AURORA, ON, Nov. 10, 2014 /PRNewswire/ - Magna International Inc. (TSX: MG, NYSE: MGA) today announced that the Toronto Stock Exchange ("TSX") had accepted its
Notice of Intention to Make a Normal Course Issuer Bid (the "Notice").
Pursuant to the Notice, Magna may purchase up to 20,000,000Magna Common Shares (the "Bid"), representing approximately 9.7% of its
public float. As at November 6, 2014 Magna had 207,354,943 issued and
outstanding Common Shares, including a public float of 206,229,963
Common Shares. During the previous 12 months, Magna has purchased
17,645,437 Common Shares pursuant to a normal course issuer bid at a
weighted average purchase price of US$97.70 per Common Share.
The primary purposes of the Bid are purchases for cancellation, as well
as purchases to fund Magna's stock-based compensation awards or
programs and/or Magna's obligations to its deferred profit sharing
plans. Magna may purchase its Common Shares, from time to time, if it
believes that the market price of its Common Shares is attractive and
that the purchase would be an appropriate use of corporate funds and in
the best interests of the Corporation.
The Bid will commence on November 13, 2014 and will terminate no later
than November 12, 2015. All purchases of Common Shares under the Bid,
may be made on the TSX at the market price at the time of purchase in
accordance with the rules and policies of the TSX or on the New York
Stock Exchange ("NYSE") in compliance with Rule 10b-18 under the U.S.
Securities Exchange Act of 1934. Purchases may also be made through
other published markets, or by such other means as may be permitted by
the TSX, including by private agreement pursuant to an issuer bid
exemption order issued by a securities regulatory authority. Purchases
made by way of such private agreements under an issuer bid exemption
order will be at a discount to the prevailing market price. The rules
and policies of the TSX contain restrictions on the number of shares
that can be purchased under the Bid, based on the average daily trading
volumes of the Common Shares on the TSX. Similarly, the safe harbor
conditions of Rule 10b-18 impose certain limitations on the number of
shares that can be purchased on the NYSE per day. As a result of such
restrictions, subject to certain exceptions for block purchases, the
maximum number of shares which can be purchased per day during the Bid
on the TSX is 112,577 based on 25% of the average daily trading volume
for the prior six months (being 450,307) Common Shares on the TSX).
Subject to certain exceptions for block purchases, the maximum number
of shares which can be purchased per day on the NYSE will be 25% of the
average daily trading volume for the four calendar weeks preceding the
date of purchase. Subject to regulatory requirements, the actual number
of Common Shares purchased and the timing of such purchases, if any,
will be determined by Magna having regard to future price movements and
other factors. All purchases will be subject to Magna's normal trading
blackouts. Any purchases made during a blackout period will only be
made pursuant to the pre-defined automatic securities purchase plan the
Corporation entered into with a broker on March 31, 2014.
ABOUT MAGNA
We are a leading global automotive supplier with 312 manufacturing
operations and 83 product development, engineering and sales centres in
29 countries. We have over 130,000 employees focused on delivering
superior value to our customers through innovative processes and World
Class Manufacturing. Our product capabilities include producing body,
chassis, interior, exterior, seating, powertrain, electronic, vision,
closure and roof systems and modules, as well as complete vehicle
engineering and contract manufacturing. Our common shares trade on the
Toronto Stock Exchange (MG) and the New York Stock Exchange (MGA). For
further information about Magna, visit our website at www.magna.com.
FORWARD-LOOKING STATEMENTS
This press release may contain statements that, to the extent that they
are not recitations of historical fact, constitute "forward-looking
statements" within the meaning of applicable securities legislation,
including, but not limited to, future purchases of our Common Shares
under the Normal Course Issuer Bid. Forward-looking statements may
include financial and other projections, as well as statements
regarding our future plans, objectives or economic performance, or the
assumptions underlying any of the foregoing. We use words such as
"may", "would", "could", "should" "will", "likely", "expect",
"anticipate", "believe", "intend", "plan", "forecast", "outlook",
"project", "estimate" and similar expressions suggesting future
outcomes or events to identify forward-looking statements. Any such
forward-looking statements are based on information currently available
to us, and are based on assumptions and analyses made by us in light of
our experience and our perception of historical trends, current
conditions and expected future developments, as well as other factors
we believe are appropriate in the circumstances. However, whether
actual results and developments will conform to our expectations and
predictions is subject to a number of risks, assumptions and
uncertainties, many of which are beyond our control, and the effects of
which can be difficult to predict. These risks, assumptions and
uncertainties include, without limitation, the impact of: the impact of
economic or political conditions on consumer confidence, consumer
demand for vehicles and vehicle production; fluctuations in relative
currency values; legal claims and/or regulatory actions against us;
changes in laws and governmental regulations; liquidity risks as a
result of an unanticipated deterioration of economic conditions; the
unpredictability of, and fluctuation in, the trading price of our
Common Shares; and other factors set out in our Annual Information Form
filed with securities commissions in Canada and our annual report on
Form 40-F filed with the United States Securities and Exchange
Commission, and subsequent filings. In evaluating forward-looking
statements, we caution readers not to place undue reliance on any
forward-looking statements and readers should specifically consider the
various factors which could cause actual events or results to differ
materially from those indicated by such forward-looking statements.
Unless otherwise required by applicable securities laws, we do not
intend, nor do we undertake any obligation, to update or revise any
forward-looking statements to reflect subsequent information, events,
results or circumstances or otherwise.
SOURCE Magna International Inc.