Montreal, Quebec, September 16, 2014 – TransForce Inc. (TSX: TFI), a North American leader in the transportation and logistics industry, today announced that the Toronto Stock Exchange (“TSX”) has approved TransForce’s normal course issuer bid (“NCIB”). Under the NCIB, TransForce has the right to purchase for cancellation, from September 19, 2014 to September 18, 2015, a maximum of 6,000,000 common shares, representing 7.4% of the 81,133,728 shares forming TransForce’s public float. As of August 31, 2014, TransForce had 98,667,033 common shares issued and outstanding.
Under its previous NCIB, which expired on August 1, 2014, TransForce repurchased 1,301,500 common shares at an average purchase price of $22.9469 per share. All of the repurchased shares were cancelled by TransForce.
Any shares purchased by TransForce under the NCIB will be at the market price of the shares at the time of such purchases. The actual number of shares that may be purchased and the timing of any such purchases will be determined by TransForce. Any purchases made by TransForce pursuant to the NCIB will be made in accordance with the rules and policies of the TSX.
During the most recently-completed six months, the average daily trading volume for the common shares of TransForce on the TSX was 236,695 shares. Consequently, under the policies of the TSX, TransForce will have the right to repurchase under its NCIB, during any one trading day, a maximum of 59,173 shares, representing 25% of the average daily trading volume. In addition, TransForce will be allowed to make, once per calendar week, a block purchase (as such term is defined in the TSX Company Manual) of shares not directly or indirectly owned by insiders of TransForce, in accordance with the policies of the TSX.
The Board of Directors of TransForce believes that, at appropriate times, repurchasing its shares through the NCIB represents a good use of TransForce’s financial resources, as such action can protect and enhance shareholder value when opportunities or volatility arise.
To the knowledge of TransForce, no director or senior officer, including the CEO, and no person acting jointly or in concert with TransForce currently intends to sell shares during the NCIB. However, sales by such persons through the facilities of the TSX may occur if any such person makes a decision unrelated to the NCIB. The benefits to any such person whose shares are purchased would be the same as the benefits available to all other shareholders whose shares are purchased under the NCIB.
In connection with its NCIB, TransForce intends to enter into an automatic share purchase plan with National Bank Financial Inc. in order to allow for purchases under the NCIB during TransForce’s “black-out” periods, as permitted by the TSX Company Manual and the Securities Act (Québec).