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Manulife Financial Corporation Prices U.S. Public Offering of Subordinated Notes

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Manulife Financial Corporation (NYSE: MFC) has priced a U.S. public offering of US$750 million aggregate principal amount of 6.146% subordinated notes due 2041 at a price of 100.000%. The notes are anticipated to qualify as Tier 2 regulatory capital and are expected to be issued on September 11, 2026.

The notes will pay a fixed annual interest rate of 6.146% until September 11, 2036, then reset to the CMT Rate plus 1.350% until maturity. Manulife may redeem the notes, subject to approval from the Superintendent of Financial Institutions (Canada), under specified dates and regulatory or tax events. Net proceeds are intended for general corporate purposes, including potential refinancing.

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Positive

  • US$750 million Tier 2-eligible subordinated notes increase regulatory capital
  • Fixed coupon of 6.146% locked in until 2036 before rate reset
  • Optional redemption features from 2031 provide balance sheet flexibility
  • Use of proceeds for general corporate purposes, including refinancing

Negative

  • New US$750 million subordinated debt adds to leverage and interest obligations
  • Coupon of 6.146% represents a meaningful long-dated funding cost

AI-generated analysis. How Rhea-AI works. Not financial advice.

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C$ unless otherwise stated                                              TSX/NYSE/PSE: MFC    SEHK:945

TORONTO, Sept. 1, 2026 /PRNewswire/ -- Manulife Financial Corporation (NYSE: MFC) (the "Company") today announced that it has priced a public offering in the United States of U.S.$750,000,000 aggregate principal amount of 6.146% subordinated notes due 2041 (the "Notes") at a public offering price of 100.000%. The Notes are anticipated to qualify as Tier 2 regulatory capital of the Company.

Manulife logo

The Notes are expected to be issued on September 11, 2026 and will bear interest at a fixed annual rate of 6.146% for the period from, and including, the issue date to, but excluding, September 11, 2036 (the "Reset Date"), and, during the period from, and including the Reset Date to, but excluding, September 11, 2041, at an annual rate equal to the CMT Rate (as defined in the prospectus supplement) determined on the third business day immediately preceding the Reset Date plus a spread of 1.350%. The Company may, at its option, redeem the Notes, in whole at any time or in part from time to time, with the prior written approval of the Superintendent of Financial Institutions (Canada) (the "Superintendent"), on or after September 11, 2031 and prior to the Reset Date at the applicable make-whole redemption price described in the prospectus supplement. The Company may also redeem the Notes, in each case, in whole, but not in part, with the prior written approval of the Superintendent, (i) on the Reset Date, (ii) at any time within 90 days following a specified regulatory event or (iii) at any time following a specified tax event, in each case, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest thereon to, but excluding, the date of redemption. 

The offering was made pursuant to a preliminary prospectus supplement, dated September 1, 2026, to the Company's registration statement declared effective by the Securities and Exchange Commission (the "SEC") on September 29, 2025.

The Company intends to use the net proceeds from the sale of the Notes for general corporate purposes, which may include future refinancing requirements.

BofA Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC are acting as joint book-running managers for the offering.

This release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. A prospectus supplement and the accompanying prospectus related to the offering have been filed with the SEC and are available on its website at www.sec.gov. Copies of the prospectus supplement and accompanying prospectus, when available, may be obtained by contacting BofA Securities, Inc., 201 North Tryon Street, NC1-022-02-25, Charlotte, NC 28255-0001; Attention: Prospectus Department; Email: dg.prospectus_requests@bofa.com; Telephone: 1-800-294-1322; Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717; Email: prospectus@citi.com; Telephone: 1-800-831-9146; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, Attention: Prospectus Department, 1155 Long Island Avenue, Edgewood, NY 11717; Email: JPMorganPostSale@broadridge.com; Telephone: 1-212-834-4533; or Morgan Stanley & Co. LLC, 180 Varick Street, 2nd Floor, New York, NY 10014, Attention: Prospectus Department; Email: prospectus@morganstanley.com; Telephone: 1-866-718-1649.

The securities will not be offered or sold, directly or indirectly, in Canada or to any resident of Canada.

About Manulife

Manulife Financial Corporation is a leading international financial services provider, headquartered in Toronto, Canada. Anchored in our ambition to be the number one choice for customers, we operate as Manulife across Canada and Asia, and primarily as John Hancock in the United States, providing financial advice, insurance and health solutions for individuals, groups and businesses. Through Manulife Wealth & Asset Management, we offer global investment solutions, financial advice, and retirement plan services to individuals, institutions, and retirement plan members worldwide. At the end of 2025, we had more than 37,000 employees, over 106,000 agents, and thousands of distribution partners, serving over 37 million customers with operations across 25 markets globally. We trade as 'MFC' on the Toronto, New York, and Philippine stock exchanges, and under '945' on the Hong Kong stock exchange.

Media Relations:
Fiona McLean
Manulife
437-441-7491
fiona_mclean@manulife.com

Investor Relations:
Derek Theobalds
Manulife
416-254-1774
derek_theobalds@manulife.com

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SOURCE Manulife Financial Corporation

FAQ

What did Manulife Financial (MFC) announce about its subordinated notes on September 1, 2026?

Manulife Financial announced pricing of a US$750 million public offering of 6.146% subordinated notes due 2041. According to Manulife, the notes are expected to qualify as Tier 2 regulatory capital and will be issued in the United States, excluding Canadian investors.

What are the key terms of the Manulife (MFC) 6.146% subordinated notes due 2041?

The notes have a US$750 million principal amount, 6.146% fixed interest to September 11, 2036, then reset to the CMT Rate plus 1.350%. According to Manulife, they mature in 2041 and are priced at 100.000% of principal amount.

When can Manulife (MFC) redeem its new subordinated notes and at what price?

Manulife may redeem the notes, with regulatory approval, on or after September 11, 2031 at a make-whole price before the reset date. According to Manulife, redemptions on the reset date or after specified tax or regulatory events occur at 100% plus accrued interest.

How will Manulife Financial (MFC) use the proceeds from the US$750 million notes offering?

Manulife plans to use net proceeds for general corporate purposes, which may include future refinancing needs. According to Manulife, the subordinated notes are also anticipated to qualify as Tier 2 regulatory capital, supporting its overall capital structure and funding strategy.

Do Manulife’s 6.146% subordinated notes (MFC) qualify as regulatory capital?

The notes are anticipated to qualify as Tier 2 regulatory capital for Manulife. According to Manulife, this classification supports its regulatory capital base while providing long-dated funding through subordinated debt securities issued in the U.S. market.

Are Manulife (MFC) 6.146% subordinated notes offered to Canadian investors?

No, the securities will not be offered or sold in Canada or to any resident of Canada. According to Manulife, the offering is conducted in the United States under an effective SEC registration statement and related prospectus supplement.

Who are the joint book-running managers for Manulife’s (MFC) US$750 million subordinated notes?

BofA Securities, Citigroup Global Markets, J.P. Morgan Securities, and Morgan Stanley are joint book-running managers. According to Manulife, these banks are handling the U.S. public offering and can provide the prospectus supplement and accompanying prospectus to interested investors.