MONTREAL, March 3,
2023 /CNW/ - SNC-Lavalin Group Inc. (TSX:
SNC), a fully integrated professional services and project
management company with offices around the world, is pleased to
announce today that the Toronto Stock Exchange (the "TSX") has
approved its normal course issuer bid ("NCIB") to purchase for
cancellation up to 1,500,000 Common Shares over the twelve-month
period commencing on March 8, 2023
and ending no later than March 7,
2024, representing 0.85% of the issued and outstanding
Common Shares of the Company. As of February
28, 2023, the Company had 175,554,252 Common Shares issued
and outstanding, 121,475,273 of which made up the public float.
The Company believes that in the appropriate circumstances, the
purchase of Common Shares may be an effective use of its funds and
in the best interest of the Company and its shareholders. All
Common Shares purchased pursuant to the NCIB will be cancelled.
The timing and amount of purchases under the NCIB are subject to
management discretion based on various factors. These purchases are
to be made through the facilities of the TSX, other designated
exchanges or Canadian alternative trading systems, in accordance
with the TSX's policy on normal course issuer bids, or otherwise as
may be permitted by applicable securities laws and regulations. The
price the Company will pay for any Common Shares will be the market
price at the time of acquisition, plus brokerage fees, for
purchases effected through the facilities of the TSX, other
designated exchanges or Canadian alternative trading systems.
During the period that the normal course issuer bid is
outstanding, the Company does not intend to make purchases of its
Common Shares other than by means of open market transactions or
such other means as may be permitted by securities regulatory
authorities from time to time and as applicable, including block
purchases of Common Shares. The Company may also purchase shares
privately from time to time after obtaining exemption orders from
applicable securities regulatory authorities. Any such private
purchase made under an exemption order issued by a securities
regulatory authority will be at a discount from the prevailing
market price, as provided in the exemption order.
The average daily trading volume of the Company's Common Shares
through the facilities of the TSX over the last six completed
calendar months was 366,932 ("ADTV"). Accordingly, under the TSX
Rules and policies, the Company is entitled on any trading day to
purchase up to 25% of the ADTV, which totals 91,733 Common Shares,
for the next 12-month period of the normal course issuer bid. In
excess of the daily 91,733 repurchase limit, the Company may also
purchase, once a week, a block of Common Shares not owned by any
insiders, which may exceed such daily limit, in accordance with the
TSX Rules.
The last NCIB of the Company before the one launched today had
commenced on June 6, 2018 and ended
on June 5, 2019. The Company had
received the approval of the TSX to purchase for cancellation a
maximum of 1,500,000 Common Shares and did not purchase any.
About SNC-Lavalin
Founded in 1911, SNC-Lavalin is a fully integrated
professional services and project management company with offices
around the world dedicated to engineering a better future for our
planet and its people. We create sustainable solutions that connect
people, technology and data to design, deliver and operate the most
complex projects. We deploy global capabilities locally to our
clients and deliver unique end-to-end services across the whole
life cycle of an asset including consulting, advisory &
environmental services, intelligent networks & cybersecurity,
design & engineering, procurement, project & construction
management, operations & maintenance, decommissioning and
capital – and delivered to clients in key strategic sectors such as
Engineering Services, Nuclear, Operations & Maintenance and
Capital. News and information are available at
snclavalin.com or follow us on LinkedIn
and Twitter.
Forward-looking
Statements
Reference in this press release, and hereafter, to the
"Company" or to "SNC-Lavalin" means, as the context may require,
SNC-Lavalin Group Inc. and all or some of its subsidiaries or joint
arrangements, or SNC-Lavalin Group Inc. or one or more of its
subsidiaries or joint arrangements.
Certain statements included in this release, including, but
not limited to, statements relating to the normal course issuer bid
of the Company and potential purchases of Common Shares by the
Company thereunder, or any other future events or developments and
other statements that are not historical facts, constitute
"forward-looking statements" which can be identified by the use of
the conditional or forward-looking terminology such as "aims",
"anticipates", "assumes", "believes", "cost savings", "estimates",
"expects", "goal", "intends", "may", "plans", "projects", "should",
"synergies", "target", "vision", "will", or the negative thereof or
other variations thereon. Forward-looking statements also include
any other statements that do not refer to historical facts.
