Category: Issue Comments

Issue Comments

BCE.PR.R To Reset To 4.733%

BCE Inc. has announced:

BCE.PR.R is a FixedFloater that reset to 4.490% in 2010 with no conversion to RatchetRate. It reset to 4.13% in 2015, and to 3.018% effective 2020-12-1 with no conversion to its potential RatchetRate counterpart, BCE.PR.Q.

Update, 2025-11-21: As pointed out by Assiduous Reader skeptical111 in the comments, BCE has announced:

that none of its fixed rate Cumulative Redeemable First Preferred Shares, Series R (Series R Preferred Shares) will be converted into floating rate Cumulative Redeemable First Preferred Shares, Series Q (Series Q Preferred Shares) on December 1, 2025.

On October 17, 2025, BCE notified holders of Series R Preferred Shares that they could elect to convert their shares into Series Q Preferred Shares subject to the terms and conditions attached to those shares. Only 6,025 of BCE’s 7,115,900 Series R Preferred Shares were tendered for conversion on December 1, 2025 into Series Q Preferred Shares. As this would result in there being less than one million Series Q Preferred Shares outstanding, no Series R Preferred Shares will, as per the terms and conditions attached to those shares, be converted on December 1, 2025 into Series Q Preferred Shares. Shareholders who had elected to convert their Series R Preferred Shares will be receiving, by December 1, 2025, share certificates representing the number of Series R Preferred Shares tendered for conversion.

The Series R Preferred Shares will continue to be listed on the Toronto Stock Exchange under the symbol BCE.PR.R. The Series R Preferred Shares will pay on a quarterly basis, for the five-year period beginning on December 1, 2025, as and when declared by the Board of Directors of BCE, a fixed cash dividend based on an annual dividend rate of 4.733%.

Issue Comments

ECN.PR.C To Be Acquired at $26.00, Maybe

ECN Capital Corp. has announced:

that it has entered into a definitive arrangement agreement dated November 13, 2025 (the “Arrangement Agreement”) to be acquired by a newly formed acquisition vehicle (the “Purchaser”), controlled by an investor group led by Warburg Pincus LLC (the “Purchaser Group”), pursuant to which the Purchaser will acquire (i) all of the issued and outstanding common shares of the Company (the “Common Shares”) for C$3.10 per Common Share, in cash, (ii) all of the issued and outstanding cumulative 5-year minimum rate reset preferred shares, Series C of the Company (the “Series C Shares”) for C$26.00 per share, in cash (plus all accrued but unpaid dividends thereon); and (iii) all of the issued and outstanding mandatory convertible preferred shares, Series E of the Company (the “Series E Shares”), of which Champion Homes, Inc. (“Champion Homes”) is the sole owner, for C$3.10 per share, in cash (plus all accrued but unpaid dividends thereon) (the “Transaction”).

The price per Series C Share represents a premium of approximately 11% to the closing price on the TSX of the Series C Shares on November 12, 2025 and a premium of approximately 11% to the 10-day volume weighted average trading price per Series C Share as of that date, in addition to the payment of accrued and unpaid dividends.

The Transaction will be implemented by way of a statutory plan of arrangement under the Business Corporations Act (Ontario). Implementation of the Transaction will be subject to, among other things, the receipt of the shareholder approvals described below, court approval and customary closing conditions, including the receipt of certain key regulatory approvals. The Transaction is not subject to any financing condition.

The Transaction is subject to the approval by (i) at least 66 2/3% of the votes cast by the Common Shareholders and Series E Shareholders present or represented by proxy at the Meeting, voting together as a single class; and (ii) if required, a simple majority of the votes cast by the Common Shareholders present or represented by proxy at the Meeting (excluding the Common Shares owned and/or controlled, by any shareholders required to be excluded under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”)). The acquisition of the Series C Shares is conditional upon (i) the approval of at least 66 2/3% of the votes cast by the Series C Shareholders present or represented by proxy at the Meeting and (ii) if required, a simple majority of the votes cast by the Series C Shareholders present or represented by Proxy at the Meeting (excluding votes of any Series C Shareholders required to be excluded under MI 61-101). Completion of the Arrangement is not conditional upon obtaining approval from the Series C Shareholders and if the requisite approvals are not obtained, the Series C Shares will remain outstanding following closing of the Transaction in accordance with their terms.

ECN.PR.C was issued as a FixedReset, 6.25%+519M625, that commenced trading 2017-5-25 after being announced 2017-5-15. It reset to 7.937% in 2022. It is tracked by HIMIPref™ but relegated to the Scraps subindex on credit concerns.

Thanks to Assiduous Reader John19 for bringing this to my attention!

