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1 Interim Condensed Consolidated Financial Statements Element Financial Corporation As at and for the three and six months ended

2 ASSETS INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION [unaudited, in thousands of Canadian dollars] As at As at December 31, $ $ Cash 86,945 66,869 Restricted funds [notes 6 and 14] 488, ,238 Cash held in escrow [note 8] 1,997,329 Finance receivables [note 3] 9,478,260 8,465,989 Equipment under operating leases [note 4] 1,938,032 1,279,670 Investment in managed fund [note 5] 129,896 Accounts receivable and other assets 93,417 64,258 Notes receivable [note 12] 46,532 45,299 Derivative financial instruments [note 14] 45,632 5,746 Property, equipment and leasehold improvements 17,612 17,020 Intangible assets 413, ,898 Deferred tax assets 49,250 39,405 Goodwill 500, ,110 LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities 15,285,559 11,290,502 Accounts payable and accrued liabilities [notes 10 and 14] 439, ,113 Subscription receipts escrow liability [note 8] 1,997,329 Derivative financial instruments [note 14] 16,950 11,196 Secured borrowings [note 6] 8,682,200 7,751,395 Convertible debentures [note 7] 829, ,147 Deferred tax liabilities 50,558 25,700 Total liabilities 12,015,705 8,459,551 Shareholders' equity [note 9] 3,269,854 2,830,951 15,285,559 11,290,502 See accompanying notes On behalf of the Board:

3 INTERIM CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS [unaudited, in thousands of Canadian dollars, except for per share amounts] NET FINANCIAL INCOME Three-month period ended Three-month period ended $ $ Interest income 119,521 51,547 Rental revenue, net [note 4] 28,592 14, ,113 66,048 Interest expense 58,108 22,985 Net interest income before provision for credit losses 90,005 43,063 Provision for credit losses [note 3] 3,284 3,868 Net interest income 86,721 39,195 Management fees and other revenues [note 11] 62,910 12,897 Net financial income 149,631 52,092 OPERATING EXPENSES Salaries, wages and benefits 36,391 12,564 General and administrative expenses 24,476 8,194 Amortization of convertible debenture synthetic discount [note 7] 1,956 Share-based compensation [note 10] 9,438 3,661 BUSINESS ACQUISITION COSTS 72,261 24,419 Amortization of intangible assets from acquisitions 5, Transaction and integration costs 39,287 13,107 44,489 13,942 Income before income taxes 32,881 13,731 Provision for income taxes 7,724 2,603 Net income for the period 25,157 11,128 Basic earnings per share [note 13] $ 0.07 $ 0.04 Diluted earnings per share [note 13] $ 0.07 $ 0.04 See accompanying notes

4 INTERIM CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS [unaudited, in thousands of Canadian dollars, except for per share amounts] Six-month period ended Six-month period ended $ $ NET FINANCIAL INCOME Interest income 231, ,092 Rental revenue, net [note 4] 54,573 24, , ,767 Interest expense 111,710 44,518 Net interest income before provision for credit losses 173,977 80,249 Provision for credit losses [note 3] 6,511 6,826 Net interest income 167,466 73,423 Management fees and other revenues [note 11] 115,883 23,636 Net financial income 283,349 97,059 OPERATING EXPENSES Salaries, wages and benefits 70,414 25,131 General and administrative expenses 45,781 14,292 Amortization of convertible debenture synthetic discount [note 7] 3,428 Share-based compensation [note 10] 15,974 7,855 BUSINESS ACQUISITION COSTS 135,597 47,278 Amortization of intangible assets from acquisitions 9,945 1,861 Transaction and integration costs 40,468 13,107 50,413 14,968 Income before income taxes 97,339 34,813 Provision for income taxes 22,685 7,849 Net income for the period 74,654 26,964 Basic earnings per share [note 13] $ 0.23 $ 0.11 Diluted earnings per share [note 13] $ 0.23 $ 0.10 See accompanying notes

5 INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) [unaudited, in thousands of Canadian dollars] Three-month period ended Three-month period ended $ $ Net income for the period 25,157 11,128 OTHER COMPREHENSIVE INCOME (LOSS) Cash flow and foreign exchange hedges [note 14] 37,321 (28,895) Net unrealized foreign exchange loss (41,781) (26,224) (4,460) (55,119) Deferred tax expense (recovery) 9,442 (6,311) Total other comprehensive loss (13,902) (48,808) Comprehensive income (loss) for the period 11,255 (37,680) See accompanying notes

6 INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) [unaudited, in thousands of Canadian dollars] Six-month period ended Six-month period ended $ $ Net income for the period 74,654 26,964 OTHER COMPREHENSIVE INCOME (LOSS) Cash flow and foreign exchange hedges [note 14] 6,501 (32,559) Net unrealized foreign exchange gain (loss) 158,469 (5,926) 164,970 (38,485) Deferred tax recovery (316) (7,138) Total other comprehensive income (loss) 165,286 (31,347) Comprehensive income (loss) for the period 239,940 (4,383) See accompanying notes

