Issue Comments

LFE.WT.B Exercised In Full; LFE.PR.B Gets Bigger

Canadian Life Companies Split Corp has announced:

all LFE.WT.B 2014 warrants were exercised for total gross proceeds of $97.9 million bringing the Company’s net assets to approximately $229.1 million. For every warrant exercised, holders received one Preferred Share and one Class A Share of the Company. The warrants expired on June 2, 2014. The proceeds from the warrant exercise are being used by the Company to invest in a portfolio of four publicly traded Canadian life insurance companies as follows: Great-West Lifeco Inc., Industrial Alliance Insurance & Financial Services Inc., Manulife Financial Corporation and Sun Life Financial Inc.

As discussed at the time of the 2012 reorganization, those who surrendered one LFE.WT.B and $12.60 received one LFE and one LFE.PR.B. Exercise was firmly in the money at the time of warrant expiry 2014-6-2.

Given the May 30 NAV of about $13.74 after dilution from the warrants and payment of exercise fees to the brokers, The Net Assets of $229.1-million imply there are now 16.67-million units outstanding, a healthy increase from the 12.49-million outstanding 2013-11-30 and 13.14-million outstanding 2014-1-31.

Market Action

June 4, 2014

It’s nice to see a statistic about how many CLOs lost money in the Credit Crunch:

Issuance of CLOs, which helped finance some of the biggest leveraged buyouts in history during the last credit boom, has picked up following an early 2014 slump brought on by the publication of the Volcker Rule designed to limit risk-taking by banks — major buyers of the funds. CLOs are investors in speculative-grade loans, an asset class in which U.S. banking regulators have said underwriting standards have become too lax.

CLOs pool high-yield corporate loans and slice them into securities of varying risk and return, typically from AAA ratings down to BB. The lowest portion, known as the equity tranche, offers the highest potential returns and the greatest risk because investors are the first to see their interest payouts reduced when loans backing the CLO default.

CLO managers may also be trying to issue deals ahead of risk-retention rules proposed by the Dodd-Frank Act in order to increase assets under management and income, said Kroszner. The regulation may require CLO managers to hold 5 percent of the debt they package or sell.

Out of 719 U.S. CLOs that purchased widely syndicated loans and were rated by Moody’s Investors Service between January 1996 and May 2012, only 14 funds lost any of their principal at maturity, according to a July 2012 report from the ratings firm.

The growth in riskier corporate lending led the Federal Reserve and the Office of the Comptroller of the Currency to warn lenders last year to improve lax underwriting practices. Todd Vermilyea, a Fed official, said May 13 that standards “have continued to deteriorate in 2014” and that “stronger supervisory action” may be needed.

While the Volcker Rule hasn’t led to fewer CLOs it has kept the cost to raise the funds elevated.

The average rate paid on CLO portions ranked AAA was about 150 basis points more than the London interbank offered rate in May, according to Wells Fargo. That’s up from a spread as low as 110 basis points on AAA slices last year.

As I have often complained, regulators and politicians are always careful to talk about downgrades of engineered products, rather than actual defaults.

Watch out for falling house prices!

In May, new home prices in 62 Chinese cities edged downward from the month before, dragging down the Chinese average for the first time in nearly two years. The biggest decline came in Shantou, where prices fell 3.64 per cent from April, according to China Index Academy, a research arm of SouFun, which operates the country’s largest real estate portal.

China’s real estate market is the bedrock of its economy. Residential housing is worth some 12.5 per cent of GDP, and homes contain some two-thirds of Chinese household wealth. A fracture in Chinese housing, in other words, is a fracture in China’s financial well-being.

And the slowdown has come with remarkable speed. Last December, Chinese housing prices rose 12 per cent year-on-year, the biggest gain of 2013. By May, sales were down more than 50 per cent from April at Shantou’s Jiacheng Real Estate Agency.

Assiduous Readers will know of my fondness for mocking CalPERS – the politicized fund that doesn’t do credit analysis. I’ve acquired another target – The Norwegian Government Pension Fund, an $853.9 billion pension fund with no trading expertise:

Norway’s $880 billion sovereign wealth fund, the world’s largest, is throwing its support behind Brad Katsuyama’s new exchange.

Katsuyama’s IEX Group Inc., made famous in Michael Lewis’s best-selling book “Flash Boys,” could shield investors from the predatory habits of high-frequency traders, said the fund, which holds $521.2 billion in stocks globally and is Europe’s biggest equity investor.

“IEX is a trading venue where all players participate on the same terms,” oil fund spokesman Thomas Sevang said in an e-mailed response to questions. “We support this.”

The BoC kept overnight rates steady:

Total CPI inflation has moved up to around the 2 per cent target, sooner than anticipated in the Bank’s April Monetary Policy Report (MPR), largely due to the temporary effects of higher energy prices and exchange rate pass-through. Core inflation remains significantly below 2 per cent although it has drifted up slightly, partly owing to past exchange rate movements.

The Canadian economy grew at a modest rate in the first quarter, held back by severe weather and supply constraints. The ingredients for a pickup in exports remain in place, including the lower Canadian dollar and an anticipated strengthening of foreign demand. Improved corporate profits, especially in exchange rate-sensitive sectors, should also support higher business investment in the coming quarters. There are continued signs of a soft landing in the housing market and a constructive evolution of household imbalances. We still expect excess supply to be absorbed gradually as the fundamental drivers of growth and inflation in Canada strengthen.

Weighing recent higher inflation readings against slightly increased risks to economic growth leaves the downside risks to the inflation outlook as important as before. At the same time, the risks associated with household imbalances remain elevated. The Bank judges that the balance of risks remains within the zone for which the current stance of monetary policy is appropriate and therefore has decided to maintain the target for the overnight rate at 1 per cent. The timing and direction of the next change to the policy rate will depend on how new information influences the balance of risks.

There was some chatter about the effect on the dollar:

The loonie had been as high as about 91.7 cents, but began to slip in anticipation of the announcement, to 91.5 cents. In the wake of the statement, it dipped further to 91.3 cents, and by midday stood at 91.4 cents.

Before today, the currency had been hovering around the 92-cent level, having moved up recently.

“It could have been expected that downside interest rates moves were taken off the table but this is not the case,” said Rahim Madhavji of Knightsbridge Foreign Exchange.

“The Canadian dollar fell lower on the Bank of Canada continuing to harp a tone of we’re still nowhere close to raising interest rates,” he added in a research note titled “Bank of Canada slaps loonie lower.”

“It seems that the Bank of Canada is quite content with the lower Canadian dollar boosting exports and assisting with inflation. Today’s BoC statement removes any catalyst for loonie bulls in the near term.”

