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Manulife does not endorse Obatan's mini-tender offer

2020-12-07 10:31 ET - News Release

Ms. Gillian Earle reports


Manulife Financial Corp. has been notified of an unsolicited mini-tender offer made by Obatan LLC to purchase up to 100,000 Manulife common shares, or approximately 0.005 per cent of the common shares outstanding, at a price of $12 (U.S.) per share. Manulife does not endorse this unsolicited offer, is in no way associated with Obatan and makes no recommendation as to whether shareholders should tender their shares in response to the offer.

Manulife cautions shareholders that the mini-tender offer has been made at a price below the current market price for Manulife shares. The offer represents a discount of 27.05 per cent and 27.01 per cent, respectively, below the closing prices of Manulife common shares on the Toronto Stock Exchange and the New York Stock Exchange on Nov. 20, 2020, the last trading day before the mini-tender offer was commenced, and a discount of 34.07 per cent and 34.17 per cent, respectively, below the closing prices on the TSX and NYSE on Dec. 4, 2020.

Mini-tender offers are designed to seek less than 5 per cent of a company's outstanding shares, avoiding disclosure and procedural requirements applicable to most bids under Canadian and United States securities regulations. The Canadian Securities Administrators (CSA) and the U.S. Securities and Exchange Commission (SEC) have expressed serious concerns about mini-tender offers, including the possibility that investors might tender to such offers without understanding the offer price relative to the actual market price of their securities.

The SEC states that "bidders make mini-tender offers at below-market prices, hoping that they will catch investors off guard if the investors do not compare the offer price to the current market price."

According to Obatan's offer documents, Manulife shareholders who have already tendered their shares can withdraw their shares at any time before 8 p.m. Eastern Time of Dec. 31, 2020, by following the procedures described in the offer documents.

Shareholders should consult their investment advisers regarding any offer they may receive and review with their advisers all options for their investment in Manulife shares.

Manulife has stock transfer agents providing shareholder services in Canada, the U.S., Hong Kong and the Philippines. These local agents provide services directly to Manulife's registered shareholders and can provide information on share account management, direct deposit of dividends, dividend reinvestment and share purchase plans. Please e-mail manulifeinquiries@astfinancial.com for more information.

Manulife requests that a copy of this news release be included in any distribution of materials relating to Obatan's mini-tender offer for Manulife common shares.

About Manulife Financial Corp.

Manulife Financial is a leading international financial services group that helps people make their decisions easier and lives better. With its global headquarters in Toronto, Canada, the company operates as Manulife across its offices in Canada, Asia and Europe, and primarily as John Hancock in the U.S. Manulife provides financial advice, insurance, and wealth and asset management solutions for individuals, groups and institutions. At the end of 2019, Manulife had more than 35,000 employees, over 98,000 agents and thousands of distribution partners, serving almost 30 million customers. As of Sept. 30, 2020, Manulife had $1.3-trillion ($943-billion (U.S.)) in assets under management and administration, and in the previous 12 months Manulife made $31.2-billion in payments to its customers. Its principal operations are in Asia, Canada and the U.S. where Manulife has served customers for more than 155 years.

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