Issue Comments

IFC.PR.M Settles Firm on Adequate Volume

Intact Financial Corporation has announced:

that it has closed its previously announced bought deal offering (the “Offering”) of Non-Cumulative Class A Shares, Series 13 (the “Series 13 Preferred Shares”) underwritten by a syndicate of underwriters led by BMO Capital Markets and National Bank Capital Markets, as joint bookrunners, together with, CIBC Capital Markets, TD Securities, Scotiabank and RBC Capital Markets, resulting in aggregate gross proceeds to Intact of $150 million. The net proceeds are expected to be used by Intact for general corporate purposes.

Each Series 13 Preferred Share entitles the holder thereof to receive quarterly non-cumulative preferential cash dividends, if, as and when declared by the Board of Directors, on the last day of March, June, September and December in each year at a rate equal to $0.34375 per share. The initial dividend, if declared, will be paid on March 31, 2026 and will be $0.5236 per share.

The Series 13 Preferred Shares will commence trading today on the Toronto Stock Exchange under the symbol IFC.PR.M.

IFC.PR.M is a Straight Perpetual, 5.50%, annnounced 2025-11-6.

The issue traded 546,100 shares today on the Toronto Exchange (674,960 consolidated) in a range of 25.00-11 before closing at 25.02-06. IFC.PR.M will be tracked by HIMIPref™ and has been assigned to the PerpetualPremium subindex.

Vital statistics are:

IFC.PR.M Perpetual-Premium YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2055-11-12
Maturity Price : 24.62
Evaluated at bid price : 25.02
Bid-YTW : 5.51 %
Issue Comments

RCG.PR.B Redeemed

iA Financial Corporation Inc. and RF Capital Group Inc. have announced (on 2025-10-31):

the successful completion of the previously announced acquisition of RF Capital.

The acquisition of RF Capital was completed by a wholly-owned subsidiary of iA (the “Purchaser”) pursuant to a court-approved plan of arrangement under the provisions of the Business Corporation Act (Ontario) (the “Arrangement”).

Pursuant to the Arrangement, the Purchaser acquired (i) all of the issued and outstanding common shares of RF Capital (“Common Shares”) for cash consideration of C$20.00 per Common Share, and (ii) all of the issued and outstanding Cumulative 5-Year Rate Reset Preferred Shares, Series B of RF Capital (“Series B Preferred Shares”) for cash consideration of C$25.00 per Series B Preferred Share (plus all accrued and unpaid dividends and an amount in cash per Series B Preferred Share equal to the dividends that would have been payable in respect of such share until March 31, 2026, which is the next available redemption date).

Consideration for the purchased shares has been remitted to TSX Trust Company, as depositary under the Arrangement, and will be paid to shareholders of RF Capital as soon as reasonably practicable after the date hereof.

RCG.PR.B was issued as GMP.PR.B, a FixedReset 5.50%+289, which commenced trading 2011-2-22 after being announced 2011-2-1. The notice of extension was reported on PrefBlog. The issue reset at 3.611% in 2016; there was a 22% conversion to GMP.PR.C. It is tracked by HIMIPref™ but is relegated to the Scraps index on credit concerns. The ticker was changed from GMP.PR.B to RCG.PR.B in 2020, following a name change. The issue reset to 3.73% in 2021 and at that time there was a forced conversion to the FixedReset. The potential acquisition was announced in late July, 2025, and reported on PrefBlog.

Issue Comments

FN.PR.A: Market Pops Following Plan of Arrangement

First National Financial Corporation has announced (on 2025-10-22):

the completion of the previously-announced plan of arrangement under the Business Corporations Act (Ontario) (the “Arrangement”). Pursuant to the terms of the Arrangement, a newly-formed acquisition vehicle (the “Purchaser”) controlled by private equity funds managed by Birch Hill Equity Partners Management Inc. and private equity funds managed by Brookfield Asset Management acquired all of the outstanding common shares (the “Shares”) of First National, other than certain Shares owned by the Company’s founders, Stephen Smith and Moray Tawse (together with their associates and affiliates), for $48.00 per Share in cash (the “Consideration”). As a result of the Arrangement, Messrs. Smith and Tawse each retained an indirect approximate 19% interest in First National, with Birch Hill and Brookfield holding the remaining approximate 62% interest.

In addition, on closing of the Arrangement, the Company’s 2.961% Series 3 Senior Unsecured Notes due November 17, 2025, 7.293% Series 4 Senior Unsecured Notes due September 8, 2026 and 6.261% Series 5 Senior Unsecured Notes due November 1, 2027 (collectively, the “Redeemed Notes”) were redeemed in accordance with the terms of the Arrangement.

