Mr. Simon Hitzig reports

ACCORD FINANCIAL ANNOUNCES MAILING OF MEETING MATERIALS FOR DEBENTUREHOLDER MEETING AND ENCOURAGES DEBENTUREHOLDERS TO VOTE

Accord Financial Corp. has mailed an information circular and related meeting materials in connection with the previously announced upcoming special meeting of the holders (the debentureholders) of its 7 per cent convertible unsecured subordinated debentures due Dec. 31, 2023, to be held at 5300 Commerce Court W., 199 Bay St., Toronto, Ont., M5L 1B9, on Aug. 10, 2023, at 10 a.m. (ET).

As previously announced, at the meeting, debentureholders will be asked to consider and vote upon certain amendments to the terms of the debentures, which are presented as a comprehensive package and consist of the following:

1. Increasing the interest rate on the debentures from 7 per cent to 10 per cent, which increase will be effective as of Jan. 2, 2024, in accordance with the trading mechanics of the Toronto Stock Exchange;
2. Extending the maturity date of the debentures from Dec. 31, 2023, to Jan. 31, 2026;
3. Removing the conversion right of the debentureholders;
4. Removing the company's right to repay the principal amount of the debentures in common shares of the company on the new maturity date or any redemption date; and
5. Providing that the debentures are not redeemable prior to Feb. 1, 2024 (revised from Feb. 1, 2025, as previously announced), except in the event of a change of control, as provided in the company's trust indenture dated Dec. 18, 2018, as supplemented by the first supplemental indenture dated Sept. 13, 2019.

Accord's board of directors unanimously recommends that debentureholders vote in favour of the amendments, noting that the amendments, if approved, provide the following advantages to debentureholders:

1. Increased interest rate: Increasing the interest rate from 7 per cent to 10 per cent provides an attractive yield to debentureholders;
2. Extension of the maturity date: Extending the maturity date gives debentureholders a longer time period over which to receive the higher interest rate;
3. Removal of share repayment right: Removing the company's right to repay the principal amount in common shares provides more certainty as to the form and value of principal at maturity, or any redemption date;
4. Consent fee: Any debentureholder that votes for the amendments will receive a cash consent fee of $20 per $1,000 principal amount of debentures held by that debentureholder as of June 26, 2023, provided that certain other conditions required for the payment of the consent fee are satisfied, including the amendments are validly approved by debentureholders and the TSX.

"The increased interest rate, combined with the consent fee, represents a significant enhancement from the current 7-per-cent coupon," commented Simon Hitzig, president and chief executive officer.

The amendments will only be effective if passed by an extraordinary resolution of the holders of at least 66-2/3 per cent of the principal amount of the debentures present in person or by proxy at the meeting and entitled to vote in respect of the amendments. The TSX has conditionally approved the amendments, however, they remain subject to final approval of the TSX.

If approved, the amendments will be reflected in a supplemental trust indenture between the company and the debenture trustee, with the expected effective date of Aug. 15, 2023 (provided that the interest rate increase will be effective as of Jan. 2, 2024, in accordance with the trading mechanics of the TSX).

In the event that the amendments are not approved by debentureholders and the TSX, the debentures will mature on Dec. 31, 2023, and Accord will consider other alternatives to address the maturity of the debentures. The options may include arranging for alternative debt financing to finance the repayment of principal in cash and/or settling the amount owing on maturity, in whole or in part, through the issuance of common shares.

Debentureholders may vote on or before 10 a.m. (ET) on Aug. 8, 2023, by following the voting instructions set out in the meeting materials. Debentureholders are encouraged to contact their brokers, who may have earlier deadlines. Further particulars relating to the amendments are described in the meeting materials mailed to debentureholders and available under the company's profile on SEDAR.

About Accord Financial Corp.

Accord Financial is North America's most dynamic commercial finance company providing fast, versatile financing solutions for companies in transition, including factoring, inventory finance, equipment leasing, trade finance and film/media finance. By leveraging its unique combination of financial strength, deep experience and independent thinking, Accord crafts winning financial solutions for small and medium-sized businesses, simply delivered, so the company's clients can thrive. For 45 years, Accord has helped businesses manage their cash flows and maximize financial opportunities.

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