Definity Financial arranges $1-billion note financing

Mr. Dennis Westfall reports DEFINITY FINANCIAL CORPORATION ANNOUNCES $1 BILLION PRIVATE PLACEMENT OF NOTES Definity Financial Corp. intends to issue $1-billion aggregate principal amount of senior unsecured notes in two series by way of private placement to accredited investors in Canada. The private placement includes: (i) $650-million aggregate principal amount of 3.709 per cent Series 1 senior unsecured notes due Sept. 12, 2030; and (ii) $350-million aggregate principal amount of 4.393 per cent Series 2 senior unsecured notes due Sept. 12, 2035. The notes will be direct senior unsecured obligations of Definity, and will rank equally and rateably with all other present and future unsecured obligations of Definity. The 2030 notes may be redeemed at any time prior to Aug. 12, 2030, and the 2035 notes may be redeemed at any time prior to June 12, 2035, in each case, at the option of Definity, in whole or in part, upon prior notice at a redemption price equal to the greater of: (a) the Canada yield price; or (b) 100 per cent of the principal amount thereof, in either case together with accrued and unpaid interest. The notes may be redeemed at any time on or after the par call date at the option of Definity, in whole or in part, on prior notice at a redemption price equal to 100 per cent of the principal amount thereof, together with accrued and unpaid interest to, but excluding, the date fixed for redemption. The net proceeds are intended to be used by Definity to finance a portion of the purchase price of the previously announced acquisition of the Canadian operations of The Travelers Companies Inc. (other than select business lines retained by Travelers, including its Canadian surety business) for cash consideration of approximately $3.3-billion, pursuant to a purchase agreement between Definity and affiliates of Travelers. If the transaction is not completed by the outside date (as defined in the purchase agreement) or the purchase agreement is terminated without closing of the transaction, the notes will be subject to a special mandatory redemption. The special mandatory redemption price of the notes will be equal to 101 per cent of the of the principal amount of such series of notes, plus accrued and unpaid interest, if any, to, but excluding, the date of the special mandatory redemption. The private placement is being conducted on a best efforts agency basis by a syndicate co-led by RBC Capital Markets and TD Securities. The private placement is subject to certain customary conditions and is expected to close on Sept. 12, 2025. About Definity Financial Corp. Definity is one of the leading property and casualty insurers in Canada, with over $4.6-billion in gross written premiums for the 12 months ended June 30, 2025, and approximately $3.8-billion in equity attributable to common shareholders as at June 30, 2025. We seek Safe Harbor.