Smith Financial Corporation Acquires Home Capital Group Inc.

TORONTO--(BUSINESS WIRE)--
Smith Financial Corporation (“Smith Financial”) today announced the completion of its plan of arrangement under the Business Corporations Act (Ontario) (the “Arrangement”). Pursuant to the terms of the Arrangement, a wholly-owned subsidiary of Smith Financial Corporation acquired all the issued and outstanding shares of Home Capital Group Inc. (“Home Capital” or “Home”) (TSX: HCG) that Smith Financial Corporation did not already own for $44.28 in cash per share. Since the Arrangement closed after May 20, 2023, the base consideration of $44.00 in cash per share was increased by $0.28 in cash per share, being an amount equal to $0.00273973 per share in cash per day from and including May 20, 2023 up to and including August 30, 2023.

A New and Proven Owner with Deep Affinity for Customers, Employees and Partners

Now operating as a Smith Financial Corporation company, Home Capital will maintain its focus on delivering great service to customers and business partners and leveraging its award-winning work culture.

“For many reasons, including the strength of Home’s brand among mortgage brokers, deposit brokers and hundreds of thousands of customers across Canada, we are delighted to welcome this market-leading company and its hard-working team into the Smith Financial Corporation family,” said Stephen Smith, founder and CEO of Smith Financial Corporation. “Home Capital is a strategic holding for us, and we will give our support to preserve, protect and advance Home’s place in the industry under its dedicated leadership. We look forward to collaborating with all Home stakeholders as a committed long-term owner.”

With the Arrangement now complete, Home Capital’s common shares are expected to be delisted from the Toronto Stock Exchange shortly after the date hereof. Home Capital also will apply to cease to be a reporting issuer under applicable Canadian securities laws.

Action Required by Home Capital Shareholders

Registered shareholders of Home Capital are reminded to submit a duly completed letter of transmittal and, as applicable, the certificate(s) representing their common shares, as applicable, to Computershare Investor Services Inc. (“Computershare”). Registered shareholders who have questions or require assistance can contact Computershare toll free at 1-800-564-6253 in North America, or at 1-514-982-7555 outside North America, or by email at corporateactions@computershare.com

For additional details regarding the Arrangement see Home Capital’s management information circular dated January 6, 2023, a copy of which can be found under Home Capital’s profile on SEDAR at www.sedarplus.ca.

Caution Regarding Forward Looking Statements

This press release contains forward-looking information within the meaning of applicable Canadian securities legislation, including related to when Home Capital’s common shares will be de-listed from the Toronto Stock Exchange and Home Capital will cease to be a reporting issuer under applicable Canadian securities laws. Such forward-looking information necessarily involves known and unknown risks and uncertainties and assumptions. These risks, uncertainties and assumptions include, but are not limited to, management’s expectations, intentions and beliefs concerning anticipated future events, results, circumstances, economic performance or expectations with respect to Home Capital and/or Smith Financial Corporation, including, as applicable, the delisting of the Home Capital common shares and Home Capital’s application to cease to be a reporting issuer. Therefore, forward-looking information should be considered carefully and undue reliance should not be placed on such information. Please note that forward-looking information in this press release reflects management’s expectations as of the date hereof, and therefore is subject to change. Home Capital disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law. Please refer to Home Capital’s 2023 Second Quarter Report, available on Home Capital’s website at www.homecapital.com, and on SEDAR at www.sedarplus.ca, for Home Capital’s Caution Regarding Forward-looking Statements.

About Smith Financial Corporation

Smith Financial Corporation was founded by one of Canada’s leading financial services entrepreneurs and his family. With a long-term philosophy shaped by Smith family values, our purpose is to partner with and nurture great companies. Today, Smith Financial has significant equity positions in Canada Guaranty Mortgage Insurance Company, Fairstone Bank of Canada, First National Financial Corporation (TSX: FN), Glass-Lewis & Co., Home Capital, Equitable Bank (TSX: EQB), and Peloton Capital Management and its private equity funds. Please visit Smith Financial Corporation for more information.

About Home Capital

Home Capital operates through its principal subsidiary, Home Trust Company. Home Trust Company is a federally regulated trust company offering residential and non-residential mortgage lending, securitization of residential mortgage products, consumer lending and credit card services. In addition, Home Trust Company and its wholly owned subsidiary, Home Bank, offer deposits via brokers and financial planners, and through a direct-to-consumer brand, Oaken Financial. Licensed to conduct business across Canada, we have offices in Ontario, Alberta, British Columbia, Nova Scotia, and Quebec.

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Longview Communications Public Affairs

Jill MacRae
Partner

437-922-9215

jmacrae@longviewcomms.ca

Source: HOME CAPITAL GROUP INC.