Category: Issue Comments

Issue Comments

Best and Worst Performers: May, 2008

These are total returns, with dividends presumed to have been reinvested at the bid price on the ex-date. The list has been restricted to issues in the HIMIPref™ indices.

Issue Index DBRS Rating Monthly Performance Notes (“Now” means “May 30”)
BCE.PR.Z FixFloat Pfd-2(low)
[Under Review – Negative]
-4.10%  
BCE.PR.R FixFloat Pfd-2(low)
[Under Review – Negative]
-3.88%  
CIU.PR.A PerpetualDiscount Pfd-2(high) -3.74% Now with a pre-tax bid-YTW of 5.80% based on a bid of 19.95 and a limitMaturity.
BCE.PR.I FixFloat Pfd-2(low)
[Under Review – Negative]
-3.73%  
BCE.PR.C FixFloat Pfd-2(low)
[Under Review – Negative]
-2.95%  
GWO.PR.I PerpetualDiscount Pfd-1(low) +4.78% Now with a pre-tax bid-YTW of 5.35% based on a bid of 21.03 and a limitMaturity.
SLF.PR.C PerpetualDiscount Pfd-1(low) +5.15% Now with a pre-tax bid-YTW of 5.43% based on a bid of 20.50 and a limitMaturity.
BNA.PR.B SplitShare Pfd-2(low) +7.68% Asset coverage of just under 3.2:1 as of April 30 according to the company. Now with a pre-tax bid-YTW of 6.94% based on a bid of 22.08 and a hardMaturity 2016-3-25 at 25.00. Compare with BNA.PR.C (6.58% to 2019-1-10; returned +1.87% on month) and BNA.PR.A (5.97% TO 2010-9-30; returned +1.31% on month).
BAM.PR.K Floater Pfd-2(low) +9.14%  
BAM.PR.B Floater Pfd-2(low) +11.98%  

BCE issues did very poorly on the month, presumably on fears that the Teachers’ deal will not proceed as contemplated.

The two BAM floaters did extremely well – probably a combination of their having been oversold in the first place and a widening consensus that perhaps Canada Prime is not on a one-way march to zero.

Issue Comments

IQW.PR.C June Conversion Ratio Announced

Quebecor World has announced:

that it has determined the final conversion rate applicable to the 517,184 Series 5 Cumulative Redeemable First Preferred Shares (TSX: IQW.PR.C) (the “Series 5 Preferred Shares”) that will be converted into Subordinate Voting Shares effective as of June 1, 2008. Taking into account all accrued and unpaid dividends on the Series 5 Preferred Shares up to and including June 1, 2008, Quebecor World has determined that, in accordance with the provisions governing the Series 5 Preferred Shares, each Series 5 Preferred Share will be converted on June 1, 2008 into 13.146875 Subordinate Voting Shares. Registered holders of Series 5 Preferred Shares who submitted notices of conversion on or prior to March 27, 2008 will receive in the coming days from Quebecor World’s transfer agent and registrar, Computershare Investor Services Inc., certificates representing their Subordinate Voting Shares resulting from the conversion. Approximately 6.8 million new Subordinate Voting Shares will thus be issued by Quebecor World to holders of Series 5 Preferred Shares on June 1, 2008.

There are currently 3,024,337 IQW.PR.C outstanding, according to the TSX – thus, just over a sixth of the shares are being converted. The notice of conversion was reported on PrefBlog. The preferred shares are in default.

IQW currently has a negative net worth and is in creditor protection.

Issue Comments

RY.PR.K to be Redeemed

Royal Bank has announced:

that on August 22, 2008, it will redeem all of its issued and outstanding Non-Cumulative First Preferred Shares Series N (the “Series N shares”) for cash at a redemption price of $25.00 per share.

There are 12,000,000 shares of Series N outstanding, representing $300 million of capital. The redemption of the Series N shares will be financed out of the general corporate funds of Royal Bank of Canada.

Separately from the redemption price, the final quarterly dividend of $0.29375 per share for the Series N shares will be paid in the usual manner on August 22, 2008 to shareholders of record on July 24, 2008.

RY.PR.K has been a member of the HIMIPref™ Operating Retractible Index continuously since it was issued 1998-4-27. It’s habit of trading with a low or negative Yield-to-Worst has been an annoyance for quite some time!

Issue Comments

XTM eXchange Split Corp. Offering in Trouble?

