{"id":379400,"date":"2020-11-12T07:03:38","date_gmt":"2020-11-12T12:03:38","guid":{"rendered":"http:\/\/www.marketnewsdesk.com\/?p=379400"},"modified":"2020-11-12T07:03:38","modified_gmt":"2020-11-12T12:03:38","slug":"intact-financial-corporation-announces-agreement-with-cornerstone-investors-to-finance-a-portion-of-the-purchase-price-of-the-possible-offer-for-rsa-insurance-group-plc-rsa","status":"publish","type":"post","link":"https:\/\/www.marketnewsdesk.com\/index.php\/intact-financial-corporation-announces-agreement-with-cornerstone-investors-to-finance-a-portion-of-the-purchase-price-of-the-possible-offer-for-rsa-insurance-group-plc-rsa\/","title":{"rendered":"Intact Financial Corporation Announces Agreement with Cornerstone Investors to Finance a Portion of the Purchase Price of the Possible Offer for RSA Insurance Group PLC (“RSA”)"},"content":{"rendered":"
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Canada NewsWire<\/p>\n<\/p><\/div>\n

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\n TORONTO<\/span>, Nov. 12, 2020<\/span> \/CNW\/ – Further to the announcement on November 5, 2020<\/span> relating to the possible offer for RSA by Intact Financial Corporation (TSX: IFC) (“Intact” or the “Company”) and Tryg A\/S (“Tryg”) (together the “Consortium”), Intact announced today that it has entered into subscription agreements with subsidiaries of each of Caisse de d\u00e9p\u00f4t et placement du Qu\u00e9bec (“CDPQ”), Canada Pension Plan Investment Board (“CPP Investments”) and Ontario Teachers’ Pension Plan Board (“Ontario Teachers'”) for the aggregate issuance of 23.8 million subscription receipts at a price of $134.50<\/span> per subscription receipt for gross proceeds of $3.2 billion<\/span>. CDPQ, CPP Investments, and Ontario Teachers’ are committing $1.5 billion<\/span>, $1.2 billion<\/span>, and $0.5 billion<\/span>, respectively. Completion of the offering is conditional upon the Consortium announcing a firm offer for RSA. Additional information on the proposed transaction is available at Intact’s website at https:\/\/www.intactfc.com\/English\/investors\/<\/a>.<\/p>\n

Each subscription receipt will entitle the holder to receive one common share of Intact as well as a commitment fee upon closing of the acquisition of RSA. The completion of the offering is subject to approval of the Toronto Stock Exchange and other customary closing conditions. <\/p>\n

The subscription receipts and the common shares of Intact have not been, and will not be, registered under the U.S. Securities Act, or the securities laws of any state of the United States<\/span> and may not be offered, sold or delivered, directly or indirectly, within the United States<\/span>, 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 subscription receipts within the United States<\/span>.<\/p>\n

\n About Intact<\/b>\n <\/p>\n

Intact Financial Corporation is the largest provider of property and casualty (P&C) insurance in Canada<\/span> and a leading provider of specialty insurance in North America<\/span>, with over $11 billion<\/span> in total annual premiums. The Company has approximately 16,000 employees who serve more than five million personal, business and public sector clients through offices in Canada<\/span> and the U.S.<\/p>\n

In Canada<\/span>, 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. Frank Cowan Company, a leading MGA, distributes public entity insurance programs including risk and claims management services in Canada<\/span>.<\/p>\n

In the U.S., Intact Insurance Specialty Solutions provides a range of specialty insurance products and services through independent agencies, regional and national brokers, wholesalers and managing general agencies. Products are underwritten by the insurance company subsidiaries of Intact Insurance Group USA<\/span>, LLC.<\/p>\n

\n About Caisse <\/b>
\n de d\u00e9p\u00f4t et placement du Qu\u00e9bec<\/b>\n <\/p>\n

