The shelf prospectus supplement, the corresponding base
shelf prospectus and any amendment to the documents will be
accessible through SEDAR+ within two business days.
/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES./
QUEBEC
CITY, QC, June 17, 2024 /CNW/ - iA Financial
Corporation Inc. (TSX: IAG) (the "Company") announced today
that it intends to issue $350 million
aggregate principal amount of 6.921% Limited Recourse Capital Notes
Series 2024-1 (Subordinated Indebtedness) (the "Notes") due
September 30, 2084 (the
"Offering").
The Offering is expected to close on or about June 25, 2024. The Company intends to use the net
proceeds from the sale of the Notes for general corporate purposes,
which may include investments in subsidiaries and repayment of
indebtedness.
The Notes will mature on September 30,
2084. Interest on the Notes at the rate of 6.921% per annum
will be payable in semi-annual installments in arrears on March
31 and September 30 in each year, commencing on
September 30, 2024 and continuing
until September 30, 2029. Starting on
September 30, 2029 and on every fifth
anniversary of such date thereafter until September 30, 2079 (each such date an
"Interest Reset Date"), the interest rate on the Notes will
be reset at an interest rate per annum equal to the prevailing
5-year Government of Canada Yield on the business day prior to such
Interest Reset Date, plus 3.600%.
In connection with the issuance of the Notes, the Company will
issue 350,000 Non-Cumulative 5-Year Rate Reset Class A Preferred
Shares, Series B (the "Series B Shares"). These shares will
be held by Computershare Trust Company of Canada, as trustee of iA Financial Corporation
LRCN Trust (the "Limited Recourse Trust"). In the event of a
non-payment of interest or of the principal amount on the Notes
when due, the recourse of each holder of Notes shall be limited to
that holder's pro rata share of the assets of the Limited Recourse
Trust, which assets will consist of the Series B Shares, except in
certain limited circumstances.
Subject to the prior approval of the Autorité des marchés
financiers, the Company may redeem the Notes during the period from
August 31 to and including September 30, commencing in 2029 and every five
years thereafter, in whole or in part, on not less than 10 days'
and not more than 60 days' prior written notice from the Company,
at a redemption price which is equal to the aggregate of the
principal amount of the Notes to be redeemed and any accrued and
unpaid interest on such Notes up to, but excluding, the date of the
redemption.
The Offering is being done on a best efforts agency basis by a
syndicate of agents co-led by CIBC Capital Markets, National Bank
Financial Markets and RBC Capital Markets.
The Notes will be offered in each of the provinces of
Canada under a shelf prospectus
supplement (the "Prospectus Supplement") to the Company's
short form base shelf prospectus dated April
25, 2024 (the "Shelf Prospectus").
Access to the Prospectus Supplement, the Shelf Prospectus and
any amendments to the documents is provided in accordance with
securities legislation relating to procedures for providing access
to a shelf prospectus supplement, a base shelf prospectus and any
amendment to the documents. The Shelf Prospectus is, and the
Prospectus Supplement will be (within two business days),
accessible on SEDAR+ at www.sedarplus.com.
An electronic or paper copy of the Prospectus Supplement, the
Shelf Prospectus and any amendment to the documents may be
obtained, without charge, from CIBC Capital Markets by contacting
mailbox.cibcdebtsyndication@cibc.com, from National Bank Financial
Inc. by contacting syndicate@nbc.ca or RBC Dominion Securities Inc.
by contacting torontosyndicate@rbccm.com, by providing the contact
with an email address or address, as applicable.
Notice
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any security and shall not
constitute an offer, solicitation or sale of any securities in any
jurisdiction in which such offering, solicitation or sale would be
unlawful.
The Notes have not been and will not be registered under the
United States Securities Act of 1933, as amended (the "U.S.
Securities Act") or the securities laws of any state of
the United States of America, and
may not be offered, sold or delivered, directly or indirectly,
within the United States, its
territories, its possessions and other areas subject to its
jurisdiction or to, or for the account or benefit of, U.S. persons
(as defined in Regulation S under the U.S. Securities
Act), except in certain transactions exempt from, or not subject
to, the registration requirements of the U.S. Securities Act
and applicable state securities laws. This press release does not
constitute an offer to sell or a solicitation of an offer to buy
any of these securities within the United
States.
Forward-Looking Statements
This document may contain statements relating to strategies used
by iA Financial Group or statements that are predictive in nature,
that depend upon or refer to future events or conditions, or that
include words such as "may", "will", "could", "should", "would",
"suspect", "expect", "anticipate", "intend", "plan", "believe",
"estimate", and "continue" (or the negative thereof), as well as
words such as "objective", "goal", "guidance", "outlook" and
"forecast", or other similar words or expressions. Such statements
constitute forward-looking statements within the meaning of
securities laws. In this document, forward-looking statements
include, but are not limited to, information concerning the closing
of the Offering and the use of proceeds therefrom. These statements
are not historical facts; they represent only expectations,
estimates and projections regarding future events and are subject
to change.
