Category: Issue Comments

Issue Comments

MFC.PR.I : No Conversion To FloatingReset

This is very old (2022-9-6), but is being added for completeness: Manulife Financial Corporation has announced:

that after having taken into account all election notices received by the September 2, 2022 deadline for conversion of its currently outstanding 10,000,000 Non-cumulative Rate Reset Class 1 Shares Series 9 (the “Series 9 Preferred Shares”) (TSX: MFC.PR.I) into Non-cumulative Floating Rate Class 1 Shares Series 10 of Manulife (the “Series 10 Preferred Shares”), the holders of Series 9 Preferred Shares are not entitled to convert their Series 9 Preferred Shares into Series 10 Preferred Shares. There were 26,525 Series 9 Preferred Shares elected for conversion, which is less than the minimum one million shares required to give effect to conversions into Series 10 Preferred Shares.

As announced by Manulife on August 22, 2022, after September 19, 2022, holders of Series 9 Preferred Shares will be entitled to receive fixed rate non-cumulative preferential cash dividends on a quarterly basis, as and when declared by the Board of Directors of Manulife and subject to the provisions of the Insurance Companies Act (Canada). The dividend rate for the five-year period commencing on September 20, 2022, and ending on September 19, 2027, will be 5.97800% per annum or $0.373625 per share per quarter, being equal to the sum of the five-year Government of Canada bond yield as of August 22, 2022, plus 2.86%, as determined in accordance with the terms of the Series 9 Preferred Shares.

Subject to certain conditions described in the prospectus supplement dated May 16, 2012 relating to the issuance of the Series 9 Preferred Shares, Manulife may redeem the Series 9 Preferred Shares, in whole or in part, on September 19, 2027 and on September 19 every five years thereafter.

MFC.PR.I was issued as a FixedReset, 4.40%+286, that commenced trading 2012-5-24 after being announced 2012-5-16. After the 2017 announcement the issue would be extended, the rate was reset to 4.35100% and I recommended against conversion; there was no conversion. Notice of extension earlier in 2022 has been previously reported and announcement of the reset rate at 5.978% soon followed. MFC.PR.I is tracked by HIMIPref™ and is included in the FixedReset (Discount) subindex.

Thanks to Assiduous Reader JD for reminding me of incomplete reporting!

Issue Comments

PPL.PF.E To Reset At 6.481%

Pembina Pipeline Corporation has announced:

that it does not intend to exercise its right to redeem the currently outstanding Cumulative Redeemable Minimum Rate Reset Class A Preferred Shares, Series 25 (“Series 25 Shares”) (TSX: PPL.PF.E) on February 15, 2023. The Company also announced that its Board of Directors has declared quarterly dividends for the Company’s preferred shares, Series 1, 3, 5, 7, 9, 15, 17, 19, 21 and 25.

Series 25 Preferred Share Conversion Right and Reset Dividend Rates
As a result of the decision not to redeem the Series 25 Shares, and subject to certain terms of the Series 25 Shares, the holders of the Series 25 Shares will have the right to elect to convert all or part of their Series 25 Shares on a one-for-one basis into Cumulative Redeemable Floating Rate Class A Preferred Shares, Series 26 of Pembina (“Series 26 Shares”) on February 15, 2023 (the “Conversion Date”). Holders who do not exercise their right to convert their Series 25 Shares into Series 26 Shares will retain their Series 25 Shares.

As provided in the terms of the Series 25 Shares: (i) if Pembina determines that there would remain outstanding immediately following the conversion less than 1,000,000 Series 25 Shares, then all remaining Series 25 Shares will be automatically converted into Series 26 Shares on a one-for-one basis effective as of the Conversion Date; or (ii) if Pembina determines that there would be less than 1,000,000 Series 26 Shares outstanding immediately following the conversion, no Series 25 Shares will be converted into Series 26 Shares on the Conversion Date. There are currently 10,000,000 Series 25 Shares outstanding.

