MONTREAL, QUEBEC--(Marketwired - May 18, 2017) - Laurentian Bank of Canada ("Bank") (TSX:LB) announced today
that it has reached a definitive agreement under which a subsidiary of the Bank has agreed to acquire Northpoint Commercial
Finance, which is among the leading US and Canadian inventory finance lenders with a portfolio of approximately $1.2 billion as
at March 31, 2017. The transaction is expected to close before the end of fiscal 2017, subject to customary closing conditions,
including applicable regulatory notifications and approvals.
The Bank believes Northpoint Commercial Finance, which was founded in 2012, is one of only a few diversified inventory finance
companies that provides the scale needed to serve North American manufacturers and their dealer networks.
"We are delighted to announce this acquisition that will increase the proportion of revenue generated by commercial activities
within the bank mix, which is expected to improve its overall profitability," said Francois Desjardins, President and Chief
Executive Officer of Laurentian Bank of Canada. "We continue to make excellent progress on our transformation plan initiatives,
including, among others, the optimization of our retail banking activities and the development of our core banking system, the
backbone of our digital offer."
"This acquisition is an excellent strategic fit with our equipment finance subsidiary, LBC Capital, resulting in an attractive
end-to-end equipment finance platform. It will broaden our Canadian offering and create a US presence, an important customer
attribute for manufacturers and dealers looking for a single North American point of service," added Stéphane Therrien, Executive
Vice President, Personal and Commercial Banking at Laurentian Bank. "Northpoint team members led by Chief Executive Officer, Dan
Radley, have years of experience in inventory financing, unique expertise and strong client relationships with leading
companies. We are very happy to welcome them as they join the team under the leadership of Éric Provost, Senior Vice
President, Commercial Banking at Laurentian Bank and President of LBC Capital."
The Bank believes this acquisition will be accretive to its earnings per share in the first full year of operation and by
approximately 4% in 2019. Based on the anticipated assets on closing and the related equity financing, it is expected the Bank's
Basel III Common Equity Tier 1 ratio would be maintained within the guided 7.8% to 8.2% range. The Bank plans to finance the
acquisition through a $225 million subscription receipts equity financing (the "Equity Financing") and existing balance sheet
(i) All dollar amounts are expressed in Canadian dollars.
The securities mentioned herein have not been and will not be registered under the United States Securities Act of 1933, as
amended, (the "U.S. Securities Act") or the securities laws of any state of the United States and may not be offered or sold
within the United States or to a U.S. person absent registration or pursuant to an available exemption from the registration
requirements of the U.S. Securities Act and applicable state securities laws. There will be no public offering of securities in
the United States. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities in
any jurisdiction. No securities regulatory authority has either approved or disapproved of the contents of this press
A conference call is scheduled to take place on May 18, 2017 at 5:00 p.m. (ET).
The live, listen-only, toll-free, call-in number is 1-888-349-9618, code 6705639. A live webcast will also be available on the
Bank's website under the Laurentian Bank tab, Investors, Presentations and Events (https://www.banquelaurentienne.ca/en/about_lbc/my_investment/presentations.html).
The conference call playback will be available on a delayed basis on the Bank's website under the Laurentian Bank tab,
Investors, Presentations and Events.
The presentation material referenced during the call will be available on the Bank's website under the Laurentian Bank tab,
Investors, Presentations and Events.
About Laurentian Bank
Laurentian Bank of Canada is a financial institution whose activities extend across Canada. Founded in 1846, its mission is to
help customers improve their financial health and it is guided by values of proximity, simplicity and honesty.
The Bank serves one and a half million clients throughout the country and employs more than 3,600 individuals, which makes it
a major player in numerous market segments. The Bank caters to the needs of retail clients via its branch network based in
Quebec. The Bank also stands out for its know-how among small and medium-sized enterprises and real estate developers owing to
its specialized teams across Canada. Its subsidiary B2B Bank is, for its part, one of the major Canadian leaders in providing
banking products and services and investment accounts through financial advisors and brokers. Laurentian Bank Securities offers
integrated brokerage services to a clientele of institutional and retail investors.
The Bank has more than $43 billion in balance sheet assets and more than $32 billion in assets under administration.
About Northpoint Commercial Finance
Headquartered in Alpharetta, Georgia, with approximately 90 employees, Northpoint Commercial Finance has a leading presence in
financing a range of products across major industries through relationships with hundreds of manufacturers and thousands of
dealers across the US and Canada. Led by an experienced management team, averaging 25 years of experience, Northpoint offers
diversified financial solutions such as inventory lending and floor plan finance. As a knowledgeable lender, Northpoint
offers a wide array of program structures to meet the needs of original equipment manufacturers, distributors, resellers, and
dealers in a variety of commercial product industries. The team offers a creative, flexible and personal approach combined with
innovative technologies, and streamlined processes. For more information about Northpoint's product offerings, visit www.northpointcf.com.
