Laurentian Bank (TSX:LB) Recommends Shareholders Vote For Acquisition by Fairstone Bank

MONTREAL, Quebec — January 12, 2026 — Leads & Copy —

Laurentian Bank of Canada (TSX: LB) announced today that its board of directors is recommending shareholders vote in favor of the acquisition transaction. The company has filed its management proxy circular and related materials for the special meeting of shareholders to approve the deal.

The meeting will be held on February 5, 2026, at 9:30 a.m. (Eastern Time), virtually and in person in Montréal. Shareholders of record as of December 23, 2025, are entitled to vote their common shares at the meeting.

As previously announced on December 2, 2025, National Bank of Canada will acquire Laurentian Bank’s retail and SME banking sectors. Fairstone Bank of Canada will acquire all of the issued and outstanding common shares at $40.50 per share in cash, representing a 20% premium over the closing price on December 1, 2025.

The total cash consideration payable under the acquisition is approximately $1.9 billion.

The board of directors has unanimously determined that the transactions are in the best interests of Laurentian Bank and that the acquisition transaction is fair to the shareholders.

The Special Committee and the Board took into account fairness opinions provided by each of J.P. Morgan, as lead financial advisor to Laurentian Bank, and Blair Franklin Capital Partners Inc.

La Caisse, which holds approximately 8% of the Common Shares, has entered into a voting and support agreement. Each of the directors and Executive Office members of Laurentian Bank have entered into voting agreements.

Fairstone Bank has agreed to maintain the head office of Laurentian Bank in the Province of Québec and move its own head office to the Province of Québec.

The Retail/SME Transaction will mitigate the effect of Laurentian Bank’s unilateral decision to exit from the retail and SME sectors on its clients.

The Transaction Agreement allows Laurentian Bank to continue to declare and pay its regular quarterly cash dividend prior to the closing of the Transactions.

Shareholders with questions or needing assistance with voting should contact Laurel Hill Advisory Group at 1-877-452-7184 (toll free in North America), 1-416-304-2011 (collect calls outside North America), by texting “INFO” at 1-877-452-7184 or 416-304-0211, or by email at assistance@laurelhill.com.

Founded in 1846, Laurentian Bank operates across Canada and in the United States.

Contact: Laurel Hill Advisory Group, 1-877-452-7184, assistance@laurelhill.com

Source: Laurentian Bank

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