Form 20-F
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◻
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Form 40-F
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☑
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Yes
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◻
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No
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☑
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Exhibit
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Description of Exhibit
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99.1
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Sixth Supplemental Indenture dated May 12, 2020 between Manulife Financial Corporation and BNY Trust Company of Canada
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99.2 |
Seventh Supplemental Indenture dated May 12, 2020 between Manulife Financial Corporation and BNY Trust Company of Canada |
MANULIFE FINANCIAL CORPORATION
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By: /s/ Kay Song
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Name: Kay Song
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Title: Assistant
Corporate Secretary
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Date: May 12, 2020
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Exhibit
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Description of Exhibit
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99.1
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Sixth Supplemental Indenture dated May 12, 2020 between Manulife Financial Corporation and BNY Trust Company of Canada
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99.2 |
Seventh Supplemental Indenture dated May 12, 2020 between Manulife Financial Corporation and BNY Trust Company of Canada |
1.1
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To be read with Principal Indenture.
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1.2
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Definitions.
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(a)
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the expressions “Article” and “Section” followed by
a number mean and refer to the specified Article and Section of this Sixth Supplemental Indenture unless otherwise expressly stated. Other expressions defined in the Principal Indenture have the same meanings when used in this Sixth
Supplemental Indenture.
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(b)
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“3-month CDOR” means, for any quarterly floating rate interest period, the average bid rate
of interest (expressed as an annual percentage rate) rounded to the nearest one-hundred-thousandth of 1.00% (with .000005 per cent being rounded up) for Canadian
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dollar bankers’ acceptances with maturities of three months which appears on the Reuters Screen CDOR Page as of 10:15 a.m., Toronto
time, on the first Business Day of such quarterly interest period; provided that if such rate does not appear on the Reuters Screen CDOR Page on such day or if the Reuters Monitor Money Rates Service is not available or ceases to exist, the
3-month CDOR for such period will be determined using an Alternative CDOR Page as of an Alternative Time on such day. If no such Alternative CDOR Page is available on such day, the 3-month CDOR for such period shall be the average of the
bid rates of interest (expressed and rounded as set forth above) for Canadian dollar bankers’ acceptances with maturities of three months for same day settlement as quoted by such of the Schedule I banks (as defined in the Bank Act
(Canada)) as may quote such a rate as of 10:15 a.m., Toronto time, on the first Business Day of such quarterly interest period. Notwithstanding the foregoing, if the Corporation, a relevant regulatory supervisor or relevant administrator
determines that the 3-month CDOR has been permanently or indefinitely discontinued, the Corporation, in its sole discretion, may appoint a calculation agent (the “Calculation Agent”) to assist in
determining an appropriate alternative rate and adjustments thereto, and the decisions of such Calculation Agent shall be binding on the Corporation, the Trustee, and the holders of the Debentures. The Corporation or the Calculation Agent,
as applicable, shall use, as a substitute for the 3-month CDOR and for each future interest payment date, the alternative reference rate selected or recommended by the central bank, reserve bank, monetary authority, relevant regulatory
supervisor or any similar institution (including any committee or working group thereof), or identified through any other applicable regulatory or legislative action or guidance, that is consistent with accepted market practice for debt
obligations such as the Debentures (the “Alternative Rate”). As part of such substitution, the Corporation or the Calculation Agent after consultation with the Corporation, as applicable, shall make
such adjustments to the Alternative Rate and the spread thereon, as well as the business day convention, interest payment dates and related provisions and definitions, in each case that are consistent with accepted market practice or
applicable regulatory or legislative action or guidance for the use of such Alternative Rate for debt obligations such as the Debentures (collectively, “Adjustments”), provided, however, that (i) if
the Corporation determines that there is no clear accepted market practice or applicable regulatory or legislative action or guidance for such Adjustments, the Corporation shall appoint a Calculation Agent to make such Adjustments as it
determines appropriate for the Alternative Rate, and (ii) if the Corporation or the Calculation Agent after consultation with the Corporation, as applicable, determines that there is no clear market consensus as to whether any rate has
replaced the 3-month CDOR in customary market usage, the 3-month CDOR for such interest payment date shall be the 3-month CDOR for the immediately preceding interest payment date, and the process set forth in this paragraph to determine an
Alternative Rate shall be repeated for each subsequent interest payment date until such time as an Alternative Rate is determined.