7 INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY [unaudited, in thousands of Canadian dollars] Common share capital Preferred share capital Equity component of convertible debentures Contributed surplus Retained earnings (accumulated deficit) Accumulated other comprehensive income Total Shareholders' equity $ $ $ $ $ $ $ Balance, December 31, ,323, ,387 25,059 (15,991) 3,304 1,446,656 Comprehensive income for the year 54, , ,374 Dividends paid [note 9] (19,199) (19,199) Net taxes on dividends paid (580) (580) Options exercised [note 9] 6,236 (1,579) 4,657 Shares issued [note 9] 917, ,726 1,172,696 Issuance of convertible debentures 33,135 33,135 Employee stock option expense [note 10] 16,212 16,212 Balance, December 31, 2,248, ,113 33,135 39,692 18, ,609 2,830,951 Comprehensive income for the period 74, , ,940 Dividends accrued and/or paid [note 9] (13,231) (13,231) Net taxes on dividends paid (386) (386) Options exercised [note 9] 21,943 (6,081) 15,862 Shares issued [note 9] 168, ,925 Issuance of convertible debentures 13,131 13,131 Employee stock option expense [note 10] 14,662 14,662 Balance, 2,270, ,038 46,266 48,273 79, ,895 3,269,854 See accompanying notes

8 INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS [unaudited, in thousands of Canadian dollars] Six-month period ended Six-month period ended $ $ OPERATING ACTIVITIES [note 17] Net income for the period 74,654 26,964 Items not affecting cash Share-based compensation [note 10] 14,662 7,855 Depreciation of property, equipment and leasehold improvements 2,082 1,236 Amortization of intangible assets 1, Amortization of intangible assets from acquisitions 9,945 1,861 Amortization of deferred lease costs 7,524 4,334 Amortization of deferred financing costs 13,065 4,440 Amortization of equipment under operating leases 18,628 7,972 Amortization of convertible debenture synthetic discount and deferred costs 4,801 Provision for credit losses 6,511 6, ,439 61,719 Changes in non-cash operating asset and liabilities Accounts receivable and other assets (26,047) 26,667 Accounts payable and accrued liabilities 42,053 22,349 Investment in finance receivables (2,786,298) (1,170,228) Repayments of finance receivables 2,036, ,634 Investment in equipment under operating leases (525,178) (674,388) Proceeds on disposals of equipment under operating leases 7,858 Syndications of finance receivables 103,219 95,217 Deferred tax assets (36,142) (2,671) Deferred tax liabilities 24,468 5,379 Derivative financial instruments (27,331) (28,556) Cash used in operating activities (1,033,362) (968,878) INVESTING ACTIVITIES [note 17] Business acquisition 2,000 Acquisition of investment in managed fund (128,915) Increase in cash held in escrow (1,997,329) (929,834) Increase in restricted funds (10,188) (37,434) Purchase of property, equipment and leasehold improvements (2,792) (3,008) Proceeds on disposals of property, equipment and leasehold improvements, and intangible assets Purchase of intangible assets (11,680) (4,087) Change in notes receivable (1,233) (769) Increase in deferred financing costs (14,037) (19,245) Cash used in investing activities (2,165,297) (991,957) FINANCING ACTIVITIES [note 17] Issuance of share capital, net [note 9] 184, ,534 Issuance of subscription receipts [note 8] 1,997, ,834 Issuance of convertible debentures 552, ,399 Issuance of secured borrowings, net 493, ,150 Dividends paid on preferred shares (12,218) (6,685) Cash provided by financing activities 3,216,677 1,985,232 Effects of exchange rates on cash 2,058 (1,071) Net increase in cash during the period 20,076 23,326 Cash, beginning of period 66,869 12,401 Cash, end of period 86,945 35,727 See accompanying notes

9 1. CORPORATE INFORMATION Element Financial Corporation [the "Company"] is an independent financial services company that originates, co-invests in and manages asset based financings and related service programs with operations in both Canada and the United States ["US"]. The Company originates the financing of a broad range of equipment and capital assets by way of secured loans, financial leases and conditional sales contracts. The Company has organized its activities and operations around four verticals: [i] Fleet Management; [ii] Rail Finance; [iii] Aviation Finance; and [iv] Commercial and Vendor Finance. Fleet Management provides vehicle fleet leasing, management solutions, and related service programs including service cards, remarketing, maintenance management and accident services. Rail Finance, with a focus on vendor relationships with rail manufacturers, provides leases and other secured financing for railcars for the North American rail industry. Aviation Finance provides leases and other secured financing for corporate airplanes and helicopters. Commercial and Vendor Finance, in conjunction with manufacturers and distributors, delivers financing and leasing solutions to customers in the transportation, construction, commercial, industrial, healthcare, golf, technology and office products sectors. The Company was incorporated under the Business Corporations Act of Ontario (Canada) on May 11, 2007 and commenced operations on that date. The registered office of the Company is 161 Bay Street, Suite 4600, Toronto, Ontario. The Company is a public corporation traded on the Toronto Stock Exchange ["TSX"] under the symbol "EFN". 1

