Shawcor Announces Normal Course Issuer Bid
16 Septiembre 2022 - 6:30AM
Shawcor Ltd. ("
Shawcor" or the
"
Company"), (TSX: SCL) today announced that it has
filed a notice of intention with the Toronto Stock Exchange (the
“
TSX”) to commence a normal course issuer bid (the
“
Bid”) for common shares of the Company (the
“
Common Shares”), the implementation of which
remains subject to TSX approval.
Pursuant to the Bid, Shawcor intends to purchase
for cancellation up to 10% of Shawcor’s public float, subject to a
maximum of C$25 million in aggregate repurchases of Common Shares
based on the actual price paid for such repurchased Common Shares
pursuant to the Bid (the “Maximum”).
If the notice is accepted by the TSX, Shawcor
intends to commence the Bid on or about September 28, 2022 and the
Bid will terminate one year after its commencement, or earlier if
the Maximum is reached or the Bid is terminated at the option of
the Company.
All purchases pursuant to the Bid will be made
through the facilities of the TSX, or such other permitted means
(including through alternative trading systems in Canada), at
prevailing market prices or as otherwise permitted. The Bid will be
funded using existing cash resources and any Common Shares
repurchased by the Company under the Bid will be cancelled.
Other than purchases made under a block purchase
exemption pursuant to the rules and policies of the TSX, daily
purchases on the TSX pursuant to the Bid will be limited to 66,231
Common Shares, which represents approximately 25% of the average
daily trading volume of 264,924 Common Shares of the Company for
the most recently completed six calendar months preceding August
31, 2022.
The actual number of Common Shares which may be
purchased pursuant to the Bid and the timing of any such purchases
will be determined by Shawcor, subject to applicable law and the
rules of the TSX.
The Company believes that the Bid is in the best
interest of the Company and constitutes a desirable use of its
funds to increase shareholder value and returns of the Company.
In connection with the Bid, the Company intends
to enter into an automatic share purchase plan (the
“Plan”) with a designated broker (the
“Broker”) in order to facilitate repurchases of
its outstanding Common Shares. Under the Plan, the Broker may
purchase Common Shares under the Bid at times when the Company
would ordinarily not be permitted to, due to its regular
self-imposed quarterly black-out periods. Before the commencement
of any particular internal trading black-out period, the Company
may, but is not required to, instruct the Broker to make purchases
of Common Shares under the Bid during the ensuing black-out period
in accordance with the terms of the Plan. Such purchases will be
determined by the Broker based on parameters established by the
Company prior to commencement of the applicable black-out period in
accordance with the terms of the Plan and applicable TSX rules.
Outside of these black-out periods, Common Shares will continue to
be purchasable by the Company at its discretion under its Bid. The
Plan will terminate on, among other things, the earliest of the
date on which: (a) the purchase limit specified in the Plan has
been reached, (b) the purchase limit under the Bid has been
reached, (c) the Company terminates the Plan in accordance with its
terms, in which case the Company will issue a press release
confirming such termination, and (d) the Bid terminates.
About Shawcor
Shawcor Ltd. is a growth-oriented, global
material sciences company serving the Infrastructure, Energy, and
Transportation markets. The Company operates through a network of
fixed and mobile manufacturing and service facilities. Its three
business segments, Composite Systems, Automotive and Industrial and
Pipeline and Pipe Services enable responsible renewal and
enhancement of critical infrastructure while lowering risk and
environmental impact.
For further information, please contact:
Meghan MacEachernDirector, External
Communications & ESGTel: 437-341-1848Email:
meghan.maceachern@shawcor.comWebsite: www.shawcor.com
Source: Shawcor Ltd.
Forward-looking Statements
This news release contains forward-looking
information within the meaning of applicable securities laws
including statements related to the Bid, the timing and amount of
potential purchases and the cancellation of Common Shares under the
Bid, the entering into of the Plan, the Company’s belief that the
Bid is an appropriate use of available funds and other statements
that are not historical facts. Words such as “intend”, "may",
"will", "should", "anticipate", "plan", "expect", "believe",
"predict", "estimate" or similar terminology are used to identify
forward-looking information. This forward-looking information is
based on assumptions, estimates and analysis made in the light of
the Company's experience and its perception of trends, current
conditions and expected developments, as well as other factors that
are believed by the Company to be reasonable and relevant in the
circumstances. Forward-looking information involves known and
unknown risks, uncertainties and other factors which may cause
actual results, performance or achievements to be materially
different from those predicted, expressed or implied by the
forward-looking information. The forward-looking information is
provided as of the date of this news release and the Company does
not assume any obligation to update or revise the forward-looking
information to reflect new events or circumstances, except as
required by law.
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