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Intact Financial Corporation Completes $575 Million Bought Deal Common Share Offering


/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/

TORONTO, Sept. 13, 2023 /CNW/ - Intact Financial Corporation (TSX: IFC) (Intact or the Company) announced today that it has closed its previously announced bought deal offering (the Offering) of common shares of the Company (the Common Shares) underwritten by a syndicate of underwriters led by CIBC Capital Markets and BMO Capital Marketsáresulting in aggregate gross proceeds (including the proceeds resulting from the exercise, in full, of the over-allotment option) to Intact of approximately $575 million.

The net proceeds are expected to be used by Intact to subscribe for shares of one or more subsidiaries of the Company to ultimately be used for the purpose of partially funding the execution of the proposed indirect acquisition (the Acquisition) by Intact of assets comprising, among other things, the brokered commercial lines operations of Direct Line Insurance Group plc (Direct Line) and certain of its affiliates announced by Intact on September 6, 2023 and related capital requirements and integration costs. In the event the Acquisition is not completed for any reason, the net proceeds from the Offering will be used for general corporate purposes. The Acquisition is subject to approval by Direct Line's shareholders. Additional information on the Acquisition is available at Intact's website at https://www.intactfc.com/investors.

The Common Shares have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (U.S. Securities Act), or any state securities laws. Accordingly, the Common Shares may only be offered or sold ináthe United States pursuant to exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Common Shares in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Intact Financial Corporation

Intact Financial Corporation (TSX: IFC) is the largest provider of property and casualty (P&C) insurance in Canada, a leading provider of global specialty insurance, and, with RSA, a leader in the U.K. and Ireland. Our business has grown organically and through acquisitions to over $21 billion of total annual premiums.

In Canada, Intact distributes insurance under the Intact Insurance brand through a wide network of brokers, including its wholly-owned subsidiary BrokerLink, and directly to consumers through belairdirect. Intact also provides affinity insurance solutions through the Johnson Affinity Groups.

In the US, Intact Insurance Specialty Solutions provides a range of specialty insurance products and services through independent agencies, regional and national brokers, and wholesalers and managing general agencies.

In the U.K., Ireland, and Europe, Intact provides a range of personal, commercial and specialty insurance solutions through a wide network of brokers, third party partners and directly to customer under the RSA brands.

Cautionary note regarding forward-looking statements

Certain of the statements included in this press release about the expected use of the net proceeds of the Offering or any other future events or developments constitute forward-looking statements. The words "may", "will", "would", "should", "could", "expects", "plans", "intends", "trends", "indications", "anticipates", "believes", "estimates", "predicts", "likely", "potential" or the negative or other variations of these words or other similar or comparable words or phrases, are intended to identify forward-looking statements. Unless otherwise indicated, all forward-looking statements in this press release are made as of the date hereof and are subject to change.

Forward-looking statements are based on estimates and assumptions made by management based on management's experience and perception of historical trends, current conditions and expected future developments, as well as other factors that management believes are appropriate in the circumstances. Many factors could cause the Company's actual results, performance or achievements or future events or developments to differ materially from those expressed or implied by the forward-looking statements. In addition to other estimates and assumptions which may be identified herein, estimates and assumptions have been made regarding, among other things, the anticipated completion of the Acquisition and the expected use of the net proceeds of the Offering. However, the completion of the Acquisition is subject to customary closing conditions, termination rights and other risks and uncertainties, and there can be no assurance that the Acquisition will be completed within anticipated timeframes or at all. All of the forward-looking statements included in this press release are qualified by these cautionary statements and those made in the "Risk Management" sections of the Company's 2022 Management's Discussion and Analysis (Sections 30-34) and the Company's Q2-2023 Management's Discussion and Analysis (Sections 19-20), in Notes 10 and 13 of the Company's Consolidated Financial Statements for the year ended December 31, 2022 and in the Company's Annual Information Form dated February 7, 2023 and those made in the prospectus supplement filed in respect of the Offering, all of which are available on the Company's website at www.intactfc.com and on SEDAR+ at www.sedarplus.ca. These factors are not intended to represent a complete list of the factors that could affect the Company. These factors should, however, be considered carefully. Although the forward-looking statements are based upon what management believes to be reasonable assumptions, the Company cannot assure investors that actual results will be consistent with these forward-looking statements. Investors should not rely on forward-looking statements to make decisions, and investors should ensure the preceding information is carefully considered when reviewing forward-looking statements made in this press release. The Company has no intention and undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Disclaimer

This press release does not constitute or form part of any offer for sale or solicitation of any offer to buy or subscribe for any securities nor shall it or any part of it form the basis of or be relied on in connection with, or act as any inducement to enter into, any contract or commitment whatsoever.

The information contained in this press release concerning the Company does not purport to be all-inclusive or to contain all the information that an investor may desire to have in evaluating whether or not to make an investment in the Company. The information is qualified entirely by reference to the Company's publicly disclosed information and the cautionary note regarding forward-looking statements included in this press release.

Any website address included in this press release is an inactive textual reference only and information appearing on such website is not part of, and is not incorporated by reference in, this press release.

SOURCE Intact Financial Corporation


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