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(c)
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“Alternative CDOR Page” shall mean the display designated as page “CDOR” on Bloomberg or an
equivalent service that displays average bid rates of interest for Canadian dollar bankers’ acceptances with maturities of three months.
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(d)
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“Alternative Time”, for any Alternative CDOR Page, shall mean the time of day at which such
Alternative CDOR Page becomes available.
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(e)
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“Business Day” means any day on which Canadian chartered banks are open for business in
Toronto and which is not a Saturday or Sunday.
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(f)
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“Debentures” means the debentures of the series referred to in Article 2 of this Sixth
Supplemental Indenture.
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(g)
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“Indenture” (when not qualified by the words “Principal”, “Original” or “Supplemental”), “hereto”, “hereby”, “hereunder”, “hereof”, “herein”
and similar expressions refer to the Principal Indenture as supplemented by the Second Supplemental Indenture and this Sixth Supplemental Indenture and not to any particular Article, Section, subdivision or portion hereof.
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(h)
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“LICAT” means the Life Insurance Capital Adequacy Test (or any successor or replacement
capital requirements applicable to the Corporation) for Canadian federally regulated life insurance companies.
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(i)
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“Program Amount” means the aggregate principal amount of debentures qualified for issuance
from time to time under the Prospectus then in effect. As of the date of this Sixth Supplemental Indenture the Program Amount is $10,000,000,000.
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(j)
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“Prospectus” means the short form base shelf prospectus of the Corporation with respect to
the continuous offering of debentures filed with the securities regulatory authority in each of the provinces and territories of Canada from time to time, including any amendments or supplements thereto (other than any Prospectus
Supplement).
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(k)
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“Prospectus Supplement” means a prospectus supplement for the Debentures.
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(l)
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“Reuters Screen CDOR Page” means the display designated as page “CDOR” on the Reuters
Monitor Money Rates Service (or such other page as may replace the CDOR page on that service) for purposes of displaying Canadian dollar bankers’ acceptance rates.
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(m)
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“S$” means the lawful money of Singapore.
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(n)
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“Superintendent” means the Superintendent of Financial Institutions appointed pursuant to
the Office of the Superintendent of Financial Institutions Act (Canada).
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(o)
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“U.S. Person” means a U.S. Person as defined in Regulation S under the U.S. Securities Act.
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(p)
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“U.S. Securities Act” means the United States Securities
Act of 1933, as amended.
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(q)
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“Written Order of the Corporation” has the meaning given in the Principal Indenture.
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2.1
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Form, Terms and Certification and Delivery of the 2.237% Fixed/Floating Subordinated Debentures.
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(a)
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The fifth series of debentures authorized to be issued from time to time hereunder, as one series, are designated “2.237%
Fixed/Floating Subordinated Debentures” and are herein sometimes called the “Debentures”. The Debentures may be issued by the Corporation from time to time in an unlimited aggregate principal amount and may only be validly
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issued when the aggregate principal amount of the Debentures to be issued, when added to the aggregate principal amount of all
debentures previously or simultaneously issued under the Prospectus in effect on the date of issue, does not exceed the Program Amount. Upon any increase or decrease from time to time in the Program Amount, the Corporation shall forthwith
deliver to the Trustee a certified copy of the resolution of the Directors of the Corporation approving such change, together with a copy of any amendment of or supplement to the Prospectus relating to such increase or decrease. Debentures
shall be delivered to the Trustee on the respective terms set out in Article 4 and, subject to compliance with the provisions of Section 2.2.1 of the Principal Indenture, shall be certified by or on behalf of the Trustee by a certificate
substantially in the form specified on Schedule A and delivered by the Trustee upon receipt of the Written Order of the Corporation.
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3.1
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Designation and Issue.
