Mr. Simon Hitzig reports

ACCORD ANNOUNCES BANKING FACILITY UPDATE AND AMENDMENTS TO SUBORDINATED DEBT

Accord Financial Corp. has extended its senior bank facility to Oct. 31, 2026. This extension, along with proposed five-year extensions to the company's outstanding debentures and $11-million principal amount of notes described below, will provide the company with a solid framework to execute a refinancing of the bank facility and continue its focus on small business lending in Canada.

Throughout 2025 and into 2026, Accord made significant progress in simplifying the business and repaying its outstanding debt. By successfully exiting the United States market, and through repayments of other non-core portfolio assets, the bank facility has been reduced from approximately $148-million as at Dec. 31, 2025, to approximately $52-million today. Accord is now entirely focused on small business lending in Canada -- one country, one target market, one team.

Simon Hitzig, president and chief executive officer, commented: "With Accord now refocused on the Canadian market, we're redoubling our efforts to restructure and/or refinance all the company's debt. The amendments provide stability while we continue to execute our financing and strategic plan."

Amendment to bank facility

On June 12, 2026, the company amended its bank facility, extending the maturity date to Oct. 31, 2026, and increasing the total commitment from $65-million to $70-million. The amendment also incorporates certain milestones relating to debt refinancing initiatives (including the completion of the debenture amendment and the amendment to the Hitzig notes referred to below).

Amendment to the unsecured notes

The company currently has $15.0-million of unsecured demand notes and unsecured term notes outstanding, excluding accrued interest. The company has reached an agreement in principle with Mr. Hitzig and members of his family to amend the terms of the notes held by the Hitzig family, representing principal outstanding of approximately $11.0-million. Subject to the completion of certain conditions, including the approval of the debenture amendment described below, the proposed amendments to the Hitzig notes would provide:

• That if the bank facility is refinanced by Dec. 31, 2026, the Hitzig notes will be extended for five years to Oct. 31, 2031, but if the bank facility is not refinanced by Dec. 31, 2026, then the Hitzig notes will mature on Oct. 31, 2027;
• The interest rate on the Hitzig notes will be reduced to 0.0 per cent for the first two years, and thereafter will bear interest at 7.0 per cent per annum;
• A reduction in seniority to make the Hitzig notes rank pari passu with the debentures;
• That holders of the Hitzig notes may, in certain circumstances and subject to any required regulatory approval and compliance with applicable law, exchange such notes as part of a future equity offering by the company.

"The changes to the notes held by my family provide a solid foundation for the refinancing plan and demonstrate our confidence in the long-term success of Accord as a leader in small business lending in Canada," commented Simon Hitzig, president and chief executive officer of Accord.

Amendment to the debentures

The company also announced that it will seek the approval of the holders of its 12 per cent unsecured subordinated debentures due July 31, 2026, to amend certain terms designed to support the company's refinancing efforts and strengthen its long-term capital structure.

The proposed amendments would:

• Extend the maturity date of the debentures for an additional five years to Oct. 31, 2031, provided that if the bank facility is not refinanced prior to Dec. 31, 2026, the debentures would instead mature on Oct. 31, 2027;
• Reduce the interest rate from 12 per cent to 7 per cent effective July 31, 2026 with the current accrued and unpaid interest as of July 31, 2026 (totalling $122.36 per $1,000 principal amount of debentures), continuing to accrue. The company would have the flexibility to pay interest in cash or continue to accrue interest on any interest payment date and currently expects that interest will be accrued rather than paid in cash during the first two years of the term following the amendment;
• Provide enhanced protection to debentureholders in the event of a change of control of the company occurring after Dec. 31, 2026, through repayment of the debentures at 103 per cent of principal plus accrued and unpaid interest.

The company's board of directors established a special committee comprising solely independent directors to review the proposed amendments and evaluate other financial restructuring alternatives available to the company. After consultation with its financial adviser, FTI Capital Advisors -- Canada LLC, and after receiving the unanimous recommendation of the special committee, the board of directors unanimously (with Mr. Hitzig abstaining from voting) determined that the amendments are in the best interests of the company. Accordingly, Accord's board of directors unanimously recommends that debentureholders vote in favour of the debenture amendments.

In reaching its determination, the board considered a number of factors, including that the amendments:

1. Provide the company with additional time to strengthen its balance sheet and complete a broader recapitalization, with the objective of repaying the notes and debentures in full at a later date;
2. Remove pending subordinated debt maturities, thereby supporting efforts to refinance the company's bank facility;
3. Reduce debt service obligations and improve the company's financial flexibility during the refinancing process;
4. Align the ranking of the Hitzig notes with the debentures by amending the Hitzig notes to rank pari passu with the debentures and reduce the interest paid on the Hitzig notes to 0 per cent for the first two years, whereas the debentures will continue to accrue interest at 7.0 per cent per annum throughout the extended term;
5. Provide for the five-year extension only if the bank facility is successfully refinanced prior to Dec. 31, 2026;
6. Avoid a default that could arise if the debentures come due before the company has sufficient financial resources to repay them. Such default would trigger a bank facility default, which could lead to a court-supervised liquidation of the company.

The company's president and CEO, Simon Hitzig, commented: "We have successfully reduced our outstanding debt, and the amendments will put Accord in a better position to build the business, strengthen our balance sheet and fully recapitalize the company over time. We sincerely appreciate debentureholders' continued support through this critical period."

There can be no assurance that the bank facility will be successfully refinanced or further extensions to the bank facility will be made. As such, no undue reliance should be placed on any expectations as to the occurrence of any of the foregoing and any impact on the company or its securityholders arising therefrom. In addition, should the debenture amendment not be completed, the bank facility will become immediately due and payable and there can be no assurance of the effect on the debentureholders or the value of the debentures as a result thereof.

Debentureholder meeting

The company has called a special meeting of the debentureholders to be held on July 27, 2026. The debenture amendments will only be effective if passed by an extraordinary resolution of the holders of at least 66.66 per cent 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 July 31, 2026.

The debentures trade on the TSX under the symbol ACD.DB on an interest-flat basis and it is expected that they will continue to do so following the effective date of the debenture amendments. The debenture amendments are subject to the approval of the TSX.

Further particulars relating to the meeting and 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+ and which will be mailed to all debentureholders.

About Accord Financial Corp.

Accord is one of Canada's most dynamic commercial finance companies providing fast, versatile financing solutions including asset-based lending, factoring, inventory finance, equipment finance and trade finance. By leveraging the company's unique combination of deep experience and independent thinking, the company crafts winning financial solutions for small and medium-sized businesses, simply delivered, so its clients can thrive.

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