Capital Power Corporation Preferred shares
6.00% Cumulative Minimum Rate Reset Preference Shares, Series 7
Toronto Stock Exchange (TSX) ticker symbol: CPX.PR.G
Date of TSX Listing: October 4, 2016
Shares Outstanding: 8,000,000
CUSIP: 14042M888
Redemption Notice
On November 5, 2021, Capital Power announced that it intends to redeem all of its 8,000,000 issued and outstanding 6.00% Cumulative Minimum Rate Reset Preference Shares, Series 7 (Series 7 Shares) (TSX: CPX.PR.G) on December 31, 2021 (Redemption Date) at a price of $25.00 per share (Redemption Price) for an aggregate total of $200 million, less any tax required to be deducted and withheld by the Company.
Summary
| Issue | Description | Ticker Symbol | Par | Dividend per Share per Annum | Dividend Payable Dates | Key Terms |
|---|---|---|---|---|---|---|
| Series 7 | Cumulative Minimum Rate Reset | CPX.PR.G | $25.00 | $1.50 | Last business day of March, June, September and December | Dividend rate will be reset on December 31, 2021 and every five years thereafter at a rate equal to the sum of the then five-year Government of Canada bond yield and 5.26%, provided that, in any event, such rate shall not be less than 6.00%.The Series 7 Shares are redeemable by Capital Power, at its option, on December 31, 2021 and every five years thereafter. |
Dividends Declared
| Declaration Date | Record Date | Dividend Payment Date | Dividend Amount per Share |
|---|---|---|---|
| October 26, 2021 | December 16, 2021 | December 31, 2021 | $0.375 |
| July 30, 2021 | September 17, 2021 | September 30, 2021 | $0.375 |
| April 29, 2021 | June 17, 2021 | June 30, 2021 | $0.375 |
| February 18, 2021 | March 18, 2021 | March 31, 2021 | $0.375 |
| October 30, 2020 | December 16, 2020 | December 31, 2020 | $0.375 |
| July 30, 2020 | September 17, 2020 | September 30, 2020 | $0.375 |
| May 1, 2020 | June 17, 2020 | June 30, 2020 | $0.375 |
| February 21, 2020 | March 18, 2020 | March 31, 2020 | $0.375 |
| October 25, 2019 | December 16, 2019 | December 31, 2019 | $0.375 |
| July 29, 2019 | September 17, 2019 | September 30, 2019 | $0.375 |
| April 26, 2019 | June 17, 2019 | June 28, 2019 | $0.375 |
| February 15, 2019 | March 18, 2019 | March 29, 2019 | $0.375 |
| October 26, 2018 | December 14, 2018 | December 31, 2018 | $0.375 |
| July 30, 2018 | September 17, 2018 | September 28, 2018 | $0.375 |
| April 27, 2018 | June 18, 2018 | June 29, 2018 | $0.375 |
| February 15, 2018 | March 16, 2018 | March 29, 2018 | $0.375 |
| November 16, 2017 | December 14, 2017 | December 29, 2017 | $0.375 |
| July 26, 2017 | September 18, 2017 | September 29, 2017 | $0.375 |
| April 28, 2017 | June 19, 2017 | June 30, 2017 | $0.375 |
| February 17, 2017 | March 20, 2017 | March 31, 2017 | $0.375 |
| November 17, 2016 | December 15, 2016 | December 30, 2016 | 0.3616(1) |
Excerpt from Prospectus Supplement
The holders of the Series 7 Shares will be entitled to receive fixed cumulative preferential cash dividends, if, as and when declared by the board of directors of the Company (the “Board of Directors“), payable quarterly on the last business day of each of March, June, September and December at an annual rate of $1.50 per Series 7 Share for the initial period from and including the Closing Date (as defined herein) to, but excluding, December 31, 2021 (the “Initial Fixed Rate Period“). The initial dividend, if declared, will be payable on December 30, 2016 and will be $0.3616 per Series 7 Share, based on the anticipated closing of the Offering on October 4, 2016.
For each five-year period after the Initial Fixed Rate Period (each, a “Subsequent Fixed Rate Period“), the holders of the Series 7 Shares will be entitled to receive fixed cumulative preferential cash dividends, if, as and when declared by the Board of Directors, payable quarterly on the last business day of each of March, June, September and December at the Annual Fixed Dividend Rate (as defined herein). The Company will determine on the 30th day prior to the first day of a Subsequent Fixed Rate Period, the annual fixed dividend rate applicable to that Subsequent Fixed Rate Period (the “Annual Fixed Dividend Rate“). Written notice of the Annual Fixed Dividend Rate for the upcoming Subsequent Fixed Rate Period will be provided by the Company to the registered holders on the 30th day prior to the first day of a Subsequent Fixed Rate Period. The Annual Fixed Dividend Rate will be equal to the sum of the Government of Canada Bond Yield (as defined herein) on the 30th day prior to the first day of a Subsequent Fixed Rate Period plus 5.26%, provided that, in any event, such rate shall not be less than 6.00%. See “Details of the Offering” in the Prospectus Supplement.
Option to Convert into Cumulative Floating Rate Preference Shares, Series 8
Holders of the Series 7 Shares will have the right, at their option, to convert their Series 7 Shares into Cumulative Floating Rate Preference Shares, Series 8 (the “Series 8 Shares“) on the basis of one Series 8 Share for each Series 7 Share, subject to certain conditions, on December 31, 2021 and on December 31 every five years thereafter. Series 8 Shares will be entitled to floating rate cumulative preferential cash dividends, if, as and when declared by the Board of Directors, payable quarterly on the last business day of each of March, June, September and December in an amount per Series 8 Share determined by multiplying the applicable Floating Quarterly Dividend Rate (as defined herein) by $25.00. The Floating Quarterly Dividend Rate for any Quarterly Floating Rate Period (as defined herein) will be equal to the sum of the T-Bill Rate (as defined herein) plus 5.26% per annum (calculated on the basis of the actual number of days in the applicable Quarterly Floating Rate Period divided by 365 or 366, depending upon the actual number of days in the applicable year) determined on the Floating Rate Calculation Date (as defined herein).
The Series 7 Shares and Series 8 Shares are series of shares in the same class. The conversion right entitles holders to elect periodically which of the two series they wish to hold and does not entitle holders to receive a different class or type of securities. Other than the different dividend rights and redemption rights attached thereto, the Series 7 Shares and Series 8 Shares are identical in all material respects.
Eligible Dividend Designation
Dividends are 100 per cent eligible dividends as defined by the Income Tax Act. Under this legislation, individual residents in Canada may be entitled to enhanced dividend tax credits that reduce the income tax otherwise payable.