… and some criticism of the dovish language:

“Comes a point the central bank will have to drop the dovish language, although it’s clear that it will try to delay as long as possible,” said Krishen Rangasamy, senior economist the National Bank of Canada.

The bank’s insistence that disinflation remains a threat could prove tough to defend as as the summer and fall wear on, Bank of Nova Scotia economists Derek Holt and Dov Zigler said in a research note. “The Bank of Canada faces a greater sales job to explain why the ‘downside risks to the inflation outlook [are] as important as before,’” they said.

… though mind you, the dollar isn’t helping exports much:

For months, Mr. Poloz and other bank officials have stressed the importance of exports and business investment to putting the economy back on track.

But so far, exports continue to underperform – a reality underscored by Statistics Canada’s report Wednesday that exports dropped 1.8 per cent in April, tilting the trade balance back into deficit.

I think it’s unclear as to where all this hyperinflation and wheelbarrowfulls of cash are going to come from. Not Europe!

Euro zone price inflation fell unexpectedly in May, increasing the risks of deflation in the currency area and sealing the case for the European Central Bank to act this week.

Annual consumer inflation in the 18 countries sharing the euro fell to 0.5 per cent in May from 0.7 per cent in April, the EU’s statistics office Eurostat said on Tuesday.

not with negative interest rates in Europe, it won’t:

Mario Draghi’s experiment with negative interest rates is unlikely to stop investors from seeking something stronger.

The European Central Bank president will herald a new era today by taking the deposit rate below zero, according to economists in a Bloomberg News survey. That probably won’t quell calls for more radical measures such as quantitative easing to stop the euro area from sliding into deflation.

In the Bloomberg survey, 44 of 50 economists said the ECB will cut its deposit rate to negative from zero, with the median estimate for a level of minus 0.1 percent. The survey also predicts that the benchmark main refinancing rate will be reduced by 15 basis points to a record-low 0.1 percent.

The decision will be announced at 1:45 p.m. in Frankfurt. Draghi will hold a press conference 45 minutes later, where he’ll also release revised ECB forecasts on inflation and economic growth.

… which may help a mouthpiece for the UK government carry out his instructions:

Mark Carney has a new ally in his battle to keep Bank of England policy loose: Mario Draghi.

As the BOE’s nine-person Monetary Policy Committee divides between Carney’s view that low rates are still needed and a faction leaning toward higher borrowing costs, events in Frankfurt may favor the governor by weakening the euro against the pound, helping to curb U.K. inflation pressure. The MPC meets in London today and will announce its decision at noon.

It was a mixed day of adjustment for the Canadian preferred share market today, following yesterday’s fireworks, with PerpetualDiscounts down 26bp, FixedResets up 23bp and DeemedRetractibles gaining 4bp. The Performance Highlights table is longer than usual and dominated by winning FixedResets. Volume was on the high side of average.

PerpetualDiscounts now yield 5.30%, equivalent to 6.89% interest at the standard equivalency factor of 1.3x. Long corporates now yield about 4.35%, so the pre-tax interest-equivalent spread (in this context the “Seniority Spread”) is now about 255bp, a slight (and perhaps spurious) widening from the 250bp reported May 28.

HIMIPref™ Preferred Indices
These values reflect the December 2008 revision of the HIMIPref™ Indices

Values are provisional and are finalized monthly
Index Mean
Current
Yield
(at bid)
Median
YTW
Median
Average
Trading
Value
Median
Mod Dur
(YTW)
Issues Day’s Perf. Index Value
Ratchet 0.00 % 0.00 % 0 0.00 0 -0.4840 % 2,499.1
FixedFloater 4.57 % 3.82 % 31,867 17.77 1 0.3377 % 3,759.4
Floater 2.92 % 3.04 % 46,985 19.57 4 -0.4840 % 2,698.3
OpRet 4.38 % -13.66 % 30,546 0.09 2 0.0389 % 2,711.6
SplitShare 4.81 % 4.31 % 63,765 4.15 5 0.0796 % 3,113.9
Interest-Bearing 0.00 % 0.00 % 0 0.00 0 0.0389 % 2,479.5
Perpetual-Premium 5.51 % 1.02 % 85,658 0.08 17 0.0069 % 2,402.5
Perpetual-Discount 5.27 % 5.30 % 103,148 14.94 20 -0.2568 % 2,539.0
FixedReset 4.54 % 3.72 % 220,557 8.79 76 0.2269 % 2,514.5
Deemed-Retractible 5.02 % 1.17 % 151,916 0.22 43 0.0410 % 2,520.9
FloatingReset 2.68 % 2.53 % 143,048 3.99 6 -0.2452 % 2,476.0
Performance Highlights
Issue Index Change Notes
TD.PR.Z FloatingReset -1.08 % YTW SCENARIO
Maturity Type : Hard Maturity
Maturity Date : 2022-01-31
Maturity Price : 25.00
Evaluated at bid price : 24.82
Bid-YTW : 2.76 %
MFC.PR.J FixedReset 1.07 % YTW SCENARIO
Maturity Type : Call
Maturity Date : 2018-03-19
Maturity Price : 25.00
Evaluated at bid price : 25.49
Bid-YTW : 3.41 %
TRP.PR.A FixedReset 1.12 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-04
Maturity Price : 22.76
Evaluated at bid price : 23.46
Bid-YTW : 3.69 %
BAM.PF.B FixedReset 1.44 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-04
Maturity Price : 23.05
Evaluated at bid price : 24.65
Bid-YTW : 4.21 %
TRP.PR.D FixedReset 1.49 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-04
Maturity Price : 22.99
Evaluated at bid price : 24.51
Bid-YTW : 3.97 %
CU.PR.C FixedReset 1.66 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-04
Maturity Price : 23.42
Evaluated at bid price : 25.12
Bid-YTW : 3.85 %
Volume Highlights
Issue Index Shares
Traded
Notes
TD.PF.A FixedReset 872,717 New issue settled today. I know this volume is different from the volume reported on the Issue Comments post; here, it’s TSX; there, it’s consolidated. Sue me.
YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-04
Maturity Price : 23.12
Evaluated at bid price : 24.94
Bid-YTW : 3.72 %
RY.PR.H FixedReset 323,000 Recent new issue.
YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-04
Maturity Price : 23.12
Evaluated at bid price : 24.93
Bid-YTW : 3.74 %
ENB.PF.C FixedReset 76,753 Recent new issue.
YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-04
Maturity Price : 23.10
Evaluated at bid price : 24.95
Bid-YTW : 4.17 %
GWO.PR.G Deemed-Retractible 38,971 YTW SCENARIO
Maturity Type : Hard Maturity
Maturity Date : 2025-01-31
Maturity Price : 25.00
Evaluated at bid price : 24.82
Bid-YTW : 5.28 %
BNS.PR.Z FixedReset 35,680 YTW SCENARIO
Maturity Type : Hard Maturity
Maturity Date : 2022-01-31
Maturity Price : 25.00
Evaluated at bid price : 24.00
Bid-YTW : 3.77 %
MFC.PR.G FixedReset 33,809 Scotia crossed 30,000 at 25.50.
YTW SCENARIO
Maturity Type : Call
Maturity Date : 2016-12-19
Maturity Price : 25.00
Evaluated at bid price : 25.67
Bid-YTW : 3.23 %
There were 36 other index-included issues trading in excess of 10,000 shares.
Wide Spread Highlights
Issue Index Quote Data and Yield Notes
CU.PR.C FixedReset Quote: 25.12 – 25.59
Spot Rate : 0.4700
Average : 0.3468

YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-04
Maturity Price : 23.42
Evaluated at bid price : 25.12
Bid-YTW : 3.85 %

ELF.PR.G Perpetual-Discount Quote: 21.81 – 22.29
Spot Rate : 0.4800
Average : 0.3596

YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-04
Maturity Price : 21.81
Evaluated at bid price : 21.81
Bid-YTW : 5.53 %

VNR.PR.A FixedReset Quote: 25.62 – 25.99
Spot Rate : 0.3700
Average : 0.2626

YTW SCENARIO
Maturity Type : Call
Maturity Date : 2017-10-15
Maturity Price : 25.00
Evaluated at bid price : 25.62
Bid-YTW : 3.77 %

TD.PR.Z FloatingReset Quote: 24.82 – 25.07
Spot Rate : 0.2500
Average : 0.1497

YTW SCENARIO
Maturity Type : Hard Maturity
Maturity Date : 2022-01-31
Maturity Price : 25.00
Evaluated at bid price : 24.82
Bid-YTW : 2.76 %

FTS.PR.J Perpetual-Discount Quote: 23.45 – 23.78
Spot Rate : 0.3300
Average : 0.2312

YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-04
Maturity Price : 23.13
Evaluated at bid price : 23.45
Bid-YTW : 5.08 %

BAM.PR.T FixedReset Quote: 24.22 – 24.55
Spot Rate : 0.3300
Average : 0.2440

YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-04
Maturity Price : 23.10
Evaluated at bid price : 24.22
Bid-YTW : 4.08 %

Issue Comments

TD.PF.A Firm On Excellent Volume

TD.PF.A, a FixedReset, 3.90%+224, NVCC-compliant issue announced May 26 settled today. It will be tracked by HIMIPref™ and has been assigned to the FixedReset subindex. It is rated Pfd-2 [Stable] by DBRS.

The issue traded 1,167,517 shares today in a range of 24.85-95 before closing at 24.94-95, 125×476. Vital statistics are:

TD.PF.A FixedReset YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-04
Maturity Price : 23.12
Evaluated at bid price : 24.94
Bid-YTW : 3.72 %

TD.PF.A appears to be cheap according to Implied Volatility Theory relative to its lower-reset cousins, TD.PR.S and TD.PR.Y, but it must be remembered that the two comparators are not NVCC compliant.

ImpVol_TDFR_140604
Click for Big
Issue Comments

POW.PR.F Sinking Fund, Part 2

Assiduous Readers with good memories will remember the Mystery of the POW.PR.F Sinking Fund; the company is “make all reasonable efforts to purchase for cancellation on the open market 20,000 shares per quarter, such number being cumulative only in the same calendar year,”, but the quota was not fulfilled in 2008 or in any of the past three calendar years.

So I wrote a letter:

In the prospectus and as summarized on your website, POW.PR.F has a sinking fund provision by which Power Corporation is required to make its best efforts to purchase 80,000 shares per annum of this issue.

I note that, as disclosed in your Annual Reports, purchases have actually been as follows:
2013 12,000 shares
2012 40,000 shares
2011 77,300 shares
2010 80,000 shares
2009 80,000 shares
2008 60,000 shares

I have two questions:
• Why has the company not purchased the full amount of 80,000 shares in each of the past three years?
• Is the purchase of shares subject to the Normal Course Issuer Bid provisions of the Toronto Stock Exchange?

I have received a reply (emphasis from original):

In response to your first question, the Corporation is not subject to a best efforts obligation to purchase 80,000 per annum of the First Preferred Shares, 1986 Series. The Corporation has fulfilled its obligation to make all reasonable efforts to purchase the specified number of shares at a price not exceeding $50,00, if and to the extent that such shares were available for purchase.

In response to your second query, the purchase of these shares, while being completed through Toronto Stock Exchange facilities, is not subject to Normal Course Issuer Bid provisions.

Well, mea culpa on the “reasonable” vs. “best” efforts question, but I’m still confused. I have examined the HIMIPref™ database and created the following histogram of the offer prices:

POWPRF_askPx
Click for Big

So: the offer price never exceeded $50.00, not even once, on any trading day in the three calendar years of interest (on six occasions, the offer was exactly $50.00). So it’s time to write another letter and try to nail down the meaning of the word “reasonable”.

Market Action

June 3, 2014

Scott Barlow had a polemic in the Globe titled Debt markets’ ‘lunacy’ threatens equity investors:

U.S. credit markets are absurdly overbought and equity investors on both sides of the border will be very much in the way of the inevitable correction when it occurs.

The most common method of gauging whether corporate debt is attractive or expensive is the spread – the difference in yield between a corporate bond issue and a government bond issue of the same maturity. When the spread is low, it is more difficult for investors to generate returns and there is less margin of safety.

The accompanying chart shows that the spread on the riskiest form of corporate debt – high yield bonds – are trading at spreads very close to the pre-2007 lows. At the same time, the CBOE Volatility Index – which uses equity option prices to measure expected volatility and market risk – is hitting all time lows. In other words, debt markets are expensive, and investors are broadly complacent.

New River Investments LLC hedge fund manager Guillermo Roditi Dominguez’s exasperation with current prices was evident on Twitter last week (where insiders can be particularly blunt on this issue) after a Walt Disney Co. three-year bond was issued: “just saw the disney bond. 20 over [treasuries]. twenty. time to pack it up and go hit the pool. i aint abuyin no more bonds this year [sic].”

Well, fine. But the reference to Disney led me to do a little more digging on the deal:

The strong demand for double A rated company’s offering has allowed the deal to price inside its outstanding bonds, which is a market coup for the technology giant.

Apple’s outstanding 2.4% May 2023s are quoted at a G-spread of 75bp, suggesting the new issue concession on the 10-year is around 2bp. The 30-year bonds are offering just 4bp of concession, based on where the outstanding 3.85% May 2043 is trading at Treasuries plus 104bp, while the five-year bonds offer a roughly negative 1.5bp concession compared with the outstanding 1% May 2018s trading at a G-spread of 39bp.

