Class A shares and Class B subordinate voting shares purchased under the NCIB will either be (a) cancelled to mitigate the dilutive effect of granting stock options under the Corporation's stock option plan, which are settled with shares issued from treasury, (b) made for the account, and on behalf, of Computershare Trust Company of Canada, as trustee for an employee benefit plans trust account (the "Trust Account"), and used to settle the Corporation's obligations under its employee share-based incentive plans, including its performance share unit plan and its restricted share unit plan (together with (a), "Stock Option and Incentive Plans Grants Management"), or (c) cancelled in order to manage the Corporation's capital position while generating value for its shareholders.
The Toronto Stock Exchange (the "TSX") has approved purchases of, from April 3, 2025 to April 2, 2026, up to 600,000 of its Class A shares (multiple voting) ("Class A shares"), representing approximately 4.86% of the 12,349,278 Class A shares issued and outstanding as of March 23, 2025, and up to 4,300,000 of its Class B shares (subordinate voting) ("Class B subordinate voting shares"), representing approximately 5% of the 86,045,894 Class B subordinate voting shares issued and outstanding as of March 23, 2025 (such number being net of 1,622,807 Class B subordinate voting shares held in the Trust Account (as defined hereinafter) as of February 28, 2025).
In the event Class A shares or Class B subordinate voting shares are purchased by exempt offers, block purchases or private agreements, the purchase price of such shares may be, and will be in the case of purchases by private agreement, at a discount to the market price of such shares at the time of acquisition, all as may be permitted by the securities regulatory authorities.
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