EFN.PR.C Element Fleet Management Corp

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


This news release does not constitute an offer to sell or a solicitation of an
offer to buy any of the securities in the United States. The securities have not
been and will not be registered under the United States Securities Act of 1933,
as amended (the "U.S. Securities Act") or any state securities laws and may not
be offered or sold within the United States or to U.S. Persons unless registered
under the U.S. Securities Act and applicable state securities laws or an
exemption from such registration is available. 


Element Financial Corporation (TSX:EFN)(TSX:EFN.PR.A)(TSX:EFN.PR.C) ("Element"
or the "Company"), one of North America's leading equipment finance companies,
announced today that it has closed its previously announced Cumulative 5-Year
Rate Reset Preferred Share Series C financing. 


Element issued, on a bought deal basis, 5,000,000 6.50% Cumulative 5-Year Rate
Reset Preferred Shares Series C at a price of $25.00 per Series C Preferred
Share for gross proceeds of $125,000,000 (the "Offering") to a syndicate of
underwriters co-led by GMP Securities L.P, National Bank Financial Inc., BMO
Capital Markets, CIBC World Markets, RBC Capital Markets and TD Securities Inc.
and including Desjardins Securities Inc., Raymond James Ltd. and Manulife
Securities Inc. (collectively, the "Underwriters"). The net proceeds of the
Offering will be used to originate and finance, directly or indirectly, finance
assets as well as for general corporate purposes. 


"Element's funding strategy is based on two fundamental principles -
diversification by source, and duration alignment where we seek to match the
term of the debt capital that we raise with the duration of the finance assets
that we originate," noted Steven K. Hudson, Element's Chairman and CEO. "In
addition to being non-dilutive to our common shareholders in 2014, the five-year
rate reset feature of these securities, together with the deeper access to the
preferred share market that they offer, make them very complementary to our
current capital structure and fully consistent with our funding strategy," added
Mr. Hudson. 


Holders of the Series C Preferred Shares will be entitled, as and when declared
by the Board of Directors of the Company, to receive a cumulative quarterly
fixed dividend for the initial five-year period ending June 30, 2019 of 6.50%
per annum. Thereafter, the dividend rate will reset every five years to an
annual dividend rate equal to the 5-Year Government of Canada Bond Yield as
quoted on Bloomberg on the 30th day prior to the first day of the relevant
subsequent five year fixed rate period plus 4.81%. Holders of the Series C
Preferred Shares will have the right to convert their shares into Cumulative
Floating Rate Preferred Shares, Series D of the Company (the "Floating Rate
Series D Preferred Shares"), subject to certain conditions and the Company's
right to redeem the Series C Preferred Shares, on June 30, 2019 and on June 30
every five years thereafter. 


Holders of the Floating Rate Series D Preferred Shares will be entitled to
receive a quarterly floating rate dividend, as and when declared by the Board of
Directors of the Company, equal to the then current three-month Government of
Canada Treasury Bill yield plus 4.81%. Holders of the Floating Rate Series D
Preferred Shares may convert their Floating Rate Series D Preferred Shares into
Series C Preferred Shares, subject to certain conditions and the Company's right
to redeem the Floating Rate Series D Preferred Shares, on June 30, 2024 and on
June 30 every five years thereafter. The Series C Preferred Shares will not be
rated.


About Element Financial Corporation 

With total assets in excess of $4.0 billion, Element Financial Corporation is
one of North America's leading equipment finance companies. Element operates
across North America in four verticals of the equipment finance market -
Commercial and Vendor Finance, Fleet Management, Aviation Finance and Rail
Finance. 


Forward Looking Statements

This release includes forward-looking statements regarding Element and its
business. Such statements are based on the current expectations and views of
future events of Element's management. In some cases the forward-looking
statements can be identified by words or phrases such as "may", "will",
"expect", "plan", "anticipate", "intend", "potential", "estimate", "believe" or
the negative of these terms, or other similar expressions intended to identify
forward-looking statements. Forward-looking statements in this release include
those related to the use of proceeds and the non-dilutive nature of the
Offering. The forward-looking events and circumstances discussed in this release
may not occur and could differ materially as a result of known and unknown risk
factors and uncertainties affecting Element, including risks regarding the
equipment finance industry, economic factors and many other factors beyond the
control of Element. No forward-looking statement can be guaranteed.
Forward-looking statements and information by their nature are based on
assumptions and involve known and unknown risks, uncertainties and other factors
which may cause our actual results, performance or achievements, or industry
results, to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking statement or
information. Accordingly, readers should not place undue reliance on any
forward-looking statements or information. Except as required by applicable
securities laws, forward-looking statements speak only as of the date on which
they are made and Element undertakes no obligation to publicly update or revise
any forward-looking statement, whether as a result of new information, future
events, or otherwise.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Element Financial Corporation
John Sadler
Senior Vice President
(416) 386-1067 ext. 2313
jsadler@elementfinancial.ca


Element Financial Corporation
Michel Beland
Chief Financial Officer
(416) 386-1067 ext. 2225
mbeland@elementfinancial.ca

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