BMO to sell Moneris stake in $2.0B cash deal

Rhea-AI Filing Summary

BMO Financial Group and Royal Bank of Canada agreed to sell their jointly owned subsidiary Moneris Solutions Corporation, a Canadian commerce solutions provider, to Francisco Partners for cash consideration of approximately $2.0 billion, with BMO entitled to 50% of the proceeds. At closing, BMO and RBC will enter into new exclusive, long-term customer referral arrangements with Moneris, maintaining distribution and client connectivity.

BMO expects to record a gain of approximately $600 million after-tax ($620 million pre-tax), recognized in Non-Interest Revenue in Corporate Services as an adjusting itemcommon equity Tier 1 (CET1) ratio by approximately 15 bps, while not having a significant impact on future run-rate earnings. Closing is targeted by the end of the first quarter of fiscal 2027, subject to customary closing conditions and required regulatory approvals.

BMO notes Moneris’ 25-year history and scale, serving more than 325,000 points of commerce in Canada, and highlights Francisco Partners’ experience in financial technology and payments. BMO Financial Group reports total assets of $1.5 trillion as of April 30, 2026.

Positive

• Approximately $600 million after-tax gain expected on closing, boosting non-interest revenue and reported results via an adjusting item.
• Transaction is expected to improve BMO’s CET1 capital ratio by about 15 bps, strengthening regulatory capital.
• BMO retains exclusive, long-term referral arrangements with Moneris, preserving client access to its commerce and payment solutions after the sale.

Negative

• None.

Key Figures

Moneris sale consideration: $2.0 billion cash BMO share of consideration: 50% Expected after-tax gain: $600 million +5 more

8 metrics

Moneris sale consideration $2.0 billion cash Aggregate cash consideration for sale of Moneris Solutions Corporation

BMO share of consideration 50% BMO’s ownership and economic share of Moneris sale proceeds

Expected after-tax gain $600 million Gain on closing, recorded in Non-Interest Revenue in Corporate Services

Expected pre-tax gain $620 million Pre-tax gain associated with Moneris transaction

CET1 ratio impact 15 bps Pro forma improvement in common equity Tier 1 capital ratio

Total assets $1.5 trillion BMO total assets as of April 30, 2026

Moneris scale 325,000 points of commerce Number of points of commerce served by Moneris in Canada

Moneris history 25 years Length of time since Moneris was created

Key Terms

common equity Tier 1 (CET1) ratio, Non-Interest Revenue, adjusting item, referral arrangements, +1 more

5 terms

common equity Tier 1 (CET1) ratio financial

"the transaction is expected to improve the bank’s common equity Tier 1 (CET1) ratio by approximately 15 bps"

The common equity tier 1 (CET1) ratio is a measure of a bank’s financial strength, showing how much high-quality capital it has compared to its risk-weighted assets. Think of it as a safety buffer or cushion that helps ensure the bank can withstand financial stress. A higher CET1 ratio indicates a stronger position, which is important for investors because it signals greater stability and resilience.

Non-Interest Revenue financial

"gain on closing of approximately $600 million after-tax ... recorded in Non-Interest Revenue in Corporate Services"

Revenue a company earns from sources other than interest on loans or investments, such as fees, service charges, trading gains, commissions, and subscription or product sales. For investors, non-interest revenue shows how much a firm can earn without relying on interest rates; like a shop that makes money both from renting space and selling goods, diverse non-interest income can smooth earnings when interest margins swing and signal broader business strength.

adjusting item financial

"recorded in Non-Interest Revenue in Corporate Services as an adjusting item"

referral arrangements financial

"enter into new exclusive, long-term referral arrangements with Moneris"

customary closing conditions regulatory

"expected to close ... subject to customary closing conditions, including receipt of required regulatory approvals"

"Customary closing conditions" are standard rules or checks that must be met before a business deal can be finalized, like making sure all paperwork is in order or that certain approvals are obtained. They matter because they help protect both parties, ensuring everything is in place and reducing the risk of surprises or problems after the deal is closed.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transaction did BMO (BMO) announce involving Moneris Solutions Corporation?

BMO announced an agreement, alongside Royal Bank of Canada, to sell jointly owned Moneris Solutions Corporation to Francisco Partners for approximately $2.0 billion in cash, with BMO’s share representing 50% of the consideration.

How much will BMO (BMO) gain from the Moneris sale?

BMO expects to record a gain of about $600 million after-tax ($620 million pre-tax) on closing. The gain will be recorded in Non-Interest Revenue in Corporate Services as an adjusting item under BMO’s reporting framework.

How will the Moneris sale affect BMO’s (BMO) capital ratios?

On a pro forma basis, BMO expects the Moneris transaction to improve its common equity Tier 1 (CET1) ratio by approximately 15 bps. This reflects capital released by the sale, enhancing the bank’s regulatory capital position.

