GMP Mails Letter to Common Shareholders, Publishes New Q&A and Provides Confirmation on Board Independence

Common Shareholders Should Vote FOR the RGMP Transaction Resolution and FOR the Company’s Board Nominees

TORONTO, Sept. 22, 2020 /CNW/ – GMP Capital Inc. (“GMP” or the “Company”) (TSX: GMP[1]) today announced that it filed and is mailing another letter to common shareholders and has published a new Question and Answer document for common shareholders.

The letter is available on SEDAR and on the Company’s website at this link[2]. The Q&A is appended to this news release and is available on the Company’s website at this link[3].

Both the letter and the Q&A respond to misguided criticism and miscalculations by a dissident. He promises more money to common shareholders of GMP, but he can’t deliver. To the contrary, there is significant risk that there will be less for everyone if common shareholders vote to support him.

At issue are the terms under which GMP proposes to increase its ownership of the wealth management company Richardson GMP Limited (“Richardson GMP”) to 100% from 33.2% through a share exchange (the “RGMP Transaction”). Your Board of Directors asks that you vote FOR the RGMP Transaction and FOR the Company’s nominees for election to the Board.

The Independence Commitment

Separately, in response to questions from stakeholders, GMP confirmed today the commitment from the Company and its largest shareholder to maintain a majority independent board of directors. This provides GMP’s minority shareholders an explicit assurance that if the RGMP Transaction is approved, future GMP boards will consist of a majority that is both independent of the Company and independent of Richardson Financial Group Limited (“RFGL”), the Company’s largest shareholder (the “Double Independent Majority”).

GMP urges common shareholders to end the uncertainty regarding the ownership of Richardson GMP by voting the BLUE proxy FOR the RGMP Transaction and FOR the Company’s nominees to the board.

“A Double Independent Majority such as GMP will have following the RGMP Transaction is standard protection for shareholders of Canadian public companies, including those with a significant shareholder,” said Donald Wright, chair of the GMP board and the independent special committee that negotiated the RGMP Transaction for the benefit of all GMP common shareholders.

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