C$ unless otherwise
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TSX/NYSE/PSE: MFC SEHK: 945
TORONTO, Nov. 5, 2021 /PRNewswire/ - Manulife Financial
Corporation ("MFC") announced today that it intends to
issue $1.2 billion principal
amount of 4.10% Limited Recourse Capital Notes Series 2
(Subordinated Indebtedness) (the "Notes"). MFC intends to
file a prospectus supplement to its existing base shelf prospectus
in respect of this issue.
The Notes will bear interest at a fixed rate of 4.10% annually,
payable semi-annually, for the initial period ending on, but
excluding, March 19, 2027.
Thereafter, the interest rate on the Notes will reset every five
years at a rate equal to the prevailing 5-year Government of Canada
Yield plus 2.704%. The Notes mature on March
19, 2082.
In connection with the issuance of the Notes, MFC will issue
1,200,000 Non-Cumulative Fixed Rate Reset Class 1 Shares Series 28
(the "Series 28 Shares") to be held by Computershare Trust
Company of Canada as trustee of
Manulife LRCN Limited Recourse Trust (the "Limited Recourse
Trust"). In case of non-payment of interest on or principal of
the Notes when due, the recourse of each noteholder will be limited
to that holder's proportionate share of the Limited Recourse
Trust's assets in respect of the Notes, which will consist of
Series 28 Shares except in limited circumstances.
Subject to prior regulatory approval, MFC may redeem the Notes,
in whole or in part on not less than 15 nor more than 60 days'
prior notice by MFC, during the period from February 19 to and including March 19, commencing in 2027 and every five years
thereafter at a redemption price equal to par, together with
accrued and unpaid interest up to, but excluding, the date of
redemption.
The offering is being done on a best efforts agency basis by a
syndicate co-led by RBC Capital Markets, Scotiabank and TD
Securities. The offering is expected to close on November 12, 2021.
The Notes will be issued under a trust indenture to be dated as
of the closing date of the offering between MFC and BNY Trust
Company of Canada.
MFC intends to use the net proceeds from the offering
for general corporate purposes, including investment in
subsidiaries and potential future redemptions of existing
securities.
Neither the Notes nor the Series 28 Shares have been, nor will
be, registered in the United
States under the United States Securities Act of 1933, as
amended (the "Securities Act"), or the securities laws of
any state of the United States and
may not be offered, sold or delivered, directly or indirectly in
the United States or to, or for
the account or benefit of, a "U.S. person" (as defined in
Regulation S under the Securities Act) absent registration under
the Securities Act or an applicable exemption from such
registration requirements. This press release does not constitute
an offer to sell or a solicitation to buy securities in
the United States or in any other
jurisdiction where such offer or solicitation would be
unlawful.
About Manulife
Manulife Financial Corporation is a leading international
financial services provider that helps people make their decisions
easier and lives better. With our global headquarters in
Toronto, Canada, we operate as
Manulife across our offices in Canada, Asia,
and Europe, and primarily as
John Hancock in the United States. We provide financial
advice, insurance, and our global wealth and asset management
segment, Manulife Investment Management, serves individuals,
institutions and retirement plan members worldwide. At the end of
2020, we had more than 37,000 employees, over 118,000 agents, and
thousands of distribution partners, serving over 30 million
customers. As of September 30, 2021,
we had $1.4 trillion
(US$1.1 trillion) in assets
under management and administration, and in the previous 12 months
we made $31.6 billion in
payments to our customers. Our principal operations are in
Asia, Canada and the
United States where we have served customers for more than
155 years. We trade as 'MFC' on the Toronto, New
York, and the Philippine stock exchanges and under '945' in
Hong Kong.
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SOURCE Manulife Financial Corporation