Outstanding three-year bonds were quoted at a G-spread of 19bp, so the concession on the new bonds was about negative 1bp.

A negative concession is fascinating and in conjunction with yesterday‘s discussion of increased underwriting competition – as well as previous discussions of US corporate bond liquidity – lead me to suspect that liquidity is in very short supply in the States. Where else but in the new issue market can a PM buy $10-million in corporates at a reasonable – albeit historically narrow – spread?

Other Disney commentary led into a discussion of Enbridge (briefly mentioned on May 29):

Other deals Wednesday saw spreads tighten even further from IPTs to pricing, which one banker said was down to Disney beginning with little in the way of new issue concession – leaving investors unwilling to lose out on any further pick-up.

At pricing the four-part trade appeared to carry concessions between flat to 8bp compared with the company’s outstandings.

“But broadly, after the recent flurry of issuance, most other issuers may need to be a bit more conservative at the start to create momentum in the book.” [said an unnamed banker].

Canadian energy company Enbridge did just that – and was able to tighten levels on its 10- and 30-year fixed rate bonds and three-year floaters substantially.

The 10s and 30s were announced with IPTs of Treasuries plus 125bp–130bp and plus 145bp–150bp, while the floater came at Libor plus low 60s.

These levels were pushed tighter to final pricing levels of plus 110bp and plus 125bp on the fixed and plus 45bp on the floater.

At the IPT stage, compared with outstanding 4% October 2023s at a G-spread of 114bp, the 10-year seemed to carry about 11bp to 16bp in concession, while the 30-year had about 15bp to 20bp in concession versus 4.55% August 2043s at G+130bp.

These juicy concessions enticed investors to jump in with orders that subsequently allowed it to tighten levels – and end up paying concessions of negative 4bp and negative 5bp.

Low yields are not confined to the US:

Europe’s lowest government bond yields since the Napoleonic Wars are signaling investors want more action from Mario Draghi.

Instead of a vote of confidence, the most pronounced rally in 200 years suggests the European Central Bank president needs to stave off the risks of stagnation and deflation. Austria, Belgium, France (GFRN10) and Germany can borrow at lower rates than the U.S. as inflation less than half the ECB’s target stokes concern the euro zone will take many years to recover from its longest-ever recession.

Speculation the ECB will provide more stimulus pushed yields on euro-region sovereign debt to a record-low 1.43 percent on May 30, according to Bank of America Merrill Lynch’s Euro Government Bond Index. Draghi said May 8 the Governing Council is “comfortable” taking action to boost consumer-price growth, which at 0.7 percent in April was well below the ECB’s aim of keeping it just under 2 percent.

Rates on German 10-year bonds were at 1.37 percent yesterday, less than a quarter of a percentage point away from 1.127 percent reached in June 2012, the lowest since at least 1815, according to “The History of Interest Rates” by Sidney Homer and Richard Sylla. That was the year of Napoleon’s final defeat at Waterloo, after which the Congress of Vienna redrew the map of Europe, leading to the creation of the German Confederation.

Germany’s current yield compares with an average of 3.03 percent in the past 10 years. The interest rate for government loans was 3.6 percent in 1944 during World War II and 12.5 percent in 1931 amid the Great Depression, according to the book.

I’m not sure I’d want to be a fixed income manager in Germany in 1944, even if I was seeing 3.6% yields!

I understand that marketing for the NEW.PR.C refunding has commenced, but a prospectus is not yet available.

It was a negative day for the Canadian preferred share market, with FixedReset prices collapsing in the final hour of trading; PerpetualDiscounts were off 1bp, FixedResets got whacked for 44bp and DeemedRetractibles were flat. A lengthy Performance Highlights table is comprised almost entirely of losing FixedResets, with the solitary exception being a FixedFloater loser. Volume was very heavy.

HIMIPref™ Preferred Indices
These values reflect the December 2008 revision of the HIMIPref™ Indices

