Fairstone Bank and Home Trust to Merge, Creating the Leading Alternative Lender in Canada

Combined entity serves more than 2 million customers

MONTREAL, TORONTO, March 26, 2024 – Fairstone Bank of Canada (“Fairstone Bank”) and Home Trust Company (“Home Trust”) today announced the signing of a definitive agreement to merge their respective businesses. This transaction will create the leading alternative lender in Canada and boast an extensive Canadian footprint servicing more than 2 million customers with more than 250 branches from coast to coast. The combined business will offer diversified product lines, including residential and commercial mortgages, personal loans, credit cards, retail financing, auto financing, digital lending and consumer deposits. It will also add meaningful competition within the Canadian financial services sector, improving Canadians' access to essential financial services and delivering responsible, accessible and value-driven financial solutions.

The new group will provide services to the millions of Canadians who have been historically underserved and whose financial needs are often overlooked by traditional banks. This segment is large, attractive and growing, underpinned by strong immigration growth and post-pandemic normalization in the number of non-prime consumers. By offering a unique omnichannel model, the combined entity is creating the only alternative lender with a national branch and broker network – complemented by innovative digital capabilities – that customers can rely on for a full suite of responsible lending products.

“Our vision is to enhance the quality and scope of financial services within the Canadian landscape, seizing market opportunities for both entities. This combination is characterized by a strong cultural fit and complementary strengths between Fairstone Bank and Home Trust,” commented Stephen Smith, founder and CEO of Smith Financial Corporation and chair of the board of directors of both organizations. “Having observed and engaged with both companies for many years, I am convinced that this combination of expertise in financial products and market-leading experiences will benefit our existing and future borrowers and depositors."

Scott Wood, President and CEO of Fairstone Bank, highlighted the strong track record of both businesses leading to this pivotal transaction: "This combination is the next natural step in our goal to be Canada’s most accessible and responsible lending bank. Together with Home Trust, we aim to capitalize on significant growth opportunities and continue to serve millions of Canadians, especially those historically underserved.”

Yousry Bissada, President and CEO of Home Trust, remarks that the new company will be pivotal for improving access to financial security for all Canadians. “Home Trust is a leader in the Canadian mortgage industry with a deep affinity to our customers, brokers, employees and other stakeholders. The opportunity to expand our product offerings by merging with Fairstone Bank will greatly enhance our ability to help our clients achieve financial success. We are excited about the future and the many opportunities this new company will bring. Our focus will remain the same: delivering exceptional service to our customers and business partners as we combine our businesses.”

Eric Hoffman, Senior Managing Director at Centerbridge Partners, added, “This transaction brings together two great businesses with a rich legacy of offering financial services, evolving into a unified entity that offers a new comprehensive suite of products to customers with diverse financial needs, including mortgages, personal loans, auto financing, credit cards, retail point-of-sale solutions, and fully digital lending experiences through valued partners.”

Jeff Markusson, Senior Managing Director, Financial Services at Ontario Teachers’ Pension Plan, commented on how the merger is filling a need in the market. "While Canada’s banking system is world-renowned, there remains an unmet demand for a lender dedicated to supporting underserved segments of the population. We see incredible upside in this merger to increase competition in the market and broaden access to financial services, ensuring an even more inclusive financial landscape for all Canadians."

The agreement provides that the transaction is subject to customary closing conditions, including regulatory approvals. Following the closing of the transaction, Smith Financial Corporation will own a majority interest in the combined entity. Fairstone Bank’s current shareholders, Centerbridge Partners, L.P., Ontario Teachers’ Pension Plan Board and management, will continue as minority shareholders in the combined entity.

RBC Capital Markets is acting as financial advisor to Smith Financial Corporation on the transaction. Torys LLP is acting as legal counsel to Smith Financial Corporation. Willkie Farr & Gallagher LLP is acting as legal counsel to Centerbridge Partners, L.P. Stikeman Elliott LLP is acting as legal counsel to Ontario Teachers’ Pension Plan Board. Goldman Sachs acted as financial advisor to Centerbridge Partners, L.P., and BMO Capital Markets acted as financial advisor to Ontario Teachers’ Pension Plan Board.

About Smith Financial Corporation

Smith Financial Corporation invests for the long term in market-leading financial services companies with proven brands, client relationships and management teams. Alone and in partnership with like-minded institutions, it provides capital and expertise to help its portfolio companies thrive by embracing the entrepreneurial spirit. Its holdings include Canada Guaranty Mortgage Insurance Company, Fairstone Bank of Canada, First National Financial Corporation (TSX: FN), Glass-Lewis & Co., Home Trust Company, and Peloton Capital Management and its private equity funds. Smith Financial Corporation is a family enterprise founded by Stephen Smith, one of Canada’s leading financial services entrepreneurs. Please visit Smith Financial Corporation (https://www.smithfc.ca/) for more information.

About Fairstone Bank of Canada

Fairstone Bank of Canada (“Fairstone Bank”) and its subsidiary, Fairstone Financial Inc. (“Fairstone”), provide a wide range of innovative financial services that enable Canadian consumers and businesses to achieve their goals. Collectively, Fairstone Bank and its subsidiaries offer credit cards and rewards programs, point-of-sale financing, automobile financing and fully digital personal loans through partners, in addition to unsecured and secured personal loans and mortgages online and at more than 250 branches coast to coast. With a long-established Canadian history, Fairstone Bank and Fairstone are committed to being Canada’s most accessible and responsible consumer lending bank. More at FairstoneBank.ca.

About 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, Home has offices in Ontario, Alberta, British Columbia, Nova Scotia, and Quebec. For more information, please visit Home Trust Company. 

About Centerbridge Partners, L.P.

Centerbridge Partners, L.P. is a private investment management firm employing a flexible approach across investment disciplines—private equity, private credit and real estate—in an effort to develop the most attractive opportunities for our investors. The firm was founded in 2005 and, as of December 31, 2023, has approximately US$38 billion in capital under management with offices in New York and London. Centerbridge is dedicated to partnering with world-class management teams across targeted industry sectors and geographies. For more information, please visit www.centerbridge.com.

About Ontario Teachers’ Pension Plan Board

Ontario Teachers' Pension Plan Board (Ontario Teachers') is a global investor with net assets of $247.5 billion as at December 31, 2023. We invest in more than 50 countries in a broad array of assets including public and private equities, fixed income, credit, commodities, natural resources, infrastructure, real estate and venture growth to deliver retirement income for 340,000 working members and pensioners. Our more than 450 investment professionals operate in key financial centres around the world and bring deep expertise in a broad range of sectors and industries. We are a fully funded defined benefit pension plan and have earned an annual total-fund net return of 9.3% since the plan's founding in 1990. At Ontario Teachers', we don't just invest to make a return, we invest to shape a better future for the teachers we serve, the businesses we back, and the world we live in. For more information, visit otpp.com and follow us on LinkedIn. 

Contact

Smith Financial Corporation
Ernie Stapleton, President, Fundamental Creative Inc.
ernie@fundamental.ca
+1 905-483-5331

Fairstone Bank
Caroline Morin
Vice President, Corporate Communications
media@fairstone.ca
+1 833-461-2900

Home Trust
Brad Kotush
Executive Vice President & CFO
investor.relations@hometrust.ca
+1 416-775-5002