Accord Announces Banking Facility Update and Proposed Debenture Amendments

TORONTO--(BUSINESS WIRE)--Accord Financial Corp. (“Accord” or the “Company”) (TSX – ACD) today announced that it has reached an agreement with its lending syndicate on a short-term extension of its main credit facility (the “Bank Facility”) from December 15, 2025 to December 23, 2025. This extension will allow the Company more time to finalize discussions relating to an amendment to the Bank Facility, which would further extend the maturity date to February 2026.

Refinancing Plan:

As part of a comprehensive refinancing plan the Company also announced that it will seek the approval of the holders (the "Debentureholders") of its 10% unsecured subordinated debentures due January 31, 2026 (the "Debentures") to amend certain terms of such Debentures at a special meeting of the Debentureholders to be held on January 27, 2026 (the “Meeting”). The amendments (“Debenture Amendments”) include increasing the interest rate to 12% commencing January 31, 2026, and extending maturity to July 31, 2026 (details below). Due to restrictions under the Bank Facility, the Company will defer payment of interest due on the Debentures on the upcoming December 31, 2025 interest payment date. The deferred interest will be paid on the new July 31, 2026 maturity date, if the Debenture Amendments are approved. The Bank Facility amendment and the proposed Debenture Amendments, if approved, will provide Accord with time to complete certain strategic initiatives intended to pave the way to refinance the Bank Facility and repay the Debentures.

As previously disclosed in the Company’s public filings, Accord has been working with financial advisors to pursue a broad range of strategic initiatives to streamline the business and strengthen the balance sheet, through sales of non-core business units and portfolio assets. On December 11^th, 2025, the Company entered into a non-binding letter of intent for the sale (the “AFIU Transaction”) of a majority of the loans of Accord Financial, Inc. which, if completed, will refocus Accord’s business on the Canadian market, and reduce outstanding debt by approximately CAD $45 million. Discussions are also continuing with a number of potential lenders to refinance the Bank Facility on the basis that the AFIU Transaction will be completed. Following completion of the above transactions, Accord’s board of directors believes the Company will have a capital structure better positioned to support a refinancing of the Debentures on or before July 31, 2026.

Securing approval of the Debenture Amendments is a critical part of the refinancing plan, and the most practical path to repayment. The Company does not expect to be in a position to repay the Debentures on the scheduled January 31, 2026 maturity date. By approving the Debenture Amendments, Debentureholders would avoid a default scenario and provide the Company with the time required to implement its refinancing plan and pursue repayment of the Debentures.

The Company’s President and CEO, Mr. Simon Hitzig, commented: “Accord’s refinancing plan is advancing, supported by constructive discussions with the lenders and the recently signed letter of intent in respect of the AFIU Transaction. While there is no assurance that the strategic initiatives will yield a successful result, approval of the proposed Debenture Amendments is essential to completing the refinancing plan and repaying the Debentures. In addition, the interest rate increase to 12% per annum commencing January 31, 2026 through July 31, 2026 compensates Debentureholders for the additional time to maturity and the deferral of the December 31 interest payment. We sincerely appreciate Debentureholders’ support through this critical period,” added Mr. Hitzig.

Proposed Debenture Amendments:

The proposed Debenture Amendments comprise the following:

1. Extending the maturity date of the Debentures from January 31, 2026 to July 31, 2026;
2. Increasing the interest rate on the Debentures from 10% to 12%, which increase would be effective as of January 31, 2026 such that on the July 31, 2026 maturity date Debentureholders will receive 12 months worth of accrued interest calculated at a rate of 10% for the period July 1, 2025 to and including January 30, 2026 and a rate of 12% for the period January 31, 2026 to and excluding July 31, 2026; and
3. Waiving the breach of the Indenture caused by the Corporation’s failure to pay interest on the Debentures on the December 31, 2025 interest payment date.

Accord’s board of directors unanimously recommends that Debentureholders vote IN FAVOUR of the Debenture Amendments.

The Debenture Amendments will only be effective if passed by an extraordinary resolution of the holders of at least 66⅔% of the principal amount of the Debentures present in person or by proxy at the Meeting and entitled to vote in respect of the Debenture Amendments. If approved, the Debenture Amendments will be reflected in a supplemental trust indenture between the Company and the Debenture Trustee with the expected effective date of January 27, 2026.

The Debentures trade on the TSX under the symbol “ACD.DB” and following today’s announcement are expected to trade on an “interest flat” basis. The Corporation has applied to the TSX for approval of the Debenture Amendments and the Debenture Amendments remain subject to the approval of the TSX.

Further particulars relating to the Debenture Amendments will be described in the management information circular relating to the Meeting, which will be available under the Company's profile on SEDAR+ at www.sedarplus.ca and which will be mailed to all Debentureholders.

About Accord Financial Corp.

Accord Financial is one of North America's most dynamic commercial finance companies providing fast, versatile financing solutions for including asset-based lending, factoring, inventory finance, equipment finance (Canada), trade finance and film/media finance. By leveraging our unique combination of deep experience and independent thinking, we craft winning financial solutions for small and medium-sized businesses, simply delivered, so our clients can thrive.

Forward-Looking Statements

This news release contains certain "forward-looking statements" and certain "forward-looking information" as defined under applicable Canadian securities laws. Forward-looking statements can generally be identified by the use of forward-looking terminology such as "may", "will", "expect", "intend", "estimate", "anticipate", "believe", "continue", "plans" or similar terminology. Forward-looking statements in this news release include, but are not limited to, statements, management's beliefs, expectations or intentions regarding the financial position of the Company and the ability of the Company to repay or refinance its outstanding debt obligations. Forward-looking statements are based on forecasts of future results, estimates of amounts not yet determinable and assumptions that, while believed by management to be reasonable, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Forward-looking statements are subject to various risks and uncertainties including, but not limited to the risk that the Debenture Amendments will not be successfully completed for any reason, risks applicable to any debt instrument including that the Corporation may not be able to pay the interest and/or repay the principal amount outstanding under the Debentures when due, risks that the Corporation’s refinancing plan may not be achievable on acceptable terms or at all, and risks that the Corporation or Debentureholders may not realize the anticipated benefits of the Debenture Amendments including ultimate repayment of the Debentures even if the Debenture Amendments are implemented. If any or all of the Company’s outstanding debt obligations are not renewed or replaced upon expiration of their terms, and if the Company is unsuccessful in its ability to generate additional capital from sales of portfolio assets and/or business units and additional alternative financing arrangements to repay same on terms acceptable to the Company, or at all, the Company may not be able to continue to finance its operations and operate as a going concern. See Accord's most recent annual information form and most recent management’s discussion and analysis of results of operations and financial condition for a detailed discussion of the risk factors affecting Accord. Such forward-looking information represents management's best judgment based on information currently available. No forward-looking statement can be guaranteed and actual future results may vary materially. Accordingly, readers are advised not to place undue reliance on forward-looking statements or information.