Values are provisional and are finalized monthly
Index Mean
Current
Yield
(at bid)
Median
YTW
Median
Average
Trading
Value
Median
Mod Dur
(YTW)
Issues Day’s Perf. Index Value
Ratchet 0.00 % 0.00 % 0 0.00 0 -0.0967 % 2,511.2
FixedFloater 4.58 % 3.83 % 33,179 17.75 1 -1.2857 % 3,746.7
Floater 2.90 % 3.01 % 47,560 19.63 4 -0.0967 % 2,711.4
OpRet 4.38 % -13.81 % 31,803 0.09 2 0.0000 % 2,710.5
SplitShare 4.82 % 4.22 % 62,357 4.16 5 -0.0318 % 3,111.5
Interest-Bearing 0.00 % 0.00 % 0 0.00 0 0.0000 % 2,478.5
Perpetual-Premium 5.52 % -2.26 % 84,910 0.09 17 -0.0530 % 2,402.4
Perpetual-Discount 5.26 % 5.27 % 105,152 14.99 20 -0.0086 % 2,545.5
FixedReset 4.56 % 3.75 % 220,363 8.76 75 -0.4410 % 2,508.8
Deemed-Retractible 5.02 % 1.33 % 154,769 0.16 43 0.0047 % 2,519.8
FloatingReset 2.67 % 2.51 % 122,560 4.13 6 -0.0331 % 2,482.1
Performance Highlights
Issue Index Change Notes
TRP.PR.D FixedReset -2.62 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-03
Maturity Price : 22.85
Evaluated at bid price : 24.15
Bid-YTW : 4.04 %
BAM.PR.X FixedReset -2.38 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-03
Maturity Price : 21.33
Evaluated at bid price : 21.33
Bid-YTW : 4.25 %
BAM.PR.R FixedReset -2.09 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-03
Maturity Price : 23.50
Evaluated at bid price : 24.82
Bid-YTW : 4.03 %
TRP.PR.B FixedReset -1.86 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-03
Maturity Price : 20.05
Evaluated at bid price : 20.05
Bid-YTW : 3.61 %
MFC.PR.F FixedReset -1.75 % YTW SCENARIO
Maturity Type : Hard Maturity
Maturity Date : 2025-01-31
Maturity Price : 25.00
Evaluated at bid price : 22.42
Bid-YTW : 4.45 %
ENB.PR.Y FixedReset -1.69 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-03
Maturity Price : 22.44
Evaluated at bid price : 23.33
Bid-YTW : 4.20 %
CU.PR.C FixedReset -1.55 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-03
Maturity Price : 23.28
Evaluated at bid price : 24.71
Bid-YTW : 3.93 %
HSE.PR.A FixedReset -1.44 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-03
Maturity Price : 22.27
Evaluated at bid price : 22.60
Bid-YTW : 3.79 %
BNS.PR.Y FixedReset -1.43 % YTW SCENARIO
Maturity Type : Hard Maturity
Maturity Date : 2022-01-31
Maturity Price : 25.00
Evaluated at bid price : 23.42
Bid-YTW : 3.71 %
VNR.PR.A FixedReset -1.36 % YTW SCENARIO
Maturity Type : Call
Maturity Date : 2017-10-15
Maturity Price : 25.00
Evaluated at bid price : 25.45
Bid-YTW : 3.98 %
BAM.PR.G FixedFloater -1.29 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-03
Maturity Price : 21.44
Evaluated at bid price : 20.73
Bid-YTW : 3.83 %
MFC.PR.J FixedReset -1.21 % YTW SCENARIO
Maturity Type : Call
Maturity Date : 2018-03-19
Maturity Price : 25.00
Evaluated at bid price : 25.22
Bid-YTW : 3.72 %
RY.PR.Z FixedReset -1.14 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-03
Maturity Price : 23.22
Evaluated at bid price : 25.16
Bid-YTW : 3.68 %
ENB.PR.B FixedReset -1.08 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-03
Maturity Price : 22.88
Evaluated at bid price : 23.80
Bid-YTW : 4.12 %
SLF.PR.G FixedReset -1.03 % YTW SCENARIO
Maturity Type : Hard Maturity
Maturity Date : 2025-01-31
Maturity Price : 25.00
Evaluated at bid price : 22.12
Bid-YTW : 4.46 %
Volume Highlights
Issue Index Shares
Traded
Notes
RY.PR.H FixedReset 1,106,001 New issue closed today.
YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-03
Maturity Price : 23.10
Evaluated at bid price : 24.86
Bid-YTW : 3.75 %
CM.PR.K FixedReset 464,641 Called for redemption.
YTW SCENARIO
Maturity Type : Call
Maturity Date : 2014-07-31
Maturity Price : 25.00
Evaluated at bid price : 25.27
Bid-YTW : 1.70 %
NA.PR.S FixedReset 182,828 YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-03
Maturity Price : 23.24
Evaluated at bid price : 25.22
Bid-YTW : 3.85 %
RY.PR.L FixedReset 162,850 YTW SCENARIO
Maturity Type : Call
Maturity Date : 2019-02-24
Maturity Price : 25.00
Evaluated at bid price : 25.92
Bid-YTW : 3.45 %
HSB.PR.E FixedReset 124,070 Called for redemption.
YTW SCENARIO
Maturity Type : Call
Maturity Date : 2014-07-30
Maturity Price : 25.00
Evaluated at bid price : 25.39
Bid-YTW : 3.62 %
CM.PR.M FixedReset 107,754 Called for redemption.
YTW SCENARIO
Maturity Type : Call
Maturity Date : 2014-07-31
Maturity Price : 25.00
Evaluated at bid price : 25.34
Bid-YTW : 1.76 %
There were 60 other index-included issues trading in excess of 10,000 shares.
Wide Spread Highlights
Issue Index Quote Data and Yield Notes
TRP.PR.D FixedReset Quote: 24.15 – 24.95
Spot Rate : 0.8000
Average : 0.4743

YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-03
Maturity Price : 22.85
Evaluated at bid price : 24.15
Bid-YTW : 4.04 %

TRP.PR.B FixedReset Quote: 20.05 – 20.45
Spot Rate : 0.4000
Average : 0.2238

YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-03
Maturity Price : 20.05
Evaluated at bid price : 20.05
Bid-YTW : 3.61 %

CU.PR.D Perpetual-Discount Quote: 24.30 – 24.85
Spot Rate : 0.5500
Average : 0.3830

YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-03
Maturity Price : 23.91
Evaluated at bid price : 24.30
Bid-YTW : 5.05 %

BNS.PR.Y FixedReset Quote: 23.42 – 23.88
Spot Rate : 0.4600
Average : 0.2962

YTW SCENARIO
Maturity Type : Hard Maturity
Maturity Date : 2022-01-31
Maturity Price : 25.00
Evaluated at bid price : 23.42
Bid-YTW : 3.71 %

BAM.PR.X FixedReset Quote: 21.33 – 21.79
Spot Rate : 0.4600
Average : 0.3093

YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-03
Maturity Price : 21.33
Evaluated at bid price : 21.33
Bid-YTW : 4.25 %

PWF.PR.R Perpetual-Premium Quote: 25.51 – 25.83
Spot Rate : 0.3200
Average : 0.1918

YTW SCENARIO
Maturity Type : Call
Maturity Date : 2021-04-30
Maturity Price : 25.00
Evaluated at bid price : 25.51
Bid-YTW : 5.27 %

Issue Comments

RY.PR.H Closes Soft on Excellent Volume

Royal Bank of Canada has announced:

it has closed its domestic public offering of Non-Cumulative, 5-Year Rate Reset Preferred Shares Series BB. Royal Bank of Canada issued 20 million Preferred Shares Series BB at a price of $25 per share to raise gross proceeds of $500 million.

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

The Preferred Shares Series BB were issued under a prospectus supplement dated May 27, 2014 to the bank’s short form base shelf prospectus dated December 20, 2013.

RY.PR.H is a FixedReset, 3.90%+226, NVCC-Compliant issue announced May 23. The issue will be tracked by HIMIPref™ and has been assigned to the FixedReset subindex. It is regrettable that the Toronto Exchange has recycled the ticker of the previous RY.PR.H, redeemed less than a year ago.

The issue traded a healthy 1,328,901 shares today in an unusually wide range of 24.64-99 before closing at 24.86-88, 37×72. The issue was affected by a late-afternoon collapse in the market; it was trading firmly in the 90s prior to 3pm, as reflected in the Volume Weighted Average Price: 24.944985. Vital Statistics are:

RY.PR.H FixedReset YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-03
Maturity Price : 23.10
Evaluated at bid price : 24.86
Bid-YTW : 3.75 %

The two NVCC-compliant issues are priced comparatively with their non-compliant cousins according to Implied Volatility Theory:

ImpVol_RY_140603
Click for Big
Market Action

June 2, 2014

No sooner had I delivered my crushing retort to my cashless friends than I became aware of a piece in the Globe by Ian McGugan titled Why central bankers would like to trash your cash:

An end to folding money could offer many advantages, according to Kenneth Rogoff, a Harvard professor and former chief economist at the International Monetary Fund. The most immediate payoffs would come from cracking down on drug traffickers and tax evaders.

