iA Financial Group obtains final order with respect to the plan of arrangement
Industrial Alliance Insurance and Financial Services Inc. (“iA Financial Group” or the “Corporation”) today announces that it has obtained the final order of the Superior Court of Quebec (the “Final Order”) with respect to the plan of arrangement (the “Arrangement”) involving iA Financial Group and iA Financial Corporation Inc. (“iA Financial Corporation”) previously announced in February 2018.
This Final Order approves and sanctions the arrangement under which iA Financial Corporation will become the parent holding company that will hold all of the common shares of the Corporation and orders the Arrangement to take effect in accordance with the terms and conditions of the Arrangement on its effective date.
In March 2018, the Corporation announced that it had obtained an interim order of the Superior Court of Quebec allowing it to call and hold an annual meeting of common shareholders and participating policyholders and a special meeting of common shareholders (the “Annual and Special Meeting”) for the purpose of submitting to the common shareholders a special resolution confirming and ratifying By-Law 2018-1 of the Corporation with respect to the Arrangement. The special resolution was adopted by holders of more than 97% of the common shares that were voted at the Annual and Special Meeting held on May 10, 2018.
Closing of the Arrangement remains subject to the satisfaction of the other conditions of the arrangement agreement and the plan of arrangement, in particular the adoption of a private member’s bill intended to effect certain modifications to the Act respecting Industrial-Alliance, Life Insurance Company as well as the approval of the Minister of Finance as contemplated by the Act respecting Insurance (Quebec).
The Corporation anticipates completing the Arrangement by the end of 2018.
This press release may contain statements relating to strategies used by the Company 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” or “goal” or other similar words or expressions. Such statements constitute forward looking statements within the meaning of securities laws. Forward-looking statements include, but are not limited to, information concerning the Company’s possible or assumed future operating results. These statements are not historical facts; they represent only the Company’s expectations, estimates and projections regarding future events.
Although the Company 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. 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. Factors 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; changes in laws and regulations including tax laws; liquidity of the Company including the availability of financing to meet existing financial commitments on their expected maturity dates when required; accuracy of information received from counterparties and the ability of counterparties to meet their obligations; accuracy of accounting policies and actuarial methods used by the Company; insurance risks including mortality, morbidity, longevity and policyholder behaviour including the occurrence of natural or man made disasters, pandemic diseases and acts of terrorism. The forward-looking statements in this news release reflect the Company’s expectations as of the date of this document.
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 the year 2017 and in the “Management of Risks Associated with Financial Instruments” note to the Company’s audited consolidated financial statements for the year ended December 31, 2017, and elsewhere the Company’s filings with the Canadian securities regulators, which are available for review at sedar.com.
The forward-looking statements in this news release reflect the Company’s expectations as of the date of this press release. The Company 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.