TORONTO, ONTARIO--(Marketwired - Dec. 13, 2016) -
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED
STATES.
Fairfax Financial Holdings Limited ("Fairfax") (TSX:FFH)(TSX:FFH.U) announces that it intends to offer C$450 million in
aggregate principal amount of Senior Notes due 2026 (the "Offering") to be priced at $99.669 per $100 principal amount. The
Senior Notes will be offered through a syndicate of dealers to be led by RBC Dominion Securities Inc. and BMO Nesbitt Burns Inc.
and includes Scotia Capital Inc., TD Securities Inc., CIBC World Markets Inc., Desjardins Securities Inc., National Bank
Financial Inc., Citigroup Global Markets Canada Inc., Merrill Lynch Canada Inc., Canaccord Genuity Corp. and Cormark Securities
Inc. The Senior Notes will be unsecured obligations of Fairfax and will pay a fixed rate of interest of 4.70% per annum.
Fairfax intends to use the net proceeds of the Offering to refinance or repay outstanding debt or other corporate obligations
of Fairfax and its subsidiaries and for general corporate purposes. This may include the redemption or repurchase of certain of
Fairfax's previously issued senior unsecured notes. As of the date of this press release, Fairfax has not made any determination
as to the specific debt or other obligations to be repaid, nor the amount, timing or method of repayment. Any repurchase of
senior notes will be subject to market conditions, and there can be no assurance that senior notes will be available for
repurchase on terms acceptable to Fairfax. Any proceeds not used to refinance or repay debt or other corporate obligations will
be used to augment Fairfax's cash position, to pursue potential acquisition opportunities, to increase short-term investments and
marketable securities held at the holding company level and/or for other general corporate purposes.
Fairfax intends to file a prospectus supplement to its short form base shelf prospectus dated September 14, 2015 in respect of
the Offering with the applicable Canadian securities regulatory authorities. Details of the Offering will be set out in the
prospectus supplement which will be available on the SEDAR website for Fairfax at www.sedar.com.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of
the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction. This press release is not an offer of securities for sale in
the United States, and the securities may not be offered or sold in the United States absent registration or an exemption from
the registration requirements. The securities have not been and will not be registered under the United States Securities Act of
1933, as amended.
Fairfax is a holding company which, through its subsidiaries, is engaged in property and casualty insurance and reinsurance
and investment management.
Certain statements contained herein may constitute forward-looking statements and are made pursuant to the "safe harbor"
provisions of applicable Canadian securities laws. Such forward-looking statements are subject to known and unknown risks,
uncertainties and other factors which may cause the actual results, performance or achievements of Fairfax to be materially
different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such
factors include, but are not limited to: the failure to successfully complete the Offering; a reduction in net earnings if our
loss reserves are insufficient; underwriting losses on the risks we insure that are higher or lower than expected; the occurrence
of catastrophic events with a frequency or severity exceeding our estimates; changes in market variables, including interest
rates, foreign exchange rates, equity prices and credit spreads, which could negatively affect our investment portfolio; the
cycles of the insurance market and general economic conditions, which can substantially influence our and our competitors'
premium rates and capacity to write new business; insufficient reserves for asbestos, environmental and other latent claims;
exposure to credit risk in the event our reinsurers fail to make payments to us under our reinsurance arrangements; exposure to
credit risk in the event our insureds, insurance producers or reinsurance intermediaries fail to remit premiums that are owed to
us or failure by our insureds to reimburse us for deductibles that are paid by us on their behalf; the inability of our
subsidiaries to maintain financial or claims paying ability ratings; risks associated with implementing our business strategies;
the timing of claims payments being sooner or the receipt of reinsurance recoverables being later than anticipated by us; risks
associated with our use of derivative instruments; the failure of our hedging methods to achieve their desired risk management
objective; a decrease in the level of demand for insurance or reinsurance products, or increased competition in the insurance
industry; the impact of emerging claim and coverage issues or the failure of any of the loss limitation methods we employ; our
inability to access cash of our subsidiaries; our inability to obtain required levels of capital on favourable terms, if at all;
the loss of key employees; our inability to obtain reinsurance coverage in sufficient amounts, at reasonable prices or on terms
that adequately protect us; the passage of legislation subjecting our businesses to additional supervision or regulation,
including additional tax regulation, in the United States, Canada or other jurisdictions in which we operate; risks associated
with government investigations of, and litigation and negative publicity related to, insurance industry practice or any other
conduct; risks associated with political and other developments in foreign jurisdictions in which we operate; risks associated
with legal or regulatory proceedings or significant litigation; failures or security breaches of our computer and data processing
systems; the influence exercisable by our significant shareholder; adverse fluctuations in foreign currency exchange rates; our
dependence on independent brokers over whom we exercise little control; an impairment in the carrying value of our goodwill and
indefinite-lived intangible assets; our failure to realize deferred income tax assets; technological or other change which
adversely impacts demand, or the premiums payable, for the insurance coverages we offer; and assessments and shared market
mechanisms which may adversely affect our U.S. insurance subsidiaries. Additional risks and uncertainties are described in our
most recently issued Annual Report which is available at www.fairfax.ca and
in our Base Shelf Prospectus (under "Risk Factors") filed with the securities regulatory authorities in Canada, which is
available on SEDAR at www.sedar.com. Fairfax disclaims any intention or
obligation to update or revise any forward-looking statements.