LAVAL,
QC, Aug. 31, 2022 /CNW Telbec/ - Alimentation
Couche-Tard Inc. ("Couche‑Tard" or the "Corporation") (TSX: ATD)
held its Annual General and Special Meeting of Shareholders today
announcing that all the candidates proposed as Directors in its
Management Proxy Circular dated July 5,
2022, were elected and that a special resolution was adopted
authorizing the Corporation to amend its articles of incorporation,
in accordance with the approval by a requisite majority of the
votes cast by the shareholders attending or represented by proxy at
the meeting.
At present, Couche-Tard has one class of listed shares: Class A
Multiple Voting Shares (the "Class A Shares"), which carry 10 votes
per share. The special resolution authorizing the Corporation to
amend its articles of incorporation will notably: (i) create a new
class of shares, namely an unlimited number of common shares (the
"Common Shares"), which will carry one vote per share; (ii) convert
each of the issued and outstanding Class A Shares into one Common
Share; and (iii) after giving effect to the aforesaid conversion,
repeal the Class A Shares and the Class B Subordinate Voting Shares
of the Corporation as well as the rights, privileges, restrictions
and conditions attaching thereto (collectively, the "Conversion
Event").
The Conversion Event is expected to become effective on
September 1, 2022. All Class A Shares
of the Corporation are expected to be delisted from the Toronto
Stock Exchange ("TSX") before markets open on September 6, 2022, and the Common Shares are
expected to trade on the TSX at the opening of business on
September 6, 2022, under the current
symbol "ATD".
As a consequence of the upcoming Conversion Event, Couche-Tard
intends to modify the terms of its normal course issuer bid
("NCIB") on the TSX to purchase for cancellation a maximum of
79,703,614 Common Shares rather than Class A Shares. As at
August 30, 2022, Couche-Tard had
repurchased for cancellation 10,940,400 Class A Shares under its
NCIB for US$477,952,304 at a weighted
average price of US$43.69 per share.
Following the Conversion Event, under its modified NCIB,
Couche-Tard will therefore be authorized to repurchase for
cancellation up to 68,763,214 Common Shares from September 6, 2022 to April
25, 2023. The terms of the Corporation's NCIB shall
otherwise remain unchanged.
In addition, all equity incentive plans of the Corporation will
cover Common Shares of the Corporation as of the Conversion Event
date.
The detailed results of the vote for the election of Directors
are set out below:
Nominee
|
In Favor
(#)
|
In Favor
(%)
|
Withheld
(#)
|
Withheld
(%)
|
Alain
Bouchard
|
794,096,778
|
96.94 %
|
25,055,376
|
3.06 %
|
Louis Vachon
|
815,810,685
|
99.59 %
|
3,341,469
|
0.41 %
|
Jean Bernier
|
814,204,355
|
99.40 %
|
4,947,799
|
0.60 %
|
Karinne
Bouchard
|
779,994,120
|
95.22 %
|
39,158,034
|
4.78 %
|
Eric Boyko
|
810,573,021
|
98.95 %
|
8,579,133
|
1.05 %
|
Jacques
D'Amours
|
802,840,450
|
98.01 %
|
16,311,704
|
1.99 %
|
Janice L.
Fields
|
810,128,547
|
98.90 %
|
9,023,607
|
1.10 %
|
Eric Fortin
|
776,214,259
|
94.76 %
|
42,937,895
|
5.24 %
|
Richard
Fortin
|
801,238,927
|
97.81 %
|
17,913,227
|
2.19 %
|
Brian
Hannasch
|
809,072,287
|
98.77 %
|
10,079,867
|
1.23 %
|
Mélanie Kau
|
766,732,804
|
93.60 %
|
52,419,350
|
6.40 %
|
Marie Josée
Lamothe
|
815,872,625
|
99.60 %
|
3,279,529
|
0.40 %
|
Monique F.
Leroux
|
816,512,424
|
99.68 %
|
2,639,730
|
0.32 %
|
Réal Plourde
|
802,006,012
|
97.91 %
|
17,146,142
|
2.09 %
|
Daniel
Rabinowicz
|
809,626,247
|
98.84 %
|
9,525,907
|
1.16 %
|
Louis Têtu
|
810,069,722
|
98.89 %
|
9,082,432
|
1.11 %
|
About Alimentation Couche-Tard Inc.
Couche-Tard is a global leader in convenience and fuel retail,
operating in 24 countries and territories, with almost
14,100 stores, of which approximately 10,700 offer road
transportation fuel. With its well-known Couche-Tard and
Circle K banners, it is one of the largest independent
convenience store operators in the United States and it is a
leader in the convenience store industry and road transportation
fuel retail in Canada,
Scandinavia, the Baltics, as well as in Ireland. It also has an important presence in
Poland and Hong Kong SAR.
Approximately 122,000 people are employed throughout its
network.
For more information on Alimentation Couche-Tard Inc. or to
consult its annual Consolidated Financial Statements and Management
Discussion and Analysis, please visit:
https://corpo.couche-tard.com.
Forward-Looking Statements
Certain statements in this press release may constitute forward
looking statements within the meaning of securities legislation,
including those with respect to the issuance of the Notes as well
as the use of proceeds therefrom. Positive or negative verbs such
as "believe", "can", "shall", "intend", "expect", "estimate",
"assume" and other related expressions are used to identify such
statements. Such statements are based upon the current beliefs and
expectations of Couche-Tard and are subject to significant risks
and uncertainties outside of Couche-Tard's control. Couche-Tard
would like to point out that, by their very nature, forward-looking
statements involve risks and uncertainties such that its results,
or the measures it adopts, could differ materially from those
indicated in or underlying these statements, or could have an
impact on the degree of realization of a particular projection.
Unless otherwise required by applicable securities laws,
Couche-Tard disclaims any intention or obligation to update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise. The forward-looking
information in this release is based on information available as of
the date of the release.
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SOURCE Alimentation Couche-Tard Inc.