PrefBlog

Birchcliff Energy has announced:

that in connection with its previously announced marketed offering of cumulative redeemable preferred shares, Series C (“Preferred Shares, Series C”), it has entered into an underwriting agreement with a syndicate of underwriters and has filed an amended and restated preliminary short form prospectus (the “Amended Preliminary Prospectus”), which amends and restates the Corporation’s preliminary short form prospectus dated May 28, 2013 (the “Preliminary Prospectus”).

The underwriting agreement provides for the sale of 2,000,000 Preferred Shares, Series C, with a 7% yield, at a price of $25.00 per Preferred Share, Series C, for gross proceeds of $50,000,000 (the “Offering”). Holders of the Preferred Shares, Series C will be entitled to receive, as and when declared by the Board of Directors, cumulative annual dividends of $1.75 per Preferred Share, Series C, payable quarterly. The Preferred Shares, Series C will not be redeemable by the Corporation prior to June 30, 2018 and will not be redeemable by the holders of the Preferred Shares, Series C prior to June 30, 2020, in accordance with their terms.

The Amended Preliminary Prospectus reflects the updated terms of the Offering and was filed by the Corporation on May 30, 2013 in all provinces of Canada, except Quebec. The Amended Preliminary Prospectus will be available on Birchcliff’s website at www.birchcliffenergy.com and on SEDAR at www.sedar.com.

The Offering is being conducted through a syndicate of underwriters co-led by National Bank Financial Inc., Cormark Securities Inc. and GMP Securities L.P., on their own behalf and on behalf of CIBC World Markets Inc., RBC Dominion Securities Inc., Scotia Capital Inc., HSBC Securities (Canada) Inc., Macquarie Capital Markets Canada Ltd., Peters & Co. Limited, Stifel Nicolaus Canada Inc. and Integral Wealth Securities Limited (collectively, the “Underwriters”).

Net proceeds of the Offering will be used to initially reduce indebtedness under the Corporation’s revolving credit facilities, which will be subsequently redrawn and applied as needed to fund the Corporation’s ongoing exploration and development programs and for general working capital purposes.

The Offering is scheduled to close on or about June 14, 2013 and is subject to certain conditions including, but not limited to, completion of a satisfactory due diligence investigation by the Underwriters and the receipt of all necessary third party and regulatory approvals, including the approval of the Toronto Stock Exchange.

According to the prospectus:

The Preferred Shares, Series C will not be redeemable by the Corporation prior to June 30, 2018. On and after June 30, 2018, the Corporation may, at its option, upon not less than 30 days and not more than 60 days prior written notice, redeem for cash, all or any number of the outstanding Preferred Shares, Series C at $25.75 per share if redeemed before June 30, 2019, at $25.50 per share if redeemed on or after June 30, 2019 but before June 30, 2020 and at $25.00 per share if redeemed on or after June 30, 2020 (each, a “Redemption Price”), in each case together with all accrued and unpaid dividends (less any tax required to be deducted or withheld by Birchcliff) to but excluding the date fixed for redemption. See “Details of the Offering”.

The Preferred Shares, Series C will not be redeemable by the holders thereof prior to June 30, 2020. On and after June 30, 2020, a holder of Preferred Shares, Series C may, at its option, upon not less than 30 days prior written notice to the Corporation (the “Notice of Redemption”), redeem for cash, all or any number of Preferred Shares, Series C held by such holder on the last day of March, June, September and December of each year at $25.00 per share (being the then applicable Redemption Price), together with all accrued and unpaid dividends (less any tax required to be deducted or withheld by Birchcliff) to but excluding the date fixed for redemption. Upon receipt of the Notice of Redemption, the Corporation may, at its option (subject, if required, to stock exchange approval), upon not less than 20 days prior written notice, elect to convert such Preferred Shares, Series C into common shares (“Common Shares”) of the Corporation. The number of Common Shares into which each Preferred Share, Series C may be so converted will be determined by dividing the amount of $25.00 (being the then applicable Redemption Price) together with all accrued and unpaid dividends to but excluding the date fixed for conversion, by the greater of $2.00 and 95% of the weighted average trading price of the Common Shares on the Toronto Stock Exchange (the “TSX”) for a period of 20 consecutive trading days ending on the fourth day prior to the date specified for conversion, or, if that fourth day is not a trading day, on the immediately preceding trading day (the “Current Market Price”). See “Details of the Offering”.

