FFH.PR.I To Reset At 3.327%

Fairfax Financial Holdings Limited has announced:

that it has determined the fixed dividend rate on its Cumulative 5-Year Rate Reset Preferred Shares, Series I (the “Series I Shares”) (TSX: FFH.PR.I) for the five years commencing January 1, 2021 and ending December 31, 2025. The fixed quarterly dividends on the Series I Shares during that period, if and when declared, will be paid at an annual rate of 3.327% (C$0.207938 per share per quarter).

Holders of Series I Shares have the right, at their option, exercisable not later than 5:00 p.m. (Toronto time) on December 16, 2020, to convert all or part of their Series I Shares, on a one-for-one basis, into Cumulative Floating Rate Preferred Shares, Series J (the “Series J Shares”) (TSX: FFH.PR.J), effective December 31, 2020. The quarterly floating rate dividends on the Series J Shares will be paid at an annual rate, calculated for each quarter, of 2.85% over the annual yield on three-month Government of Canada treasury bills. The actual quarterly dividend rate in respect of the December 31, 2020 to March 30, 2021 dividend period for the Series J Shares will be 0.72962% (2.95901% on an annualized basis) and the dividend for such dividend period, if and when declared, will be C$0.18240 per share, payable on March 30, 2021.

Holders of Series J Shares also have the right, at their option, exercisable not later than 5:00 p.m. (Toronto time) on December 16, 2020, to convert all or part of their Series J Shares, on a one-for-one basis, into Series I Shares, effective December 31, 2020. Holders of the Series J Shares who elect to convert their shares by the conversion deadline will receive Series I Shares effective December 31, 2020 and will be entitled to receive, if and when declared, the fixed-rate dividend as described above.

Holders of Series I Shares are not required to elect to convert all or any part of their Series I Shares into Series J Shares and holders of Series J Shares are not required to elect to convert all or any part of their Series J Shares into Series I Shares. Holders of the Series I Shares who do not elect to convert their shares by the conversion deadline will retain their Series I Shares and will receive the fixed-rate dividend as described above (subject to the automatic conversion features described below). Holders of the Series J Shares who do not elect to convert their shares by the conversion deadline will retain their Series J Shares and will receive the floating-rate dividend as described above (subject to the automatic conversion features described below).

As provided in the share conditions of the Series I Shares and the Series J Shares: (i) if Fairfax determines that there would be fewer than 1,000,000 Series I Shares outstanding after December 31, 2020, all remaining Series I Shares will be automatically converted into Series J Shares on a one-for-one basis effective December 31, 2020 and Fairfax will cause the return of all Series J Shares tendered for conversion into Series I Shares; and (ii) if Fairfax determines that there would be fewer than 1,000,000 Series J Shares outstanding after December 31, 2020, all remaining Series J Shares will be automatically converted into Series I Shares on a one-for-one basis effective December 31, 2020 and Fairfax will cause the return of all Series I Shares tendered for conversion into Series J Shares.

There are currently 10,465,553 Series I Shares and 1,534,447 Series J Shares outstanding. The Series I Shares and the Series J Shares are listed on the Toronto Stock Exchange under the trading symbols “FFH.PR.I” and “FFH.PR.J”, respectively.

FFH.PR.I was issued as a FixedReset, 5.00%+285, that commenced trading 2010-10-5 after being announced 2010-9-27. I recommended against conversion.

FFH.PR.J is a FloatingReset, Bills+285, that came into existence in 2015 via partial conversion from FFH.PR.I.

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