With respect to any Series 25 Shares that remain outstanding after the Conversion Date, holders thereof will be entitled to receive quarterly fixed cumulative preferential cash dividends, if, as and when declared by the Board of Directors of Pembina. The annual dividend rate for the Series 25 Shares for the five-year period from and including February 15, 2023, to, but excluding, February 15, 2028, will be 6.481 percent, being equal to the five-year Government of Canada bond yield of 2.971 percent determined as of today plus 3.51 percent, in accordance with the terms of the Series 25 Shares.

With respect to any Series 26 Shares that may be issued on the Conversion Date, holders thereof will be entitled to receive quarterly floating rate cumulative preferential cash dividends, if, as and when declared by the Board of Directors of Pembina. The annual dividend rate applicable to the Series 26 Shares for the three-month floating rate period from and including February 15, 2023, to, but excluding, May 15, 2023, will be 7.866 percent, being equal to the annual rate of interest for the most recent auction of 90-day Government of Canada treasury bills of 4.356 percent plus 3.51 percent, in accordance with the terms of the Series 26 Shares (the “Floating Quarterly Dividend Rate”). The Floating Quarterly Dividend Rate will be reset on the 15th day of February, May, August and November in each year.

Beneficial holders of Series 25 Shares who wish to exercise their right of conversion during the conversion period, which runs from January 16, 2023, until 3:00 pm (MT) / 5:00 pm (ET) on January 31, 2023, should communicate as soon as possible with their broker or other intermediary for more information. It is recommended that this be done well in advance of the deadline in order to provide the broker or other intermediary with the time to complete the necessary steps. Any notices received after this deadline will not be valid.

As announced below, the dividend payable on February 15, 2023, to holders of the Series 25 Shares of record on January 31, 2023, will be $0.3250 per Series 25 Share, consistent with the dividend rate in effect since the issuance of the Series 25 Shares. For more information on the terms of the Series 25 Shares and the Series 26 Shares, please see Pembina’s articles of amendment dated December 16, 2019, relating to the creation of the Series 25 Shares and the Series 26 Shares, which can be found on SEDAR at www.sedar.com.

PPL.PF.E was issued as KML.PR.C, a FixedReset, 5.20%+351M520, that commenced trading 2017-12-15 after being announced 2017-12-6. A Plan of Arrangement was announced in August 2019 and a vote by preferred shareholders was made explicit in September 2019. The ticker changed in late 2019.

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

Issue Comments

CM.PR.S To Reset At 5.878%

Canadian Imperial Bank of Commerce has announced:

the dividend rates applicable to its Non-cumulative Rate Reset Class A Preferred Shares Series 47 (Non-Viability Contingent Capital (NVCC)) (the “Series 47 Shares”) and Non-cumulative Floating Rate Class A Preferred Shares Series 48 (Non-Viability Contingent Capital (NVCC)) (the “Series 48 Shares”).

The fixed dividend rate applicable to the Series 47 Shares, should any remain outstanding after January 31, 2023, for the five-year period from and including January 31, 2023 to but excluding January 31, 2028 is 5.878%, payable quarterly as and when declared by the Board of Directors of CIBC.

The floating dividend rate applicable to the Series 48 Shares, should any be issued, for the three-month period from and including January 31, 2023 to but excluding April 30, 2023 is 6.753%, payable for the period as defined as and when declared by the Board of Directors of CIBC. CIBC has designated the Series 48 Shares as eligible to participate in the CIBC Shareholder Investment Plan.

Beneficial owners of Series 47 Shares who wish to exercise their conversion right should instruct their broker or other nominee to exercise such right during the conversion period, which runs from January 1, 2023 until 5:00 p.m. (Eastern Standard Time) on January 16, 2023. Any notices received after this deadline will not be valid.

