OAKVILLE, ON, Sept. 8, 2021 /CNW/ - Cipher Pharmaceuticals Inc. (TSX: CPH) ("Cipher" or the "Company") announced today that it has filed, and the Toronto Stock Exchange (the "TSX") has accepted, notice of Cipher's intention to renew its normal course issuer bid ("NCIB") for its common shares (the "Common Shares").
The TSX notice provides that Cipher may, during the 12-month period commencing September 10, 2021 and ending on September 9, 2022, purchase for cancellation under the NCIB up to 1,541,445 of its Common Shares, representing 10% of its public float of 15,414,450 Common Shares as of August 27, 2021 (a total of 26,485,401 Common Shares were issued and outstanding as of such date).
Purchases under the NCIB will be made through the facilities of the TSX and/or alternative Canadian trading systems, if eligible, or by such other means as may be permitted by applicable securities laws, including private agreements. Such alternative Canadian trading systems include (i) the NEO Exchange Inc., (ii) the TSX Alpha Exchange, (iii) Chi-X Canada, (iv) Omega ATS, (v) MATCH Now (d/b/a TriAct), and (vi) Pure Trading. Any purchases made by private agreement under an issuer bid exemption order issued by a securities regulatory authority in Canada will generally be at a discount to the prevailing market price as provided in any such exemption order.
Purchases under the NCIB made on the TSX will be made in compliance with the rules of the TSX at a price equal to the market price at the time of purchase or such other price as may be permitted by the TSX. In accordance with TSX rules, any daily repurchases (other than pursuant to a block purchase exception) on the TSX under the NCIB are limited to a maximum of 12,084 Common Shares, which represents 25% of the average daily trading volume on the TSX of 48,336 for the six months ended August 31, 2021.
Under its current NCIB that commenced on August 17, 2020 and expired on August 16, 2021, Cipher previously sought and received approval from the TSX to repurchase up to 1,613,592 of its Common Shares. During that timeframe, Cipher repurchased and cancelled 707,300 Common Shares at an average price of approximately $1.29 per Common Share.
Cipher believes that, from time to time, the Common Shares trade in price ranges that do not fully reflect their value. In such circumstances, Cipher believes that acquiring Common Shares for cancellation may represent an attractive and desirable use of its available funds. Decisions regarding the amount and timing of future purchases of Common Shares will be based on market conditions, share price and other factors and will be in management's discretion. Cipher may elect to modify, suspend or discontinue the NCIB at any time. Repurchases under the NCIB will be funded using Cipher's cash resources and all Common Shares repurchased will be cancelled. Cipher intends to enter into an automatic purchase plan to be effective on September 10, 2021 with a broker which will enable Cipher to provide standard instructions in the future and then purchase Common Shares on the open market during self-imposed blackout periods. Outside of those blackout periods, Common Shares may be purchased in accordance with management's discretion.
About Cipher Pharmaceuticals Inc.
Cipher Pharmaceuticals (TSX: CPH) is a specialty pharmaceutical company with a robust and diversified portfolio of commercial and early to late-stage products. Cipher acquires products that fulfill unmet medical needs, manages the required clinical development and regulatory approval process, and currently markets those products either directly in Canada or indirectly through partners in Canada, the U.S., and South America. For more information, visit www.cipherpharma.com.