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Preferred Share Description
Canadian Western Bank Group (CWB.PR.B) **Dividend Rate Reset**
4.301% Non-Cumulative, Redeemable, Rate-Reset, NVCC*, 1st Preferred Shares Series 5
Prospectus - February 3, 2014
DBRS Credit Update: November 29, 2018 - DBRS confirmed the ratings of Canadian Western Bank, including the Bank’s Long-Term Issuer Rating at A (low) and Short-Term Issuer Rating at R-1 (low). NVCC Preferred share credit rating is confirmed at Pfd-3. The trend on all ratings is Stable.
The Bank’s Intrinsic Assessment of A (low) and Support Assessment of SA3 are unchanged. The SA3 designation, which reflects no expectation of timely external support, results in the final rating being equivalent to the Intrinsic Assessment.
* Important Note: NVCC is short for Non-Viability Contingent Capital and it refers to the issuer's ability to convert the preferred shares into common shares if a "Trigger Event" occurs. See "Convertible by Company" section below for the definition of a trigger event.
Dividend Note: On April 1, 2019, the Bank announced the share's annual dividend rate will be reset to 4.301% for the period April 30, 2019 to April 30, 2024. This new dividend rate represents a decrease from the share's original 4.40% annual dividend rate.
- DBRS Rating
- Pfd-3 Stable Trend
- DBRS Rating Date
- Shares Issued
- Issued Date
- Shares O/S
- O/S Date
- $1.07525 per share per year
- Dividend Dates
- The last day of January, April, July and October
- Dividend Details
- The annual dividend is fixed at $1.07525 per share, per year, until April 30, 2024. On April 30, 2024 and on April 30th every 5 years thereafter, the annual dividend rate will be calculated and reset as the sum of the Government of Canada 5 year bond yield (GCAN5YR) plus 2.76%.
- The shares are not redeemable by the company prior to April 30, 2024. Redeemable on April 30, 2024 and on April 30th every 5 years thereafter at $25.00 per share.
- The holders of Series 5 will have the right to convert their shares into non-cumulative, redeemable 1st preference, series 6, Floating-Rate shares on April 30, 2024 and on April 30th every fifth year thereafter. The Floating-Rate, series 6, shares will pay a dividend rate equal to the sum of the Government of Canada 3-month T-Bill Rate plus 2.76%. Dividends calculated and paid quarterly. On April 30, 2024 and on April 30th every five years thereafter holders of the Series 6 Floating-Rate shares will have the right to convert their shares back into an equal number of Series 5 preferred shares.
- Lead Underwriter(s)
- National Bank Financial, BMO Nesbitt Burns, RBC Dominion Securities, CIBC World Markets
- Transfer Agent
- Valiant Trust Company
- Valiant Trust Company
- Dividend Reinvestment Plan
- Series 5 preferred shareholders are eligible to participate in the company's DRIP plan. Preferred share dividends can be directed to purchase common shares of Canadian Western Bank Group. See the company's website for additional details. http://www.cwb.com/investor-relations/common-shareholder-information
- Convertible by Company
- Upon the occurrence of a Trigger Event, each Series 5 and Series 6 Preferred Share will be, and will be automatically converted, without the consent of the holders thereof, into that number of fully-paid Common Shares determined by the Contingent Conversion Formula. In any case where the aggregate number of Common Shares to be issued to a holder of Series 5 or Series 6 Preferred Shares pursuant to a Contingent Conversion includes a fraction of a Common Share, such number of Common Shares to be issued to such holder shall be rounded down to the nearest whole number of Common Shares and no cash payment shall be made in lieu of such fractional Common Share. A “Trigger Event” has the meaning set out in the OSFI (as defined below) Guideline for Capital Adequacy Requirements (CAR), Chapter 2 ─ Definition of Capital, effective January 2013, as such term may be amended or superseded by OSFI from time to time, which term currently provides that each of the following constitutes a Trigger Event: (a) the Superintendent publicly announces that the Bank has been advised, in writing, that the Superintendent is of the opinion that the Bank has ceased, or is about to cease, to be viable and that, after the conversion of the Series 5 Preferred Shares, the Series 6 Preferred Shares and all other contingent instruments issued by the Bank and taking into account any other factors or circumstances that are considered relevant or appropriate, it is reasonably likely that the viability of the Bank will be restored or maintained; or (b) a federal or provincial government in Canada publicly announces that the Bank has accepted or agreed to accept a capital injection, or Equivalent Support, from the federal government or any provincial government or political subdivision or agent or agency thereof without which the Bank would have been determined by the Superintendent to be non-viable.
- Last Updated