Caution Regarding Forward-looking Statements
In this document and in other documents filed with Canadian regulatory authorities or in other communications,
Laurentian Bank of Canada may from time to time make written or oral forward-looking statements within the meaning of applicable
securities legislation. Forward-looking statements include, but are not limited to, statements regarding the Bank's business plan
and financial objectives. The forward-looking statements contained in this document are used to assist readers in obtaining a
better understanding of the Bank's financial position and the results of operations as at and for the periods ended on the dates
presented and may not be appropriate for other purposes. Forward-looking statements typically use the conditional, as well as
words such as prospects, believe, estimate, forecast, project, expect, anticipate, plan, may, should, could and would, or the
negative of these terms, variations thereof or similar terminology. Some of the specific forward-looking statements in this
document include, but are not limited to, statements with respect to the expected timing and completion of the acquisition
described herein, the anticipated sources of financing thereof; the fact that closing of the acquisition is subject to certain
conditions; anticipated benefits of the acquisition, including the expected impact on the Bank's activities, attributes, profile,
revenue mix, geographic reach, profitability, earnings per share and anticipated accretion thereto; expectations regarding the
Bank's transformation plan and strategy, the maintenance of the Bank's Basel III Common Equity Tier 1 ratio, the retention of
Northpoint Commercial Finance management and employees, and the strategic fit of the acquisition.
By their very nature, forward-looking statements are based on assumptions and involve inherent risks and
uncertainties, both general and specific in nature. It is therefore possible that the forecasts, projections and other
forward-looking statements will not be achieved or will prove to be inaccurate. Although the Bank believes that the expectations
reflected in these forward-looking statements are reasonable, it can give no assurance that these expectations will prove to have
been correct. Certain important assumptions by the Bank in making forward-looking statements include, but are not limited to: the
satisfaction of all conditions to the completion of the acquisition and the Equity Financing within the anticipated timeframe;
the maintenance of the Bank's Basel III Common Equity Tier 1 ratio; the Bank's ability to execute its transformation plan and
strategy; the successful and timely integration of the Bank and Northpoint Commercial Finance and the realization of the
anticipated benefits and synergies of the acquisition in the timeframe anticipated, including impact and accretion in various
financial metrics; the ability to retain management and key employees of Northpoint Commercial Finance; desired attributes of an
equipment finance platform; the ability of the Bank to access the capital markets; the absence of significant undisclosed costs
or liabilities associated with the acquisition; the absence of significant changes in foreign currency exchange rates or
significant variability in interest rates; the ability to hedge exposures to fluctuations in interest rates and foreign exchange
rates; the expectation of regulatory stability; no downturn in economic conditions; sufficient liquidity and capital resources;
no material changes in competition, market conditions or in government monetary, fiscal and economic policies; and the
maintenance of credit ratings.
The Bank cautions readers against placing undue reliance on forward-looking statements when making decisions, as
the actual results could differ considerably from the opinions, plans, objectives, expectations, forecasts, estimates and
intentions expressed in such forward-looking statements due to various material factors. Among other things, these factors
include: the failure or delay to receive or fulfill regulatory approvals and notifications or otherwise satisfy the conditions to
the completion of the acquisition or Equity Financing; potential undisclosed costs or liabilities associated with the
acquisition; historical and pro forma consolidated financial information may not be representative of future performance;
reputational risks and the reaction of the Bank's and Northpoint Commercial Finance's personnel and customers to the transaction;
the failure to realize, in the timeframe anticipated or at all, the anticipated benefits and synergies of the acquisition;
factors relating to the integration of the Bank and Northpoint Commercial Finance, diversion of management time and unanticipated
costs of integration; the Bank's limited experience in the U.S. market and in inventory financing; difficulties in the operation
of the Bank's transformation plan and in particular the reorganization of retail branches, the modernization of the core banking
system and adoption of the Advanced Internal Ratings-Based approach to credit risk; exchange rate risk; foreign currency exposure
risk; changes in capital market conditions, changes in government monetary, fiscal and economic policies, changes in interest
rates, inflation levels and general economic conditions, legislative and regulatory developments, changes in competition, adverse
modifications to credit ratings, scarcity of human resources, and developments in the technological environment.
The Bank further cautions that the foregoing list of factors is not exhaustive. For more information on the risks,
uncertainties and assumptions that would cause the Bank's actual results to differ from current expectations, please also refer
to the Management's Discussion and Analysis under the title "Risk Appetite and Risk Management Framework" in the Bank's Annual
Report, as well as to other public filings available at www.sedar.com.
The Bank does not undertake to update any forward-looking statements, whether oral or written, made by itself or on
its behalf, except to the extent required by securities regulations.
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