Manulife Financial Issues $250M of Preferred Shares

Manulife Financial Corporation issued $250 million of Non-cumulative Rate Reset Class 1 Shares Series 9 (the “Preferred Shares”). The offering was underwritten on a bought deal basis by a syndicate co-led by Scotiabank, CIBC and RBC Capital Markets and included BMO Capital Markets, TD Securities Inc., National Bank Financial Inc., Desjardins Securities Inc., HSBC Securities (Canada) Inc., Canaccord Genuity Corp., Laurentian Bank Securities Inc., and Manulife Securities Incorporated.

The Preferred Shares were issued to the public at a price of $25.00 per Preferred Share. Holders of the Preferred Shares will be entitled to receive non-cumulative preferential quarterly dividends as and when declared by the board of directors of Manulife, to yield 4.40 per cent annually commencing on the closing date and ending on, and including, September 19, 2017.

Thereafter, the dividend rate will reset every five years to be equal to the 5-Year Government of Canada Bond Yield plus 2.86 per cent. Subject to certain conditions, holders may elect to convert any or all of their Preferred Shares into an equal number of Non-Cumulative Floating Rate Class A Preferred Shares Series 10 on September 19, 2017 and on September 19 of every fifth year thereafter.

The offering was announced on May 16, 2012 and closed on May 24, 2012.

Manulife Financial Corporation was represented in-house by Stephen Sigurdson, Senior Vice President and General Counsel Canada and David Kerr, Assistant Vice President, Senior Counsel and Assistant Corporate Secretary, and by Torys LLP with a team consisting of David Seville, Jonathan Cescon, Yinka Olusoga (securities); Blair Keefe (insurance regulatory) and Jim Welkoff and Richard Johnson (tax).

The underwriters were represented by McCarthy Tétrault LLP with a team consisting of Barry Ryan, Andrew Parker and Matthew Appleby (business law) and Jerald Wortsman (tax).