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(a)
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Principal Amount. The initial principal amount of the Debentures which
may be issued under this Sixth Supplemental Indenture is $1,000,000,000. The Corporation may, at its option, reopen this series of debt securities in accordance with the provisions of Section 2.2.3 of the Principal Indenture.
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(b)
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Issue Date. The Debentures will
be dated May 12, 2020 (regardless of their actual date of issue) (the “Issue Date”).
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(c)
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Fixed Rate of Interest. The Debentures will bear interest from the
Issue Date to but excluding May 12, 2025 at a fixed annual rate of 2.237% payable in equal semi-annual installments on May 12 and November 12 of each year, with the first interest payment due on November 12, 2020 and the last interest
payment due on May 12, 2025.
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(d)
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Floating Rate of Interest. The Debentures will bear interest from and
including May 12, 2025 to but excluding May 12, 2030, at a floating rate of interest equal to the 3-month CDOR plus 1.49% payable quarterly in arrears on the 12th day of each of February, May, August and November in each year,
commencing August 12, 2025. The Corporation shall provide to the Trustee its interest calculation in respect of any floating rate interest period.
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(e)
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Calculation of Interest. Interest will be calculated on the basis of a
year of 365 days.
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(f)
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Stated Maturity Date. The
Debentures will mature on May 12, 2030.
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(g)
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Denominations. The Debentures
will be issued in minimum denominations of $1,000 and integral multiples thereof, subject as provided in accordance with clause (k) below.
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(h)
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Redemptions. The Corporation
may, at its option, redeem the Debentures, with the prior approval of the Superintendent, in accordance with the provisions of Article 3 of the
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Principal Indenture and on not less than 10 days’ nor more than 60 days’ prior notice to the applicable Holder, in whole or in
part, on or after May 12, 2025 at a redemption price equal to par, together with accrued and unpaid interest to, but excluding, the date of redemption.
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(i)
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Defeasance. On or after May 12,
2025, the Corporation may, at its option, elect, with the prior approval of the Superintendent, to be released from the terms of the Indenture relating to the outstanding Debentures in accordance with the provisions of Article 8 of the
Principal Indenture.
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(j)
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Amendments Affecting Capital Treatment. Each of the Corporation and the
Trustee agrees, and each Holder of a Debenture, by such Holder’s acceptance thereof, likewise agrees, not to make any changes to this Indenture or the Debentures, without, but may from time to time with, the prior approval of the
Superintendent, which might affect the classification afforded the Debentures from time to time for capital adequacy purposes pursuant to the Insurance Companies Act (Canada) or the LICAT.
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(k)
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Currency. The Debentures will
be issued in Canadian Dollars.
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(l)
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Form. Each Debenture will be
issued substantially in the form of the registered Debenture as set out in Article 4.
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(m)
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Place of Payment. Payments of
principal and interest on each registered interest bearing Debenture shall be made in Canadian Dollars at the head office of the Trustee in Toronto, Ontario.
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(n)
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U.S. Legend. The Trustee
acknowledges that the Debentures have not been and will not be registered under the U.S. Securities Act, and may not be offered or sold within the United States, except that the Debentures may be offered or sold to Qualified Institutional
Buyers pursuant to Rule 144A under the U.S. Securities Act. Each Debenture issued to a U.S. Person pursuant to an exemption from the registration requirements of the U.S. Securities Act, and all Debentures issued in exchange or transfer
therefor, shall bear the legend set forth on Schedule B in boldface print on the face of such certificate.
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(o)
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Upon receipt by the Trustee of the documents and instruments required pursuant to Section 2.5.1 of the Indenture and this Sixth
Supplemental Indenture, the Trustee shall certify the Debentures and cause the Debentures to be delivered in accordance with the Written Order of the Corporation.
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3.2
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Execution and Delivery of Book-Entry Securities.
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4.1
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2.237% Fixed/Floating Subordinated Debentures.
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5.1
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Acceptance of Trust.
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5.2
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Counterparts and Formal Date.
