AGF Management Limited (TSX: AGF.B, “AGF” or the “Company”) today
announced the preliminary results of its substantial issuer bid
(the “Offer”), pursuant to which AGF offered to purchase for
cancellation a number of its Class B non-voting shares (the “Class
B Non-Voting Shares”) for an aggregate purchase price not to exceed
$40 million at a purchase price of not less than $5.85 and not more
than $6.75 per Class B Non-Voting Share. The Offer expired at 5:00
p.m. (Toronto time) on November 8, 2022.
In accordance with the terms and conditions of
the Offer, and based on the preliminary results from Computershare
Investor Services Inc. (the “Depositary”), as depositary for the
Offer, AGF expects to take up and pay for 3,488,646 Class B
Non-Voting Shares at a price of $6.75 per Class B Non-Voting Share
(the “Purchase Price”) under the Offer, representing an aggregate
purchase price of approximately $23.5 million and 5.1% of the total
number of AGF’s issued and outstanding Class B Non-Voting Shares
before giving effect to the Offer.
The full details of the Offer are described in
the offer to purchase and issuer bid circular dated October 3,
2022, as well as the related letter of transmittal and notice of
guaranteed delivery, copies of which we filed and are available on
SEDAR at www.sedar.com.
After giving effect to the Offer, AGF expects to
have 57,600 Class A voting common shares and 64,616,189 Class B
Non-Voting Shares issued and outstanding.
The number of Class B Non-Voting Shares to be
purchased and the Purchase Price referred to above are preliminary
and remain subject to verification by the Depositary. Upon take up
and payment of the Class B Non-Voting Shares purchased, AGF will
release the final results of the Offer.
Tax Information
To assist shareholders in determining the tax
consequences of the Offer, AGF estimates that for the purposes of
the Income Tax Act (Canada), the paid-up capital per Class B
Non-Voting Share is $3.30. AGF designates the entire amount of the
deemed dividend arising from its repurchase of the Class B
Non-Voting Shares as an eligible dividend. Dividends are designated
to be eligible dividends pursuant to the Income Tax Act (Canada)
and any applicable provincial legislation pertaining to eligible
dividends.
The "specified amount" of each Class B
Non-Voting Share (for purposes of subsection 191(4) of the Income
Tax Act (Canada)) is $6.44.
This press release is for informational purposes
only and does not constitute an offer to buy or the solicitation of
an offer to sell AGF’s Class A Shares or Class B Non-Voting
Shares.
About AGF Management
Limited
Founded in 1957, AGF Management Limited (AGF) is
an independent and globally diverse asset management firm
delivering excellence in investing in the public and private
markets through its three distinct business lines: AGF Investments,
AGF Private Capital and AGF Private Wealth.
AGF brings a disciplined approach focused on
providing an exceptional client experience and incorporating sound
responsible and sustainable practices. The firm’s investment
solutions, driven by its fundamental, quantitative and private
investing capabilities, extends globally to a wide range of
clients, from financial advisors and their clients to high-net
worth and institutional investors including pension plans,
corporate plans, sovereign wealth funds, endowments and
foundations.
Headquartered in Toronto, Canada, AGF has
investment operations and client servicing teams spanning on the
ground in North America, Europe and Asia. With approximately $40
billion in total assets under management and fee-earning assets,
AGF serves more than 800,000 investors. AGF trades on the Toronto
Stock Exchange under the symbol AGF.B.
CAUTION CONCERNING FORWARD-LOOKING STATEMENTS – Certain
statements in this press release about the Offer, including the
actual number of Class B Non-Voting Shares to be taken up and paid
for in connection with the Offer, the purchase price, and the
number of Class B Non-Voting Shares expected to be issued and
outstanding after the completion of the Offer, and other statements
that are not historical facts, constitute "forward-looking
statements" within the meaning of applicable Canadian securities
laws. The words "may", "will", "would", "should", "could",
"expects", "plans", "intends", "trends", "indications",
"anticipates", "believes", "estimates", "predicts", "likely" or
"potential" or the negative or other variations of these words or
other comparable words or phrases, are intended to identify
forward-looking statements. Forward-looking statements are based on
estimates and assumptions made by the Company in light of its
experience and perception of historical trends, current conditions
and expected future developments, as well as other factors that the
Company believes are appropriate and reasonable in the
circumstances, but there can be no assurance that such estimates
and assumptions will prove to be correct or that the Company's
expectations regarding this Offer or the Company's actual results,
level of activity, performance or achievements or future events or
developments will be achieved. Many factors could cause the
Company's expectations regarding the Offer or the Company's actual
results, level of activity, performance or achievements or future
events or developments to differ materially from those expressed or
implied by the forward-looking statements. Further details and
descriptions of these and other factors are disclosed in the offer
to purchase and in AGF’s management’s discussion and analysis for
the year ended November 30, 2021 and 2020, under the heading “Risk
Factors and Management of Risk”.
The purpose of the forward-looking statements is to provide the
reader with a description of management's expectations and may not
be appropriate for other purposes; readers should not place undue
reliance on forward-looking statements made herein. Furthermore,
unless otherwise stated, the forward-looking statements contained
in this press release are made as of the date hereof, and the
Company has no intention and undertakes no obligation to update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by law.
The forward-looking statements contained in this press release are
expressly qualified by this cautionary statement. Further details
and descriptions of these and other factors are disclosed in the
Offer and in AGF's public filings with provincial or territorial
securities regulatory authorities, which may be accessed on SEDAR's
website at www.sedar.com.
AGF MANAGEMENT LIMITED SHAREHOLDERS,
ANALYSTS AND MEDIA, PLEASE CONTACT:
Courtney LearmontVice-President,
Finance647-253-6804, InvestorRelations@agf.com
AGF Management (TSX:AGF.B)
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