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Press release from Marketwire

Element Financial Announces Increase of Previously Announced Equity Financing to $150 Million

Wednesday, February 20, 2013

Element Financial Announces Increase of Previously Announced Equity Financing to $150 Million10:51 EST Wednesday, February 20, 2013TORONTO, ONTARIO--(Marketwire - Feb. 20, 2013) -NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAW.Element Financial Corporation (TSX:EFN) ("Element") is pleased to announce that it has amended the terms of its previously announced bought deal offering of common shares of Element ("Common Shares") to increase the size of the offering to approximately $150 million (the "Offering"). Under the amended terms of the Offering, a syndicate of underwriters co-led by GMP Securities L.P., Barclays and BMO Capital Markets and including RBC Capital Markets, Cormark Securities Inc., Scotiabank, TD Securities Inc., National Bank Financial Inc. and Manulife Securities Incorporated (collectively, the "Underwriters") have agreed to purchase, on a bought deal basis, an aggregate of 19,400,000 Common Shares at a price of $7.75 per Common Share for gross proceeds of approximately $150 million. The net proceeds of the Offering will be used to originate and finance, directly and indirectly, finance assets and for general corporate purposes. The Underwriters will also have the option, exercisable in whole or in part at any time on or up to 30 days after the closing of the Offering, to purchase up to an additional 2,910,000 Common Shares to cover over-allotments, if any, and for market stabilization purposes. In the event that the option is exercised in its entirety, the aggregate gross proceeds of the offering will be approximately $173 million. The Company will file a preliminary short form prospectus for the Offering with Canadian securities regulatory authorities in all Canadian provinces. The Offering is scheduled to close on or about March 8, 2013, subject to certain conditions, including obtaining all necessary regulatory approvals.The Common Shares have not been, nor will be, registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States or to U.S. persons absent registration or applicable exemption from the registration requirement of such Act and applicable state securities laws. This news release shall not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification under the securities laws of any such jurisdiction.About Element Financial Corporation With total assets of approximately $1.5 billion, Element Financial Corporation is one of North America's leading independent equipment finance companies. Element operates across North America in three verticals of the equipment finance market - Element Capital provides large ticket equipment leasing, Element Finance serves the mid-ticket equipment finance market and Element Fleet provides vehicle fleet leasing and management solutions through the Company's TLS Fleet Management division. Forward-Looking StatementsThis release includes forward-looking statements regarding the expected issuance and sale of common shares and the use of proceeds from the issuance. Such statements are based on the current expectations and views of future events of Element's management. In some cases the forward-looking statements can be identified by words or phrases such as "may", "will", "expect", "plan", "anticipate", "intend", "potential", "estimate", "believe" or the negative of these terms, or other similar expressions intended to identify forward-looking statements. The forward-looking events and circumstances discussed in this release, including the issuance and sale of common shares and the use of proceeds from the issuance, may not occur and could differ materially as a result of known and unknown risk factors and uncertainties affecting Element, including risks regarding the equipment finance industry, economic factors and many other factors beyond the control of Element. No forward-looking statement can be guaranteed. Forward-looking statements and information by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statement or information. Accordingly, readers should not place undue reliance on any forward-looking statements or information. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Element undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.FOR FURTHER INFORMATION PLEASE CONTACT: Contact Information: Element Financial CorporationJohn SadlerSenior Vice PresidentCorporate Affairs & Investor Relations(416) 386-1067 ext. 313jsadler@elementfinancial.caElement Financial CorporationMichel BelandChief Financial Officer(416) 386-1067 ext. 225mbeland@elementfinancial.ca