National Bank of Canada (the “Bank”) (TSX: NA) today announced that the Toronto Stock Exchange (the “TSX”) and the Office of the Superintendent of Financial Institutions (“OSFI”) have approved the Bank’s new normal course issuer bid to purchase for cancellation up to 7,000,000 of its common shares, through the facilities of the TSX and/or any alternative trading system in Canada, representing approximately 2% of its 337,919,244 issued and outstanding common shares as at November 30, 2021.
The normal course issuer bid will be effective on December 10, 2021 and will end at the latest on December 9, 2022.
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 the designated broker to repurchase shares pursuant to the normal course issuer bid, which could be under automatic share purchase programs established periodically. Each plan would define a prearranged set of criteria which the Bank would not modify. 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.
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 1,427,400. 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 356,850 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.
As on March 13, 2020, OSFI indicated that it was expecting all banks to cease any share buybacks, since that date, the Bank has not bought back any of its common shares.