CM.PR.S was issued as a FixedReset, 4.50%+245, NVCC-compliant, that commenced trading 2018-1-18 after being announced January 10. Notice of extension was provided 2022-12-15. The issue is tracked by HIMIPref™ and is assigned to the FixedReset (Discount) subindex.

I have received a mildly irate eMail from Assiduous Reader PG:

Has CIBC jumped the gun with today’s rate announcement for CM.PR.S?

As per the Prospectus, the “Fixed Rate Calculation Date” for any “Subsequent Fixed Rate Period” is the 30th day prior to the first day of such Subsequent Fixed Rate Period. The latter term, in this case, refers to the five-year period from and including January 31, 2023.

Thirty days prior to January 31 obviously falls on Sunday, January 1.

The CIBC Prospectus for CM.PR.S does NOT have the usual “Business Day” provision found in so many other Prospectuses and which would have any action to be taken fall on the next business day.

I realize CIBC went on record as choosing December 30, but do they have that discretion?

Well, it’s true. The CM.PR.S prospectus provides the usual definition of the “Fixed Rate Calculation Date”, but does not specify what is to happen if this date is not a business day; and this, presumably, played a role in CIBC’s decision to specify the actual date in their notice of extension.

I agree that it’s better to have these things specified in the prospectus, but I think CIBC acted responsibly in providing two week’s notice of the actual date. Careless errors with calculation dates became an issue in the 2019 reset of HSE.PR.C and in the 2019 reset of AZP.PR.B. All I can say is that if this sort of thing is important to investors, then they should check the prospectus in advance of any purchase.

Thanks to Assiduous Reader niagara for bringing this to my attention and to to CanSiamCyp for the follow -up.

Issue Comments

BN.PR.Z , BN.PF.J : No Conversion To FloatingReset

Brookfield Corporation has announced:

that after having taken into account all election notices received by the deadline for the conversion of its Cumulative Class A Preference Shares, Series 30 (the “Series 30 Shares”)(TSX: BN.PR.Z) into Cumulative Class A Preference Shares, Series 31 (the “Series 31 Shares”) and for the conversion of its Cumulative Class A Preference Shares, Series 48 (the “Series 48 Shares”) (TSX: BN.PF.J) into Cumulative Class A Preference Shares, Series 49 (the “Series 49 Shares”), there were 92,379 Series 30 Shares and 39,620 Series 48 Shares tendered for conversion, which is less than the one million shares required to give effect to conversions into Series 31 Shares and Series 49 Shares, respectively. Accordingly, there will be no conversion of Series 30 Shares into Series 31 Shares, nor of Series 48 Shares into Series 49 Shares and holders of Series 30 Shares and of Series 48 Shares will retain their Series 30 Shares and Series 48 Shares, respectively.

BAM.PF.J was issued as a FixedReset, 4.75%+310M475, that commenced trading 2017-9-13 after being announced 2017-09-06. The ticker changed to BN.PF.J in December, 2022. BN.PF.J will reset at 6.229% effective 2023-1-1; I recommended conversion.

BAM.PR.Z was issued as a FixedReset, 4.80%+296, that commenced trading 2011-11-2 after being announced 2011-10-24. BAM.PR.Z reset to 4.685% effective 2018-1-1; I recommended against conversion; and there was no conversion. The ticker changed to BN.PR.Z in December, 2022. BN.PR.Z will reset at 6.089% effective 2023-1-1; I recommended conversion.

Issue Comments

BPO.PR.I : No Conversion To FloatingReset

Brookfield Office Properties Inc. (“Brookfield”), a subsidiary of Brookfield Property Partners L.P., has announced:

that after having taken into account all election notices received by the December 16, 2022 deadline for the conversion of the Class AAA Preference Shares, Series II (the “Series II Shares”) (TSX: BPO.PR.I) into Class AAA Preference Shares, Series JJ (the “Series JJ Shares”), the holders of Series II Shares are not entitled to convert their Series II Shares into Series JJ Shares. There were 142,807 Series II Shares tendered for conversion, which is less than the one million shares required to give effect to conversion into Series JJ Shares.