10 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Statement of compliance These interim condensed consolidated financial statements are prepared in accordance with International Accounting Standards 34, Interim Financial Reporting as issued by the International Accounting Standards Board. These statements have been prepared in conformity with accounting policies disclosed in the consolidated financial statements for the year ended December 31,. During the six-month period ended, the Company acquired an investment in an associate and accordingly, the Company has adopted accounting policies described below under "basis of consolidation". These interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements of the Company as at December 31,, which includes information necessary or useful to understanding the Company s business and financial statement presentation. The results reported in these interim condensed consolidated financial statements should not be regarded as necessarily indicative of results that may be expected for the entire year. These interim condensed consolidated financial statements were authorized for issuance by the Board of Directors of the Company on August 12,. Basis of consolidation Subsidiaries These interim condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries from the dates of their acquisition. Transactions and balances amongst these entities have been eliminated upon consolidation. Subsidiaries, which include certain private partnerships and structured entities, are entities over which the Company has control. The Company controls an entity when [1] it has the power over the entity; [2] it has exposure, or rights, to variable returns from its involvement with the entity, and [3] it has the ability to use its power over the entity to affect the amount of its returns. Associates Associates are entities which the Company has significant influence, but not control, over the operating and financial management policy decisions of the entity. Significant judgment is used to determine whether voting rights, contractual management and other relationships with the entity, if any, provide the Company with significant influence over the entity. Investment in associates are accounted for using the equity method and initially recorded at cost. Subsequently, the investment in associate is adjusted for changes in the Company's share of net assets of the associate and such changes are reflected in the interim condensed consolidated statements of operations. 2

11 3. FINANCE RECEIVABLES The following table presents finance receivables based on the ultimate obligor's location: Canada US Other Total $ $ $ $ Gross investment 3,498,166 6,101,850 90,472 9,690,488 Unearned income (460,700) (652,842) (12,779) (1,126,321) Net investment 3,037,466 5,449,008 77,693 8,564,167 Net realizable value of impaired receivables 4,361 6,043 10,404 Unamortized deferred costs and subsidies 745 (44,727) (167) (44,149) Security deposits (3,313) (22,515) (5,242) (31,070) Interim fundings 120, , ,668 Fleet management service receivables 106, , ,157 Other receivables 4,913 35,483 40,396 Allowance for credit losses (7,669) (11,582) (62) (19,313) Total 3,263,751 6,142,287 72,222 9,478,260 December 31, Canada US Other Total $ $ $ $ Gross investment 3,439,180 5,118, ,530 8,664,678 Unearned income (418,955) (482,899) (13,564) (915,418) Net investment 3,020,225 4,636,069 92,966 7,749,260 Net realizable value of impaired receivables 5,451 5,451 Unamortized deferred costs and subsidies 1,989 (41,460) (194) (39,665) Security deposits (20,909) (23,388) (5,017) (49,314) Interim fundings 56, , ,673 Fleet management service receivables 138, , ,560 Other receivables 4,295 52,644 56,939 Allowance for credit losses (5,412) (11,314) (189) (16,915) Total 3,200,511 5,177,912 87,566 8,465,989 3

12 The following table presents delinquency status of the net investment in finance receivables, by contract balance: December 31, $ % $ % days past due 13, , days past due 2, , Greater than 90 days past due 1, , Total past due 17, , Current 8,546, ,723, ,564, ,749, Selected characteristics of the finance receivables December 31, Leases Loans Leases Loans Weighted average fixed interest rate 6.78% 6.02% 6.50% 6.56% Weighted average floating interest rate 2.92% 4.58% 3.04% 5.72% Percentage of portfolio with fixed interest rate 47.19% 80.95% 45.62% 78.99% 4

13 Allowance for credit losses An analysis of the Company's allowance for credit losses is as follows: Six-month period ended Year ended December 31, $ $ Allowance for credit losses, beginning of the year 16,915 11,071 Assumed through business acquisitions 2,529 Provision for credit losses 6,511 12,945 Charge-offs, net of recoveries (5,129) (10,439) Impact of foreign exchange rates 1, Allowance for credit losses, end of the period 19,313 16,915 Allowance as a percentage of finance receivables 0.20% 0.20% Finance receivables in arrears [90 days and over] 1,270 3,242 Arrears [90 days and over] as a percentage of net investment in finance receivables 0.01% 0.04% Impaired receivables, at estimated net realizable value 10,404 5,451 5

14 4. EQUIPMENT UNDER OPERATING LEASES The Company acts as a lessor in connection with equipment under operating leases and continues to recognize the leased assets in its interim condensed consolidated statements of financial position. The lease payments received, net of depreciation, are recognized in net income as Rental revenue, net. December 31, Railcar Aviation Total Railcar Aviation Total $ $ $ $ $ $ Cost 1,693, ,824 1,979,829 1,168, ,483 1,300,748 Accumulated depreciation 28,356 13,441 41,797 14,593 6,485 21,078 Net carrying amount 1,664, ,383 1,938,032 1,153, ,998 1,279,670 Rental revenue, net, consists of the following: For the three-months periods ended For the six-month periods ended $ $ $ $ Rental revenue 38,549 19,226 73,201 32,906 Amortization of equipment under operating leases (9,957) (4,725) (18,628) (8,231) 28,592 14,501 54,573 24, INVESTMENT IN MANAGED FUND The Company has a 32% interest in ECAF I Holdings Ltd., which is the parent holding company of ECAF I LuxCo S.ár.l., an entity that has invested in Class E-1 notes of ECAF I Ltd., a rated pooledaircraft asset backed securities issuer. ECAF I Holdings Ltd. is accounted for using the equity method in the interim condensed consolidated financial statements. No income from operations was recognized during the period ended, as the entity commenced operations during June. 6

