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A.M. Best Assigns Debt Rating to Manulife's Preferred Shares.

OLDWICK, N.J. -- A.M. Best Co. has assigned a debt rating of "a+" to The Manufacturers Life Insurance Company's (Manulife) proposed issuance of CAD 100 million 6.10% perpetual, non-cumulative preferred shares, which will not be redeemable prior to December 31, 2007. These preferred shares are being issued, pursuant to an exchange offer, in conjunction with Manulife Financial Corporation's decision to combine the operations of Manulife, and Manulife Financial Corporation's subsidiaries, Maritime Life Assurance Company (Maritime Life) (Nova Scotia) and MFC Insurance, into a single Canadian insurance business under the name "The Manufacturers Life Insurance Company." The existing debt and financial strength ratings of Manulife Financial Corporation and its life insurance subsidiaries are unaffected. All companies are located in Toronto, unless otherwise specified. The outlook for all ratings is stable.

The merger plan requires the approval of the voting policyholders of Manulife, Maritime Life and MFC Insurance, and the preferred shareholders of Maritime Life. In addition, The Minister of Finance for Canada and the Superintendent of Financial Institutions must approve the merger. If approved, the merger is scheduled to take place on December 30, 2004.

The merger would result in certain changes to Maritime Life's outstanding securities, which include the redemption of two series' of preferred stock. Manulife will make a securities exchange offer to holders of the $100 million principal amount Second Preferred Shares, Series 3 of Maritime Life. The new preferred shares of Manulife will have identical economic terms and will be offered for each outstanding Series 3 share. The debt ratings of Maritime Life's preferred shares were raised to "a+" on April 28, 2004, with the completion of the merger between Manulife Financial Corporation and John Hancock Financial Services, Inc., which was the ultimate parent of Maritime Life.

The rating reflects Manulife's established presence in multiple markets, robust profitability from its geographically diversified businesses, conservative reserving practices and superior capitalization.

Manulife Financial Corporation is a leading Canadian-based financial services group operating in 19 countries and territories worldwide, maintaining a strong franchise in Canada, the United States and Asia.

A.M. Best believes the consistent flow of earnings from Manulife's core businesses is sustainable and provides ample liquidity to strongly support its long-term debt service capabilities. Manulife's operational and geographic diversification, as well as its solid position in numerous markets, has somewhat insulated it from wide fluctuations in revenues and earnings. As of June 30, 2004, Manulife Financial Corporation reported funds under management of CAD 360.2 billion.

For a list of A.M. Best's debt ratings, please visit

A.M. Best Co., established in 1899, is the world's oldest and most authoritative insurance rating and information source. For more information, visit A.M. Best's Web site at
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Publication:Business Wire
Geographic Code:1CANA
Date:Sep 17, 2004
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