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MANULIFE FINANCIAL CORPORATION
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By:
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“Philip J. Witherington”
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Name: Philip J. Witherington
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Title: Chief
Financial Officer
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By:
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“Halina K. von dem Hagen”
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Name: Halina K. von dem Hagen
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Title: Global
Treasurer and Head of Capital Management
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BNY TRUST COMPANY OF CANADA, as Trustee
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By:
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“Denice Elleston”
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Name: Denice Elleston
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Title: Authorized
Signatory
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CUSIP No.:
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56501RAH9
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Interest Calculation:
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Actual / 365
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Issue Date:
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May 12, 2020
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Registered Holder:
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CDS & Co.
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Maturity Date:
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May 12, 2030
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Principal Amount:
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$
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1,000,000,000
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Interest Rate:
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2.237% (0 – 5 years); 3-month CDOR + 1.49% (5 years - maturity)
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Interest Payment Dates:
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May 12 and November 12 (0 – 5 years, commencing on November 12, 2020);
February 12, May 12, August 12 and November 12 in each year,
commencing on August 12, 2025 (5 years - maturity) |
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MANULIFE FINANCIAL CORPORATION
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By:
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Name: Philip J. Witherington
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Title: Chief
Financial Officer
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c/s
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By:
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Name: Halina K. von dem Hagen
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Title: Global
Treasurer and Head of Capital Management
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BNY TRUST COMPANY OF CANADA,
Trustee
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By:
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Name: Denice Elleston
Title: Authorized Signatory |
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Date of Registration
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In Whose Name Registered
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Signature of Trustee or Registrar
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I or we assign and transfer this Debenture to
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(Print or type assignee’s name, address and postal code)
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(Insert assignee’s social insurance or security or tax identifying number)
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Date:
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Your Signature:
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1.1
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To be read with Principal Indenture.
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1.2
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Definitions.
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(a)
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the expressions “Article” and “Section”
followed by a number mean and refer to the specified Article and Section of this Seventh Supplemental Indenture unless otherwise expressly stated. Other expressions defined in the Principal Indenture have the same meanings when used in this
Seventh Supplemental Indenture.
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(b)
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“3-month CDOR” means, for any quarterly floating rate interest period,
the average bid rate of interest (expressed as an annual percentage rate) rounded to the nearest one-hundred-thousandth of 1.00% (with .000005 per cent being rounded up) for Canadian dollar bankers’ acceptances with maturities of three
months which appears on the Reuters Screen CDOR Page as of 10:15 a.m., Toronto time, on the first Business Day of such quarterly interest period; provided that if such rate does not appear on the Reuters Screen CDOR Page on such day or if
the Reuters Monitor Money Rates Service is not available or ceases to exist, the 3-month CDOR for such period will be determined using an Alternative CDOR Page as of an Alternative Time on such day. If no such Alternative CDOR Page is
available on such day, the 3-month CDOR for such period shall be the average of the bid rates of interest (expressed and rounded as set forth above) for Canadian dollar bankers’ acceptances with maturities of three months for same day
settlement as quoted by such of the Schedule I banks (as defined in the Bank Act (Canada)) as may quote such a rate as of 10:15 a.m., Toronto time, on the first Business Day of such quarterly interest period. Notwithstanding the foregoing,
if the Corporation, a relevant regulatory supervisor or relevant administrator determines that the 3-month CDOR has been permanently or indefinitely discontinued, the Corporation, in its sole discretion, may appoint a calculation agent (the
“Calculation Agent”) to assist in determining an appropriate alternative rate and adjustments thereto, and the decisions of such Calculation Agent shall be binding on the Corporation, the Trustee, and
the holders of the Debentures. The Corporation or the Calculation Agent, as applicable, shall use, as a substitute for the 3-month CDOR and for each future interest payment date, the alternative reference rate selected or recommended by the
central bank, reserve bank, monetary authority, relevant regulatory supervisor or any similar institution (including any committee or working group thereof), or identified through any other applicable regulatory or legislative action or
guidance, that is consistent with accepted market practice for debt obligations such as the Debentures (the “Alternative Rate”). As part of such substitution, the Corporation or the Calculation Agent
after consultation with the Corporation, as applicable, shall make such adjustments to the Alternative Rate and the spread thereon, as well as the business day convention, interest payment dates and related provisions and definitions, in
each case that are consistent with accepted market practice or applicable regulatory or legislative action or guidance for the use of such Alternative Rate for debt obligations such as the Debentures (collectively, “Adjustments”), provided, however, that (i) if the Corporation determines that there is no clear accepted market practice or applicable regulatory or legislative action or guidance for such Adjustments,
the Corporation shall appoint a Calculation Agent to make such Adjustments as it determines appropriate for the Alternative Rate, and (ii) if the Corporation or the Calculation Agent after consultation with the Corporation, as applicable,
determines that there is no clear market consensus as to whether any rate has replaced the 3-month CDOR in customary market usage, the 3-month CDOR for such interest payment date shall be the 3-month CDOR for the immediately preceding
interest payment date, and the process set forth in this paragraph to determine an Alternative Rate shall be repeated for each subsequent interest payment date until such time as an Alternative Rate is determined.