Will the Moneris sale significantly change BMO’s (BMO) future earnings?

BMO states that the Moneris transaction is not expected to have a significant impact on the bank’s future run rate earnings. The main effect is an anticipated one-time gain and a modest improvement in the CET1 capital ratio.

When is the Moneris sale expected to close for BMO (BMO)?

The Moneris sale is expected to close by the end of the first quarter of fiscal 2027, subject to customary closing conditions, including receipt of required regulatory approvals and satisfaction of agreed terms.

Will BMO (BMO) maintain a relationship with Moneris after the sale?

Yes. Concurrent with closing, BMO and RBC will enter into new exclusive, long-term referral arrangements with Moneris, so BMO’s clients can continue accessing Moneris payment and commerce solutions through the bank relationship.

How large is BMO (BMO) based on assets mentioned in this filing?

BMO Financial Group reports total assets of $1.5 trillion as of April 30, 2026. This figure positions BMO among the largest banks in North America by assets, according to the company’s description.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/10/2026 - 06:09 PM EDT Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

For the month of: August, 2026 Commission File Number: 001-13354

BANK OF MONTREAL (Name of Registrant)
100 King Street West
1 First Canadian Place		129 rue Saint-Jacques
Toronto, Ontario		Montreal, Quebec
Canada, M5X 1A1		Canada, H2Y 1L6
(Executive Offices)		(Head Office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F ☐   Form 40-F ☒

INCORPORATION BY REFERENCE

The information contained in this Form 6-K and any exhibits hereto shall be deemed filed with the Securities and Exchange Commission (“SEC”) solely for purposes of incorporation by reference into and as part of the following registration statements of the registrant on file with and declared effective by the SEC:

1. Registration Statement – Form F-3 – File No. 333-214934

2. Registration Statement – Form F-3 – File No. 333-285508

3. Registration Statement – Form S-8 – File No. 333-191591

4. Registration Statement – Form S-8 – File No. 333-180968

5. Registration Statement – Form S-8 – File No. 333-177579

6. Registration Statement – Form S-8 – File No. 333-177568

7. Registration Statement – Form S-8 – File No. 333-176479

8. Registration Statement – Form S-8 – File No. 333-175413

9. Registration Statement – Form S-8 – File No. 333-175412

10. Registration Statement – Form S-8 – File No. 333-113096

11. Registration Statement – Form S-8 – File No. 333-14260

12. Registration Statement – Form S-8 – File No. 33-92112

13. Registration Statement – Form S-8 – File No. 333-207739

14. Registration Statement – Form S-8 – File No. 333-237522

15. Registration Statement – Form S-8 – File No. 333-276007

EXHIBIT INDEX

Exhibit		Description of Exhibit
99.1		Press Release – BMO Announces Sale of Moneris

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

				BANK OF MONTREAL
				By:		/s/ Rahul Nalgirkar
				Name:		Rahul Nalgirkar
				Title:		Chief Financial Officer
Date: August 10, 2026				By:		/s/ Pascale Elharrar
				Name:		Pascale Elharrar
				Title:		Corporate Secretary

Exhibit 99.1

NEWS

FOR IMMEDIATE RELEASE

BMO Announces Sale of Moneris

TORONTO, August 10, 2026 – BMO Financial Group (TSX: BMO) (NYSE: BMO) announced today that together with Royal Bank of Canada, it has entered into an agreement for the sale of jointly-owned Moneris Solutions Corporation, a leader in Canadian commerce solutions, to Francisco Partners, a leading technology investment firm, for cash consideration of approximately $2.0 billion, of which BMO’s share is 50%. Concurrent with the closing of the transaction, BMO and RBC will enter into new exclusive, long-term referral arrangements with Moneris.

The transaction marks the next chapter for Moneris, positioning the business to accelerate its strategy and continue delivering value to Canadian businesses. Since its creation 25 years ago, Moneris has become one of Canada’s largest commerce solutions providers, helping businesses accept and manage payments at over 325,000 points of commerce. Moneris offers versatile payment options and integrated solutions customized for the Canadian market, allowing merchants to focus on running and growing their business.

Backed by a strong track record of investing in technology-enabled businesses, Francisco Partners has global experience in scaling financial technology companies and deep sector expertise in innovative Payments and Commerce offerings. Francisco Partners’ portfolio companies include industry leaders in embedded payments, omni-channel commerce gateways as well as electronic point-of-sale (POS) solutions.

With access to Francisco Partners’ global platform and ability to mobilize existing capabilities and future innovations for the Canadian market, Moneris will continue its commitment to Canadian businesses by bringing leading global capabilities and domestic specialties to further strengthen the Canadian commerce ecosystem.

BMO and RBC will maintain their long-standing relationships with Moneris through exclusive customer referral arrangements, helping to ensure new and existing business clients continue to receive the trusted support and leading global solutions from Moneris.

