Scotiabank and CI Financial Corp. Announce Secondary Offering of Common Shares

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED
STATES.


The Bank of Nova Scotia ("Scotiabank") (TSX:BNS)(NYSE:BNS) and CI Financial
Corp. ("CI") (TSX:CIX) today announced that they have entered into an agreement
with a syndicate of underwriters, led by Scotia Capital Inc., RBC Capital
Markets and GMP Securities L.P. for a secondary offering (the "Offering") by
Scotiabank, on a bought deal basis, of 72.0 million common shares of CI (the
"Common Shares") at a price of $31.60 per Common Share for gross proceeds of
$2,275,200,000. The Offering will not result in an increase in the number of
outstanding Common Shares and CI will not receive any of the proceeds from the
Offering.


Scotiabank has granted the underwriters an over-allotment option to purchase up
to an additional 10.8 million Common Shares at the offering price within 30 days
from the date of the closing of the Offering solely to cover over-allotments, if
any, and for market stabilization purposes. The maximum gross proceeds raised
under the Offering will be $2,616,480,000 should this option be exercised in
full. A preliminary short-form prospectus relating to the Offering will be filed
with the applicable Canadian securities regulatory authorities no later than
June 3, 2014. The Offering is subject to the receipt of all necessary regulatory
and stock exchange approvals. Closing is expected to occur on or about June 17,
2014. 


If approved, the first dividend which purchasers of the Common Shares are
anticipated to be eligible to receive is the dividend anticipated to be paid on
July 15, 2014 to shareholders of record on June 30, 2014. CI has confirmed that
there is no current intention to change its dividend policy in response to
Scotiabank's monetization plan. Dividends are paid at the discretion of CI's
board and the dividend rate is reviewed from time to time by CI's board of
directors after giving consideration to CI's cash flow, financial position, net
earnings, sales outlook and other relevant factors. 


The net proceeds of the Offering will be used by Scotiabank for general
corporate purposes. Upon completion of the Offering, Scotiabank will own
approximately 32.6 million Common Shares, or approximately 11.4% of the issued
and outstanding Common Shares of CI (approximately 7.7% if the over-allotment
option is exercised in full). CI and Scotiabank have agreed, subject to certain
conditions, not to sell any additional Common Shares for a period of 60 days and
180 days, respectively, following closing of the Offering.


Scotiabank is pleased with its investment in CI. The strong performance of CI's
business has allowed Scotiabank to monetize a portion of its holdings, while
continuing to maintain a meaningful investment in CI. Scotiabank will continue
to regularly assess its remaining investment in CI.


"There continues to be an important product relationship between Scotiabank and
CI, with CI sub-advising on $2.3 billion of mutual fund product with access to
Scotiabank's various distribution channels. Scotiabank will continue to seek
additional avenues with which to grow this important relationship with CI," said
James O'Sullivan, Scotiabank Executive Vice-President, Global Asset Management.


Scotiabank expects to record a pre-tax gain of approximately $380 million in the
third quarter of fiscal 2014 (approximately $440 million if the over-allotment
option is exercised in full). The transaction is expected to increase
Scotiabank's Common Equity Tier 1 ratio by approximately 80 basis points
(approximately 110 bps if the over-allotment option is exercised in full).


The Offering is only being made by short form prospectus. Copies of the short
form prospectus may be obtained from any of the underwriters of the Offering.
Investors should read the short form prospectus before making an investment
decision. There will not be any sale of the securities being offered until a
receipt for the (final) short form prospectus has been issued. 


The securities offered have not been registered under the U.S. Securities Act of
1933, as amended, and may not be offered or sold in the United States absent
registration or an applicable exemption from the registration requirements. This
media release shall not constitute an offer to sell or the solicitation of an
offer to buy, nor shall there be any offer, solicitation or sale of the
securities in any state in which such offer, solicitation or sale would be
unlawful.


Not for distribution to U.S. news wire services or dissemination in the United
States.


This press release contains forward-looking statements with respect to CI and
Scotiabank, including in respect of their business operations, strategy and
financial performance and condition. Although management of CI and Scotiabank
believe that the expectations reflected in such forward-looking statements
pertaining to it are reasonable, such statements involve risks and
uncertainties. Wherever possible, words such as "anticipate", "believe",
"expects", "intend" and similar expressions have been used to identify the
forward-looking statements, which, without limitation, include those statements
related to the Offering, the over-allotment option, eligibility for and payment
of dividends of CI, Scotiabank's use of proceeds from the Offering, Scotiabank's
analysis of its investment in CI and the impact of the Offering on Scotiabank.
Actual results may differ materially from those expressed or implied by such
forward-looking statements. Factors that could cause actual results to differ
materially from expectations include, among other things, general economic and
market factors, including interest rates, business competition, changes in
government regulations or in tax laws, and other factors discussed in materials
filed with applicable securities regulatory authorities from time to time. These
factors should be considered carefully and undue reliance should not be placed
on the forward-looking statements. For additional information with respect to
certain of these risks or factors, reference should be made to the CI and
Scotiabank disclosure materials filed from time to time with Canadian securities
regulatory authorities. CI and Scotiabank disclaim any intention or obligation
to update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise except as required by applicable
securities laws.


ABOUT CI FINANCIAL CORP.

CI Financial Corp. (TSX:CIX) is an independent, Canadian-owned wealth management
company. CI offers a broad range of investment products and services, including
an industry-leading selection of investment funds, and is on the Web at
www.cifinancial.com.


ABOUT SCOTIABANK

Scotiabank is a leading financial services provider in over 55 countries and
Canada's most international bank. Through our team of more than 86,000
employees, Scotiabank and its affiliates offer a broad range of products and
services, including personal and commercial banking, wealth management,
corporate and investment banking to over 21 million customers. With assets of
$792 billion (as at April 30, 2014), Scotiabank trades on the Toronto (BNS) and
New York Exchanges (BNS). Scotiabank distributes the Bank's media releases using
Marketwired. For more information please visit www.scotiabank.com.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Media:
CI Financial Corp.
William T. Holland
416-364-1145


Media:
Scotiabank
Diane Flanagan
416-933-2176
diane.flanagan@scotiabank.com


Investors:
CI Financial Corp.
William T. Holland
416-364-1145


Investors:
Scotiabank
Peter Slan
416 933-1273
peter.slan@scotiabank.com
(TSXV:CI)
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