EGI Financial Announces Rights Offering


    TORONTO, June 24 /CNW/ - EGI Financial Holdings Inc. (the "Company")
(TSX:EFH) is pleased to announce that it is commencing a rights offering (the
"Offering") which is expected to result in gross proceeds of approximately
$20,894,000, assuming full subscription. The Company intends to use the
proceeds of the Offering (after payment of the expenses of the Offering) for
general corporate purposes, which may include the financing of internal
organic growth and paying, in whole or in part, for acquisitions. The Offering
is subject to normal stock exchange and regulatory approvals.
    The Company will be issuing rights ("Rights") to eligible holders of
record ("Shareholders") of outstanding common shares of the Company ("Common
Shares") at the close of business on July 4, 2008 (the "Record Date") to
subscribe for and purchase from the Company an aggregate of approximately
1,943,630 Common Shares, at a price of $10.75 per Common Share (the
"Subscription Price"). Each Shareholder of record on the Record Date will
receive one Right for each Common Share held. Each five (5) Rights entitle the
holder, other than Ineligible Shareholders as defined in the rights offering
circular (the "Circular"), to acquire one Common Share upon payment of the
Subscription Price and satisfaction of other requirements set forth in the
Circular. Shareholders who exercise their Rights in full are entitled to
subscribe for additional Common Shares pursuant to the Additional Subscription
Privilege as defined and described in the Circular. The Circular will be
mailed to the Shareholders and will also be available at the Canadian
Securities Administrators' SEDAR website at
    The Rights will be listed on the Toronto Stock Exchange (the "TSX") under
the trading symbol "EFH.RT" and are fully transferable on the TSX. The TSX has
conditionally approved the listing of the Common Shares issuable on the
exercise of the Rights. Trading in the Rights on the TSX will cease at 12:00
noon (Toronto time) on July 31, 2008.
    The Rights may be exercised commencing on July 10, 2008 and the Rights
will expire at 4:00 p.m. (Toronto time) (the "Expiration Time") on July 31,
2008 (the "Expiration Date"). Shareholders who hold their Common Shares
indirectly through a broker, CDS Clearing and Depositary Services Inc. ("CDS")
or a participant in the CDS system should contact the broker, CDS or CDS
participant to determine how Rights may be exercised. Rights not exercised at
or before the Expiration Time on the Expiration Date will be void and of no
    The Company has entered into a stand-by commitment agreement with one of
its existing shareholders, Covington Fund II Inc. ("Covington") for the
purchase of Common Shares not otherwise subscribed for and purchased under the
Offering subject to a maximum of the lesser of (i) 971,000 Common Shares; and
(ii) such number of Common Shares that would result in Covington owning
19.999% of the outstanding Common Shares after completion of the Offering and
the stand-by commitment agreement. Prior to the Rights Offering Covington held
approximately 10.3% of the outstanding Common Shares of the Company.

    The TSX has neither approved nor disapproved the form or content of this
    information release.

    The Rights and underlying Common Shares have not been and will not be
registered under the United States Securities Act of 1933, as amended and may
not be offered or sold to any person within the United States of America. For
further details, please refer to the section in the Circular entitled
"Ineligible Shareholders".

    About EGI Financial
    Founded in 1997, EGI Financial operates in the property and casualty
insurance industry in Canada and the United States, primarily focusing on
non-standard automobile insurance and other niche and specialty general
insurance products. EGI Financial's common shares are traded on the Toronto
Stock Exchange under the symbol EFH.

    Forward-looking Information
    This news release contains forward-looking information based on current
expectations. This information includes, but is not limited to, statements
about the operations, business, financial condition, priorities, targets,
ongoing objectives, strategies and outlook of EGI Financial for 2008 and
subsequent periods.
    This information is based upon certain material factors or assumptions
that were applied in drawing a conclusion or making a projection as reflected
in the forward-looking information. By its nature, this information is subject
to inherent risks and uncertainties that may be general or specific. A variety
of material factors, many of which are beyond EGI Financial's control, affect
the operation, performance and results of EGI Financial and its business
including the commencement and completion of the Offering, and could cause
actual results to differ materially from the expectations expressed in any of
this forward-looking information.
    EGI Financial does not undertake to update any forward-looking
information. Additional information about the risks and uncertainties about
EGI Financial's business is provided in its disclosure materials, including
its annual information form, filed with the securities regulatory authorities
in Canada, available at

    %SEDAR: 00022868E

For further information:

For further information: Douglas E. McIntyre, Chief Executive Officer,
EGI Financial Holdings Inc., Telephone: (905) 214-7880

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