This could have surprisingly large benefits for government coffers. In a column in the Financial Times this week, Prof. Rogoff estimates that untaxed, underground transactions account for 7 to 8 per cent of the U.S. economy and probably even more of its European counterpart. Bringing all those cash-only transactions into the light by forcing them to be conducted through the banking system, where the taxman could track them, would provide governments with a nice revenue boost.

One option, in theory, would be to impose negative interest rates – to apply a penalty charge on bank balances to spur people to spend. One big problem with this in practice, however, is that it just won’t work because “people will start bailing out into cash,” as Prof. Rogoff writes.

But what if there was no cash? Government could then adjust rates however it wanted, even well into negative territory, to force people to stop sitting on their wealth.

A miracle has occurred! Competition is having an effect on underwriting fees … maybe!

With trading profits dwindling, more dealers than ever are fighting for assignments managing U.S. corporate-bond sales, one of the few bright spots in fixed income. Companies from the most-creditworthy to the most-indebted have been selling trillions of dollars of debt, locking in record-low borrowing costs ahead of the anticipated rise in interest rates.

A record 144 underwriters for the period have split an estimated $4.2 billion of fees on U.S. sales, the data show.

The five most-active corporate-debt underwriters this year landed 47 percent of the business, the smallest share on record. That’s down from 59 percent of the assignments for all of 2009.

Smaller firms see an opportunity to break into the business as Wall Street’s behemoths unload inventories of riskier securities in the face of higher capital requirements and limits imposed by the U.S. Dodd-Frank Act’s Volcker Rule on the amount of their own money they can use to trade.

Royal Bank of Canada has climbed to 11th most-active underwriter of corporate bonds in the U.S., from 14th place in the period four years earlier, Bloomberg data show.

Debt underwriting fees among the nine-biggest banks were 5.8 percent lower in the first three months of 2014 from the same period last year, according to data compiled by Bloomberg Industries. The slump in fees outpaced a 2.6 percent drop in the volume of global corporate bond sales.

The article isn’t all that clear on actual fees. The fee drop among the nine-biggest firms outpaces the drop in total issuance, but the market share of the five-biggest has dropped considerably. It is conceivable that prices haven’t dropped at all and that the quoted differences are due the changes in volume, market share and product mix. But we can hope!

Tobias Adrian, Richard Crump, Benjamin Mills and Emanuel Moench have been working on the Treasury term premium:

Treasury yields can be decomposed into two components: expectations of the future path of short-term Treasury yields and the Treasury term premium. The term premium is the compensation that investors require for bearing the risk that short-term Treasury yields do not evolve as they expected. Studying the term premium over a long time period allows us to investigate what has historically driven changes in Treasury yields. In this blog post, we estimate and analyze the Treasury term premium from 1961 to the present, and make these estimates available for download here.

In a previous post, we compared our estimated term premium to a number of observable variables. We showed that the term premium is a countercyclical variable which tends to move with measures of uncertainty and disagreement about the future level of yields.

The evolution of term premia has been of particular interest since the Federal Reserve began large-scale asset purchases. Over this time, short-term interest rates have been close to zero, and our estimates show that the term premium has been compressed and has at times even been negative. An advantage of our estimate is that it is available back to 1961. Hence, we can study the term premium at another time when short-term interest rates were close to zero. By comparing the ten-year ACM term premium of the past decade to that of the 1960s in the first chart, we find that the ten-year term premium was negative at times in the 1960s, but reverted back to positive. Similarly, our estimate of the term premium has risen above zero recently.

Daily estimates of the ACM term premium from 1961 to the present are now available for download from the Data & Indicators section of the New York Fed’s website. The data are updated weekly and include estimates of the term premium for yearly Treasury maturities from one to ten years, as well as fitted yields and the expected average level of short-term interest rates.

I get lots of ‘friend’ requests on LinkedIn and Facebook from people whose names I don’t recognize. If I don’t recognize the name, I don’t respond; to me, that sounds basic. Some people disagree:

In an unprecedented, three-year cyber espionage campaign, Iranian hackers created false social networking accounts and a fake news website to spy on military and political leaders in the United States, Israel and other countries, a cyber intelligence firm said on Thursday.

ISight Partners, which uncovered the operation, said the hackers’ targets include a four-star U.S. Navy admiral, U.S. lawmakers and ambassadors, members of the U.S.-Israeli lobby, and personnel from Britain, Saudi Arabia, Syria, Iraq and Afghanistan.

The hackers set up false accounts on Facebook and other online social networks for these 14 personas, populated their profiles with fictitious personal content, and then tried to befriend target victims, according to iSight.

To build credibility, the hackers would approach high-value targets by first establishing ties with the victims’ friends, classmates, colleagues, relatives and other connections over social networks run by Facebook Inc., Google Inc. and its YouTube, LinkedIn Corp. and Twitter Inc.

The hackers would initially send the targets content that was not malicious, such as links to news articles on NewsOnAir.org, in a bid to establish trust. Then they would send links that infected PCs with malicious software, or direct targets to web portals that ask for network log-in credentials, iSight said.

It was a mixed day for the Canadian preferred share market, with PerpetualDiscounts off 20bp, FixedResets up 10bp and DeemedRetractibles gaining 1bp. The Performance Highlights table is of above-average length, with a preponderance of FixedReset issues on the winning side, bouncing back a bit from Friday‘s carnage. Volume was below average.

HIMIPref™ Preferred Indices
These values reflect the December 2008 revision of the HIMIPref™ Indices