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(c)
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“Alternative CDOR Page” shall mean the display designated as page
“CDOR” on Bloomberg or an equivalent service that displays average bid rates of interest for Canadian dollar bankers’ acceptances with maturities of three months.
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(d)
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“Alternative Time”, for any Alternative CDOR Page, shall mean the time
of day at which such Alternative CDOR Page becomes available.
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(e)
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“Business Day” means any day on which Canadian chartered banks are
open for business in Toronto and which is not a Saturday or Sunday.
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(f)
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“Canada Yield Price” means a price per $1,000 principal amount of
Debentures, calculated by the Corporation at approximately 10:00 am (Toronto time) on the third Business Day preceding the date fixed for redemption of Debentures, which would provide a yield thereon from the date fixed for redemption to,
but excluding, May 13, 2030 equal to the Government of Canada Yield, compounded semi-annually in arrears, plus 56.5 basis points.
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(g)
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“Debentures” means the debentures of the series referred to in
Article 2 of this Seventh Supplemental Indenture.
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(h)
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“Government of Canada Yield” means, on any date that is three (3)
Business Days prior to a date fixed for redemption, the bid yield to maturity on such date, compounded semi-annually, which a non-callable Government of Canada nominal bond would be expected to carry if issued, in Canadian dollars in
Canada, at 100% of its principal amount on such date with a term to maturity equal to the period between the date fixed for redemption and May 13, 2030 (the “Applicable Term”), as determined by two
independent Canadian investment dealers (each of which is a member of the Investment Industry Regulatory Organization of Canada) selected by the Corporation, and based on a linear interpolation of the yields represented by the
arithmetic average of bids observed in the market at or about 10:00 am (Toronto time) on the relevant date for each of the two outstanding non-callable Government of Canada nominal bonds which have the terms to maturity which most closely
span the Applicable Term on such date, where such arithmetic average is based in each case on the bids quoted to such independent investment dealers.
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(i)
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“Indenture” (when not qualified by the words “Principal”, “Original”
or “Supplemental”), “hereto”, “hereby”, “hereunder”, “hereof”, “herein” and similar expressions refer to the Principal Indenture as supplemented by the Second Supplemental Indenture and this Seventh Supplemental Indenture and not to any particular Article, Section,
subdivision or portion hereof.
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(j)
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“LICAT” means the Life Insurance Capital Adequacy Test (or any
successor or replacement capital requirements applicable to the Corporation) for Canadian federally regulated life insurance companies.
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(k)
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“Program Amount” means the aggregate principal amount of debentures
qualified for issuance from time to time under the Prospectus then in effect. As of the date of this Seventh Supplemental Indenture the Program Amount is $10,000,000,000.
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(l)
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“Prospectus” means the short form base shelf prospectus of the
Corporation with respect to the continuous offering of debentures filed with the securities regulatory authority in
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each of the provinces and territories of Canada from time to time, including any amendments or supplements
thereto (other than any Prospectus Supplement).
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(m)
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“Prospectus Supplement” means a prospectus supplement for the
Debentures.
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(n)
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“Reuters Screen CDOR Page” means the display designated as page “CDOR”
on the Reuters Monitor Money Rates Service (or such other page as may replace the CDOR page on that service) for purposes of displaying Canadian dollar bankers’ acceptance rates.