15 6. SECURED BORROWINGS Secured borrowings outstanding were as follows: Balance outstanding Weighted average interest rate (1) Pledged finance receivables and equipment under operating leases Cash reserves $ % $ $ Term notes, in amortization period 2,156, % 2,344,738 55,400 Term notes, in revolving period 1,061, % 1,154,383 10,642 Variable-funding notes 2,063, % 2,201,153 21,337 Other 2, % 2,009 Vehicle management asset-backed debt 5,283, % 5,702,283 87,379 Life insurance company term funding facilities 532, % 507,245 54,419 Securitization programs 1,089, % 1,421,098 60,335 Asset-backed securities 1,036, % 1,343,332 28,091 Revolving senior credit facility (2) 775, % Deferred financing costs (34,253) 8,716, % 8,973, ,224 8,682,200 Balance outstanding Weighted average interest rate (1) December 31, Pledged finance receivables and equipment under operating leases Cash reserves $ % $ $ Term notes, in amortization period 1,603, % 1,706,520 53,740 Term notes, in revolving period 928, % 987,471 11,619 Variable-funding notes 2,304, % 2,430,823 36,873 Other 8, % 15,278 Vehicle management asset-backed debt 4,844, % 5,140, ,232 Life insurance company term funding facilities 572, % 544,683 56,531 Securitization programs 753, % 984,557 39,192 Asset-backed securities 505, % 679,390 14,520 Revolving senior credit facility (2) 1,106, % Deferred financing costs (31,255) 7,782, % 7,348, ,475 7,751,395 (1) Represents the weighted average stated interest rate of outstanding debt at the period end, and excludes amortization of deferred financing costs, premiums or discounts, stand-by fees and the effects of hedging. (2) Revolving senior credit facility is secured by a general security agreement in favour of the lenders consisting of a first priority interest on all property. 7

16 The Company was in compliance with all financial and reporting covenants with all of its lenders as at. Vehicle management asset-backed debt Term notes, in amortization period During the first quarter of, US $800 million of revolving notes were converted into amortizing notes. Term notes, in revolving period During the first quarter of, the Company issued US $850 million of term notes. The proceeds from this issuance were used to pay down the variable-funding notes. As at, the Company has available capacity in variable funding notes and other of $1,229,065 [December 31, - $975,903] under its vehicle management asset-backed debt facilities. Life insurance company term funding facilities During the first quarter of and as a result of a similar increase in the Company's term revolving senior credit facility, the Company reduced the size of its unutilized commitment from the Canadian life insurance companies by $100 million subject to further re-set as the commitment is utilized. As at, the Company has access to committed lines of funding of $500,000 from four Canadian life insurance companies [December - $600,000 from four Canadian life insurance companies]. As at, the Company has access to $276,287 [December 31, - $318,376] of available financing under its life insurance company term funding facilities. Securitization programs During the second quarter of, the Company established a new program with a Canadian bank for a committed facility of $100,000. Additionally, during the second quarter of, the Company established bridge financing to temporarily finance assets in the Aviation Finance vertical in the amount of US $146,000. As at, the Company has available capacity of $266,868 [December 31, - $360,085] from these securitization programs. Asset-backed securities During the first quarter of, the Company entered into a secured borrowing agreement with unrelated investors for US $405,000 to fund eligible pools of finance assets in the Rail Finance vertical. 8

17 Revolving senior credit facility During the first and second quarter, the Company syndicated an additional $100 million and $100 million, respectively, of its term revolving senior credit facility, increasing the facility to $2,150,000 at [December 31, - $1,950,000] [see note 19]. As at, the Company had available capacity of $1,374,506 [December 31, - $843,928] from the senior facility plus an unsyndicated facility amount of $350 million. Restricted funds Restricted funds include [i] cash reserves of $230,224 as at [December 31, - $212,475], which represents collateral for secured borrowing arrangements; and [ii] cash accumulated in the collection account of $257,978 as at [December 31, - $223,213], which represents repayments received on assets financed pursuant to the secured borrowing facilities, which are subsequently remitted back to the facilities on specific dates. 9

18 7. CONVERTIBLE DEBENTURES Convertible debentures consist of: Final maturity date Conversion price per share Interest rate (1) Face value Deferred costs Synthetic discount Net carrying value $ % $ $ $ $ Convertible debentures issued on June 18, Convertible debentures issued on May 29, ,000 (9,591) (28,240) 307, (2) ,000 (21,797) (30,902) 522, ,000 (31,388) (59,142) 829,470 December 31, Final maturity date Conversion price per share Interest rate (1) Face value Deferred costs Synthetic discount Net carrying value $ % $ $ $ $ Convertible debentures issued on June 18, ,000 (10,640) (31,213) 303, ,000 (10,640) (31,213) 303,147 (1) Stated interest rate on face principal value. (2) The maturity date will initially be December 31, and will be extended to 2020 on the closing of an eligible acquisition prior to December 31,. On May 29,, the Company closed an offering of $575,000, 4.25% extendible convertible unsecured subordinated debentures [the "Debentures"]. The Debentures are accounted for as a compound financial instrument with a debt component and a separate equity component. The debt component of the Debentures is measured at fair value on initial recognition. To determine the initial amount of the respective debt and equity components of the Debentures issued on May 29,, the carrying amount of the financial liability was first calculated by discounting the stream of future principal and interest payments at the rate of 5.50% which represents the rate of interest prevailing at the date of issue for instruments of similar terms and risks. 10

