Under the rules of the TSX, a maximum of 5% of the Corporation’s issued and outstanding Class B shares (subordinate voting) may generally be purchased over a 12-month period pursuant to a normal course issuer bid (the “5% Annual Limit”). As a result of the 2023 NCIB’s early termination, the number of Class B shares (subordinate voting) purchased under the 2023 NCIB must be included within the 5% Annual Limit for the New NCIB. As up to 1,750,000 Class B shares (subordinate voting) may be purchased pursuant to the New NCIB, these shares, together with the 600,000 Class B shares (subordinate voting) purchased under the 2023 NCIB, represent approximately 2.75% of the 85,307,628 Class B shares (subordinate voting) issued and outstanding as of
All Class B shares (subordinate voting) purchased under the New NCIB will either be (a) cancelled to mitigate the dilutive effect of granting stock options under the Corporation’s stock option plan, which are settled with Class B shares (subordinate voting), (b) made for the account, and on behalf, of
The New NCIB will be conducted through the facilities of the TSX or alternative Canadian trading systems, or by exempt offers, private agreements or block purchases. Purchases made on the open market through the facilities of the TSX and alternative Canadian trading systems will be at the prevailing market price at the time of acquisition (plus any brokerage fees). In the event Class B shares (subordinate voting) are purchased by exempt offers, block purchases or private agreements, the purchase price of the Class B shares (subordinate voting) may be, and will be in the case of purchases by private agreement, at a discount to the market price of such Class B shares (subordinate voting) at the time of acquisition, all as may be permitted by the securities regulatory authorities.
The average daily trading volume on the TSX for the six-month period ended
Transactions under the New NCIB will depend on future market conditions. Bombardier retains discretion as to whether purchases should be made under the New NCIB, and to determine the timing, amount and acceptable price of any such purchases, subject at all times to applicable TSX and other regulatory requirements.
Bombardier will be entering into an automatic share purchase plan in connection with its New NCIB that contains parameters regarding how its Class B shares (subordinate voting) may be purchased during times when it would ordinarily not be permitted to purchase Class B shares (subordinate voting) due to regulatory restrictions or self-imposed blackout periods. The automatic share purchase plan has been pre-cleared by the TSX and will be implemented effective as of
Bombardier believes that purchases of Class B shares (subordinate voting) under the New NCIB from time to time at the prevailing market price is an effective strategy for the purpose of Stock Option and Incentive Plans Grants Management and, where deemed advisable, to provide flexibility to manage the Corporation's capital position while generating value for shareholders.
In the past 12 months, 600,000 Class B shares (subordinate voting) were purchased by way of the 2023 NCIB. Bombardier had sought and obtained the TSX’s approval for purchases of up to 600,000 Class B shares (subordinate voting) under the 2023 NCIB. All purchases under the 2023 NCIB were made through the facilities of the TSX or alternative Canadian trading systems at the prevailing market price at the time of acquisition (plus any brokerage fees). The weighted average price paid per Class B share (subordinate voting) under the 2023 NCIB was
FORWARD-LOOKING STATEMENTS
Certain statements in this announcement are forward-looking statements based on current expectations, which may involve, but are not limited to: Bombardier’s intentions regarding the New NCIB; the TSX’s approval of the New NCIB; the cancellation of Class B shares (subordinate voting) or the use of Class B shares (subordinate voting) placed in the Trust Account purchased pursuant to the New NCIB; and Bombardier’s belief that purchases of Class B shares (subordinate voting) from time to time at the prevailing market price is an effective strategy for the purpose of Stock Option and Incentive Plans Grants Management and to provide flexibility to manage the Corporation's capital position while generating value for shareholders.
By their nature, forward-looking statements require us to make assumptions and are subject to important known and unknown risks and uncertainties, which may cause our actual results in future periods to differ materially from those set forth in the forward-looking statements. Please refer to the “Forward-Looking Statements” disclaimer contained in Bombardier’s most recent published financial report for additional details.
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