Payfare Inc. (“Payfare”or the “Company”) (TSX: PAY),a leading fintech powering instant payout and digital banking solutions for the gig workforce, today announced that the Toronto Stock Exchange (the “TSX”) has accepted the notice (the “Notice”) filed by the Company to commence a normal course issuer bid (“NCIB”) for a 12 month-period.
The NCIB will commence on March 28, 2022 and will terminate on March 27, 2023, or on such earlier date as the Company may complete its purchases pursuant to the Notice that was filed with the TSX. Under the NCIB, the Company is authorized to purchase up to 2,335,496 of its Class A common shares (the “Shares”), representing 5% of the 46,709,923 Shares issued and outstanding as of March 15, 2022, by way of normal course purchases effected through the facilities of the TSX and all available Canadian markets and alternative trading platforms. Except where purchases are made in accordance with the “block purchase exception” of the TSX rules, daily purchases will be limited to a maximum of 18,715 Shares, or 25% of the average daily trading volume for the six months ended February 28, 2022 (being 74,863 Shares). All shares purchased by the Company under the NCIB will be cancelled.
In deciding to establish the NCIB, the Company believes that the market price of the Shares may not, from time to time, fully reflect their value and accordingly the purchase of the Shares would be in the best interest of the Company and an attractive and appropriate use of available funds.
Purchases will be made by the Company in accordance with the requirements of the TSX and the price which the Company will pay for any such Shares will be the market price of any such Shares at the time of acquisition, or such other price as may be permitted by the TSX.
In connection with the NCIB, the Company will enter into an automatic share purchase plan with its designated broker to allow for purchases of its Shares during certain pre-determined black-out periods, subject to parameters as to price and number of Shares. Outside of these pre-determined black-out periods, Shares will be purchased in accordance with management’s discretion, subject to applicable law.
Although the Company has a present intention to acquire its Shares pursuant to the NCIB, the Company will not be obligated to make any purchases and purchases may be suspended by the Company at any time.
About Payfare (TSX:PAY)
Payfare is a global financial technology company powering digital banking and instant payment solutions for today’s gig workforce. Payfare partners with leading platforms and marketplaces, such as Uber, Lyft and DoorDash, to provide financial health for their workforce.
Forward-Looking Information
This press release may contain forward-looking information within the meaning of applicable securities legislation, which reflects Payfare’s current expectations regarding future events as of the date hereof. Such forward-looking information may include but are not limited to statements regarding the Company’s NCIB and future purchases of Shares pursuant to it, the timing and the number of Shares which may be purchased under the NCIB, and the Company’s belief that the repurchase of Shares for cancellation is an appropriate use of available funds. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond Payfare’s control, that could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking information. Such risks include the factors discussed under the “Risk Factors” section in Payfare’s Management’s Discussion & Analysis for the year ended December 31, 2021, which is available under Payfare’s profile on SEDAR at www.sedar.com. Other factors that could cause actual results or events to differ materially include general economic and market conditions. Accordingly, readers should not place undue reliance on forward-looking information. Payfare does not undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
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