19 The debt component was assigned a value of $521,522 [net of transaction costs of $22,121] and the equity component was assigned a value of $30,420 [net of after-tax transaction costs of $934, and before the impact of deferred taxes]. The debt component is subsequently accounted for at amortized cost using the effective interest rate method. Interest expense on the Debentures is composed of the interest calculated on the face value of the debentures and notional interest representing the accretion of the carrying value of the Debentures [the "convertible debenture synthetic discount"]. The Debentures bear interest at an annual coupon rate of 4.25% payable semi-annually on the last day of June and December in each year, commencing on December 31,. The maturity date for the Debentures will initially be December 31, and will be extended to 2020 on the closing of an eligible acquisition prior to December 31,. Each Debenture is convertible into common shares at the option of the holder of a Debenture at any time prior to 5:00 p.m. (Toronto time) on 2020, at a conversion price of $23.80 per common share [the Conversion Price ], subject to adjustment in accordance with the indenture agreement. Holders converting their Debentures will be entitled to receive, in addition to the applicable number of common shares to be received on conversion, accrued and unpaid interest thereon in cash for the period from the last interest payment date on their Debentures to, but excluding, the date of conversion. The Company may redeem, subject to specified conditions and notice, on or after 2018 and prior to 2020, in whole or in part from time to time, at a redemption price equal to the principal amount plus accrued and unpaid interest, provided that the volume weighted trading price of the common shares on the TSX for the 20 consecutive days preceding the date on which notice of redemption is given is not less than 125% of the Conversion Price. Subject to required regulatory approvals and provided that there is not a current Debenture event of default, the Company may, at its option and with notice, elect to repay, in whole or in part, the principal amount of the Debentures which are to be redeemed or which have matured by issuing common shares to the holders of the Debentures. Payment would be satisfied by delivering that number of common shares obtained by dividing the principal amount of the Debentures to be redeemed or that have matured, by 95% of the current market price of the common shares on the redemption date or maturity date. Any accrued and unpaid interest will be paid in cash. 11

20 8. SUBSCRIPTION RECEIPTS ESCROW LIABILITY On May 29,, to fund future acquisitions, the Company closed an offering of 119,735,000 subscription receipts at a price of $17.00 per subscription receipt for gross proceeds of $2,035,495. The proceeds, net of fees of $38,166 representing 50% of total underwriting fees and the remaining fees to be paid upon the closing of an eligible transaction, are being held by Computershare Trust Company, as subscription receipt agent, and are invested in short term interest bearing debt obligations issued by a Canadian chartered bank. These net proceeds less the remaining 50% of the escrowed underwriting fees will be released to the Company upon the satisfaction of the closing of an eligible transaction. The following table summarizes the subscription receipts escrow liability and proceeds to be received on the release of escrow: Gross proceeds 2,035,495 Initial underwriting fee 38,166 Funds in escrow 1,997,329 Final underwriting fee payable 38,166 Net proceeds to be received upon the closing of an eligible transaction 1,959,163 $ 12

21 9. SHARE CAPITAL The Company is currently authorized to issue [i] an unlimited number of common shares without nominal or par value and [ii] an unlimited number of preferred shares, issuable in series. Shares Common shares Amount # $ Balance, December 31, ,935,301 1,323,897 Exercise of options 597,958 6,081 Exercise of non-employee options 109, Issuance of shares, net of costs 74,416, ,891 Effects of changes in future tax rates on share issue costs 79 Balance, December 31, 264,059,081 2,248,103 Exercise of options 35, Balance, March 31, 264,094,166 2,248,307 Exercise of options 1,828,883 21,739 Balance, 265,923,049 2,270,046 Preferred Shares, Series A Preferred Shares, Series C Preferred Shares, Series E Preferred Shares, Series G Shares Amount Shares Amount Shares Amount Shares Amount # $ # $ # $ # $ Balance, December 31, ,600, ,387 Issuance of shares, net of costs 5,126, ,744 5,321, ,994 Effects of changes in future tax rates on share issue costs (12) Balance, December 31, 4,600, ,375 5,126, ,744 5,321, ,994 Balance, March 31, 4,600, ,375 5,126, ,744 5,321, ,994 Issuance of shares, net of costs 6,900, ,925 Balance, 4,600, ,375 5,126, ,744 5,321, ,994 6,900, ,925 13

22 Preferred share dividends On May 29,, the Company issued, through a public offering, 6,900, % cumulative 5- Year Rate Reset Preferred Shares, Series G ["Series G shares"] at a price of $25.00 per preferred share for gross proceeds of $172,500. The issuance included pre-tax transaction costs of $4,911 [or after-tax transaction costs of $3,575]. For each five-year period, holders of the preferred shares are entitled to receive a fixed, cumulative, preferential cash dividend, if, as and when declared by the Board of Directors, payable quarterly on the last business day of March, June, September and December in each year. The annual dividend rate will reset at each five-year period to the non-callable Government of Canada bond yield with a term to maturity of five years plus 5.34%. The Company will have the right to redeem the Series G shares on September 30, 2020, and on September 30 every five years thereafter for $25 per Series G share, plus accrued and unpaid dividends. Subject to the right of the Company to redeem the Series G shares, the holders of the Series G shares will have the right on September 30, 2020, and on September 30 every five years thereafter, to convert all or any of the Series G shares into Series H shares, on the basis of one Series H share for each Series G share converted. Holders of Series H shares are entitled to receive floating rate cumulative preferential cash dividends, if, as and when declared by the Board of Directors, payable quarterly on the last business day of March, June, September and December in each year. The annualized floating quarterly dividend rate will equal the sum of the average three-month Government of Canada Treasury Bill rate plus 5.34%. During the three-month and six-month period ended, the Company paid $6,109 and $12,218 in preference share dividends, respectively [three-month and six-month periods ended June 30, - $4,523 and $6,685, respectively]. As at, the unaccrued cumulative preference share dividends were $67 [December 31, - $67]. 14

