iA Financial Group Completes Offering of $250 million of Limited Recourse Capital Notes
Not for distribution to U.S. newswire services or for dissemination in the United States.
iA Financial Corporation Inc. (the “Company”) announced today the completion of its previously announced offering of $250 million aggregate principal amount of 6.611% Limited Recourse Capital Notes Series 2022-1 (Subordinated Indebtedness) (the “Notes”) due June 30, 2082 (the “Offering”).
In connection with the issuance of the Notes, the Company issued 250,000 Non-Cumulative 5-Year Rate Reset Class A Preferred Shares, Series A (the “Series A Shares”). These shares are held by Computershare Trust Company of Canada, as trustee of a newly formed 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 A Shares, except in certain limited circumstances.
The Notes have been assigned a rating of “BBB (high)” with a Stable trend by DBRS Limited (“DBRS”) and a rating of “BBB+” by S&P Global Ratings, a division of S&P Global, Inc. (“S&P”) and the Series A Shares have been assigned a rating of “Pfd-2” with a Stable trend by DBRS and a rating of “BBB+” by S&P, using S&P’s global debt rating scale.
The Offering was completed on a best efforts agency basis by a syndicate of agents co-led by RBC Capital Markets, TD Securities and National Bank Financial Markets.
The Offering was made under the Company’s short form base shelf prospectus dated April 5, 2022. Complete details of the Offering are set out in the prospectus supplement dated May 25, 2022, which is available on SEDAR at www.sedar.com and on the Company’s website at www.ia.ca.
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.