Forward-looking statements also include statements relating to the
following: i) future capital expenditures, revenues, expenses,
earnings, economic performance, indebtedness, financial condition,
losses and future prospects; and ii) business and management
strategies and the expansion and growth of the Company's
operations. Specifically, there can be no assurance as to
how many shares, if any, will ultimately be acquired by the Company
under its normal course issuer bid. All such forward-looking
statements are made pursuant to the "safe-harbour" provisions of
applicable Canadian securities laws. The Company cautions that, by
their nature, forward-looking statements involve risks and
uncertainties, and that its actual actions and/or results could
differ materially from those expressed or implied in such
forward-looking statements, or could affect the extent to which a
particular projection materializes. Forward-looking statements are
presented for the purpose of assisting investors and others in
understanding certain key elements of the Company's current
objectives, strategic priorities, expectations and plans, and in
obtaining a better understanding of the Company's business and
anticipated operating environment. Readers are cautioned that such
information may not be appropriate for other purposes.
Forward-looking statements made in this press release are
based on a number of assumptions believed by the Company to be
reasonable as at the date hereof. The assumptions are set out
throughout the Company's 2022 annual management's discussion and
analysis ("2022 Annual MD&A"), particularly in the sections
entitled "Critical Accounting Judgments and Key Sources of
Estimation Uncertainty" and "How We Analyze and Report our
Results". If these assumptions are inaccurate, the Company's actual
results could differ materially from those expressed or implied in
such forward-looking statements. In addition, important risk
factors could cause the Company's assumptions and estimates to be
inaccurate and actual results or events to differ materially from
those expressed in or implied by these forward-looking statements.
These risks include, but are not limited to: a) epidemics,
pandemics, including COVID-19, and other global health crises; (b)
execution of the Company's "Pivoting to Growth Strategy" unveiled
in September 2021; (c) fixed-price
contracts or the Company's failure to meet contractual schedule,
performance requirements or to execute projects efficiently; (d)
backlog and contracts with termination for convenience provisions;
(e) contract awards and timing; (f) being a provider of services to
government agencies; (g) international operations; (h) nuclear
liability; (i) ownership interests in investments; (j) dependence
on third parties; (k) supply chain disruptions; (l) joint ventures
and partnerships; (m) information systems and data and compliance
with privacy legislation; (n) qualified personnel; (o) competition;
(p) professional liability or liability for faulty services;
(q) monetary damages and penalties in connection with
professional and engineering reports and opinions; (r) gaps in
insurance coverage; (s) health and safety; (t) work stoppages,
union negotiations and other labour matters; (u) global climate
change, extreme weather conditions and the impact of natural or
other disasters; (v) divestitures and the sale of significant
assets; (w) intellectual property; * liquidity and financial
position; (y) indebtedness; (z) impact of operating results and
level of indebtedness on financial situation; (aa) security
under the CDPQ Loan Agreement (as defined in the Company's 2022
Annual MD&A); (bb) dependence on subsidiaries to help repay
indebtedness; (cc) dividends; (dd) post-employment benefit
obligations, including pension-related obligations; (ee) working
capital requirements; (ff) collection from customers;
(gg) impairment of goodwill and other assets; (hh) the impact
on the Company of legal and regulatory proceedings, investigations
and dispute settlements; (ii) further regulatory developments as
well as employee, agent or partner misconduct or failure to comply
with anti-corruption and other government laws and regulations;
(jj) reputation of the Company; (kk) inherent limitations to the
Company's control framework; (ll) environmental laws and
regulations; (mm) global economic conditions; (nn) inflation; (oo)
fluctuations in commodity prices; and (pp) income taxes.
The Company cautions that the foregoing list of factors is
not exhaustive. For more information on risks and uncertainties and
assumptions that could cause the Company's actual results to differ
from current expectations, please refer to the sections "Risks and
Uncertainties", "How We Analyze and Report Our Results" and
"Critical Accounting Judgements and Key Sources of Estimation
Uncertainty" in the Company's 2022 Annual MD&A.
The forward-looking statements herein reflect the Company's
expectations as at the date of this press release and are subject
to change after this date. The Company does not undertake to update
publicly or to revise any such forward-looking statements whether
as a result of new information, future events or otherwise, unless
required by applicable legislation or regulation.
SNC-Lavalin's Consolidated Financial Statements and
Management's Discussion and Analysis and other relevant financial
materials are available in the Investors section of the Company's
website at www.snclavalin.com. These and other
Company reports are also available on the website maintained by the
Canadian Securities regulators at
www.sedar.com.
SOURCE SNC-Lavalin