Mr. Rocco Colella reports

ELEMENT ANNOUNCES PRICING OF PRIVATE OFFERING OF SENIOR NOTES

Element Fleet Management Corp. has agreed to sell $750-million (U.S.) aggregate principal amount of 6.319 per cent senior notes due 2028 in a private offering that will not be registered under the Securities Act of 1933, as amended. The notes will mature on Dec. 4, 2028.

The net proceeds from the offering are expected to be used: (i) to repay all of Element's outstanding indebtedness under its existing bilateral term loan facilities with Bank of Montreal and Canadian Imperial Bank of Commerce, and pay related fees and expenses; and (ii) for working capital and general corporate purposes. The offering is expected to close on Dec. 4, 2023, subject to customary closing conditions.

The notes will not be registered under the Securities Act or any state securities laws in the United States, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements under the Securities Act and applicable state securities laws. Accordingly, the notes are being offered and sold only to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A under the Securities Act and to non-U.S. persons outside the United States in accordance with Regulation S under the Securities Act. Additionally, in Canada the offering will be made pursuant to exemptions from the prospectus requirements of applicable Canadian securities laws.

About Element Fleet Management Corp.

Element Fleet Management is the largest publicly traded pure play automotive fleet manager in the world, providing the full range of fleet services and solutions to a growing base of loyal, world-class clients -- corporates, governments and not for profits -- across North America, Australia and New Zealand. Element's services address every aspect of clients' fleet requirements, from vehicle acquisition, maintenance, accidents and remarketing, to integrating electric vehicles and managing the complexity of gradual fleet electrification. Clients benefit from Element's expertise as the largest fleet solutions provider in its markets, offering unmatched economies of scale and insight used to reduce fleet operating costs, and improve productivity and performance.

We seek Safe Harbor.