Mr. Jeff Roman reports

BMO ANNOUNCES SALE OF MONERIS

Bank of Montreal (BMO Financial Group), together with Royal Bank of Canada, has entered into an agreement for the sale of jointly owned Moneris Solutions Corp., a leader in Canadian commerce solutions, to Francisco Partners, a leading technology investment firm, for cash consideration of approximately $2.0-billion, of which BMO's share is 50 per cent. Concurrent with the closing of the transaction, BMO and RBC will enter into new exclusive, long-term referral arrangements with Moneris.

The transaction marks the next chapter for Moneris, positioning the business to accelerate its strategy and continue delivering value to Canadian businesses. Since its creation 25 years ago, Moneris has become one of Canada's largest commerce solutions providers, helping businesses accept and manage payments at over 325,000 points of commerce. Moneris offers versatile payment options and integrated solutions customized for the Canadian market, allowing merchants to focus on running and growing their business.

Backed by a strong record of investing in technology-enabled businesses, Francisco Partners has global experience in scaling financial technology companies and deep sector expertise in innovative payments and commerce offerings. Francisco Partners' portfolio companies include industry leaders in embedded payments, omnichannel commerce gateways, as well as electronic point-of-sale (POS) solutions.

With access to Francisco Partners' global platform and ability to mobilize existing capabilities and future innovations for the Canadian market, Moneris will continue its commitment to Canadian businesses by bringing leading global capabilities and domestic specialties to further strengthen the Canadian commerce ecosystem.

BMO and RBC will maintain their long-standing relationships with Moneris through exclusive customer referral arrangements, helping to ensure new and existing business clients continue to receive the trusted support and leading global solutions from Moneris.

"For 25 years, Moneris has earned the trust of Canadian businesses by delivering secure, reliable and innovative payment solutions," said Sharon Haward-Laird, group head, Canadian commercial banking and North American integrated solutions, and co-head, Canadian personal and commercial banking, BMO. "This next chapter will enable Moneris to build on that strong foundation while accelerating its strategy in a rapidly evolving payments landscape. Through our ongoing referral arrangements, clients will continue to benefit from the trusted support and solutions they rely on today."

BMO expects to record a gain on closing of approximately $600-million after tax ($620-million pretax), which will be recorded in non-interest revenue in corporate services as an adjusting item. On a pro forma basis, the transaction is expected to improve the bank's common equity Tier 1 (CET1) ratio by approximately 15 basis points. The transaction is not expected to have a significant impact on the bank's future run rate earnings.

The transaction is expected to close by the end of the first quarter of fiscal year 2027, subject to customary closing conditions, including receipt of required regulatory approvals.

BMO Capital Markets acted as financial adviser to BMO. Osler, Hoskin and Harcourt LLP acted as legal counsel to BMO.

About Bank of Montreal (BMO Financial Group)

BMO Financial Group is the eighth-largest bank in North America by assets, with total assets of $1.5-trillion as of April 30, 2026. Serving clients for more than 200 years, BMO provides a broad range of personal and commercial banking, wealth management, global markets and investment banking products and services across Canada, the United States and select markets globally. BMO is innovating for business value, by deploying and integrating human, digital and artificial intelligence to personalize client experiences, augment teams and automate its business responsibly. Driven by its purpose, to boldly grow the good in business and life, BMO is committed to driving positive change in the world, and making progress for a thriving economy, sustainable future and stronger communities.

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