With the Arrangement now complete, the Shares are expected to be delisted from the Toronto Stock Exchange (the “TSX”) shortly following the date hereof. First National’s Class A Preference Shares, Series 1 and Class A Preference Shares, Series 2 continue to be outstanding in accordance with their terms and listed on the TSX (collectively, the “Preferred Shares”).

Settlement of the previously-announced offering of $800 million aggregate principal amount of senior notes of the Company (the “New Notes”) is expected to be completed on October 23, 2025, and the Company and the Purchaser intend to amalgamate shortly thereafter (the “Amalgamation”), with the amalgamated company continuing to be named and operated as “First National Financial Corporation”. The Preferred Shares and the New Notes will continue to be outstanding securities of First National post-amalgamation with no changes to the terms of such securities. Following the Amalgamation, the Preferred Shares will continue to be listed on the TSX and First National will continue to be a reporting issuer under applicable Canadian securities laws.

DBRS affirmed the credit rating of the preferreds at Pfd-3:

The credit rating confirmations and Stable trends reflect Morningstar DBRS’ expectation that FNFC’s go-private transaction will not result in any notable changes to FNF’s proven business model, strategy/strategic priorities, or key members of the senior leadership team. The Investor Group will have a 62% ownership stake, while the two co-founders, Stephen Smith and Moray Tawse, will each have a 19% ownership stake (they previously held a combined ownership stake of approximately 71%). The pro forma capital structure for FNFC includes an incremental $1.15 billion of debt (total debt of $1.75 billion) and an additional $1.16 billion in common equity (total common equity of $1.78 billion), with no contemplated changes to FNF LP’s capital structure. As a result, leverage notably increases to 5.7 times (x) at FNF (as calculated by Morningstar DBRS) and 4.5x at FNFC (as calculated by Morningstar DBRS) and is considered a credit ratings constraint. However, Morningstar DBRS expects FNF to steadily deleverage through a combination of EBITDA growth and debt repayment, reducing leverage at FNFC to approximately 4.0x by the end of 2027 and to approximately 3.0x by the end of 2030. Excess cash flow from lower all-in fixed charges and dividends as a private company should be available for deleveraging. Interest coverage at the outset is a reasonable 2.4x at FNF (as calculated by Morningstar DBRS) and 4.6x at FNFC (as calculated by Morningstar DBRS). Positively, the Investor Group provides financial strength and access to capital, along with a proven track record of partnering with and enhancing Canadian financial services companies with operational experience and deep institutional knowledge of the Canadian housing market.

S&P does not evaluate the preferreds, providing only “Servicer Evaluation Rankings”, which have not changed.

The market, however, seems much more impressed by the company’s new backers, with the price up substantially over the month:

Issue Comments

RY.PR.N & RY.PR.O To Be Redeemed

Royal Bank of Canada has announced (on 2025-10-24):

its intention, subject to the approval of the Office of the Superintendent of Financial Institutions (OSFI), to redeem all of its issued and outstanding Non-Viability Contingent Capital (NVCC) Non-Cumulative First Preferred Shares, Series BH (Series BH shares) (TSX: RY.PR.N) and NVCC Non-Cumulative First Preferred Shares Series BI (Series BI shares) (TSX: RY.PR.O) on December 8, 2025, for cash at a redemption price of $25.00 per Series BH share and $25.00 per Series BI share.

In addition, the Bank has also declared a 14-day dividend of $0.046986301 per Series BH share and $0.046986301 per Series BI share covering the period from November 24, 2025 (the date of the last declared dividend payment), up to but excluding the redemption date of December 8, 2025. The final dividend for the Series BH shares and Series BI shares will be paid to shareholders of record at the close of business on November 10, 2025. This results in a total amount of $25.046986301 per Series BH share and $25.046986301 per Series BI share, to be paid on December 8, 2025, upon surrender of the Series BH shares and Series BI shares.

There are 6,000,000 Series BH shares outstanding, representing $150 million of capital, and 6,000,000 Series BI shares outstanding, representing $150 million of capital. The redemptions will be financed out of the general corporate funds of Royal Bank of Canada.

RY.PR.N is a 4.90% Straight Perpetual that commenced trading 2015-6-5 after being announced May 28. It is tracked by HIMIPref™ and is assigned to the PerpetualDiscounts subindex.

RY.PR.O is a NVCC-compliant Straight Perpetual paying 4.90% that commenced trading 2015-7-22 after being announced July 14. It is tracked by HIMIPref™ and is assigned to the PerpetualDiscounts subindex.

