Canadian Western Bank ('CWB') (TSX: CWB) today announced its intent to issue $175 million aggregate principal amount of 6.00% Limited Recourse Capital Notes Series 1 (NonViability Contingent Capital (NVCC)) (Subordinated Indebtedness) (the 'Notes').
The Notes are to be sold through a syndicate of agents co-led by RBC Capital Markets and National Bank Financial Markets. The expected closing date is on or about October 30, 2020.
Interest on the Notes will be payable semi-annually from the date of issue until April 30, 2026 at 6.00% per annum. Thereafter, the interest rate on the Notes will reset every five years at a rate equal to the 5-year Government of Canada Yield plus 5.621%. The Notes will mature on April 30, 2081. In connection with the issuance of the Notes, CWB will issue Non-Cumulative 5-Year Fixed Rate Reset First Preferred Shares Series 11 (Non-Viability Contingent Capital (NVCC)) (the 'Series 11 Shares') to be held by Computershare Trust Company of Canada as trustee of a newly formed 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, which will consist of Series 11 Shares except in limited circumstances. CWB may redeem the Notes during the period from March 30 to and including April 30, commencing in 2026 and every five years thereafter with the prior approval of the Superintendent of Financial Institutions Canada, in whole or in part on giving not more than 60 nor less than 15 days' notice. Net proceeds from the offering will be added to CWB's general funds and utilized for general banking purposes. CWB intends to file a prospectus supplement to its October 9, 2020 base shelf prospectus in all provinces and territories of Canada in respect of this issue. The Notes have not been, and will not 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 (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 CWB Financial Group
CWB is a diversified financial services organization known for a highly proactive client experience serving businesses and individuals across Canada. CWB's key business lines include full service business and personal banking offered through branch locations of Canadian Western Bank and Internet banking services provided by Motive Financial. Highly responsive nation-wide specialized financing is delivered under the banners of CWB Optimum Mortgage, CWB Equipment Financing, CWB National Leasing, CWB Maxium Financial and CWB Franchise Finance. Trust services are offered through CWB Trust Services. Comprehensive wealth management services are provided through CWB Wealth Management and its affiliate brands, including T.E. Wealth, Leon Frazer & Associates, CWB McLean & Partners, and Canadian Western Financial. As a public company on the Toronto Stock Exchange (TSX), CWB trades under the symbols 'CWB' (common shares), 'CWB.PR.B' (Series 5 Preferred Shares), 'CWB.PR.C' (Series 7 Preferred Shares) and 'CWB.PR.D' (Series 9 Preferred Shares). Learn more at www.cwb.com.
Caution Regarding Forward-Looking Statements
Certain information contained herein constitutes forward-looking information under applicable securities laws. Forward-looking statements in this news release include, but are not limited to, statements with respect to the timing of completion and size of the offering of the Notes, the issuance of Series 11 Shares, the recourse of each noteholder and the use of proceeds of the offering. These statements are based on current expectations and are inherently subject to significant risks, uncertainties and changes in circumstances, many of which are beyond the control of CWB. These risks include, but are not limited to, the failure or delay in satisfying any of the conditions to the completion of the offering. Except as required by law, CWB does not undertake to update any forward-looking statements, whether written or oral, that may be made from time to time, by it or on its behalf. The forward-looking information contained in this press release is presented for the purpose of interpreting the information contained herein and may not be appropriate for other purposes.