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(o)
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“S$” means the lawful money of Singapore.
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(p)
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“Superintendent” means the Superintendent of Financial Institutions
appointed pursuant to the Office of the Superintendent of Financial Institutions Act (Canada).
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(q)
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“U.S. Person” means a U.S. Person as defined in Regulation S under the
U.S. Securities Act.
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(r)
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“U.S. Securities Act” means the United States Securities Act of 1933, as amended.
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(s)
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“Written Order of the Corporation” has the meaning given in the
Principal Indenture.
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2.1
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Form, Terms and Certification and Delivery of the 2.818% Fixed/Floating Subordinated
Debentures.
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(a)
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The sixth series of debentures authorized to be issued from time to time hereunder, as one series, are
designated “2.818% Fixed/Floating Subordinated Debentures” and are herein sometimes called the “Debentures”. The Debentures may be issued by the Corporation from time to time in an unlimited aggregate principal amount and may only be
validly issued when the aggregate principal amount of the Debentures to be issued, when added to the aggregate principal amount of all debentures previously or simultaneously issued under the Prospectus in effect on the date of issue, does
not exceed the Program Amount. Upon any increase or decrease from time to time in the Program Amount, the Corporation shall forthwith deliver to the Trustee a certified copy of the resolution of the Directors of the Corporation approving
such change, together with a copy of any amendment of or supplement to the Prospectus relating to such increase or decrease. Debentures shall be delivered to the Trustee on the respective terms set out in Article 4 and, subject to
compliance with the provisions of Section 2.2.1 of the Principal Indenture, shall be certified by or on behalf of the Trustee by a certificate substantially in the form specified on Schedule A and delivered by the Trustee upon receipt of
the Written Order of the Corporation.
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3.1
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Designation and Issue.
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(a)
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Principal Amount. The initial principal amount of
the Debentures which may be issued under this Seventh Supplemental Indenture is $1,000,000,000. The Corporation may, at its option, reopen this series of debt securities in accordance with the provisions of Section 2.2.3 of the Principal
Indenture.
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(b)
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Issue Date.
The Debentures will be dated May 12, 2020 (regardless of their actual date of issue) (the “Issue Date”).
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(c)
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Fixed Rate of Interest. The Debentures will bear
interest from the Issue Date to but excluding May 13, 2030 at a fixed annual rate of 2.818% payable in equal semi-annual installments on May 13 and November 13 of each year, other than in November, 2020, with the first interest payment due
on November 13, 2020 and the last interest payment due on May 13, 2030. The amount payable from and including the Issue Date to but excluding November 13, 2020 will be $14.16720548 per $1,000 principal amount of Debentures.
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(d)
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Floating Rate of Interest. The Debentures will
bear interest from and including May 13, 2030 to but excluding May 13, 2035, at a floating rate of interest equal to the 3-month CDOR plus 1.82% payable quarterly in arrears on the 13th day of each of February, May, August and
November in each year, commencing August 13, 2030. The Corporation shall provide to the Trustee its interest calculation in respect of any floating rate interest period.
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(e)
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Calculation of Interest. Interest will be
calculated on the basis of a year of 365 days.
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(f)
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Stated Maturity Date. The Debentures will mature on May 13, 2035.
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(g)
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Denominations.
The Debentures will be issued in minimum denominations of $1,000 and integral multiples thereof, subject as provided in accordance with clause (k) below.
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(h)
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Redemptions.
The Corporation may, at its option, redeem the Debentures, with the prior approval of the Superintendent, in accordance with the provisions of Article 3 of the Principal Indenture and on not less than 10 days’ nor more than 60 days’ prior
notice to the applicable Holder, in whole or in part, on or after May 13, 2025 to, but excluding, May 13, 2030 at a redemption price equal to the greater of (i) the Canada Yield Price and (ii) par, and on or after May 13, 2030 at a
redemption price equal to par, together, in each case, with accrued and unpaid interest to, but excluding, the date of redemption.