Issue Comments

RS.PR.A Resets to 5.80%

Middlefield Group® has announced:

The board of directors of Real Estate Split Corp. (the “Company”) has extended the maturity date of the Company for an additional 5-year term to December 31, 2030, as was detailed in the press release dated August 13, 2025.

The Company is pleased to announce that the distribution rate for the Preferred Shares for the new 5-year term from December 31, 2025 to December 31, 2030 will be $0.58 per annum (5.8% on the original issue price of $10) payable quarterly. The new distribution rate represents a 10.5% increase from the current $0.525 per annum distribution rate and provides investors with a competitive yield reflecting current market yields for preferred shares with similar terms. The new 5-year term extension also offers Preferred shareholders the opportunity to enjoy preferential cash dividends until December 31, 2030. Since inception from November 19, 2020 to September 30, 2025, the Preferred Share has delivered an attractive 5.3% per annum return.

In addition, the Company intends to maintain the targeted monthly Class A Share distribution rate at $0.13 per Class A Share. Since inception to September 30, 2025, the Class A shares have delivered a 6.2% per annum total return, including cash distributions of $7.30 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 allows Class A shareholders to continue to have exposure to a diversified portfolio of North American real estate issuers while maintaining the opportunity for capital appreciation. Real Estate Split Corp. is focused on traditional property types such as industrial, multi-family, senior housing, and retail, which are well-positioned to benefit from growing demand and constrained real estate supply. The portfolio also provides exposure to emerging property types including data centres, towers, and life science labs that represent an increasing share of the real estate market. The Company employs a tactical asset-allocation strategy designed to seek the best combination of capital-appreciation potential and income and will actively adjust the Portfolio’s allocation across sectors and themes based on market conditions. In connection with the extension, Shareholders can continue to hold their shares of both Classes and receive the new, higher distribution rate on the Preferred Shares by taking no action. Shareholders who do not wish to continue their investment in the Company, will be able to retract Preferred Shares or Class A Shares on December 31, 2025 pursuant to a special retraction right and receive a retraction price that is calculated in the same way that such price would be calculated if the Company were to terminate on December 31, 2025. Pursuant to this option, the retraction price may be less than the market price if the shares are trading at a premium to net asset value. To exercise this retraction right, shareholders must provide notice to their investment dealer by November 27, 2025 at 5:00 p.m. (Toronto time). Alternatively, shareholders may sell their Preferred Shares and/or Class A Shares through their securities dealer for the market price at any time, potentially at a higher price than would be achieved through retraction.

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

Issue Comments

CU.PR.I To Be Redeemed

Canadian Utilities Limited has announced:

its intention to redeem on December 1, 2025 (the “Redemption Date”), all of its outstanding Cumulative Redeemable Second Preferred Shares Series FF (the “Series FF Shares”) at a price of $25.00 per share (the “Redemption Price”) less any tax required to be deducted or withheld by the Company. The $250 million aggregate cost of redemption will be funded from available cash.

As previously announced, the quarterly dividend payable on December 1, 2025 to the holders of Series FF Shares of record on November 6, 2025 will be $0.28125 per Series FF Share. This will be the final dividend on the Series FF Shares. Upon payment of the December 1, 2025 quarterly dividend, there will be no accrued and unpaid dividends on the Series FF Shares as at the Redemption Date.

The Company has provided notice today of the Redemption Price and the Redemption Date to the sole registered holder of the outstanding Series FF Shares, in accordance with the terms of the Series FF Shares set out in the Company’s articles. Non-registered holders of Series FF Shares should contact their broker or other intermediary for information regarding the redemption process for the Series FF Shares in which they hold a beneficial interest.

The Company’s transfer agent for the Series FF Shares is TSX Trust Company. Questions regarding the redemption process may also be directed to TSX Trust Company at 1-800-387-0825 or by email to shareholderinquiries@tmx.com.

CU.PR.I is a FixedReset, 4.50%+369M450, that commenced trading 2015-9-24 after being announced 2015-9-14. The issue reset to its minimum rate of 4.50% (unchanged) effective 2020-12-1 and there was no conversion. It is tracked by HIMIPref™ and is assigned to the FixedReset-Premium subindex.

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

Issue Comments

PPL.PR.I To Be Redeemed

Pembina Pipeline Corporation has announced:

that it has closed its previously announced offering of $225 million aggregate principal amount of 5.95% Fixed-to-Fixed Rate Subordinated Notes, Series 2 (the “Series 2 Notes”) due June 6, 2055 (the “Offering”). The Series 2 Notes were offered through a syndicate of underwriters, co-led by CIBC Capital Markets, BMO Capital Markets and Scotiabank, under Pembina’s short form base shelf prospectus dated December 13, 2023, as supplemented by a prospectus supplement dated October 8, 2025.