The Series II Shares will pay on a quarterly basis, for the five-year period beginning on January 1, 2023, as and when declared by the board of directors of Brookfield, a fixed dividend based on an annual dividend rate of 6.359% ($0.397438 per share per quarter).

BPO.PR.I was issued as a FixedReset, 4.85%+323M485, that commenced trading 2017-12-7 after being announced 2017-11-29. BPO.PR.I will reset at 6.359% effective 2023-1-1; I recommended conversion.

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

Issue Comments

DBRS Upgrades CVE To Pfd-3(high)

DBRS Limited (DBRS Morningstar) has announced that it:

upgraded Cenovus Energy Inc.’s (Cenovus or the Company) Issuer Rating and Senior Unsecured Debt rating to BBB (high) from BBB and the Company’s Preferred Shares rating to Pfd-3 (high) from Pfd-3. All trends are Stable. The upgrades follow the significant reduction in gross debt ($4.3 billion in 2022), which has improved the Company’s credit metrics and financial risk profile. The Stable trends reflect DBRS Morningstar’s expectation that the reduction in gross debt will allow the Company to maintain its lease-adjusted debt-to-cash flow ratio at around 1.50 times (x) under DBRS Morningstar’s base-case commodity price assumptions (see “DBRS Morningstar Updates Oil and Natural Gas Price Forecasts: Midcycle Pricing Band Widened and Oil Price Forecast Raised” dated September 26, 2022).

Stronger commodity prices, noncore asset sales, and a focus on reducing debt have allowed Cenovus to deleverage materially and well ahead of DBRS Morningstar’s expectation at the close of the acquisition of Husky Energy Inc (Husky Acquisition). Cenovus continues to prioritize deleveraging and expects to direct approximately 50% of the expected excess free funds flow (cash flow less capex, base dividends on common and preferred shares, decommissioning liabilities, and principal repayment of leases, plus proceeds from asset divestitures) surplus toward the balance sheet until it achieves its revised net debt (debt excluding operating leases and netting out of cash) target of $4.0 billion (Q3 2022: $5.28 billion). Based on its base-case commodity price assumptions, DBRS Morningstar expects Cenovus to reach its net debt target in Q1 2023. The rating upgrade is driven by DBRS Morningstar’s assessment that the reduction in gross debt in 2022 and achievement of its net debt target should allow the Company to maintain its financial risk profile commensurate with the rating through commodity price cycles. DBRS Morningstar also believes that the improvement in balance sheet strength provides the Company the flexibility to address challenges and costs associated with meeting voluntary and regulatory mandated greenhouse gas (GHG) emission reduction targets.

Cenovus’ business risk profile is strong and is underpinned by its (1) significant size (production of 777.9 thousand barrels of oil equivalent per day (Mboe/d) and upgrader/refinery throughput of 533.5 thousand barrels (bbl) per day in Q3 2022); (2) integrated upstream and downstream operations; and (3) long-life, low-cost oil sands assets at Foster Creek and Christina Lake and contracted production in Asia-Pacific. DBRS Morningstar expects the Company to maintain its business risk profile with a modest increase in near-term production driven by the Sunrise acquisition and optimization/debottlenecking projects at the Company’s oil sands assets and medium term growth through further optimization of oil sands assets and the West White Rose (WWR) project. Cenovus’ downstream integration is also expected to improve with the acquisition of the remaining stake in the Toledo refinery (expected to close in 2023), startup of the Superior refinery in Q1 2023, and capital investments aimed at optimizing and reducing operating costs at its downstream operations. The Company’s business risk profile remains constrained by its exposure to lower margin heavy and thermal oil and high concentration of oil-producing assets in Western Canada.

