MONTREAL, Sept. 11, 2015 /PRNewswire/ - CN (TSX: CNR)
(NYSE: CNI) announced today that the Toronto Stock Exchange (TSX)
has accepted CN's amended notice of intention to make a Normal
Course Issuer Bid (the Bid). The notice has been amended to permit
the repurchase by CN of its common shares under a specific share
repurchase program (the Program) during the term of the Bid. The
purchases will form part of CN's Bid for up to 28 million shares
announced on Oct. 21, 2014.
CN will enter into an agreement (Agreement) with a third party
to repurchase its common shares through daily purchases that will
take place from Sept. 16 to Oct. 23,
2015. Pursuant to the terms of the Agreement, and subject to
the terms of an issuer bid exemption order issued by the Ontario
Securities Commission (Order), the third party will purchase CN's
common shares on the open market in accordance with the rules
applicable to the Bid. The price that CN will pay for any common
shares purchased by it from the third party under the Agreement
will be negotiated by CN and the third party and will be at a
discount to the prevailing market price of CN's common shares on
the TSX at the time of the purchase. Information regarding the
number of common shares purchased and aggregate purchase price will
be available on the System for Electronic Document Analysis and
Retrieval (SEDAR) at www.sedar.com following the completion of the
Program.
Pursuant to the terms of Agreement and the Order, all purchases
made by the third party or its agents on the TSX or any alternative
trading markets pursuant to the Program will be made independently
of CN and will be made in accordance with the TSX rules applicable
to the Bid, subject to limited exceptions as provided in the Order.
In addition, CN and any non‑independent purchasing agent acting on
behalf of CN are prohibited from purchasing any common shares
during the term of the Program. CN will acquire common shares from
the third party pursuant to the Agreement as part of the Bid and
such common shares will be cancelled upon purchase by CN.
Forward-Looking Statements
Certain information
included in this news release constitutes "forward-looking
statements" within the meaning of the United States Private
Securities Litigation Reform Act of 1995 and under Canadian
securities laws, including potential purchases of common shares for
cancellation under a normal course issuer bid or by private
agreements. CN cautions that, by their nature, these
forward-looking statements involve risk, uncertainties and
assumptions. The Company cautions that its assumptions may not
materialize and that the current economic conditions render such
assumptions, although reasonable at the time they were made,
subject to greater uncertainty.
Important risk factors that could affect the above
forward-looking statements include, but are not limited to, the
effects of general economic and business conditions, industry
competition, inflation, currency and interest rate fluctuations,
changes in fuel prices, legislative and/or regulatory developments,
compliance with environmental laws and regulations, actions by
regulators, various events which could disrupt operations,
including natural events such as severe weather, droughts, floods
and earthquakes, labor negotiations and disruptions, environmental
claims, uncertainties of investigations, proceedings or other types
of claims and litigation, risks and liabilities arising from
derailments, and other risks and assumptions detailed from time to
time in reports filed by CN with securities regulators in
Canada and the United States. Reference should be made to
"Management's Discussion and Analysis" in CN's annual and interim
reports, Annual Information Form and Form 40-F filed with Canadian
and U.S. securities regulators, available on CN's website, for a
summary of major risks and assumptions.
CN assumes no obligation to update or revise forward-looking
statements to reflect future events, changes in circumstances, or
changes in beliefs, unless required by applicable Canadian
securities laws. In the event CN does update any forward-looking
statement, no inference should be made that CN will make additional
updates with respect to that statement, related matters, or any
other forward-looking statement.
CN is a true backbone of the economy, transporting more than
C$250 billion worth of goods annually
for a wide range of business sectors, ranging from resource
products to manufactured products to consumer goods, across a rail
network spanning Canada and
mid-America. CN – Canadian National Railway Company, along with its
operating railway subsidiaries -- serves the cities and ports of
Vancouver, Prince Rupert, B.C., Montreal, Halifax, New
Orleans, and Mobile, Ala.,
and the metropolitan areas of Toronto, Edmonton, Winnipeg, Calgary, Chicago, Memphis, Detroit, Duluth,
Minn./Superior, Wis., and
Jackson, Miss., with connections
to all points in North America.
For more information on CN, visit the Company's website at
www.cn.ca.
SOURCE CN