BRAMPTON, ON, May 3, 2022
/CNW/ - (TSX: L) – Loblaw Companies Limited (Loblaw) announced
today that the Toronto Stock Exchange (TSX) has accepted a notice
filed by Loblaw of its intention to make a normal course issuer bid
(NCIB).
The TSX notice provides that Loblaw may, during the 12-month
period commencing May 5, 2022 and
terminating May 4, 2023, purchase up
to 16,647,384 of Loblaw's common shares (Common Shares),
representing approximately 5% of the issued and outstanding Common
Shares, by way of a NCIB on the TSX or through alternative trading
systems or by such other means as may be permitted by the TSX or
under applicable law. As of April 21,
2022, Loblaw had 332,947,684 outstanding Common Shares.
Based on the average daily trading volume of 503,409 during the
last six months, daily purchases will be limited to 125,852 Common
Shares, other than block purchase exceptions and purchases from
George Weston Limited (GWL), Loblaw's majority shareholder.
Loblaw will be permitted to purchase its Common Shares from GWL
in accordance with an exemption granted by the TSX pursuant to its
rules, regulations and policies in connection with the NCIB in
order for GWL to maintain its proportionate percentage ownership,
which is consistent with the exemption granted by the TSX in each
of 2020 and 2021. The maximum number of Common Shares that may be
purchased pursuant to the NCIB will be reduced by the number of
Common Shares purchased by Loblaw from GWL.
Purchases of Common Shares will be made in open market
transactions on the TSX or through alternative trading systems. In
addition, Loblaw may enter into forward purchase or swap contracts
in connection with Common Shares which may be settled by physical
settlement, cash settlement or a combination thereof. The forward
price will be based on market price, dividend yield and market
interest rates. Loblaw may also purchase Common Shares through
private agreements or share repurchase programs if it receives an
issuer bid exemption order permitting it to make such purchases.
Any purchases of Common Shares made by way of private agreements or
under share repurchase programs may be at a discount to the
prevailing market price as provided in the relevant issuer bid
exemption order.
Purchases from GWL will be made during the TSX's Special Trading
Session pursuant to an automatic disposition plan agreement between
Loblaw's broker, Loblaw and GWL (ADP Agreement). Purchases from GWL
will be made on trading days, as required by the ADP Agreement,
that Loblaw makes a purchase from other shareholders. In the event
that GWL does not sell Common Shares on any trading day as required
by the terms of the ADP Agreement (other than as a result of a
market disruption event), the TSX exemption will cease to apply and
Loblaw will not be permitted to make any further purchases from GWL
under the terms of the NCIB.
Decisions regarding the timing of future purchases of Common
Shares will be based on market conditions, share price and other
factors. Loblaw may elect to suspend or discontinue its NCIB at any
time. Common Shares purchased under the NCIB will be cancelled or
used in connection with the settlement of restricted share units or
performance share units. Loblaw believes that the market price of
Common Shares could be such that their purchase may be an
attractive and appropriate use of corporate funds. Loblaw may also
use its NCIB to acquire the number of Common Shares that are issued
pursuant to the exercise of options in order to offset the dilutive
effect of options that have been exercised. Under its prior
NCIB that commenced on May 3, 2021
and expired on May 2, 2022, Loblaw
had sought and received approval from the TSX to purchase up to
17,106,459 Common Shares. As of April 21,
2022, Loblaw has purchased 11,931,967 Common Shares under
its prior NCIB through open market purchases on the TSX and exempt
private agreement purchases, at a weighted average price of
$85.98.
From time to time, when Loblaw does not possess material
non-public information about itself or its securities, it may enter
into a pre-defined plan with its broker to allow for the purchase
of Common Shares at times when Loblaw ordinarily would not be
active in the market due to its own internal trading blackout
periods and insider trading rules. Any such plans entered into with
Loblaw's broker will be adopted in accordance with the requirements
of applicable Canadian securities laws.
About Loblaw Companies
Limited
Loblaw is Canada's food and
pharmacy leader, and the nation's largest retailer. Loblaw provides
Canadians with grocery, pharmacy, health and beauty, apparel,
general merchandise, financial services and wireless mobile
products and services. With more than 2,400 corporate, franchised
and Associate-owned locations, Loblaw, its franchisees and
Associate-owners employ more than 190,000 full- and part-time
employees, making it one of Canada's largest private sector employers.
Loblaw's purpose – Live Life Well® – puts first the
needs and well-being of Canadians who make one billion transactions
annually in the company's stores. Loblaw is positioned to meet and
exceed those needs in many ways: convenient locations; more than
1,050 grocery stores that span the value spectrum from discount to
specialty; full-service pharmacies at nearly 1,400 Shoppers Drug
Mart® and Pharmaprix® locations and close to
500 Loblaw locations; PC Financial® services; affordable
Joe Fresh® fashion and
family apparel; and four of Canada's top-consumer brands in Life
Brand®, Farmer's MarketTM, no name® and
President's Choice®.
For more information, visit Loblaw's website at
www.loblaw.ca and Loblaw's issuer profile at
www.sedar.com.
SOURCE Loblaw Companies Limited