An anonymous director reports

INTACT FINANCIAL CORPORATION COMPLETES $400 MILLION MEDIUM TERM NOTE PRIVATE PLACEMENT

Intact Financial Corp. has completed a private placement of Series 14 unsecured medium term notes.

The notes were offered on a best efforts basis through a syndicate led by CIBC Capital Markets and BMO Capital Markets. The notes are direct unsecured obligations of Intact and rank equally with all other unsecured and unsubordinated indebtedness of Intact. The notes were issued with a principal amount of $400-million and bear interest at a fixed annual rate of 5.276 per cent until maturity on Sept. 14, 2054. The notes were offered by way of private placement to accredited investors in Canada.

Intact intends to use the net proceeds from the private placement in order to subscribe for shares of one or more subsidiaries of the company to ultimately be used for the purpose of partially financing the execution of the proposed indirect acquisition by Intact of assets comprising, among other things, the brokered commercial lines operations of Direct Line Insurance Group PLC and certain of its affiliates (the acquired business), announced by Intact on Sept. 6, 2023, and related capital requirements and integration costs. To the extent the net proceeds of the private placement in combination with the proceeds from Intact's offering of common shares announced on Sept. 6, 2023, are (i) less than the contemplated initial purchase price of the acquisition, the company currently intends to use available cash resources, undertake further financings or draw on one or more term loans to satisfy such shortfall or (ii) greater than the contemplated purchase price of the acquisition, such excess net proceeds will be used for general corporate purposes.

The notes have each been given a rating of A with a positive trend by DBRS Ltd., a rating of Baa1 with a stable outlook by Moody's Investors Service Inc. and a rating of A-minus with a stable trend by Fitch Ratings Inc.

If (i) Royal & Sun Alliance Insurance Ltd. (RSA) does not pay the initial cash purchase price for the acquisition prior to 11:59 p.m. (London U.K. local time) on Feb. 29, 2024, or (ii) Intact delivers to CIBC notice stating that, or publicly confirms that, it does not intend to proceed with the acquisition, then Intact will be required to redeem the notes at a redemption price equal to 101 per cent of the aggregate principal amount of the notes, plus accrued and unpaid interest, if any, up to, but excluding, the date of redemption.

Additional information on the acquisition is available at Intact's website.

About Intact Financial Corp.

Intact Financial 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 U.K. and Ireland. Its business has grown organically and through acquisitions to over $21-billion of total annual premiums.

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