23 10. SHARE-BASED COMPENSATION Share-based compensation expense consists of the following for the periods ended: Three-month period ended $ $ Six-month period ended $ $ [a] Stock options 9,456 3,546 14,662 7,265 [b] Deferred share units ["DSU"] , [c] Performance share units ["PSU"] ,631 3,661 17,167 7,855 15

24 [a] Stock options The changes in the number of stock options during the periods were as follows: Number of options Weighted average exercise price # $ Outstanding, December 31, ,388, Granted 3,383, Forfeited (168,386) Exercised (747,958) 7.03 Outstanding, December 31, 16,855, Granted 6,578, Forfeited (123,529) Exercised (49,254) 6.60 Outstanding, March 31, 23,260, Granted 20, Forfeited (56,315) Exercised (1,900,932) 8.85 Outstanding, 21,323,

25 The cost of the options granted during the periods was determined using the valuation model with inputs to the model as follows: option Unit Six-month period ended Year ended December 31, Weighted average share price $ Average term to exercise Years Share price volatility % Weighted average expected annual dividend yield % 0 0 Risk-free interest rate % [b] Deferred share units and Performance share units Number of Deferred Share Units Number of Performance Share Units # # Outstanding, December 31, ,401,264 Granted 126,671 1,389,033 Redeemed (3,482) Outstanding, December 31, 1,524,453 1,389,033 Granted 47, ,595 Forfeited (5,793) Redeemed (739,133) Outstanding, March 31, 1,572, ,702 Granted 26,877 Redeemed (171,821) (130,595) Outstanding, 1,427, ,107 17

26 [i] Deferred share units As at, the fair value of DSUs recorded on the interim condensed consolidated statements of financial position as accounts payable and accrued liabilities was $28,185 [December 31, $21,556]. [ii] Performance share units As at, 644,107 PSUs remain unvested and outstanding and the fair value of PSUs recorded on the interim condensed consolidated statements of financial position as accounts payable and accrued liabilities was $5,317 [December 31, 1,389,033 unvested PSUs and $11,441, respectively]. The PSUs vest on achievement of specific performance conditions over and [iii] Hedging of DSUs and PSUs As at, the Company has hedged 2,059,332 share units, and has derivative assets of $11,959 which will be applied to the settlement of DSU and PSU awards [December 31, - 2,858,684 share units hedged and net derivative asset of $448]. 11. MANAGEMENT FEES OTHER REVENUES Management fees and other revenues consist of the following for the periods ended: Three month period ended Six month period ended $ $ $ $ Syndication fees 5,660 3,629 8,568 4,059 Capital advisory fees 9,009 15,428 Fleet management and servicing fees 39,850 4,272 78,436 8,938 Prepayment charges 5,428 1,364 7,155 2,560 Wholesale program fees 535 1,098 Others 2,963 3,097 6,296 6,981 62,910 12, ,883 23,636 18

27 12. NOTES RECEIVABLE Notes receivable of $46,532 as at [December 31, - $45,299] represent loans to certain employees and officers of the Company. These loans bear interest at a rate of 3% per annum. Interest is payable monthly or annually, and the principal is payable on demand in the event of nonpayment of interest. The loans were granted in order to help finance the purchase of the Company's shares and are secured by the shares purchased and are full recourse to the employee. The changes in the notes receivable during the periods were as follows: Six-month period ended $ Year ended December 31, $ Notes receivable, beginning of period 45,299 35,239 Additions 2,400 9,152 Interest income 648 1,107 Repayments [interest and principal] (1,815) (199) Notes receivable, end of period 46,532 45,299 19

28 13. EARNINGS PER SHARE Basic earnings per share is as follows for the periods ended: Three-month period ended Six-month period ended Net income attributable to shareholders $ 25,157 $ 11,128 $ 74,654 $ 26,964 Cumulative dividends on preferred shares $ (7,123) $ (4,254) $ (13,231) $ (6,696) Net income available to common shareholders $ 18,034 $ 6,874 $ 61,423 $ 20,268 Weighted average number of common shares outstanding - basic [number] 264,515, ,502, ,290, ,359,570 Basic earnings per share $ 0.07 $ 0.04 $ 0.23 $ 0.11 Diluted earnings per share is as follows for the periods ended: Three-month period ended Six-month period ended Net income available to common shareholders adjusted for the effects of dilution $ 18,034 $ 6,874 $ 61,423 $ 20,268 Weighted average number of common shares outstanding - basic [number] 264,515, ,502, ,290, ,359,570 Dilutive stock options and warrants [number] 6,736,261 5,305,505 6,078,873 5,338,040 Weighted average number of common shares outstanding - diluted [number] 271,252, ,808, ,369, ,697,610 Diluted earnings per share $ 0.07 $ 0.04 $ 0.23 $

