Mr. Michael Auerbach reports

CANACCORD GENUITY GROUP INC. COMPLETES $110 MILLION PRIVATE PLACEMENT OF CONVERTIBLE UNSECURED SENIOR SUBORDINATED DEBENTURES

Further to its news release dated March 7, 2024, Canaccord Genuity Group Inc. has completed its non-brokered private placement of convertible unsecured senior subordinated debentures to two institutional investors for gross proceeds of $110-million.

The convertible debentures bear interest at a rate of 7.75 per cent per annum, payable semi-annually on the last day of June and December each year commencing June 30, 2024. The convertible debentures are convertible at the holder's option into common shares of the company, at a conversion price of $9.68 per common share. The convertible debentures mature on March 15, 2029, and may be redeemed by the company in certain circumstances, on or after March 15, 2027. The convertible debentures are not listed or posted for trading on any exchange. The investors are bound by contractual restrictions that prevent the transfer of the convertible debentures without the company's consent and that prevent a short sale or similar transaction with respect to the common shares of the company.

The company used approximately $80-million of the proceeds from the private placement to provide an interest-bearing secured loan to an independent, limited partnership to be owned by certain employees of the company. The partnership will be a long-term ownership vehicle for senior employees of the company and, accordingly, the partnership used the proceeds from the loan to acquire approximately 9.9 million outstanding common shares of the company (representing a 9.7-per-cent ownership stake) in a private transaction that was completed contemporaneously with the closing of the private placement. The aggregate loan to the partnership will be effectively transferred to the employee participants when they subscribe for interests in the partnership. The employee loans will be interest bearing and will be made on a full recourse basis and subject to accelerated repayment and clawback provisions under certain circumstances. The repayment of the employee loans will be made by way of periodic payments from future employee compensation payments. The company does not expect the program to materially impact its overall compensation ratio, which is expected to be generally consistent with historical levels. The remaining proceeds of the private placement will be deployed within the business to support continuing growth priorities.

Michael Auerbach, the chair of the corporate governance and compensation committee, said: "The board of directors appreciates the significant support from key investors, underscoring their confidence in Canaccord Genuity's prospects and its strategy to unlock substantial value through a performance-driven partnership model. The private placement is a key step toward creating an equitable employee partnership structure, fulfilling the board's vision for enhanced employee ownership and engagement. This effort is designed to align the enduring interests of the company with those of all shareholders."

About Canaccord Genuity Group Inc.

Through its principal subsidiaries, Canaccord Genuity Group is a leading independent, full-service financial services firm, with operations in two principal segments of the securities industry: wealth management and capital markets. Since its establishment in 1950, the company has been driven by an unwavering commitment to building lasting client relationships. The company achieves this by generating value for its individual, institutional and corporate clients through comprehensive investment solutions, brokerage services and investment banking services. The company has wealth management offices located in Canada, the United States, Guernsey, Jersey, the Isle of Man and Australia. The company's international capital markets division operates in North America, the United Kingdom, Europe, Asia and Australia.

Canaccord Genuity Group is publicly traded under the symbol CF on the Toronto Stock Exchange.

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