As previously announced, Pembina intends to use the net proceeds of the Offering to fund the redemption of all of its outstanding Cumulative Redeemable Rate Reset Class A Preferred Shares, Series 9 (TSX: PPL.PR.I) (the “Series 9 Class A Preferred Shares”) on December 1, 2025 (the “Redemption Date”) at a price equal to $25.00 per Series 9 Class A Preferred Share (the “Redemption Price”), less any tax required to be deducted or withheld by the Company and for general corporate purposes. The aggregate Redemption Price to Pembina will be $225 million.

Pembina previously announced that the dividend payable on December 1, 2025, to the holders of the Series 9 Class A Preferred Shares of record on November 3, 2025, will be $0.268875 per Series 9 Class A Preferred Share. This will be the final quarterly dividend on the Series 9 Class A Preferred Shares. Upon payment of the December 1, 2025 dividend, there will be no accrued and unpaid dividends on the Series 9 Class A Preferred Shares as at the Redemption Date.

The Company has provided notice today of the Redemption Price and the Redemption Date to the sole registered holder of the Series 9 Class A Preferred Shares in accordance with the terms of the Series 9 Class A Preferred Shares, as set out in the Company’s articles of amalgamation dated October 2, 2017. For non-registered holders of Series 9 Class A Preferred Shares, no further action is required, however, they should contact their broker or other intermediary with any questions regarding the redemption process for the Series 9 Class A Preferred Shares in which they hold a beneficial interest. The Company’s transfer agent for the Series 9 Class A Preferred Shares is Computershare Investor Services Inc. Questions regarding the redemption process may also be directed to Computershare at 1-800-564-6253 or by email to corporateactions@computershare.com.

PPL.PR.I was issued as a FixedReset, 4.75%+391, that commenced trading 2015-4-10 after being announced 2015-3-31. It reset to 4.302% effective 2020-12-1 and there was no conversion. It is tracked by HIMIPref™ but relegated to the Scraps index on credit concerns.

It’s nice to get some more confirmation (after the recent TRP.PR.G refunding) that the Canadian preferred share market continues to be cheap!

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

Issue Comments

LBS.PR.A: Capital Unit Split

Brompton Funds has announced (on 2025-10-6):

Life & Banc Split Corp. (the “Fund”) is pleased to announce its intention to complete a stock split of its class A shares (the “Share Split”) due to the Fund’s strong performance. Class A shareholders of record at the close of business on October 27, 2025 will receive 10 additional class A shares for every 100 class A shares held, pursuant to the Share Split. The Share Split is subject to the approval of the Toronto Stock Exchange (the “TSX”).

Class A shareholders will continue to receive regular monthly cash distributions targeted to be $0.10 per class A share following the Share Split. As a result, the total dollar amount of distributions to be paid to class A shareholders is expected to increase by approximately 10%. The Fund provides a distribution reinvestment plan, on a commission-free basis for class A shareholders that wish to reinvest distributions and realize the benefits of compound growth.

Over the last 10 years, the class A shares have delivered a 20.5% per annum total return based on net asset value, outperforming the S&P/TSX Capped Financials Total Return Index by 6.8% per annum and the S&P/TSX Composite Total Return Index by 8.7% per annum.(1) Since inception, class A shareholders have received cash distributions of $20.95 per share.

Following the completion of the Share Split, the preferred shares of the Fund are expected to have downside protection from a decline in the value of the Fund’s portfolio of approximately 52%.(2)

The class A shares are expected to commence trading on an ex-split basis at the opening of trading on October 27, 2025. No fractional class A shares will be issued and the number of class A shares each holder shall receive will be rounded down to the nearest whole number. The Share Split is a non-taxable event.

The Fund invests on an approximately equally weighted basis in a portfolio consisting of common shares of the six largest Canadian banks and the four major publicly traded Canadian life insurance companies:

Bank of Montreal Great-West Lifeco Inc.
National Bank of Canada The Bank of Nova Scotia
Canadian Imperial Bank of Commerce Royal Bank of Canada
iA Financial Corporation Inc. The Toronto-Dominion Bank
Sun Life Financial Inc. Manulife Financial Corporation

This harms the credit quality of the preferreds by increasing the cash drag (due to increased distributions to the Capital Units due to the split) and by decreasing the Asset Coverage ratio. However, with a Whole Unit NAVPU of 22.31 as of 2025-10-9, there is no immediate cause for alarm.

My guess is that they’re doing this to increase the leverage provided by owning the Capital Units, given my assumption that this is what these shareholders want.