29 Instruments outstanding at that could potentially dilute basic earnings per share in the future, but were not included in the calculation of diluted earnings per share because they were for the periods presented, include 7,245,976 and 8,642,349 stock options for the threemonth and six-month periods ended, respectively [three-month and six-month periods ended - 4,357,543 and 4,357,543, respectively]. In addition, shares contingently issuable in settlement of the subscription receipts [note 8] are not included in the calculation of the weighted average number of common shares outstanding for either basic or diluted earnings per share. The convertible debentures [note 7] were excluded from the diluted earnings per share calculation as these were anti-dilutive for the three and six-month periods ended and, respectively. 14. DERIVATIVE FINANCIAL INSTRUMENTS In the normal course of business, and consistent with its risk management program, the Company enters into interest rate derivatives to manage interest rate risk, foreign exchange forward agreements to manage foreign currency exposure, and total return swaps to manage exposures to share-based compensation. Cash flow hedging relationships The following table presents the fair value changes related to the cash flow hedges included in the Company's results for the periods ended: Three-month period ended $ $ Six-month period ended $ $ Foreign exchange agreements recorded in other revenue items (5,281) 5,373 (8,698) 155 Fair value change recorded in other revenue items from hedge ineffectiveness (312) 35 Fair value changes recorded in other comprehensive income 37,321 (28,895) 6,501 (32,559) 21

30 Notional amounts and fair values of derivative instruments The following table summarizes the notional principal and fair values of the derivative financial instruments outstanding: Notional principal Derivative assets December 31, $ $ Interest rate contracts 1,509, ,338 Foreign exchange agreements 1,986,123 35,875 Total return swaps 28,713 30,596 Derivative liabilities 3,524, ,809 Interest rate contracts 6,525,066 1,927,943 Foreign exchange agreements 2,269, ,227 Total return swaps 9,377 Fair values 8,794,258 2,109,547 Restricted funds - collateral posted 7,550 Accounts payable and accrued liabilities - collateral received 13,060 Derivative assets Interest rate contracts 6,217 3,643 Foreign exchange agreements 27,456 1,426 Total return swaps 11, ,632 5,746 Derivative liabilities Interest rate contracts 13,585 10,548 Foreign exchange agreements 3, Total return swaps ,950 11,196 22

31 Fair values of derivatives designated in hedging relationships The following table summarizes the fair values of the derivative financial instruments designated in an accounting hedging relationships, as at: $ December 31, $ Interest rate contracts (7,368) (6,843) Foreign exchange agreements 24,091 1,007 Total return swaps 11, Offsetting of Derivative Assets and Liabilities 28,682 (5,388) The following tables present a summary of the Company's derivative portfolio, which includes the gross amounts of recognized financial assets and liabilities; the amounts offset in the interim condensed consolidated statements of financial position; the net amounts presented in the interim condensed consolidated statements of financial position; the amounts subject to an enforceable master netting arrangement or similar agreement that were not included in the offset amount above; and the amount of cash collateral received or pledged. As at Gross amounts of recognized financial instruments before netting on the Statement of Financial Position Gross amounts of recognized financial instruments set-off in the Statement of Financial Position Net amount of financial instruments presented in the Statement of Financial Position Amounts subject to an enforceable master netting arrangement or similar agreement that are not setoff in the Statement of Financial Position Amounts subject to an enforceable master netting agreement Collateral Net Amount Derivative financial instrument assets 45,632 45,632 6,251 13,060 26,321 Derivative financial instrument liabilities 16,950 16,950 6,251 10,699 As at December 31, Derivative financial instrument assets 5,746 5,746 1,282 4,464 Derivative financial instrument liabilities 11,196 11,196 1,282 7,550 2,364 23

32 15. CAPITAL DISCLOSURES The Company's objectives when managing capital are to ensure sufficient liquidity to support its financial objectives and strategic plans, to ensure its financial covenants are met and to maximize shareholder value. The Company's capitalization is as follows: December 31, $ $ Secured borrowings 8,682,200 7,751,395 Convertible debentures 829, ,147 Total debt 9,511,670 8,054,542 Subscription receipts escrow liability 1,997,329 Accounts payable and accrued liabilities 439, ,113 11,948,197 8,422,655 Shareholders' equity 3,269,854 2,830,951 15,218,051 11,253,606 24

33 16. SEGMENTED INFORMATION For management purposes, the Company is organized into one business segment, which primarily operates in Canada, US and Other. Geographic information as at and for the periods ended is as follows: For the three month period ended Canada US Other Total Canada US Other Total $ $ $ $ $ $ $ $ Net financial income 43, ,655 2, ,631 30,727 19,866 1,499 52,092 For the six month period ended Net financial income 82, ,750 3, ,349 55,538 38,497 3,024 97,059 As at Non-current assets Finance receivables 3,263,751 6,142,287 72,222 9,478,260 2,304, ,939 95,030 3,152,686 Equipment under operating leases 282,871 1,633,330 21,831 1,938,032 91, ,583 19, ,783 Goodwill 111, , , , ,710 Other 110, , ,467 67,795 18,762 86,557 3,768,604 8,485,699 94,053 12,348,356 2,567,593 1,570, ,859 4,252,736 Geographic net financial income is based on the location of customers and non-current assets are based on the location of the assets. Segment non-current assets consist of [a] finance receivables, [b] equipment under operating leases; [c] property, equipment, and leasehold improvements; [d] intangible assets; and [e] goodwill. 25

