RF gets court, bureau approval for sale to iA Financial

Executive Summary

• RF Capital Group Inc. received final court approval for its plan of arrangement under which iA Financial Corp. will acquire all outstanding common shares at $20.00 per share and all Series B preferred shares at $25.00 per share plus accrued dividends.
• The Competition Bureau issued a no‑action letter, clearing the transaction from an antitrust perspective.
• Closing is expected in Q4 2025 pending remaining regulatory approvals and customary closing conditions.

Key Details

• Court Approval: Final order from the Ontario Superior Court of Justice (Commercial List) confirming the arrangement.
• Consideration – Common Shares: Cash payment of $20.00 per common share.
• Consideration – Series B Preferred Shares:
• Base cash price of $25.00 per preferred share.
• Additional cash equal to all accrued and unpaid dividends as of the effective date.
• If the effective date is before 31 Mar 2026, an extra cash amount covering dividends that would have been payable from the effective date through 30 Jun 2026, assuming the shares remained outstanding.
• Shareholder Approval: Holders of both common and Series B preferred shares voted in favour of the arrangement.
• Regulatory Clearance: Competition Bureau issued a no‑action letter confirming no antitrust concerns.
• Expected Closing: Anticipated during fourth quarter 2025, subject to receipt of remaining regulatory approvals and satisfaction/waiver of customary closing conditions.
• Reference Documents: Details are set out in the Management Information Circular dated 21 Aug 2025 and a prior news release dated 28 Jul 2025, both available on RF Capital’s SEDAR+ profile.

Notable Quotes

(No direct quotes were provided in the release.)