On and after June 30, 2018, the Corporation may, at its option (subject, if required, to stock exchange approval), upon not less than 30 and not more than 60 days prior written notice, convert all or any number of the outstanding Preferred Shares, Series C into Common Shares. The number of Common Shares into which each Preferred Share, Series C may be so converted will be determined by dividing the then applicable Redemption Price, together with all accrued and unpaid dividends to but excluding the date fixed for conversion, by the greater of $2.00 and 95% of the Current Market Price. See “Details of the Offering”.

Also in the prospectus is:

The Preferred Shares, Series C and the Common Shares are not rated by any credit rating agency.

As there is no rating, the issue will not be tracked by HIMIPref™. As has been previously explained, this is not because I worship the rating agencies, but because a credit rating is a newsworthy item; downgrades will attract public attention which may serve to focus the directors’ attention on improving the situation in bad times.

Update, 2014-4-19: Trades as BIR.PR.C

Emera Incorporated has announced (although not yet on their website):

that it will issue four million Cumulative Redeemable First Preferred Shares, Series E (the “Series E Shares”) at a price of $25.00 per share, for aggregate gross proceeds of $100 million on a bought deal basis to a syndicate of underwriters in Canada led by RBC Capital Markets, CIBC, Scotiabank and TD Securities Inc. RBC Capital Markets and CIBC are acting as joint bookrunners for the offering.

Emera has granted to the underwriters an option, exercisable at any time up to 48 hours prior to the date of closing, to purchase up to an additional one million Series E Shares at the same offering price, for additional gross proceeds of up to $25 million.

The holders of Series E Shares will be entitled to receive fixed cumulative preferential cash dividends at an annual rate of $1.125 per share, payable quarterly, as and when declared by the board of directors of the Company yielding 4.5% per annum. The initial dividend, if declared, will be payable on August 15, 2013 and will be $0.2034 per share, based on an anticipated closing date of June 10, 2013.

The Series E Shares will not be redeemable by the Company prior to August 15, 2018. On or after August 15, 2018 the Company may redeem all or any part of the then outstanding Series E Shares, at the Company’s option without the consent of the holder, by the payment of: $26.00 per share if redeemed before August 15, 2019; $25.75 per share if redeemed on or after August 15, 2019 but before August 15, 2020; $25.50 per share if redeemed on or after August 15, 2020 but before August 15, 2021; $25.25 per share if redeemed on or after August 15, 2021 but before August 15, 2022; and $25.00 per share if redeemed on or after August 15, 2022, together, in each case, with all accrued and unpaid dividends up to but excluding the date fixed for redemption. The Series E Shares do not have a fixed maturity date and are not redeemable at the option of the holders of Series E Shares.

The offering is subject to the receipt of all necessary regulatory and stock exchange approvals. The net proceeds of the offering will be used for general corporate purposes.

The Series E Shares will be offered to the public in Canada by way of prospectus supplement to the Company’s short form base shelf prospectus dated May 2, 2013.

Update, 2013-6-10: Emera announced on June 4:

that in connection with its recently announced public offering of 4,000,000 Cumulative Redeemable First Preferred Shares, Series E (the “Series E Shares”), the underwriters have exercised their option (the “Underwriters’ Option”) to purchase an additional 1,000,000 Series E Shares at a price of $25.00 per share. Emera will receive additional gross proceeds of $25 million from the exercise of the Underwriters’ Option, increasing the total size of the offering to $125 million. Closing of the Underwriters’ Option is expected to occur concurrently with the scheduled closing of the public offering on June 10, 2013.

Brookfield Asset Management has announced:

that it has agreed to issue 6,000,000 4.9% perpetual Class A Preference Shares, Series 37 (“Preferred Shares, Series 37”) on a bought deal basis to a syndicate of underwriters led by CIBC, RBC Capital Markets, Scotiabank and TD Securities for distribution to the public. The Preferred Shares, Series 37 will be issued at a price of C$25.00 per share, for aggregate gross proceeds of C$150,000,000.

Brookfield has granted the underwriters an option, exercisable until 48 hours prior to closing, to purchase up to an additional 2,000,000 Preferred Shares, Series 37 which, if exercised, would increase the gross offering size to C$200,000,000. The Preferred Shares, Series 37 will be offered in all provinces of Canada by way of a supplement to Brookfield Asset Management’s existing short form base shelf prospectus dated June 7, 2011 as amended on June 13, 2012 and December 10, 2012.
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Brookfield intends to use the net proceeds of the issue of Preferred Shares, Series 37 to redeem its Preferred Shares, Series 21 and, to the extent the underwriters’ option is exercised, for general corporate purposes. The offering of Preferred Shares, Series 37 is expected to close on or about June 13, 2013.