North American Construction Group Ltd. Announces Approval For Share Purchase Program In Canada And The United States
March 09 2020 - 5:26PM
North American Construction Group Ltd. (“NACG” or “the Company”)
(TSX:NOA/NYSE:NOA) today announced that it intends to commence a
normal course issuer bid (the “NCIB”) to purchase, for
cancellation, up to 2,300,000 common shares in the capital of the
Company (“Common Shares”), which represents approximately 9.9% of
the public float (as defined in the TSX Company Manual) and
approximately 8.3% of the issued and outstanding Common Shares as
of March 3, 2020. As at March 3, 2020, the Company had 27,549,778
Common Shares issued and outstanding.
Purchases of Common Shares under the NCIB may be
made through the facilities of the Toronto Stock Exchange (“TSX”),
the New York Stock Exchange (“NYSE”) and alternative trading
systems by means of open market transactions or by such other means
as may be permitted by the Canadian Securities Administrators and
under applicable securities laws. Under the NCIB, and in order to
comply with applicable securities laws, the Company will purchase a
maximum of 1,377,489 Common Shares (or 5% of the issued and
outstanding voting common shares) on the NYSE and alternative
trading systems.
The Company believes that the current market
price of its Common Shares does not fully reflect their underlying
value. In the Company’s view, a repurchase of Common Shares would
be an effective use of its cash resources and would be in the best
interests of the Company and its shareholders. It would both
increase liquidity for shareholders seeking to sell and provide an
increase in the proportionate interests of shareholders wishing to
maintain their positions.
The NCIB is expected to commence on or about
March 12, 2020 and will terminate no later than March 11, 2021,
provided that purchases may not be made on the NYSE until March 16,
2020. All purchases of Common Shares will be made in compliance
with applicable TSX and NYSE rules. The average daily trading
volume of the Common Shares on the TSX for the six calendar months
preceding March 3, 2020 is 80,379 Common Shares. In accordance with
the TSX rules and subject to the exemption for block purchases, a
maximum daily repurchase of 25% of this average may be made,
representing 20,094 Common Shares. The price per Common Share will
be based on the market price of such shares at the time of purchase
in accordance with regulatory requirements. The Company may enter
into an agreement with a broker to establish an automatic share
purchase plan in respect of the NCIB.
About the Company
North American Construction Group Ltd.
(www.nacg.ca) is one of Canada’s largest providers of heavy civil
construction and mining contractors. For more than 65 years, NACG
has provided services to large oil, natural gas and resource
companies.
For further information contact:Jason Veenstra,
CPA, CAChief Financial OfficerNorth American Construction Group
Ltd.(780) 948-2009jveenstra@nacg.ca www.nacg.ca
Forward-Looking Information
The information provided in this news release
contains forward-looking statements. Forward-looking statements
include statements preceded by, followed by or that include the
words “will”, “intends” “expect”, “may”, “could”, “believe”,
“anticipate”, “should” or similar expressions. In particular, this
news release contains forward-looking statements and information
relating to the Company’s belief that the NCIB is in the best
interests of the Company and its shareholders and that underlying
value of the Company may not be reflected in the market price of
the Common Shares, the Company’s intentions regarding the NCIB and
whether the Company will receive the requisite approval of the TSX
in respect of the NCIB. Forward-looking statements in this news
release are being made by NACG based on certain assumptions that
NACG has made in respect thereof as at the date of this news
release. These forward-looking statements are not guarantees of
future performance and are subject to a number of known and unknown
risks, uncertainties and other factors which may cause the actual
results, performance or achievements of the Company to differ
materially from anticipated future results, performance or
achievement expressed or implied by such forward-looking statements
and information. The material factors or assumptions used to
develop such forward-looking statements include, and the risks and
uncertainties to which such forward-looking statements are subject,
are highlighted in the MD&A for the quarter and year ended
December 31, 2019. Actual results could differ materially from
those contemplated by such forward-looking statements because of
any number of factors and uncertainties, many of which are beyond
NACG’s control. Undue reliance should not be placed upon
forward-looking statements and NACG undertakes no obligation, other
than those required by applicable law, to update or revise those
statements. For more complete information about NACG, please read
our disclosure documents filed with the SEC and the CSA. These free
documents can be obtained by visiting EDGAR on the SEC website at
www.sec.gov or on the CSA website at www.sedar.com.
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