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Empire Life announces an offering of $200 million of 6.73% subordinated debentures

May 14, 2009 - Kingston, Ontario - 

The Empire Life Insurance Company (Empire Life) and E-L Financial Corporation Limited (E-L) (TSX: ELF) (TSX: ELF.PR.F) (TSX: ELF.PR.G) announced today that Empire Life offered in Canada, by way of private placement to accredited investors, $200 million principal amount of subordinated unsecured 6.73% fixed/floating debentures (Debentures) due May 20, 2019. The offering is expected to close May 20, 2009.

The Debentures will mature on May 20, 2019 and will bear interest at a fixed annual rate of 6.73% for the first five years, payable in equal semi-annual payments, and a variable annual rate equal to the three-month CDOR plus 5.75% for the last five years, payable quarterly. The Debentures have been provisionally rated “A (low)” with a stable trend by DBRS Limited.

The proceeds will be used for regulatory capital and general corporate purposes, and to repay a $125 million subordinated debenture issued to E-L (subject to approval by the Superintendent of Financial Institutions). The proceeds from the Debentures are expected to qualify as Tier 2B capital for regulatory purposes.

The issue has been offered on an agency basis by a syndicate of dealers co-led by RBC Dominion Securities Inc. and Scotia Capital Inc. Other syndicate members include: National Bank Financial Inc., TD Securities Inc., BMO Nesbitt Burns Inc., CIBC World Markets Inc. and HSBC Securities (Canada) Inc.

Impact of the debentures issue on financial strength
On a pro forma basis, the Company estimates that its Minimum Continuing Capital and Surplus Requirements (MCCSR) ratio would increase from 201% to 219% (as at March 31, 2009) following the issue of these Debentures and repayment of the E-L debenture.

Notice
The Debentures have not been and will not be registered under the United States Securities Act of 1933, as amended, or any state securities laws, and may not be offered, sold or delivered, directly or indirectly, in The United States of America. This release does not constitute an offer to sell or a solicitation to buy such securities in the United States.

Forward-looking Statements
This news release may contain forward-looking statements about certain Empire Life current plans, goals and expectations relating to the closing of the offering and its financial strength. Statements containing the words: “expect”, “continue”, “anticipate”, “may”, “will”, “could”, “should”, “would”, “intend”, “plan”, “believe” and any other words of similar meaning are forward-looking. All forward-looking statements involve risk and uncertainty because they relate to future events and circumstances beyond the control of Empire Life. By their very nature, forward-looking statements involve numerous assumptions. As a result, the actual closing date of the offering and the expected financial strength of Empire Life assuming the closing of the offering may differ from those set out in the forward-looking statements. The Company will not undertake any obligation to update any of the forward-looking statements in this news release or any other forward-looking statements that it may make.

About Empire Life

A subsidiary of E-L Financial Corporation Limited and in business since 1923, Empire Life provides financial security and wealth management solutions for the changing needs of Canadians. The Company’s financial strength is rated A (Excellent) by A.M. Best Company, Inc., (as at June 2, 2008) and reflects excellent capitalization, continued strong growth in segregated fund assets, consistent profitability and expanding distribution. The success of Empire Life comes from a commitment to being approachable and responsive to the needs of its clients and business partners, consistently solid investment performance and faith in its employees as future leaders.