Exchange Bulletin
Definity Financial Corporation (DFY) To Trade On Toronto Stock Exchange
November 19, 2021
| Issuer: | Definity Financial Corporation (the "Company") |
| Security: | Common shares ("Shares") |
| Symbol: | DFY |
| Issue price per security: | $22.00 |
| Number of securities issuedand outstanding: | 103,975,778 |
| Number of securities reserved for issuance: | 17,416,922 |
| Listing category: | Industrial, Exempt Issuer |
| Trading currency: | CDN$ |
| Transaction: | Initial public offering of Shares (the "Offering") |
| Listing date: | November 22, 2021 (as at 5:01 p.m.) in anticipation of closing of the Offering |
| Anticipated closing date: | November 23, 2021 (prior to the opening) |
| Posted for trading date: | November 23, 2021 (at the opening) subject to confirmation of closing of the Offering |
| End of trading on an "if, as and when issued" basis: | The Shares commenced trading on TSX on an "if, as and when issued" basis on Thursday, November 18, 2021. Subject to the closing of the Offering occurring as scheduled prior to the opening of business on Tuesday, November 23, 2021, trading on an "if, as and when issued" basis will conclude at the close of business on Monday, November 22, 2021, unless the closing of the Offering has been delayed. Upon closing of the Offering, a trader note will be issued to confirm that trading on an "if, as and when issued" basis has concluded. |
| Other market(s): | None |
| Temporary market maker: | W.D. Latimer Co. Ltd. |
| Security ownership registration: | Non-certificated inventory system administered by CDS. |
| Investor relations: | Dennis Westfall Head, Investor Relations (416) 435-5568 dennis.westfall@definityfc.com |
| Incorporation: | Insurance Companies Act (Canada) |
| Fiscal year end: | December 31 |
| Nature of business: | The Company is a Canadian property and casualty insurer, with more than one million policies in force across the country. |
| Transfer agent and registrar: | Computershare Trust Company of Canada at its principal offices in Toronto. |
| Dividends: | Initially, the Company anticipates paying quarterly cash dividends estimated to be $0.125 per Share. The first dividend, which will be for the period from and including the Closing Date to December 31, 2021 and for the full first quarter ending March 31, 2022, is expected to be paid on or about March 31, 2022 to Shareholders of record on March 15, 2022 and is estimated to be $0.175 per Share (being $0.05 in respect of the period from and including the Closing Date to December 31, 2021 and $0.125 in respect of the full first quarter ending March 31, 2022). The amount and timing of the payment of any dividends are not guaranteed and any determination to pay dividends in the future will be at the discretion of the Board. |
| Sponsorship: | Not applicable |
| Offering documents: | The Company's final base PREP prospectus dated November 17, 2021 and the supplemented PREP prospectus dated November 17, 2021 (the "Supplemented PREP Prospectus"), which are available at www.SEDAR.com. Capitalized terms not otherwise defined herein are as defined in the Supplemented PREP Prospectus. |
| Initial public offering: | The Offering consists of 63,636,370 Shares from treasury being sold to the public at a price of $22.00 per Share (the "Offering Price"), for gross proceeds of $1,400,000,140. In addition, the Company has granted to the Underwriters an over-allotment option, exercisable in whole or in part at any time for a period of 30 days after the Closing Date, to purchase up to an additional 9,545,455 Shares at the Offering Price, representing 15% of the Shares sold pursuant to the Offering. The Offering is being underwritten by BMO Nesbitt Burns Inc., RBC Dominion Securities Inc., Barclays Capital Canada Inc., Scotia Capital Inc., TD Securities Inc., CIBC World Markets Inc., National Bank Financial Inc., UBS Securities Canada Inc., Desjardins Securities Inc., Raymond James Ltd., Canaccord Genuity Corp. and Cormark Securities Inc. (collectively, the "Underwriters"). |
| Additional Information: | See TSX Bulletins 2021-1077 dated November 16, 2021 and 2021-1092 dated November 18, 2021. |
| TSX contact: | Chris Birkett, Managing Director, Toronto Stock Exchange |