PublicOffering/Global Trading

Sun Life Financial Services of Canada Inc 23 March 2000 SUN LIFE FINANCIAL SERVICES OF CANADA INC. SHARES TO BEGIN TRADING ON GLOBAL MARKETS (TORONTO, Thursday, March 23, 2000) - Sun Life Financial Services of Canada Inc. ('Sun Life Financial of Canada') announced today that the underwriters of its Initial Public Offering (IPO) have agreed to purchase 143,602,914 shares at Cdn$12.50 per share (£5.39), resulting in a total offering of Cdn$1.8 billion/£0.8 billion and market capitalization of Cdn$5.0 billion/£2.2 billion. The IPO is the last step in the demutualization process for Sun Life Assurance Company of Canada (Sun Life of Canada). The demutualization became effective on March 22, 2000. Dealings in the shares are expected to begin trading simultaneously on The Toronto Stock Exchange (TSE) and the New York Stock Exchange (NYSE) under the ticker symbol 'SLC' and the London Stock Exchange (LSE) under the ticker symbol 'SFC' on March 23, 2000 at 2:30 p.m. GMT. Dealings in shares are also expected to begin trading on March 24, 2000 on the Philippine Stock Exchange (PSE) when it opens at 9:00 a.m. (Manila time) under the ticker symbol 'SLC'. Initially, all dealings will be on a conditional basis. Admission of the entire issued share capital of Sun Life Financial of Canada to the Official List of the LSE and unconditional dealings on the TSE, the NYSE, the LSE and the PSE are expected to commence at 2:30 p.m. GMT on March 29, 2000. All dealings between the commencement of conditional dealings and the commencement of unconditional dealings will be on a when issued basis. If the IPO does not become unconditional in all respects, all such dealings will be of no effect and any such dealings will be at the sale risk of the parties concerned. Of the total 143,602,914 common shares offered, 46,076,136 shares are being offered by Sun Life Financial to fund payments to policyholders in respect of demutualization and 97,526,778 shares are being sold by selling policyholders resident in the United States, the Philippines, the United Kingdom, Hong Kong and elsewhere. The underwriters have a 30-day option to purchase up to 21,540,437 additional common shares at the offering price to cover over-allotments, if any, and for market stabilization purposes. In connection with the IPO, Morgan Stanley Securities Limited may over-allot or effect transactions which stabilise or maintain the market price of the shares at levels above those which might otherwise prevail in the open market. Such transactions may be effected on the LSE by Morgan Stanley Securities Ltd. or by the underwriters on the TSE, the NYSE and the PSE. Such stabilising, if commenced, may be discontinued at any time. The proceeds from the offering (excluding the over-allotment option available to the underwriters) will be used to fund the payments to eligible policyholders required to receive cash and policy credits, and to fund the payments to eligible policyholders who chose to receive their demutualization benefits as cash. Eligible policyholders who chose cash can expect to have payment mailed within two weeks following the closing of the IPO, which is expected to occur on March 29, 2000. The closing of the IPO will mark the completion of the demutualization process of Sun Life of Canada. The Canadian Secretary of State (International Financial Institutions) Jim Petersen approved Sun Life of Canada's demutualization plan on March 22, 2000. The global bookrunner for the offering is Morgan Stanley & Co. Incorporated and the global co-ordinators for the offering are Morgan Stanley & Co. Incorporated and RBC Dominion Securities Inc. Sun Life of Canada commenced business in 1871 and has grown to become a diversified global financial services organization with total assets under management of Cdn$301 billion as at December 31, 1999. Sun Life of Canada and its subsidiary companies provide a wide range of savings, retirement, pension and life and health insurance products and services to individuals and corporate customers in select world markets. Sun Life of Canada operates primarily in Canada, the United States, and the United Kingdom and also has operations in Asia and South America. The contents of this press release, which have been prepared by and are the sole responsibility of Sun Life Financial of Canada, have been approved by Morgan Stanley & Co. International Limited (which is regulated by The Securities and Futures Authority Limited) solely for the purposes of Section 57 of the Financial Services Act 1986 of the United Kingdom. Morgan Stanley & Co. International Limited, which is regulated by The Securities and Futures Authority Limited, is advising Sun Life Financial of Canada and no one else in relation to the offering and will not be responsible to anyone other than Sun Life Financial of Canada for providing the protections afforded to customers of Morgan Stanley & Co. International Limited nor for providing advice in relation to the offering. Listing Particulars for the purpose of Part IV of the Financial Services Act 1986 are expected to be published on March 23, 2000. From March 23, 2000, copies of the Listings Particulars will be available for inspection by the public during normal business hours on any weekday (Saturday and public holidays excepted) at the Company Announcements Office of the London Stock Exchange Limited, Capel Court Entrance, off Bartholomew Lane, London EC2N 1HP and will be available for collection from the offices of IRG plc, Bourne House, 34 Beckenham Road, Kent BR3 4TU for a period of 14 days from March 23, 2000. This announcement does not constitute or form part of an offer, or any solicitation of an offer for securities, and any purchase of shares in Sun Life Financial of Canada should only be made on the basis of information contained in the Listing Particulars. All figures are in Canadian dollars unless otherwise stated. An exchange rate of Cdn$2.319 per £1 has been used to derive the value in pounds sterling, based on the rate of exchange on March 22, 2000. Web site: www.sunlifeofcanada.com Note to Editors: For media outlets intending to publish or broadcast the new Sun Life Financial logo, digital files of the artwork, together with guidelines on its use, are available for download from a secure website. Please contact the media representative in your area. Media Contacts: Canada Audrey Gouskos Francine Cleroux (416) 204-8155 (514) 866-2561 United States United Kingdom Keith Moore John Moulding NO CARRIER
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