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(i)
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Defeasance. On or after May 13, 2030, the Corporation may, at its option, elect, with the prior approval of the Superintendent, to be released from the terms of the Indenture relating to the outstanding Debentures in accordance with the provisions
of Article 8 of the Principal Indenture.
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(j)
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Amendments Affecting Capital Treatment. Each of
the Corporation and the Trustee agrees, and each Holder of a Debenture, by such Holder’s acceptance thereof, likewise agrees, not to make any changes to this Indenture or the Debentures, without, but may from time to time with, the prior
approval of the Superintendent, which might affect the classification afforded the Debentures from time to time for capital adequacy purposes pursuant to the Insurance Companies Act (Canada) or the
LICAT.
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(k)
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Currency.
The Debentures will be issued in Canadian Dollars.
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(l)
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Form. Each
Debenture will be issued substantially in the form of the registered Debenture as set out in Article 4.
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(m)
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Place of Payment.
Payments of principal and interest on each registered interest bearing Debenture shall be made in Canadian Dollars at the head office of the Trustee in Toronto, Ontario.
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(n)
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U.S. Legend.
The Trustee acknowledges that the Debentures have not been and will not be registered under the U.S. Securities Act, and may not be offered or sold within the United States, except that the Debentures may be offered or sold to Qualified
Institutional Buyers pursuant to Rule 144A under the U.S. Securities Act. Each Debenture issued to a U.S. Person pursuant to an exemption from the registration requirements of the U.S. Securities Act, and all Debentures issued in exchange
or transfer therefor, shall bear the legend set forth on Schedule B in boldface print on the face of such certificate.
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(o)
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Upon receipt by the Trustee of the documents and instruments required pursuant to Section 2.5.1 of the
Indenture and this Seventh Supplemental Indenture, the Trustee shall certify the Debentures and cause the Debentures to be delivered in accordance with the Written Order of the Corporation.
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3.2
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Execution and Delivery of Book-Entry Securities.
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4.1
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2.818% Fixed/Floating Subordinated Debentures.
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5.1
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Acceptance of Trust.
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5.2
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Counterparts and Formal Date.
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MANULIFE FINANCIAL CORPORATION
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||
By:
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“Philip J. Witherington”
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Name: Philip J. Witherington
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||
Title: Chief
Financial Officer
|
||
By:
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“Halina K. von dem Hagen”
|
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Name: Halina K. von dem Hagen
|
||
Title: Global
Treasurer and Head of Capital Management
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BNY TRUST COMPANY OF CANADA, as Trustee
|
||
By:
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“Bhawna Dhayal”
|
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Name: Bhawna Dhayal
|
||
Title: Vice-President
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CUSIP No.:
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56501RAJ5
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Interest Calculation:
|
Actual / 365
|
|||
Issue Date:
|
May 12, 2020
|
Registered Holder:
|
CDS & Co.
|
|||
Maturity Date:
|
May 13, 2035
|
Principal Amount:
|
$
|
1,000,000,000
|
||
Interest Rate:
|
2.818% (0 – 10 years); 3-month CDOR + 1.82% (10 years - maturity)
|
|||||
Interest Payment Dates:
|
May 13 and November 13 (0 – 10 years, commencing on November 13, 2020);
February 13, May 13, August 13 and November 13 in each year,
commencing on August 13, 2030 (10 years - maturity)
|
|||||
MANULIFE FINANCIAL CORPORATION
|
||
By:
|
||
Name: Philip J. Witherington
|
||
Title: Chief Financial Officer
|
||
c/s
|
||
By:
|
||
Name: Halina K. von dem Hagen
|
||
Title: Global Treasurer and Head of Capital Management
|
BNY TRUST COMPANY OF CANADA,
Trustee
|
||
By:
|
||
Name: Bhawna Dhayal
Title: Vice-President |
||
Date of Registration
|
In Whose Name Registered
|
Signature of Trustee or Registrar
|
I or we assign and transfer this Debenture to
|
|
|
(Print or type assignee’s name, address and postal code)
|
|
(Insert assignee’s social insurance or security or tax identifying number)
|
|
|||||
Date:
|
Your Signature:
|
||||
|