AURORA, Ontario, November 10, 2015 /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
40,000,000 Magna Common Shares (the "Bid"), representing
approximately 9.9% of its public float. As at November 3, 2015 Magna had 404,380,164 issued and
outstanding Common Shares, including a public float of 401,988,149
Common Shares. During the previous 12 months, Magna has purchased
12,044,890 Common Shares (after giving effect to the two-for-one
stock split implemented by way of a stock dividend on March 25, 2015) pursuant to a normal course
issuer bid at a weighted average purchase price of US$47.66 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,
2015 and will terminate no later than November 12, 2016. 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 alternative trading systems in
Canada and/or the United States or 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 259,621 based on 25%
of the average daily trading volume for the prior six months (being
1,038,487 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 a pre-defined automatic securities
purchase plan.
ABOUT MAGNA
We are a leading global automotive supplier with 285
manufacturing operations and 83 product development, engineering
and sales centres in 29 countries. We have approximately 125,000
employees focused on delivering superior value to our customers
through innovative processes and World Class Manufacturing. Our
product capabilities include producing body, chassis, 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
http://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
or pursuant to private agreements under an issuer bid exemption
order issued by the Ontario Securities Commission. 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: 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; 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; changes in
laws and governmental regulations; 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.
CONTACT
For further information, please contact Vince Galifi, Executive Vice-President and Chief
Financial Officer at
905-726-7100 or Louis Tonelli,
Vice-President, Investor Relations at 905-726-7035.