash distributions of $15.99 per share. Class A shareholders also have the option to reinvest their cash distributions in a dividend reinvestment plan which is commission free to participants.

The term extension offers Preferred shareholders the opportunity to enjoy preferential cash dividends until August 30, 2029. Over the last 10 years to February 29, 2024, the Preferred Share has delivered a 5.5% per annum return, outperforming the S&P/TSX Preferred Share Index by 3.6% per annum with less volatility.(2)

The Fund invests, on an approximately equally-weighted basis, in a portfolio consisting primarily of equity securities of Canadian dividend growth companies. In addition, the Fund may hold up to 20% of the total assets of the portfolio in global dividend growth companies for diversification and enhanced return potential.