Although iA Financial Group believes that the expectations
reflected in such forward-looking statements are reasonable, such
statements involve risks and uncertainties, and undue reliance
should not be placed on such statements. In addition, certain
material factors or assumptions are applied in making
forward-looking statements, and actual results may differ
materially from those expressed or implied in such statements.
Material factors and risks that could cause actual results to
differ materially from expectations include, but are not limited
to: general business and economic conditions; level of competition
and consolidation and ability to adapt products and services to
market or customer changes; information technology, data
protection, governance and management, including privacy breach,
and information security risks, including cyber risks; level of
inflation; performance and volatility of equity markets; interest
rate fluctuations; hedging strategy risks; accuracy of information
received from counterparties and the ability of counterparties to
meet their obligations; unexpected changes in pricing or reserving
assumptions; the occurrence of natural or man-made disasters,
international conflicts, pandemic diseases (such as the COVID-19
pandemic) and acts of terrorism; iA Financial Group liquidity risk,
including the availability of funding to meet financial liabilities
as they come due; mismanagement or dependance on third-party
relationships in a supply chain context; ability to attract,
develop and retain key employees; risk of inappropriate design,
implementation or use of complex models; fraud risk;
changes in laws and regulations, including tax laws; contractual
and legal disputes; actions by regulatory authorities that may
affect the business or operations of iA Financial Group or its
business partners; changes made to capital and liquidity
guidelines; risks associated with the regional or global political
and social environment; and climate-related risks including extreme
weather events or longer-term climate changes and the transition to
a low-carbon economy, iA Financial Group's ability to satisfy
stakeholder expectations on environmental, social and governance
issues; and downgrades in the financial strength or credit ratings
of iA Financial Corporation or its subsidiaries.
Material factors and assumptions used in the preparation of
financial outlooks include, but are not limited to: accuracy of
estimates, assumptions and judgments under applicable accounting
policies, and no material change in accounting standards and
policies applicable to the Company; no material variation in
interest rates; no significant changes to the Company's effective
tax rate; no material changes in the level of the Company's
regulatory capital requirements; availability of options for
deployment of excess capital; credit experience, mortality,
morbidity, longevity and policyholder behaviour being in line with
actuarial experience studies; investment returns being in line with
the Company's expectations and consistent with historical trends;
different business growth rates per business unit; no unexpected
changes in the economic, competitive, insurance, legal or
regulatory environment or actions by regulatory authorities that
could have a material impact on the business or operations of iA
Financial Group or its business partners; no unexpected change in
the number of shares outstanding; and the non-materialization of
risks or other factors mentioned or discussed elsewhere in this
document or found in the "Risk Management" section of the Company's
Management's Discussion and Analysis for 2023 that could influence
the Company's performance or results.
Economic and financial uncertainty in a context of geopolitical
tensions – Unfavourable economic conditions and financial
instability are causing some concern, with persistent inflation,
further deterioration in the credit market due to high-rate
environment, rising defaults and declining realizable value, and
higher unemployment. The war in Ukraine, the Israeli-Hamas conflict spreading
to other regions, and the strategic competition between
the United States and China are also causing instability in global
markets. In addition, 2024 is a record year for elections in 50
countries, including the United
States. These events, among others, could lead to reduced
consumer and investor confidence, significant financial volatility
and more limited growth opportunities, consequently potentially
affecting the Company's financial outlook, results and
operations.
Additional information about the material factors that could
cause actual results to differ materially from expectations and
about material factors or assumptions applied in making
forward-looking statements may be found in the "Risk Management"
section of the Management's Discussion and Analysis for 2023, the
"Management of Risks Associated with Financial Instruments" note to
the audited consolidated financial statements for the year ended
December 31, 2023 and elsewhere in iA
Financial Group's filings with the Canadian Securities
Administrators, which are available for review at
www.sedarplus.com.
The forward-looking statements in this document reflect iA
Financial Group's expectations as of the date of this document. iA
Financial Group does not undertake to update or release any
revisions to these forward-looking statements to reflect events or
circumstances after the date of this document or to reflect the
occurrence of unanticipated events, except as required by law.
About iA Financial Group
iA Financial Group is one of the largest insurance and
wealth management groups in Canada, with operations in the United States. Founded in 1892, it is an
important Canadian public company and is listed on the Toronto
Stock Exchange under the ticker symbols IAG (common shares) and IAF
(preferred shares).
iA Financial Group is a business name and trademark
of iA Financial Corporation
Inc. and Industrial Alliance Insurance and
Financial Services Inc.
SOURCE iA Financial Group