Values are provisional and are finalized monthly
Index Mean
Current
Yield
(at bid)
Median
YTW
Median
Average
Trading
Value
Median
Mod Dur
(YTW)
Issues Day’s Perf. Index Value
Ratchet 0.00 % 0.00 % 0 0.00 0 0.7656 % 2,513.7
FixedFloater 4.52 % 3.77 % 32,676 17.85 1 0.0000 % 3,795.5
Floater 2.90 % 3.03 % 47,845 19.60 4 0.7656 % 2,714.1
OpRet 4.38 % -13.95 % 31,765 0.09 2 0.0195 % 2,710.5
SplitShare 4.82 % 4.10 % 62,358 4.16 5 -0.1828 % 3,112.5
Interest-Bearing 0.00 % 0.00 % 0 0.00 0 0.0195 % 2,478.5
Perpetual-Premium 5.51 % -5.26 % 85,724 0.09 17 -0.0438 % 2,403.6
Perpetual-Discount 5.26 % 5.26 % 104,570 15.00 20 -0.1965 % 2,545.7
FixedReset 4.55 % 3.73 % 214,927 8.77 74 0.0995 % 2,519.9
Deemed-Retractible 5.02 % 2.20 % 156,423 0.16 43 0.0149 % 2,519.7
FloatingReset 2.67 % 2.51 % 142,182 3.99 6 0.0597 % 2,482.9
Performance Highlights
Issue Index Change Notes
ELF.PR.G Perpetual-Discount -1.12 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-02
Maturity Price : 21.76
Evaluated at bid price : 22.15
Bid-YTW : 5.42 %
PWF.PR.S Perpetual-Discount -1.05 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-02
Maturity Price : 23.14
Evaluated at bid price : 23.45
Bid-YTW : 5.16 %
RY.PR.Z FixedReset 1.11 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-02
Maturity Price : 23.30
Evaluated at bid price : 25.45
Bid-YTW : 3.62 %
CU.PR.D Perpetual-Discount 1.12 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-02
Maturity Price : 24.02
Evaluated at bid price : 24.42
Bid-YTW : 5.02 %
BAM.PR.R FixedReset 1.36 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-02
Maturity Price : 23.69
Evaluated at bid price : 25.35
Bid-YTW : 3.92 %
IFC.PR.A FixedReset 2.05 % YTW SCENARIO
Maturity Type : Hard Maturity
Maturity Date : 2025-01-31
Maturity Price : 25.00
Evaluated at bid price : 23.88
Bid-YTW : 4.25 %
PWF.PR.A Floater 2.51 % YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-02
Maturity Price : 20.04
Evaluated at bid price : 20.04
Bid-YTW : 2.63 %
Volume Highlights
Issue Index Shares
Traded
Notes
CM.PR.K FixedReset 86,855 Called for redemption.
YTW SCENARIO
Maturity Type : Call
Maturity Date : 2014-07-31
Maturity Price : 25.00
Evaluated at bid price : 25.29
Bid-YTW : 1.18 %
CM.PR.M FixedReset 86,080 Called for redemption.
YTW SCENARIO
Maturity Type : Call
Maturity Date : 2014-07-31
Maturity Price : 25.00
Evaluated at bid price : 25.39
Bid-YTW : 0.51 %
SLF.PR.H FixedReset 84,905 YTW SCENARIO
Maturity Type : Hard Maturity
Maturity Date : 2025-01-31
Maturity Price : 25.00
Evaluated at bid price : 25.00
Bid-YTW : 3.75 %
ENB.PF.C FixedReset 81,159 Recent new issue.
YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-02
Maturity Price : 23.10
Evaluated at bid price : 24.95
Bid-YTW : 4.17 %
CU.PR.E Perpetual-Discount 41,865 YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-02
Maturity Price : 23.66
Evaluated at bid price : 24.03
Bid-YTW : 5.11 %
BMO.PR.P FixedReset 38,843 YTW SCENARIO
Maturity Type : Call
Maturity Date : 2015-02-25
Maturity Price : 25.00
Evaluated at bid price : 25.60
Bid-YTW : 2.23 %
There were 25 other index-included issues trading in excess of 10,000 shares.
Wide Spread Highlights
Issue Index Quote Data and Yield Notes
MFC.PR.K FixedReset Quote: 24.60 – 25.00
Spot Rate : 0.4000
Average : 0.2562

YTW SCENARIO
Maturity Type : Hard Maturity
Maturity Date : 2025-01-31
Maturity Price : 25.00
Evaluated at bid price : 24.60
Bid-YTW : 3.97 %

TD.PR.R Deemed-Retractible Quote: 26.35 – 26.59
Spot Rate : 0.2400
Average : 0.1556

YTW SCENARIO
Maturity Type : Call
Maturity Date : 2014-07-02
Maturity Price : 25.75
Evaluated at bid price : 26.35
Bid-YTW : -16.00 %

FTS.PR.G FixedReset Quote: 24.30 – 24.60
Spot Rate : 0.3000
Average : 0.2186

YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-02
Maturity Price : 22.96
Evaluated at bid price : 24.30
Bid-YTW : 3.75 %

MFC.PR.L FixedReset Quote: 24.60 – 24.89
Spot Rate : 0.2900
Average : 0.2121

YTW SCENARIO
Maturity Type : Hard Maturity
Maturity Date : 2025-01-31
Maturity Price : 25.00
Evaluated at bid price : 24.60
Bid-YTW : 3.99 %

CU.PR.E Perpetual-Discount Quote: 24.03 – 24.54
Spot Rate : 0.5100
Average : 0.4379

YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-02
Maturity Price : 23.66
Evaluated at bid price : 24.03
Bid-YTW : 5.11 %

ELF.PR.G Perpetual-Discount Quote: 22.15 – 22.38
Spot Rate : 0.2300
Average : 0.1591

YTW SCENARIO
Maturity Type : Limit Maturity
Maturity Date : 2044-06-02
Maturity Price : 21.76
Evaluated at bid price : 22.15
Bid-YTW : 5.42 %

New Issues

New Issue: EFN FixedReset, 6.40%+472 (EFN.PR.E)

Element Financial Corporation has announced that it (emphasis added):

has entered into an agreement to sell, on a bought deal basis, 4,000,000 Series E Preferred Shares at a price of $25.00 per Series E Preferred Share for gross proceeds of $100 million (the “Preferred Share Offering”, and with the Subscription Receipt Offering and the Debenture Offering, the “Offerings”). Holders of the Series E Preferred Shares will be entitled, if, as and when declared by the Board of Directors of Element, to receive a cumulative quarterly fixed dividend for the initial five-year period ending September 30, 2019 of 6.4% per annum. Thereafter, the dividend rate will reset every five years to an annual dividend rate equal to the 5-Year Government of Canada Bond Yield as quoted on Bloomberg on the 30th day prior to the first day of the relevant subsequent five year fixed rate period plus 4.72%.

Holders of the Series E Preferred Shares will have the right to convert their shares into cumulative floating rate preferred shares, Series F of Element (“Series F Preferred Shares”), subject to certain conditions and Element’s right to redeem the Series E Preferred Shares, on September 30, 2019 and on September 30 every five years thereafter. Holders of the Series F Preferred Shares will be entitled to receive a quarterly floating rate dividend, if, as and when declared by the Board of Directors of Element, equal to the then current three-month Government of Canada Treasury Bill plus 4.72%. Holders of the Series F Preferred Shares may convert their Series F Preferred Shares into Series E Preferred Shares, subject to certain conditions and Element’s right to redeem the Series F Preferred Shares, on September 30, 2024 and on September 30 every five years thereafter. The Series E Preferred Shares will not be rated. If the Acquisition does not proceed, the net proceeds from the Preferred Share Offering will be used by Element for general corporate purposes.

