First National raises $800 million in bond sale ahead of private equity takeover

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First National Financial Corporation has completed an $800-million bond offering as it moves closer to its planned acquisition by private equity funds managed by Birch Hill Equity Partners and Brookfield Asset Management. The deal is expected to close later this month.

The Toronto-based non-bank lender said in a release on October 14 that it will issue three tranches of senior notes:

  • $250 million of 4.288% Series 2025-1 Notes due October 23, 2028
  • $300 million of 4.891% Series 2025-2 Notes due October 23, 2030
  • $250 million of 5.443% Series 2025-3 Notes due October 25, 2032

The notes are being offered through a syndicate co-led by TD Securities and CIBC Capital Markets, alongside RBC, BMO, Desjardins, National Bank, Scotiabank, ATB, and Laurentian Bank. The offering is being made on a private placement basis in Canada.

Linked to the upcoming acquisition

The proceeds will be used to repay existing indebtedness and for general corporate purposes. The financing is part of a broader borrowing program that could reach up to $1.75 billion, according to earlier reporting by Bloomberg, to help fund the buyout’s completion.

Regulatory approval for the transaction was received earlier this month, with closing expected on October 22, 2025. The bond offering is scheduled to close a day later.

Redemption of existing debt

Following the acquisition, First National will redeem its currently outstanding Series 3, Series 4 and Series 5 senior unsecured notes, which mature between 2025 and 2027.

If the buyout is delayed or does not close by the agreed-upon “outside date” of April 27, 2026, First National said it would be required to redeem the Series 2025-3 Notes at 101% of principal plus accrued interest.

With nearly $160 billion in mortgages under administration, First National remains Canada’s largest non-bank originator and underwriter of prime residential and commercial mortgages. The company has been publicly listed on the TSX since 2006 and is known for consistent profitability and disciplined risk management.

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Last modified: October 17, 2025