Cenovus expects production in 2023 to average between 800 Mboe/d and 840 Mboe/d with a budgeted capex of $4.0 billion to $4.5 billion. While capex in 2023 is higher relative to 2022 because of cost inflation and committed capital spend on the WWR project, it also includes a growth/discretionary component of $0.5 billion to $1 billion (excluding the WWR project), which could be scaled back if required. DBRS Morningstar expects the Company to generate a material free cash flow (cash flow after capex and dividends) surplus in 2023 and 2024 despite DBRS Morningstar’s expectation that the WTI price of crude oil will decline to the middle of DBRS Morningstar’s midcycle pricing band of USD 50 to USD 70 per barrel (/bbl) over the period. DBRS Morningstar expects the Company’s liquidity position to remain strong with its committed credit facilities totalling $5.5 billion remaining largely unused.

A further upgrade would require the Company to reduce gross debt and improve its lease-adjusted debt-to-cash flow ratio to consistently around 1.00x. Conversely, should oil prices weaken materially (below USD $45/bbl) and credit metrics stay weak for an extended period, DBRS Morningstar may take a negative rating action.

Affected issues are CVE.PR.A, CVE.PR.B, CVE.PR.C, CVE.PR.E and CVE.PR.G.

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

Issue Comments

IFC.PR.A: No Conversion to FloatingReset

Intact Financial Corporation has announced:

that, after having taken into account all elections received before the December 16, 2022, 5:00 p.m. (ET) conversion deadline, with respect to the Non-cumulative Rate Reset Class A Shares Series 1 of IFC (the “Series 1 Preferred Shares”) tendered for conversion on December 31, 2022 into Non-cumulative Floating Rate Class A Shares Series 2 of IFC (the “Series 2 Preferred Shares”), the holders of Series 1 Preferred Shares are not entitled to convert their shares. There were 577,852 Series 1 Preferred Shares tendered for conversion, which is fewer than the 1,000,000 Series 1 Preferred Shares required for the ability to proceed with the conversion, in accordance with the terms of the Series 1 Preferred Shares.

There are 10,000,000 Series 1 Preferred Shares listed on the Toronto Stock Exchange (“TSX”) under the symbol IFC.PR.A. The annual dividend rate for the Series 1 Preferred Shares for the five-year period from and including December 31, 2022 to but excluding December 31, 2027, will be 4.841%, as determined in accordance with the terms of the Series 1 Preferred Shares.

Subject to certain conditions described in IFC’s prospectus dated July 5, 2011, IFC may redeem the Series 1 Preferred Shares, in whole or in part, on December 31, 2027 and on December 31 every five years thereafter.

For more information on the terms of, and risks associated with an investment in, the Series 1 Preferred Shares, see IFC’s prospectus dated July 5, 2011 which is available on www.sedar.com.

IFC.PR.A will reset at 4.841% effective 2022-12-31. IFC.PR.A was issued as a FixedReset, 4.20%+172, that commenced trading 2011-7-12 after being announced 2011-6-22. IFC.PR.A reset at 3.396% effective December 31, 2017, and I recommended against conversion. There was no conversion. In 2022 I recommended conversion.

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

Issue Comments

CM.PR.S To Be Extended

Canadian Imperial Bank of Commerce has announced:

that it does not intend to exercise its right to redeem all or any part of its currently outstanding 18,000,000 Non-cumulative Rate Reset Class A Preferred Shares Series 47 (Non-Viability Contingent Capital (NVCC)) (the “Series 47 Shares”) on January 31, 2023.

Subject to certain conditions set out in the prospectus supplement dated January 11, 2018 to the short form base shelf prospectus of CIBC dated March 16, 2016 relating to the issuance of the Series 47 Shares, the holders of Series 47 Shares have the right to convert all or any of their Series 47 Shares, on a one-for-one basis, into Non-cumulative Floating Rate Class A Preferred Shares Series 48 (Non-Viability Contingent Capital (NVCC)) of CIBC (the “Series 48 Shares”) on January 31, 2023.

