/NOT FOR DISSEMINATION OR DISTRIBUTION IN
THE UNITED STATES/
TORONTO, March 28,
2022 /CNW/ - The Bank of Nova Scotia ("Scotiabank") (TSX: BNS) (NYSE:
BNS) announced today that the Toronto Stock Exchange ("TSX") and
the Office of the Superintendent of Financial Institutions ("OSFI")
have approved its amended normal course issuer bid. The purpose of
the amendment is to increase the number of Common Shares that
Scotiabank may purchase for cancellation from 24 million to 36
million. This amended amount represents approximately three per
cent of the 1,215,705,098 Common Shares issued and outstanding as
of November 22, 2021. The effective
date of the amendment is March 30,
2022. To date, Scotiabank has completed the purchase of
20,200,000 Common Shares for cancellation since the commencement of
its current normal course issuer bid. No other terms of the
normal course issuer bid have been amended.
The normal course issuer bid will continue until the earlier of:
(i) Scotiabank purchasing the amended maximum number of Common
Shares under the normal course issuer bid, (ii) Scotiabank
providing a notice of termination of the normal course issuer bid,
or (iii) December 1, 2022. Purchases
will continue to be made on the open market by Scotiabank through
the facilities of the TSX, as well as alternative Canadian trading
systems. The price that Scotiabank will pay for any such Common
Shares will be the market price of such Common Shares at the time
of acquisition. Purchases may also be made through other means
permitted by the TSX and applicable securities laws, including by
private agreements or under specific share repurchase programs
pursuant to issuer bid exemption orders issued by applicable
securities regulatory authorities. Any purchases made under an
exemption order issued by a securities regulatory authority will
generally be at a discount to the prevailing market price.
Based on the average daily trading volume of 3,926,450 Common
Shares during the six calendar months prior to the commencement of
the normal course issuer bid on the TSX, daily purchases will be
limited to 981,612 Common Shares, other than block purchase
exceptions. Common Shares purchased under the bid will be
canceled.
Scotiabank previously established an automatic repurchase plan
on December 2, 2021, under which its
broker, Scotia Capital Inc., may periodically purchase its Common
Shares pursuant to the normal course issuer bid within a defined
set of criteria which Scotiabank would not vary or suspend, and
such plan will continue to apply to the amended normal course
issuer bid. The actual number of Common Shares purchased under the
automatic repurchase plan, the timing of purchases and the price at
which the Common Shares are bought will depend upon future market
conditions. On a quarterly basis, Scotiabank will notify OSFI prior
to making purchases.
Forward-looking Statements
From time to time, our public communications often include oral
or written forward-looking statements. Statements of this type are
included in this document, and may be included in other filings
with Canadian securities regulators or the U.S. Securities and
Exchange Commission ("SEC"), or in other communications. In
addition, representatives of the Bank may include forward-looking
statements orally to analysts, investors, the media and others. All
such statements are made pursuant to the "safe harbor" provisions
of the U.S. Private Securities Litigation Reform Act of 1995 and
any applicable Canadian securities legislation. Forward-looking
statements may include, but are not limited to, statements made in
this document, the Management's Discussion and Analysis in the
Bank's 2021 Annual Report under the headings "Outlook" and in other
statements regarding the Bank's objectives, strategies to achieve
those objectives, the regulatory environment in which the Bank
operates, anticipated financial results, and the outlook for the
Bank's businesses and for the Canadian, U.S. and global economies.
Such statements are typically identified by words or phrases such
as "believe," "expect," "foresee," "forecast," "anticipate,"
"intend," "estimate," "plan," "goal," "project," and similar
expressions of future or conditional verbs, such as "will," "may,"
"should," "would" and "could."
By their very nature, forward-looking statements require us to
make assumptions and are subject to inherent risks and
uncertainties, which give rise to the possibility that our
predictions, forecasts, projections, expectations or conclusions
will not prove to be accurate, that our assumptions may not be
correct and that our financial performance objectives, vision and
strategic goals will not be achieved.
We caution readers not to place undue reliance on these
statements as a number of risk factors, many of which are beyond
our control and effects of which can be difficult to predict, could
cause our actual results to differ materially from the
expectations, targets, estimates or intentions expressed in such
forward-looking statements.
