EDMONTON, AB, Dec. 19,
2022 /CNW/ - AutoCanada Inc. ("AutoCanada" or
the "Company") (TSX: ACQ) announced today the results of its
substantial issuer bid to purchase up to $50,000,000 in value of its common shares from
its shareholders, which expired on December
16, 2022.
The Company expects to take up and pay for 1,851,851 shares at a
price of $27.00 per share under the
bid, representing an aggregate purchase price of $49,999,977 and 7.29% of the total
outstanding shares before giving effect to the bid. After
giving effect to the bid, AutoCanada expects to have 23,551,137
shares outstanding.
A total of 2,280,595 shares were tendered pursuant to auction
tenders at or below the purchase price or purchase price tenders.
Since the bid was oversubscribed, shareholders who made auction
tenders at or below the purchase price or purchase price tenders
will have approximately 81.17% of their tendered shares purchased
by the Company (other than "odd lot" tenders, which are not subject
to proration). Any shares not purchased under the bid, including
shares not purchased as a result of proration or shares tendered
pursuant to auction tenders at prices higher than the purchase
price, will be returned to shareholders as soon as practicable by
Computershare Investor Services Inc., the depositary for the
bid.
Payment for and settlement of the purchased shares will be
effected by the depositary on or before December 23, 2022. The "specified amount" for
purposes of subsection 191(4) of the Income Tax Act
(Canada) in respect of each share
is $25.23, the closing price of the
shares on the Toronto Stock Exchange on December 16, 2022. The deemed dividends arising
for purposes of the Income Tax Act (Canada) as a result of a sale of the shares
pursuant to the bid will be eligible dividends for Canadian federal
and provincial dividend tax credit purposes.
Details of the issuer bid are described in the offer to purchase
and issuer bid circular of AutoCanada dated November 11, 2022, and the related letter of
transmittal and notice of guaranteed delivery, copies of which are
available at www.sedar.com.
This press release is for informational purposes only and does
not constitute an offer to purchase or the solicitation of an offer
to sell shares.
Any questions or requests for information regarding the bid
should be directed to Computershare Investor Services Inc. at:
corporateactions@computershare.com.
About AutoCanada
AutoCanada is a leading North American multi-location automobile
dealership group currently operating 82 franchised dealerships,
comprised of 28 brands, in eight provinces in Canada as well as a group in Illinois, USA. AutoCanada currently sells
Chrysler, Dodge, Jeep, Ram, FIAT, Alfa Romeo, Chevrolet, GMC,
Buick, Cadillac, Ford, Infiniti,
Nissan, Hyundai, Subaru, Audi, Volkswagen, Kia, Mazda,
Mercedes-Benz, BMW, MINI, Volvo, Toyota, Lincoln, Acura, Honda and Porsche branded
vehicles. In addition, AutoCanada's Canadian Operations segment
currently operates three used vehicle dealerships and one used
vehicle auction business supporting the Used Digital Retail
Division, 11 RightRide division locations, and nine stand-alone
collision centres within our group of 24 collision centres. In
2021, our dealerships sold approximately 86,000 vehicles and
processed over 800,000 service and collision repair orders in our
1,303 service bays generating revenue in excess of $4 billion.
Additional information about AutoCanada is available at
www.autocan.ca and www.sedar.com.
Forward-Looking Information
Certain statements contained in this press release are
forward-looking statements and information (collectively
"forward-looking statements"), within the meaning of applicable
Canadian securities legislation. We hereby provide cautionary
statements identifying important factors that could cause our
actual results to differ materially from those projected in these
forward-looking statements. Any statements that express, or involve
discussions as to, expectations, beliefs, plans, objectives,
assumptions or future events or performance (often, but not always,
through the use of words or phrases such as "will likely result",
"are expected to", "will continue", "is anticipated", "projection",
"vision", "goals", "objective", "target", "schedules", "outlook",
"anticipate", "expect", "estimate", "could", "should", "plan",
"seek", "may", "intend", "likely", "will", "believe", "shall" and
similar expressions) are not historical facts and are
forward-looking and may involve estimates and assumptions and are
subject to risks, uncertainties and other factors, some of which
are beyond our control and difficult to predict. Forward-looking
statements in this press release include information relating to
the completion of the issuer bid, the number of shares to be
purchased by the Company pursuant to the bid and the timing of
payment for shares purchased pursuant to the bid.
The forward-looking statements included in this press release
are not guarantees of future performance and should not be unduly
relied upon. Readers are cautioned that forward-looking statements
are based on current expectations, estimates and projections that,
by their nature, forward-looking statements involve a number of
known and unknown risks and uncertainties, which could cause actual
results to differ materially from those anticipated and described
in the forward-looking statements. These known and unknown risks
and uncertainties include, but are not limited to: future operating
results, the impact of the COVID-19 pandemic on our operations,
events that interrupt vehicle or parts supply to AutoCanada's OEMs,
financial condition and liquidity and the duration of such impacts;
potential changes in the regulatory and legislative environment;
volatility in interest and tax rates; operating risks inherent in
the automotive retail industry; and changes in general economic
conditions including the capital and credit markets.
Forward-looking statements involve estimates and assumptions and
are subject to risks, uncertainties and other factors some of which
are beyond our control and difficult to predict. Accordingly,
actual results or outcomes may differ materially from those
expressed in the forward-looking statements. In particular, in
presenting its forward-looking statements, AutoCanada has made
assumptions respecting, among other things, information provided to
it by the depositary for the bid.
AutoCanada cautions that the foregoing list of assumptions,
risks and uncertainties is not exhaustive. The Company's Annual
Information Form and other documents filed with securities
regulatory authorities (accessible at www.sedar.com) describe the
risks, material assumptions and other factors that could influence
actual results and which are incorporated herein by reference. The
forward-looking statements contained in this press release speak
only as of the date hereof and AutoCanada assumes no obligation to
publicly update or revise them to reflect new events or
circumstances, except as may be required pursuant to applicable
securities laws.
SOURCE AutoCanada Inc.