Frontera Announces Preliminary Results of Substantial Issuer Bid
"I am very pleased with the preliminary results of Frontera's oversubscribed Offer. Frontera continues to deliver on its commitment to return value to shareholders. The Company looks forward to completing the Offer in the coming days and anticipates recommencing share repurchases under its NCIB on
In accordance with the terms and conditions of the Offer and based on the preliminary calculation of
Approximately 6.51 million Shares were validly tendered and not withdrawn pursuant to auction tenders at or below the Purchase Price and pursuant to purchase price tenders and proportionate tenders. Since the Offer was oversubscribed, shareholders who made auction tenders at or below the Purchase Price and shareholders who made, or were deemed to have made, purchase price tenders will have the number of Shares purchased prorated following the determination of the final results of the Offer (other than "odd lot" tenders, which are not subject to proration).
Frontera currently expects that shareholders who made auction tenders at or below the Purchase Price and shareholders who made, or were deemed to have made, purchase price tenders will have approximately 83.3% of their tendered Shares purchased by the Company. Shareholders who made auction tenders at a price in excess of the Purchase Price should not expect to have any of their Shares purchased by the Company. Approximately 609 Shares are anticipated to be taken up and purchased pursuant to proportionate tenders.
The number of Shares to be purchased, the "proration factor" and the Purchase Price are preliminary, remain subject to verification by the Depositary, and assume that all Shares tendered through notice of guaranteed delivery will be delivered within the two trading-day settlement period. Upon take up of the Shares validly tendered to the Offer, Frontera will issue a press release disclosing the final results, including the final proration factor, the final Purchase Price, the estimated paid up capital per share and the "specified amount" for purposes of the Income Tax Act (
Promptly after such press release, payment for the Shares accepted for purchase will be made in accordance with the terms of the Offer and applicable law, and the Depositary will return all other Shares tendered and not purchased.
The terms and conditions of the Offer are described in the offer to purchase and issuer bid circular dated
In connection with the Offer, the Company suspended purchases of Shares pursuant to its normal course issuer bid ("NCIB") which commenced on
This news release is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell Shares.
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This news release contains forward-looking information or forward-looking statements (collectively, "forward-looking statements") within the meaning of applicable securities laws, including statements as to the Purchase Price and the aggregate Purchase Price Frontera expects to pay following take up of the Shares validly deposited under the Offer, the number of Shares issued and outstanding following completion of the Offer, the anticipated proration due to oversubscription, expectations for shareholders who have made auction tenders at a price in excess of the Purchase Price, the number of Shares to be taken up and paid for pursuant to proportionate tenders, further communication regarding completion of the Offer, the payment for Shares in accordance with the Offer, the return of Shares not purchased but deposited under the Offer and the recommencement of Share purchases under the NCIB. 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 and current market and other conditions. Readers should also refer to the risk factors set forth in the Company's annual information form and management's discussion and analysis for the year ended
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