“For 25 years, Moneris has earned the trust of Canadian businesses by delivering secure, reliable and innovative payment solutions,” said Sharon Haward-Laird, Group Head, Canadian Commercial Banking & North American Integrated Solutions, and Co-Head Canadian Personal & Commercial Banking, BMO. “This next chapter will enable Moneris to build on that strong foundation while accelerating its strategy in a rapidly evolving payments landscape. Through our ongoing referral arrangements, clients will continue to benefit from the trusted support and solutions they rely on today.”

BMO expects to record a gain on closing of approximately $600 million after-tax ($620 million pre-tax), which will be recorded in Non-Interest Revenue in Corporate Services as an adjusting item. On a pro forma basis, the transaction is expected to improve the bank’s common equity Tier 1 (CET1) ratio by approximately 15 bps. The transaction is not expected to have a significant impact on the bank’s future run rate earnings.

The transaction is expected to close by the end of the first quarter of fiscal year 2027, subject to customary closing conditions, including receipt of required regulatory approvals.

BMO Capital Markets acted as financial advisor to BMO. Osler, Hoskin and Harcourt LLP acted as legal counsel to BMO.

-30-

About BMO Financial Group

BMO Financial Group is the eighth largest bank in North America by assets, with total assets of $1.5 trillion as of April 30, 2026. Serving clients for more than 200 years, BMO provides a broad range of personal and commercial banking, wealth management, global markets and investment banking products and services across Canada, the United States, and select markets globally. BMO is innovating for business value, by deploying and integrating human, digital and artificial intelligence to personalize client experiences, augment teams, and automate its business responsibly. Driven by its purpose, to Boldly Grow the Good in business and life, BMO is committed to driving positive change in the world, and making progress for a thriving economy, sustainable future, and stronger communities.

Caution Regarding Forward Looking Statements

Certain statements in this press release are forward-looking statements. All such statements are made pursuant to the “safe harbor” provisions of, and are intended to be forward-looking statements under, the United States Private Securities Litigation Reform Act of 1995 and any applicable Canadian securities legislation. These forward-looking statements include, but are not limited to, statements with respect to the expected closing of the proposed transaction, the financial, operational and capital impact of the proposed transaction, our agreements with Moneris, our strategies or future actions, expectations for our financial condition and capital position, and include statements made by our management. Forward-looking statements are typically identified by words such as “expect” and “will” or negative or grammatical variations thereof.

By their nature, forward-looking statements are based on various assumptions and are subject to inherent risks and uncertainties. We caution readers of this press release not to place undue reliance on our forward-looking statements as the assumptions underlying such statements may not turn out to be correct and a number of factors could cause actual future results, conditions, actions or events to differ materially from the

expectations, estimates or intentions expressed in the forward-looking statements. Such factors include, but are not limited to: the possibility that the proposed transaction does not close when expected or at all because required regulatory approvals and other conditions to closing are not received or satisfied on a timely basis or at all or are received subject to adverse conditions or requirements; the anticipated benefits from the proposed transaction, such as it improving BMO’s common equity Tier 1 capital ratio (CET 1 ratio), are not realized in the time frame anticipated or at all as a result of changes in general economic and market conditions, interest and exchange rates, monetary policy, laws and regulations (including changes to capital requirements) and their enforcement; reputational risks and the reaction of BMO’s customers and employees to the transaction; diversion of management time on transaction-related issues; and those other factors discussed in the Risks That May Affect Future Results section, and the sections related to credit and counterparty, market, liquidity and funding, operational non-financial, legal and regulatory compliance, strategic, environmental and social, and reputation risk, in the Enterprise-Wide Risk Management section of BMO’s 2025 Annual Report, as updated by BMO’s quarterly reports, all of which outline certain key factors and risks that may affect our future results and our ability to anticipate and effectively manage risks arising from all of the foregoing factors. We caution that the foregoing list is not exhaustive of all possible factors. These factors should be considered in addition to other uncertainties and potential events, and the inherent uncertainty of forward-looking statements.

Assumptions about BMO expected financial performance (including balance sheet, income statement and regulatory capital figures), consideration received, applicable taxes, estimated values of transaction-related assets and liabilities, expected closing date of the proposed transaction, transaction costs, and assumed accounting treatment were considered in estimating the impact of the transaction on BMO’s CET1 ratio.

Any third-party information contained in this press release is believed to be reasonable and reliable, but no representation or warranty is made by BMO as to accuracy of such information. BMO does not undertake to update any forward-looking statement, whether written or oral, that may be made, from time to time, by the organization or on its behalf, except as required by law.

Media Contact:

Jeff Roman

jeff.roman@bmo.com, (416) 867-3996

Anke Suwanda

anke.suwanda@bmo.com, (416) 867-3996

Investor Relations Contact:

Christine Viau

Christine.viau@bmo.com

(416) 867-6958

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 EX-99.1 12.4 KB