XTM eXchange Split Corp. has announced:

that the deadline for investors to deposit securities of TSX Group Inc. in connection with the purchase of Units, consisting of Priority Equity Shares and Class A Shares, of the Company pursuant to the Exchange Option, as outlined in the preliminary prospectus of the Company dated April 30, 2008, has been extended to 5:00 p.m. (Toronto time) on June 11, 2008. The applicable exchange ratio will now be based on the volume-weighted average trading price of the common Shares of TSX Group Inc. on the TSX during the three consecutive trading days ending on June 11, 2008.

Prospective purchasers pursuant to the exchange option may acquire (i) Units (one Class A Share and one Priority Equity Share) or (ii) Class A Shares of XTM eXchange Split Corp. Prospective purchasers may also continue to acquire Class A Shares and/or Priority Equity Shares and pay the purchase price in cash.

I noted this potential new issue in a post written on May 5. I haven’t heard anything concrete … and I don’t know what the original closing date was supposed to be … but an extension of the closing date is not usually considered to be a Good Sign.

Issue Comments

FAL.PR.B : Correction to PrefInfo

It has been brought to my attention that the redemption provisions for FAL.PR.B as listed on PrefInfo are incorrect. The following description is provided in the Falconbridge Annual Report for 2004, available on SEDAR, filing date March 23, 2005:

Holders of Preferred Share Series 3 are entitled to fixed cumulative preferential cash dividends, as and when declared by the Board of Directors, which accrue from March 1, 2004. The dividends are payable quarterly on the first day of March, June, September, and December in the amount of Cdn$0.2863 per share or Cdn$1.1452 per share per annum until March 1, 2009. The Preferred Share Series 3 are not redeemable prior to March 1, 2009. The Preferred Share Series 3 will be redeemable on March 1, 2009 and on March 1 every fifth year thereafter, in whole but not in part, at the Corporation’s option, at Cdn$25.00 per share, together with accrued and unpaid dividends up to but excluding the date of redemption. Holders of Preferred Share Series 3, upon giving notice, will have the right to convert on March 1, 2009, and on March 1 in every fifth year thereafter, their shares into an equal number of Preferred Share Series 2, subject to the automatic conversion provisions.

PrefInfo will be corrected shortly.

Update: PrefInfo has been corrected. Note that it is listed as having a potential redemption at par 2009-3-1, and a redemption forever afterwards at 25.50. This is not strictly correct, but it is the best representation I can think of for analytical purposes: the assumption is made that on reset date, the five-year fixed rate is so awful, conversion into the floater is effectively forced – this is reflected in the presumed post-reset dividend rate. The floater (FAL.PR.A) is always redeemable at 25.50.

As has been previously noted, FAL.PR.A and FAL.PR.H will soon be redeemed. FAL.PR.B will remain outstanding, but redemption of FAL.PR.A implies that Xstrata intends to redeem it next March 1. Intends. Implies. My interpretation carries no guarantees.

Update: See also previous post regarding FAL.PR.B

Issue Comments

SBC.PR.A Added to HIMIPref™ Universe

The preferred shares of Brompton Split Banc Corp. have been added to the HIMIPref™ universe.

Details (as reported on PrefInfo) are:

Name:

  • SBC.PR.A

  • Brompton Splt Bnc Pr
  • Brompton Split Banc Corp. Pr

Redemptions: None

Retraction / Maturity : 2012-11-30 at 10.00

Other data:

  • Payments are Dividends : Yes
  • Cumulative Dividends : Yes
  • SplitShare Corp : Yes

The issue has been rated Pfd-2 by DBRS since its listing 2005-11-21. Asset coverage as of May 15, 2008, was just under 2.2:1, according to the company.

The issue was noted by Assiduous Reader cowboylutrell in the comments to May 22. The more I thought about the issue, the fewer good reasons I could think of to justify its continued exclusion.

The main argument against inclusion is that, by backdated additions of issues due to their continued good credit quality and liquidity, a certain amount of survivor bias is incorporated into HIMIPref™. I take the view that this sad fact is outweighed by the opportunity of having another tradeable issue.

Issue Comments

DF.PR.A Added to HIMIPref™ Universe

The preferred shares Dividend 15 Split Corp. 2 have been added to the HIMIPref™ universe.

Details (as reported on PrefInfo) are:

Name:

  • DF.PR.A

  • Dividend 15Splt 2 Pr
  • Dividend 15 Split Corp. II Pr

Redemptions: None

Retraction / Maturity : 2014-12-01 at 10.00

Other data:

  • Payments are Dividends : Yes
  • Cumulative Dividends : Yes
  • SplitShare Corp : Yes

The issue has been rated Pfd-2 by DBRS since its listing 2006-11-16. Asset coverage as of May 15, 2008, was 2.1+:1, according to the company.

