AURORA, ON, Nov. 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 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.
SOURCE Magna International Inc.