Communiqués de presse

National Bank of Canada announces New Normal Course Issuer Bid

Montreal, 31 May 2017 -

National Bank of Canada (the “Bank”) (NA) today announced that its Board has authorized a normal course issuer bid to purchase for cancellation up to 6,000,000 of its issued and outstanding common shares. Representing approximately 1.76% of its 341,517,603 issued and outstanding common shares as at May 23, 2017. This normal course issuer bid is subject to the approval of the Office of the Superintendent of Financial Institutions Canada (OSFI) and the Toronto Stock Exchange (TSX).

It is expected that this normal course issuer bid will begin on or about June 5, 2017 and will end at the latest on or about June 4, 2018. The purchases will be made through the facilities of the TSX (and any other exchange or 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 the TSX and 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. The Bank intends to periodically establish an automatic program under which its broker, National Bank Financial Inc., would repurchase shares pursuant to the normal course issuer bid within a defined set of criteria which the Bank would not vary. The Bank will only make purchases under the bid after consulting with 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 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 $239 billion in assets as at April 30, 2017, National Bank of Canada, together with its subsidiaries, forms one of Canada’s leading integrated financial groups. The Bank has more than 21,000 employees and is widely recognized as a top employer. The Bank's 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

Claude Breton

Vice-President, Investor Relations

Vice-President, Public Affairs

National Bank of Canada

National Bank of Canada

Tel.: 514-394-0296

Tel.: 514-394-8644