The issue was noted by Assiduous Reader cowboylutrell in the comments to May 22. The more I thought about the issue, the fewer good reasons I could think of to justify its continued exclusion.

The main argument against inclusion is that, by backdated additions of issues due to their continued good credit quality and liquidity, a certain amount of survivor bias is incorporated into HIMIPref™. I take the view that this sad fact is outweighed by the opportunity of having another tradeable issue.

Issue Comments

FTS.PR.G Closes; Trades at Premium

Fortis has announced:

that it has closed its public offering (the “Offering”) of Cumulative Redeemable Five-Year Fixed Rate Reset First Preference Shares, Series G (the “Series G First Preference Shares”) underwritten by a syndicate of underwriters led by Scotia Capital Inc. and CIBC World Markets Inc. Fortis issued 8,000,000 Series G First Preference Shares at a price of $25.00 per share for gross proceeds to the Corporation of $200,000,000. The underwriters also have the option to purchase up to an additional 1,200,000 Series G First Preference Shares to cover over-allotments, if any, and for market stabilization purposes, during the 30 days following the closing of the Offering (the “Over-Allotment Option”). If the Over-Allotment Option is exercised in full, the Offering will result in gross proceeds to the Corporation of $230,000,000.

A portion of the net proceeds of the Offering will be used to repay the total amount outstanding of approximately $170 million under the Corporation’s committed credit facility, which indebtedness was incurred to fund a portion of the purchase price for the acquisition of Terasen Inc. on May 17, 2007 and the purchase price for the acquisition of the Delta Regina hotel on August 1, 2007. The balance will be used for general corporate purposes.

The issue traded 190,570 shares today in a range of 24.84-25.10, closing at 25.00-15, 88×100.

The issue will not be tracked by HIMIPref™, due largely to the lack of comparables. There is a possibility that a rush of new issues of this type is in the pipeline, as has been noted previously. Should the asset class become important, the fixed-resets from Fortis and from Scotia will be added on a back-dated basis.

With the BCE / Teachers’ deal in jeopardy, however, there is a chance that these pipelined issues might die on the vine.

Issue Comments

BAM / BPP Floater Credit Inversion

In the last edition of PrefLetter I pointed out a significant inversion in the floating rate sector, with BPO Properties Ltd. Fltg Rate Pr Series “J”, for instance (BPP.PR.J) trading at a higher price than Brookfield Asset Management Inc Cl A Pr Ser 13 (BAM.PR.K), despite the latter’s higher credit rating.

DBRS notes:

BPO’s debt-to-gross book value could increase to closer to 50% to 55% over the next two years from 44% currently. EBITDA interest coverage is likely to decline prior to Bay-Adelaide coming online in mid-2009, but is expected to remain close to 2.5 times including capitalized interest, which is acceptable for the current rating. Fixed-charges coverage should remain manageable at close to two times. Excluding capitalized interest, EBITDA interest coverage should remain above three times.

Over the short term, BPO should continue to benefit from stronger office markets looking forward which could drive growth in cash flows to support EBITDA interest coverage ratios. Net rental rates in Calgary have experienced unprecedented growth of approximately 50% over the past two years to $35 to $40 per square foot. BPO’s in-place rents are on average 25% to 30% below current market net rents, partly due to long-term leases.

The rating also reflects the following factors: (1) BPO has greater diversification with the addition of new markets in Ottawa and Edmonton in recent years that enhance cash flow stability. (2) BPO’s solid tenant profile and average lease maturity of seven years is expected to support cash flow stability.

It’s a nice little company – and according to note 10 of their 2007 Annual Report, all the debt is secured by individual properties and is non-recourse to the company. This is a nice provision; I like this provision. Each property can hurt them, certainly, in the event of disastrous market conditions, but no single property can take out the company.

The problems are the same as with every other property company … rents can go to zero, or negative (you have to pay the janitor!) for years while the mortgage still needs to be paid … and I would be a lot happier if they weren’t so concentrated in Toronto & Calgary. But they do a good job of mitigating these risks with long leases and well-staggered mortgage maturities.

BPO Properties is 89% controlled by Brookfield Asset Management … this sort of subsidiary action can be a chancy thing. In general, it is better to be close to the money (Loblaws is a better credit – slightly – than Weston; Bell Canada preferred were a much better credit than BCE, until the idiot holders gave up their advantage for trivial consideration), but in some cases it’s better to be diversified.