34 17. FAIR VALUE OF FINANCIAL INSTRUMENTS The Company estimates the fair value of the following financial instruments using the methodology described below. Valuation methods and assumptions Finance receivables and secured borrowings on finance receivables The carrying value of finance receivables and secured borrowings approximates fair value. The assertion that the carrying value of the finance receivables approximates fair value requires the use of estimates and significant judgment. The finance receivables were based on an internal model which is not used in market transactions. They comprise a large number of transactions with commercial customers in different businesses, are secured by liens on various types of equipment and may be guaranteed by third parties and cross collateralized. The fair value of any receivable would be affected by a potential buyer's assessment of the transaction's credit quality, collateral value, guarantees, payment history, yield, term, documents and other legal matters, and other subjective considerations. Value received in a fair market sale transaction would be based on the terms of the sale, the buyer's views of the economic and industry conditions, the Company's and the buyer's tax considerations, and other factors. Furthermore, it is not practical for the Company to estimate the fair value of its secured borrowings on finance receivables since, due to the limited sources of available funding for the type of business conducted by the Company, interest rates currently charged in the market for similar new borrowings are not readily available. Notes receivable The carrying value of the notes receivable approximates their fair value, as the interest rate on this asset is commensurate with market interest rates for this type of asset with similar duration and credit risk. Derivatives The fair values of derivatives are presented in Note 14 and are determined by the derivative counterparty using the related interest rate swap curves, foreign exchange forward values, intrinsic values and/or the Company's stock price for the total return swaps. Derivatives are classified as Level 2 financial instruments, whereby fair value is determined using valuation techniques and observable inputs. 26

35 18. SUPPLEMENT TO STATEMENT OF CASH FLOWS The consolidated statements of cash flows reflect only the impact of the Company s activities during the period. To simplify understanding of these transactions, and the related non-cash components, the major statement of financial position changes are more fully detailed below with indications as to the amounts included in the consolidated statements of cash flows. Finance receivables [note 3] For the sixmonth period ended $ Balance at December 31, 8,465,989 Originations [included in cash flows] 2,786,298 Repayments [included in cash flows] (2,036,597) Assets sold to syndications [included in cash flows] (103,219) Amounts transferred to equipment under operating leases (55,741) Amortization of deferred lease costs [adjustment to income in cash flows] (7,524) Provision for credit losses [adjustment to income in cash flows] (6,511) Impact of foreign exchange translation [excluded from cash flows] 435,565 Balance at 9,478,260 Equipment under operating leases [note 4] Balance at December 31, 1,279,670 Originations [included in cash flows as Investment in equipment under operating leases] 472,189 Other additions [included in cash flows as Investment in equipment under operating leases] 52,989 Disposals [included in cash flows] (7,858) Amounts transferred from finance receivables 55,741 Amortization of equipment under operating leases [adjustment to income in cash flows] (18,628) Impact of foreign exchange translation [excluded from cash flows] 103,929 Balance at 1,938,032 27

36 Secured borrowings [note 5] For the sixmonth period ended $ Balance at December 31, 7,751,395 Net issuance [included in cash flows] 493,900 Increase in deferred financing costs [included in cash flows] (14,037) Amortization of deferred financing costs [adjustment to income in cash flows] 13,065 Impact of foreign exchange translation [excluded from cash flows] 437,877 Balance at 8,682, BUSINESS ACQUISITION Acquisition of General Electric Company ["GE"] fleet management businesses On June 29,, the Company entered into a definitive agreement with GE to acquire GE Capital's remaining North American fleet management operations in the US and Mexico, as well as GE Capital's fleet management operations in Australia and New Zealand [the "Transaction"] for an all-cash estimated purchase price of $8.6 billion subject to adjustments based on the volume of assets delivered at closing and others. The Transaction is subject to regulatory and other approvals. The US and Mexico transaction is expected to close in the third quarter of, and the Australia and New Zealand transaction in the fourth quarter of subject to the receipt of these approvals. On July 22,, the Company was granted early termination of the waiting period under the Hart- Scott-Rodino Antitrust Improvements Act of 1976 with respect to the pending acquisition of the USbased fleet management operations of GE Capital. On August 4,, the Company received approval from the Australian Foreign Investment Review Board with respect to the pending acquisition of the Australia-based fleet management operations of GE Capital. The proceeds from the equity financing which closed on May 29,, were concurrently hedged into US dollars on May 29, while the bank financed portion of the GE Fleet Acquisition purchase price was hedged with respect to both currency and interest rates concurrent with the transaction announcement on June 29,. These hedges are included in the notional amounts and fair values disclosed in Note 14, under foreign exchange agreements in the notional amount of $3,718,397 and a net unrealized gain of $22,419, and under interest rate contracts in the notional amount of $4,992,480 and a net unrealized loss of $3,428. The unrealized fair values have been recorded in other comprehensive income. 28

37 In connection with the Transaction and subsequent to the end of the quarter, the Company increased its senior line from $2.15 billion to $8.5 billion and extended the facility to August 31, Of the increased facility, $5.0 billion is targeted specifically at the current Transaction, and is to be permanently reduced as permanent financing is secured for the assets acquired in the Transaction. 20. COMPARATIVE FIGURES Certain comparative figures have been reclassified to conform to the current period's presentation.

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