The Preferred Share Offering is being led by BMO Nesbitt Burns Inc. and includes CIBC World Markets Inc., GMP Securities L.P., Barclays Capital Canada Inc., National Bank Financial Inc., TD Securities Inc., Credit Suisse Securities (Canada) Inc., RBC Dominion Securities Inc., Scotia Capital Inc., Cormark Securities Inc. and Manulife Securities Inc. (collectively, the “Preferred Share Underwriters”).

This is part of a major capital-raising exercise:

  • Bought deal financing of $750 million subscription receipts, $250 million extendible convertible debentures and $100 million cumulative 5-year rate reset preferred shares
  • Amended and restated revolving credit facility for aggregate commitment of $1 billion
  • US$1.36 billion bridge financing commitment obtained

… which is in turn due to a major acquisition announcement:

Element Financial Corporation (TSX:EFN) (“Element” or the “Company”), one of North America’s leading equipment finance companies, today announced that it has entered into a definitive agreement to acquire the assets and operations of PHH Arval, PHH Corporation’s North American fleet management services business (the “Transaction”). Under the terms of the agreement, Element will pay approximately US$1.4 billion for the business in an all-cash transaction representing a purchase price multiple of 1.56 times the adjusted book value of the acquired business. At March 31, 2014, PHH Arval reported more than US$4.6 billion in total assets, of which US$4.0 billion represented net investment in fleet leases, and generated annual origination volumes of approximately US$1.7 billion during 2013.

The Transaction, which is expected to close on or before July 31, 2014, is subject to customary closing conditions, including regulatory approvals, and post-closing purchase price adjustments.

This issue joins EFN’s other FixedResets outstanding, EFN.PR.A, FixedReset, 6.60%+471 and EFN.PR.C, FixedReset, 6.50%+481.

As with the two previous issues, this issue will not be tracked by HIMIPref™ on the grounds that it is not rated. This is not because I can’t come to my own views regarding credit quality, or because I worship the Credit Rating Agencies, but because I feel the threat of an imminent downgrade from a major agency does an excellent job of focussing the minds of the directors and management that they have a problem that really should be addressed. A ‘Review-Negative’ by Hymas Investment Management does not have quite the same effect.

New Issues

New Issue: CM FixedReset, 3.90%+232

Canadian Imperial Bank of Commerce has announced:

that it had entered into an agreement with a group of underwriters led by CIBC World Markets Inc. for an issue of 10 million Basel III-compliant non-cumulative Rate Reset Class A Preferred Shares, Series 39 (the “Series 39 Shares”) priced at $25.00 per Series 39 Share to raise gross proceeds of $250 million.

CIBC has granted the underwriters an option to purchase up to an additional 2 million Series 39 Shares at the same offering price, exercisable at any time up to two days prior to closing. Should the underwriters’ option be fully exercised, the total gross proceeds of the financing will be $300 million.

The Series 39 Shares will yield 3.90% per annum, payable quarterly, as and when declared by the Board of Directors of CIBC, for an initial period ending July 31, 2019. On July 31, 2019, and on July 31 every five years thereafter, the dividend rate will reset to be equal to the then current five-year Government of Canada bond yield plus 2.32%.

Subject to regulatory approval and certain provisions of the Series 39 Shares, on July 31, 2019, and on July 31 every five years thereafter, CIBC may, at its option, redeem all or any part of the then outstanding Series 39 Shares at par.

Subject to the right of redemption, holders of the Series 39 Shares will have the right to convert their shares into non-cumulative Floating Rate Class A Preferred Shares, Series 40 (the “Series 40 Shares”), subject to certain conditions, on July 31, 2019 and on July 31 every five years thereafter. Holders of the Series 40 Shares will be entitled to receive a quarterly floating rate dividend, as and when declared by the Board of Directors of CIBC, equal to the three-month Government of Canada Treasury Bill yield plus 2.32%.

Holders of the Series 40 Shares may convert their Series 40 Shares into Series 39 Shares, subject to certain conditions, on July 31, 2024 and on July 31 every five years thereafter.

The expected closing date is June 11, 2014. CIBC will make an application to list the Series 39 Shares as of the closing date on the Toronto Stock Exchange. The net proceeds of this offering will be used for general purposes of CIBC.

They later announced:

that as a result of strong investor demand for its previously announced domestic public offering of non-cumulative Rate Reset Class A Preferred Shares, Series 39, the size of the offering has been increased to 16 million shares. The gross proceeds of the offering will now be $400 million. The offering will be underwritten by a syndicate led by CIBC World Markets Inc. The expected closing date is June 11, 2014.

The net proceeds from this transaction will be used for general purposes of CIBC.

Since CM.PR.K and CM.PR.M are being redeemed and the only other extant CM issues CM.PR.D, CM.PR.E and CM.PR.G are NVCC-Compliant through the back door, this means that CM will be the first bank to have all its preferred issues NVCC compliant.

Update: Provisionally rated Pfd-2 [Stable] by DBRS.

Rated P-2(low) by S&P:

The ‘BBB-‘ issue rating stands three notches below the ‘a-‘ stand-alone credit profile (SACP) assigned to CIBC, incorporating:

  • •A deduction of two notches, the minimum downward notching from the SACP under our criteria for a bank hybrid capital instrument; and
  • •The deduction of an additional notch to reflect that the preferred shares feature a contingent conversion trigger provision. Should a trigger event occur (as defined by The Office of the Superintendent of Financial Institutions’ [OSFI] guideline for Capital Adequacy Requirements, Chapter 2), each outstanding preferred share will automatically and immediately be converted, without the holder’s consent, into a number of fully paid and freely tradable common shares of the bank determined in accordance with a conversion formula.
Issue Comments

CM.PR.K and CM.PR.M To Be Redeemed

The 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 33 (TSX: CM.PR.K), and Non-cumulative Rate Reset Class A Preferred Shares Series 37 (TSX: CM.PR.M), for cash. The redemptions will occur on July 31, 2014. The redemption price is $25.00 per Series 33 or Series 37 share.

The quarterly dividends of $0.334375 per Series 33 share and $0.406250 per Series 37 share, announced on May 29, 2014 will be the final dividends for these two series. These dividends will be paid on July 28, 2014 to shareholders of record on June 27, 2014.

Holders of the Series 33 and Series 37 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.K is a Fixed-Reset 5.35%+218bp that commenced trading 2008-9-10 after being announced 2008-8-27.

CM.PR.M is a Fixed-Reset 6.50%+433 that commenced trading 2009-3-6 after being announced 2009-2-26.

Due to the very large Issue Reset Spread, there is no surprise at the call on CM.PR.M. The other issue, CM.PR.K, is perhaps a bit more of a surprise, particularly since they also announced a new issue with a spread of 232bp. However, the new issue is NVCC compliant, and CM.PR.K isn’t.