Regarding BAM’s credit, DBRS noted in 2006:

Brookfield has completed the move from cyclical natural resources-based investments to a diversified portfolio of investments focused on stable real estate, power and infrastructure assets. This strategy is supported by Brookfield’s solid balance sheet and good liquidity. Brookfield also continues to develop relationships with large institutional investors, mitigating some of the risks associated with large investments.

Consistent with this overall strategy, Brookfield, along with three large Canadian institutional investors, recently announced plans to acquire HQI Transelec Chile S.A., the largest electricity-transmission company in Chile, for approximately $1.7 billion, of which Brookfield’s share of the equity is expected to be approximately 30%, or $300 million. Also, Brookfield Properties Corporation (Brookfield Properties), which is 50% owned by Brookfield, and The Blackstone Group recently bid to acquire Trizec Canada Inc. and Trizec Properties, Inc. for total consideration of $9.2 billion. The net effective interest of Brookfield Properties is approximately $400 million in equity ($1.74 billion in total value) after reflecting the interest of other large institutional shareholders. This compliments its growing portfolio of investments in stable assets that generate relatively predictable cash flow.

In 2005, Brookfield continued to generate strong free cash flow of $475 million on a remitted basis (adjusted to reflect actual dividends paid by Brookfield Properties and Brookfield Homes Corporation) and coverage ratios remain solid. Although Brookfield recently increased its common dividend by 50%, its substantially larger asset base and stable cash flows are expected to support higher levels of cash outflows. As a result, Brookfield is expected to continue to generate free cash flow after all dividends in 2006 as acquisitions in the power segment in particular contribute to higher cash flows.

During 2005, Brookfield was successful in reducing its debt levels to 28% on a deconsolidated basis, which is below 2004’s 34%, within its target range of 25% to 30% and acceptable for a holding company. Improved debt levels were largely due to the divestiture of its stake in Falconbridge Limited for net cash proceeds of $1.4 billion (proceeds from the sale were $2.7 billion, including preferred shares and exchangeable debentures). Brookfield remains committed to maintaining a solid credit profile through prudent balance-sheet management. Funds for investment will come from its significant internal free cash flow and liquid investments of more than $2 billion.

Their consolidated debt-to-equity ratio looks scary, but most of this is property-specific; additionally, there is much more diversification than with BPP. If, for instance, the real-estate market in Calgary & Toronto cratered, BAM could simply jettison BPP, taking a large loss, but staying afloat with their timberland and power-generation assets. I have no problem with the idea that BAM is a better credit than BPP.

The market has recently had other ideas, however, with BPP floaters yielding less than BAM floaters. It’s a funny old world. The May edition of PrefLetter included some charts showing the development of this inversion:

The credit inversion continues and encompasses all the floaters of each issuer: BAM.PR.B & BAM.PR.K vs. BPP.PR.G, BPP.PR.J & BPP.PR.M. It should be noted that the BPP floaters are highly illiquid.

Issue Comments

FAL.PR.A & FAL.PR.H to be Redeemed

Xstrata has announced:

its intention to redeem all of its outstanding Cumulative Preferred Shares, Series H (TSX: FAL.PR.H) and Series 2 (FAL.PR.A) by the end of July 2008. Holders of Series H shares will receive C$25.00 per share in cash and holders of Series 2 shares will receive C$25.50 in cash, in each case plus accrued and unpaid dividends in respect of each share up to, but excluding, the date of redemption. Xstrata Canada intends to use its internal cash resources to fund the aggregate redemption price of approximately C$275 million.

FAL.PR.H is currently in the PerpetualPremium index; it was moved there from Scraps in the 2007-10-31 rebalancing following the DBRS credit upgrade.

FAL.PR.A is currently the only member of the RatchetRate index; it was also moved from Scraps immediately following the upgrade.

Interestingly, FAL.PR.B will not be called. It’s a Fixed-Floater, exchangeable to FAL.PR.A every five years; the next exchange date is 2009-3-1, on which date it may be redeemed at 25.00. Presumably it is not long for this world.

Update, 2008-05-29: Dates have been set:

As previously announced, Xstrata Canada has issued notices to redeem all of its outstanding Cumulative Preferred Shares, Series H (TSX:FAL.PR.H) and Series 2 (FAL.PR.A). The Series H shares will be redeemed on June 30, 2008 and the Series 2 shares will be redeemed on July 10, 2008. Holders of Series H shares will receive C$25.00 per share in cash and holders of Series 2 shares will receive C$25.50 in cash, in each case plus accrued and unpaid dividends in respect of each share up to, but excluding, the date of redemption. Xstrata Canada intends to use its internal cash resources to fund the aggregate redemption price of approximately C$275 million.