National Bank of Canada confirms new normal course issuer bid

Montreal, June 4, 2018

National Bank of Canada (the “Bank”) (NA) announces today that the Toronto Stock Exchange (the “TSX”) and the Office of the Superintendent of Financial Institutions Canada (“OSFI”) have approved the Bank’s new normal course issuer bid to purchase for cancellation up to 8,000,000 common shares through the facilities of the TSX, representing approximately 2.36% of its 339,376,789 issued and outstanding common shares as at May 24, 2018.

The normal course issuer bid will begin on June 6, 2018 and will end at the latest on June 5, 2019. The purchases will be made through the facilities of the TSX and/or any alternative trading system in Canada. The Bank will pay the market price for the common shares at the time of acquisition and the purchases will be made in accordance with the TSX Company Manual and applicable regulatory requirements. Common shares may also be repurchased through other means permitted by applicable securities laws, including by private agreements or share repurchase programs pursuant to issuer bid exemption orders issued by securities regulatory authorities. Any purchase made under an exemption order issued by a securities regulatory authority will be at a discount to the prevailing market price. National Bank Financial Inc. has been retained to act as designated broker to repurchase shares pursuant to the normal course issuer bid, which could be under automatic share purchase plans established periodically. Each plan would define a prearranged set of criteria which the Bank would not vary. The Bank will only make purchases under the bid after notifying OSFI. The actual number of common shares which may be purchased, and the timing of any such purchases, will be determined by the Bank. The common shares acquired pursuant to the normal course issuer bid will be cancelled.

Under the most recent normal course issuer bid, the Bank purchased 5,000,000 common shares on a possibility of 6,000,000, which shares were purchased under an exemption order issued by a securities regulatory authority (3,000,000 common shares at an average price of $58.38) and through the facilities of the TSX and/or any alternative trading system in Canada (2,000,000 common shares at an average price of $61.77). The average daily trading volume (the “ADTV”) of the Bank’s common shares over the last six completed calendar months, calculated in accordance with the rules of the TSX, was 996,240. Under the rules of the TSX, the Bank is entitled to repurchase during the same trading day up to 25% of the ADTV of its common shares, being 249,060 common shares (other than purchases made pursuant to the block purchase exception).

The normal course issuer bid will provide the Bank with additional flexibility to manage capital and generate value for shareholders.

Caution Regarding Forward-Looking Statements
This press release includes certain forward-looking statements. These statements are inherently subject to significant risks, uncertainties and changes in circumstances, many of which are beyond the control of the Bank, including, obtaining the necessary regulatory approvals, changes in general economic and market conditions and amendments to, and interpretations of, risk-based capital guidelines. 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 it or on its behalf. The forward-looking information contained in this press release is presented for the purpose of interpreting the information contained herein and may not be appropriate for other purpose.

About National Bank of Canada
With $256 billion in assets as at April 30, 2018, National Bank of Canada, together with its subsidiaries, forms one of Canada's leading integrated financial groups.  It has more than 22,000 employees in knowledge-intensive positions and has been recognized numerous times as a top employer and for its commitment to diversity.  Its securities are listed on the Toronto Stock Exchange (TSX: NA).  Follow the Bank’s activities at or via social media such as Facebook, LinkedIn and Twitter.

For more information:

Linda Boulanger
Vice-President, Investor Relations
National Bank of Canada
Claude Breton
Vice-President, Public Affairs
National Bank of Canada