Bombardier Announces June 28, 2022 as the Start of its Renew https://bombardier.com/en/media/news/bombardier-announces-june-28-2022-start-its-renewed-normal-course-issuer-bid-meet-future
Bombardier Announces June 28, 2022 as the Start of its Renewed Normal Course Issuer Bid to Meet Future Obligations Under its Employee Share-Based Incentive Plans
Bombardier Inc. (TSX: BBD.B) (“Bombardier” or the “Corporation”) confirmed today that the previously announced renewal of its normal course issuer bid (the “NCIB”) will commence on June 28, 2022. The Toronto Stock Exchange (the “TSX”) has approved Bombardier to purchase, from June 28, 2022 to June 27, 2023, up to 880,000 of its Class B shares (subordinate voting) under the NCIB, representing approximately 1.03% of the 85,373,899 Class B shares (subordinate voting) issued and outstanding as of June 13, 2022. The numbers of Class B shares (subordinate voting) indicated in this press release are on a post-Share Consolidation basis (unless indicated otherwise), further to the 25-for-1 consolidation of the Corporation’s issued and unissued Class A shares and Class B shares (subordinate voting) that came into effect on June 13, 2022 (the “Share Consolidation”). All Class B shares (subordinate voting) purchased under the NCIB will either be cancelled or delivered to a trustee to satisfy future obligations under the Corporation’s employee share-based incentive plans.
Class B shares (subordinate voting) purchased under the NCIB will be cancelled if purchased in order 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). Otherwise Class B shares (subordinate voting) purchased under the NCIB will be placed in trust with Computershare Trust Company of Canada (“Computershare Canada”) pursuant to the Amended and Restated Employee Benefit Plans Trust Agreement entered into August 6, 2015 between the Corporation and Computershare Canada, as amended, which Class B shares held in trust will eventually be used to settle the Corporation’s obligations under certain of its employee share-based incentive plans, including its performance share unit plan and its restricted share unit plan. Of the maximum number of Class B shares (subordinate voting) that may be purchased under the NCIB, we currently anticipate that approximately 150,000 of such shares would be cancelled and 730,000 of such shares would be placed in trust with Computershare Canada.
The 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 the Corporation purchases Class B shares (subordinate voting) 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 May 31, 2022 of the Class B shares (subordinate voting) was 236,728 shares. Under TSX rules, a maximum daily purchase of 25% of this average may be made under the NCIB, representing 59,182 Class B shares (subordinate voting). In excess of the daily 59,182 Class B shares (subordinate voting) purchase limit, the Corporation may also purchase, once a week, a block of Class B shares (subordinate voting) not owned by an insider, which may exceed such daily limit, in accordance with the TSX requirements.