On such date, holders who do not exercise their right to convert their Series 47 Shares into Series 48 Shares, will continue to hold their Series 47 Shares. The foregoing conversion rights are subject to the following:

  • if CIBC determines that there would remain outstanding less than 1,000,000 Series 48 Shares, after having taken into account all Series 47 Shares tendered for conversion on January 31, 2023, then holders of Series 47 Shares will not be entitled to convert their shares into Series 48 Shares, and
  • alternatively, if CIBC determines that there would remain outstanding less than 1,000,000 Series 47 Shares, after having taken into account all Series 47 Shares tendered for conversion on January 31, 2023, then all, but not part, of the remaining outstanding Series 47 Shares will automatically be converted into Series 48 Shares on a one-for-one basis on January 31, 2023.

In either case, CIBC will give written notice to that effect to the registered holder of Series 47 Shares no later than January 24, 2023.

The fixed dividend rate applicable to the Series 47 Shares, should any remain, for the five-year period from and including January 31, 2023 to but excluding January 31, 2028, as and when declared by the Board of Directors, and the floating dividend rate applicable to the Series 48 Shares, should any be issued, for the three-month period from and including January 31, 2023 to but excluding April 30, 2023, as and when declared by the Board of Directors of CIBC, will be determined and communicated on December 30, 2022. CIBC has designated the Series 48 Shares as eligible to participate in the CIBC Shareholder Investment Plan.

Beneficial owners of Series 47 Shares who wish to exercise their conversion right should instruct their broker or other nominee during the conversion period, which runs from January 1, 2023 until 5:00 p.m. (Eastern Standard Time) on January 16, 2023. It is recommended that this be done well in advance of the deadline in order to provide the broker or other nominee time to complete the necessary steps. Any notices received after this deadline will not be valid.

CM.PR.S was issued as a FixedReset, 4.50%+245, NVCC-compliant, that commenced trading 2018-1-18 after being announced January 10. It will be tracked by HIMIPref™ and is assigned to the FixedReset (Discount) subindex.

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

Issue Comments

BAM Preferreds Transform To BN

Brookfield Corporation accomplished most of it latest reorg on December 9:

Brookfield Corporation (NYSE: BN, TSX: BN) (the “Corporation”) and Brookfield Asset Management Ltd. (NYSE: BAM, TSX: BAM) (the “Manager”) today jointly announced the completion of the public listing and distribution of a 25% interest in the Corporation’s asset management business, through the Manager, by way of a plan of arrangement (“Arrangement”).

The Corporation has changed its name from Brookfield Asset Management Inc. to Brookfield Corporation, with effect from today and at the open of markets on December 12, 2022, its shares will trade under the new ticker “BN” on both stock exchanges. The Manager takes the name Brookfield Asset Management Ltd. and has been successfully listed on the New York Stock Exchange and the Toronto Stock Exchange. At the open of markets on December 12, 2022, its shares will trade under the ticker “BAM” on both stock exchanges.

The preferred shares have nearly all tranformed from BAM.xx.x to BN.xx.x, retaining all but the ‘issuer’ part of their ticker symbols, but there are two exceptions: BAM.PR.E Transforms To BN.PF.K and BAM.PR.G Transforms To BN.PF.L

Brookfield has updated its Official Preferred Share Page.

Other transformations, painstakingly spelled out here in order to make the Issue Comments section of this blog searchable (to search for BAM.PR.G in “Issue Comments”, put https://prefblog.com/?cat=14&s=BAM.PR.G in your browser address bar).