Caisse de d\u00e9p\u00f4t et placement du Qu\u00e9bec (CDPQ) is a long-term institutional investor that manages funds primarily for public and para-public pension and insurance plans. As at June\u00a030, 2020, it held CA$333.0\u00a0billion in net assets. As one of Canada’s<\/span> leading institutional fund managers, CDPQ invests globally in major financial markets, private equity, infrastructure, real estate and private debt. For more information, visit\u00a0www.cdpq.com<\/a>, follow us on Twitter @LaCDPQ<\/a> or consult our\u00a0Facebook<\/a>\u00a0or\u00a0LinkedIn<\/a>\u00a0pages.<\/p>\n

\n About Canada Pension Plan Investment Board <\/b>\n <\/p>\n

Canada Pension Plan Investment Board (CPP Investments\u2122) is a professional investment management organization that invests around the world in the best interests of the more than 20 million contributors and beneficiaries of the Canada Pension Plan. In order to build diversified portfolios of assets, investments in public equities, private equities, real estate, infrastructure and fixed income are made by CPP Investments. Headquartered in Toronto<\/span>, with offices in Hong Kong<\/span>, London<\/span>, Luxembourg<\/span>, Mumbai<\/span>, New York City<\/span>, San Francisco<\/span>, S\u00e3o Paulo and Sydney<\/span>, CPP Investments is governed and managed independently of the Canada Pension Plan and at arm’s length from governments. At June 30, 2020<\/span>, the Fund totalled C$434.4 billion<\/span>. For more information, please visit\u00a0www.cppinvestments.com<\/a>\u00a0or follow us on\u00a0LinkedIn<\/a>,\u00a0Facebook<\/a>\u00a0or\u00a0Twitter<\/a>.<\/p>\n

\n About Ontario Teachers’ Pension Plan<\/b>\n <\/p>\n

The Ontario Teachers’ Pension Plan Board (Ontario Teachers’) is the administrator of Canada’s<\/span> largest single-profession pension plan, with $204.7 billion<\/span> in net assets (all figures at June 30, 2020<\/span> unless noted). It holds a diverse global portfolio of assets, approximately 80% of which is managed in-house, and has earned an annual total-fund net return of 9.5% since the plan’s founding in 1990. Ontario Teachers’ is an independent organization headquartered in Toronto<\/span>. Its Asia-Pacific<\/span> regional offices are in Hong Kong<\/span> and Singapore<\/span>, and its Europe<\/span>, Middle East<\/span> & Africa<\/span> region office is in London<\/span>. The defined-benefit plan, which is fully funded as at January 1, 2020<\/span>, invests and administers the pensions of the province of Ontario’s<\/span> 329,000 active and retired teachers. For more information, visit\u00a0otpp.com<\/a>\u00a0and follow us on Twitter\u00a0@OtppInfo<\/a>.<\/p>\n

\n Forward-looking statements<\/b>\n <\/p>\n

Certain of the statements included in this press release about the proposed cornerstone private placement, the proposed acquisition of RSA (the “Acquisition”) 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 November 12, 2020<\/span>, and are subject to change after that date. <\/p>\n

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. In addition to other estimates and assumptions which may be identified herein, estimates and assumptions have been made regarding, among other things, the receipt of all requisite approvals in a timely manner and on terms acceptable to the Company, the realization of the expected strategic, financial and other benefits of the Acquisition, and economic and political environments and industry conditions. However, the completion of the Acquisition is expected to be subject to customary closing conditions, termination rights and other risks and uncertainties, including, without limitation, regulatory approvals, and there can be no assurance that the Acquisition will be completed. There can also be no assurance that if the Acquisition is completed, the strategic and financial benefits expected to result from the Acquisition will be realized.<\/b> Many factors could cause the Company’s actual results, financial performance or condition, or achievements to differ materially from those expressed or implied by the forward-looking statements herein, including, without limitation, the following factors: <\/p>\n