An anonymous director reports

INTACT FINANCIAL CORPORATION ANNOUNCES CONVERSION RIGHT OF SERIES 7 PREFERRED SHARES, AND DIVIDEND RATES ON SERIES 7 AND SERIES 8 PREFERRED SHARES

Intact Financial Corp. does not intend to exercise its right to redeem all or any part of the currently outstanding non-cumulative rate reset Class A shares, Series 7, of Intact Financial, on June 30, 2023. As a result, subject to certain conditions set out in the prospectus supplement dated May 22, 2018, to the short form base shelf prospectus dated Nov. 15, 2017, relating to the issuance of the Series 7 preferred shares, the holders of the Series 7 preferred shares will have the right, at their option, to elect to convert all or any of their Series 7 preferred shares into non-cumulative floating-rate Class H shares, Series 8, of Intact Financial on a one-for-one basis on June 30, 2023. Holders who do not exercise their right to convert their Series 7 preferred shares into Series 8 preferred shares on such date will retain their Series 7 preferred shares, unless automatically converted in accordance with the conditions below.

With respect to any Series 7 preferred shares that may remain outstanding after June 30, 2023, commencing as of such date, holders thereof will be entitled to receive fixed non-cumulative preferential cash dividends on a quarterly basis, as and when declared by the board of directors of Intact Financial. The annual dividend rate for the Series 7 preferred shares for the five-year period from and including June 30, 2023, to but excluding June 30, 2028, will be 6.012 per cent, as determined in accordance with the terms of the Series 7 preferred shares.

With respect to any Series 8 preferred shares that may be issued on June 30, 2023, holders thereof will be entitled to receive floating-rate non-cumulative preferential cash dividends on a quarterly basis, as and when declared by the board of directors of Intact Financial. The dividend rate for the Series 8 preferred shares for the three-month floating-rate period from and including June 30, 2023, to but excluding Sept. 30, 2023, will be 1.79287 per cent (7.113 per cent on an annualized basis), as determined in accordance with the terms of the Series 8 preferred shares. The floating quarterly dividend rate will be reset every quarter.

The foregoing conversion right for the Series 7 preferred shares is subject to the conditions that: (i) if Intact Financial determines that there would be fewer than one million Series 7 preferred shares outstanding on June 30, 2023, then all remaining Series 7 preferred shares will automatically be converted into an equal number of Series 8 preferred shares on June 30, 2023; and (ii) alternatively, if Intact Financial determines that there would be fewer than one million Series 8 preferred shares outstanding on June 30, 2023, then no Series 7 preferred shares will be converted into Series 8 preferred shares. In either case, Intact Financial will give written notice to that effect to any registered holders of Series 7 preferred shares on or before June 22, 2023.

The Series 7 preferred shares are issued in book entry only form, and must be purchased or transferred through a participant in the CDS depository service. All rights of holders of Series 7 preferred shares must be exercised through CDS or the CDS participant through which the Series 7 preferred shares are held. The deadline for the registered shareholder of any Series 7 preferred shares to provide notice of exercise of the right to convert is 5 p.m. ET on June 15, 2023. Any notices received after this deadline will not be valid. As such, beneficial holders of Series 7 preferred shares who wish to exercise their right to convert their shares during the conversion period, which will run from Wednesday, May 31, 2023, until 5 p.m. ET on Thursday, June 15, 2023, should contact their broker or other intermediary for more information, and it is recommended that this be done well in advance of the deadline to provide the broker or other intermediary with time to complete the necessary steps.

Holders of the Series 7 preferred shares and the Series 8 preferred shares (if issued on June 30, 2023) will have the opportunity to convert their shares again on June 30, 2028, and every five years thereafter as long as the shares remain outstanding. Subject to certain conditions described in the prospectus, Intact Financial may redeem the Series 7 preferred shares, in whole or in part, on June 30, 2028, and on June 30 every five years thereafter, and may redeem the Series 8 preferred shares (if issued), in whole or in part, on any date after June 30, 2023.

The Toronto Stock Exchange has conditionally approved the listing of the Series 8 preferred shares effective on conversion. Listing of the Series 8 preferred shares is subject to Intact Financial fulfilling all the listing requirements of the TSX.

For more information on the terms of, and risks associated with an investment in, the Series 7 preferred shares and the Series 8 preferred shares, please see Intact Financial's prospectus supplement dated May 22, 2018, which is available on SEDAR.

About Intact Financial Corp.

Intact Financial (TSX: IFC) is the largest provider of property and casualty (P&C) insurance in Canada, a leading provider of global specialty insurance, and, with RSA, a leader in the United Kingdom and Ireland. Its business has grown organically and through acquisitions to over $21-billion of total annual premiums.

In Canada, Intact Financial distributes insurance under the Intact Insurance brand through a wide network of brokers, including its wholly owned subsidiary BrokerLink and directly to consumers through belairdirect. Intact Financial also provides affinity insurance solutions through the Johnson Affinity Groups.

In the United States, Intact Insurance Specialty Solutions provides a range of specialty insurance products and services through independent agencies, regional and national brokers, and wholesalers and managing general agencies.

In the U.K., Ireland and Europe, Intact Financial provides personal, commercial and specialty insurance solutions through the RSA brands.

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