The future outcomes that relate to forward-looking statements
may be influenced by many factors, including but not limited to:
general economic and market conditions in the countries in which we
operate; changes in currency and interest rates; increased funding
costs and market volatility due to market illiquidity and
competition for funding; the failure of third parties to comply
with their obligations to the Bank and its affiliates; changes in
monetary, fiscal, or economic policy and tax legislation and
interpretation; changes in laws and regulations or in
supervisory expectations or requirements, including capital,
interest rate and liquidity requirements and guidance, and the
effect of such changes on funding costs; changes to our credit
ratings; operational and infrastructure risks; reputational risks;
the accuracy and completeness of information the Bank receives on
customers and counterparties; the timely development and
introduction of new products and services, and the extent to which
products or services previously sold by the Bank require the Bank
to incur liabilities or absorb losses not contemplated at their
origination; our ability to execute our strategic plans, including
the successful completion of acquisitions and dispositions,
including obtaining regulatory approvals; critical accounting
estimates and the effect of changes to accounting standards, rules
and interpretations on these estimates; global capital markets
activity; the Bank's ability to attract, develop and retain key
executives; the evolution of various types of fraud or other
criminal behaviour to which the Bank is exposed; disruptions in or
attacks (including cyber-attacks) on the Bank's information
technology, internet, network access, or other voice or data
communications systems or services; increased competition in the
geographic and in business areas in which we operate, including
through internet and mobile banking and non-traditional
competitors; exposure related to significant litigation and
regulatory matters; climate change and other environmental and
social risks, including sustainability that may arise, including
from the Bank's business activities; the occurrence of natural and
unnatural catastrophic events and claims resulting from such
events; the emergence of widespread health emergencies or
pandemics, including the magnitude and duration of the COVID-19
pandemic and its impact on the global economy, financial market
conditions and the Bank's business, results of operations,
financial condition and prospects; and the Bank's anticipation of
and success in managing the risks implied by the foregoing. A
substantial amount of the Bank's business involves making loans or
otherwise committing resources to specific companies, industries or
countries. Unforeseen events affecting such borrowers, industries
or countries could have a material adverse effect on the Bank's
financial results, businesses, financial condition or liquidity.
These and other factors may cause the Bank's actual performance to
differ materially from that contemplated by forward-looking
statements. The Bank cautions that the preceding list is not
exhaustive of all possible risk factors and other factors could
also adversely affect the Bank's results, for more information,
please see the "Risk Management" section of the Bank's 2021 Annual
Report, as may be updated by quarterly reports.
Material economic assumptions underlying the forward-looking
statements contained in this document are set out in the 2021
Annual Report under the headings "Outlook", as updated by quarterly
reports. The "Outlook" sections are based on the Bank's views and
the actual outcome is uncertain. Readers should consider the
above-noted factors when reviewing these sections. When relying on
forward-looking statements to make decisions with respect to the
Bank and its securities, investors and others should carefully
consider the preceding factors, other uncertainties and potential
events.
Any forward-looking statements contained in this document
represent the views of management only as of the date hereof and
are presented for the purpose of assisting the Bank's shareholders
and analysts in understanding the Bank's financial position,
objectives and priorities, and anticipated financial performance as
at and for the periods ended on the dates presented and may not be
appropriate for other purposes. Except as required by law, the Bank
does not undertake to update any forward-looking statements,
whether written or oral, that may be made from time to time by or
on its behalf.
Additional information relating to the Bank can be located on
the SEDAR website at www.sedar.com and on the EDGAR section of the
SEC's website at www.sec.gov.
About Scotiabank
Scotiabank is a leading bank in the
Americas. Guided by our purpose: "for every future", we help our
customers, their families and their communities achieve success
through a broad range of advice, products and services, including
personal and commercial banking, wealth management and private
banking, corporate and investment banking, and capital markets.
With a team of approximately 90,000 employees and assets of
approximately $1.2 trillion (as at
January 31, 2022), Scotiabank trades
on the Toronto Stock Exchange (TSX: BNS) and New York Stock
Exchange (NYSE: BNS). For more information, please visit
http://www.scotiabank.com and follow us on Twitter
@ScotiabankViews.
SOURCE Scotiabank