Old Ticker New Ticker
BAM.PR.B BN.PR.B
BAM.PR.C BN.PR.C
BAM.PR.K BN.PR.K
BAM.PR.M BN.PR.M
BAM.PR.N BN.PR.N
BAM.PR.R BN.PR.R
BAM.PR.T BN.PR.T
BAM.PR.X BN.PR.X
BAM.PR.Z BN.PR.Z
BAM.PF.A BN.PF.A
BAM.PF.B BN.PF.B
BAM.PF.C BN.PF.C
BAM.PF.D BN.PF.D
BAM.PF.E BN.PF.E
BAM.PF.F BN.PF.F
BAM.PF.G BN.PF.G
BAM.PF.H BN.PF.H
BAM.PF.I BN.PF.I
BAM.PF.J BN.PF.J
BAM.PR.E BN.PF.K
BAM.PR.G BN.PF.L
Issue Comments

BAM.PR.G Transforms To BN.PF.L

Brookfield Corporation accomplished most of it latest reorg on December 9:

Brookfield Corporation (NYSE: BN, TSX: BN) (the “Corporation”) and Brookfield Asset Management Ltd. (NYSE: BAM, TSX: BAM) (the “Manager”) today jointly announced the completion of the public listing and distribution of a 25% interest in the Corporation’s asset management business, through the Manager, by way of a plan of arrangement (“Arrangement”).

The Corporation has changed its name from Brookfield Asset Management Inc. to Brookfield Corporation, with effect from today and at the open of markets on December 12, 2022, its shares will trade under the new ticker “BN” on both stock exchanges. The Manager takes the name Brookfield Asset Management Ltd. and has been successfully listed on the New York Stock Exchange and the Toronto Stock Exchange. At the open of markets on December 12, 2022, its shares will trade under the ticker “BAM” on both stock exchanges.

Accordingly, the BAM Series 9, BAM.PR.G, shares have transformeed into BN Series 52, BN.PF.L shares:

Dividends
The holders of the Series 52 Preferred Shares are entitled to receive fixed cumulative preferred cash dividends, as and when declared by the board of directors, payable quarterly on the first day of February, May, August and November in each year, in an amount per share per annum equal to the product of C$22.00 and a percentage (which shall not be less than 80%) of the yield on certain Government of Canada bonds, established for each five year period commencing November 1, 2001 (and each fifth anniversary of that date).

For the five-year period from November 1, 2021 until October 31, 2026, the Series 52 Preferred Shares will pay on a quarterly basis, as and when declared by the board of directors, a fixed cash dividend in an amount equal to 2.75% per annum applied to C$22.00 per share.

Redemption
Subject to applicable law and certain restrictions and to the rights, privileges, restrictions and conditions attaching to other shares of the Corporation, on November 1, 2026 and on November 1 in every fifth year thereafter, all, but not less than all, of the Series 52 Preferred Shares will be redeemable at the option of the Corporation at a redemption price of C$22.00 per share, together with all accrued and unpaid dividends thereon up to but excluding the date of redemption. Notice of any redemption must be given by the Corporation at least 45 days and not more than 60 days prior to the date fixed for redemption.


Exchange
Subject to certain restrictions, the holders of the Series 52 Preferred Shares will have the right, on November 1, 2026,and on November 1 in every fifth year thereafter, to exchange any or all of the Series 52 Preferred Shares held by them for Series 51 Preferred Shares of the Corporation, on a one-for one basis. An exchange of Series 52 Preferred Shares for Series 51 Preferred Shares must be initiated not less than 14 days and not more than 45 days prior to an exchange date. Under certain circumstances, the Series 52 Preferred Shares automatically convert into Series 51 Preferred Shares, on a one-for-one basis.

Rights of Liquidation
In the event of the liquidation, dissolution or winding-up of the Corporation, the holders of the Series 52 Preferred Shares will be entitled to receive C$22.00 per share together with all dividends accrued and unpaid to the date of payment before any amount will be paid or any assets of the Corporation distributed to the holders of any shares ranking junior to the Series 52 Preferred Shares. The holders of the Series 52 Preferred Shares will not be entitled to share in any further distribution of the assets of the Corporation.