NEWMARKET, Ontario, December 02, 2021 (GLOBE NEWSWIRE) – AirBoss of America Corp. (the “Society“) (TSX: BOS) announced today that the Toronto Stock Exchange (“TSX“) has accepted its notice of intention to renew its normal course issuer bid (the”OfferPurchases made under the Offer will be made on the open market through the facilities of the TSX and Canadian alternative trading systems, if eligible, in accordance with applicable regulatory requirements.
For its current offer which expired on November 29, 2021, the Company has previously requested and received approval from the TSX to repurchase up to 500,000 common shares. The Company has not purchased any common shares for cancellation to date during the current offering.
Pursuant to the renewed Offer, the Company may repurchase up to 500,000 of its ordinary shares (representing approximately 1.9% of the Company’s free float of 26,993,181 ordinary shares as of November 29, 2021). The renewed Offer will begin on December 6, 2021 and will remain in force until December 5, 2022 at the earliest, the date of termination of the Offer by the Company or the Company purchasing the maximum number of ordinary shares authorized under the ‘Offer. As of November 29, 2021, the Company had 26,993,181 common shares issued and outstanding.
Subject to the Company’s ability to make âbulkâ purchases through the TSX, the maximum number of common shares that the Company may purchase on a trading day is 35,982 common shares (representing 25 % of 143,931, being the average daily trading volume of the Company’s shares on the TSX during the six-month period preceding the Offer). The price paid for any common share acquired by the Company will be the market price of the shares at the time of acquisition. The Company intends to finance the buybacks under the Offer from its available cash. All Common Shares acquired by the Company under the Offer will be canceled.
Purchases under the Offer will be made by a broker engaged by the Company to make purchases under the Offer in accordance with applicable TSX policies. The Company has entered into an âautomatic share purchase planâ to facilitate the repurchase of ordinary shares under the Offer through the designated broker. Pursuant to the automatic share purchase plan, the broker will be permitted to repurchase common shares under the Offer at times when AirBoss is subject to a self-imposed blackout period, in accordance with the instructions provided prior to such blackout periods. The automatic share purchase plan complies with and has been adopted in accordance with the requirements of applicable Canadian securities laws.
The Company is making the Offer because it believes that, from time to time, the market prices of its common shares may not fully reflect the underlying value of the Company’s business and its future business prospects. Therefore, depending on future price fluctuations and other factors, the Company believes that its outstanding common shares may represent an attractive investment for the Company. These purchases should benefit all remaining shareholders by increasing their stake in the Company’s capital.
AirBoss of America is a leading and diverse developer, manufacturer and supplier of innovative survival solutions, advanced custom rubber compounds, and finished rubber products designed to outperform the harshest environments. Founded in 1989, the company operates through three divisions. AirBoss Defense Group is a global leader in personal and respiratory protective equipment and technologies for the defense, healthcare, medical and first responder communities. AirBoss Rubber Solutions is a leading custom rubber mixer in North America with an annual capacity of 500 million pound-revolutions. AirBoss Engineered Products is a provider of innovative anti-vibration solutions for the North American automotive market and other industries. The Company’s shares trade on the Toronto Stock Exchange under the symbol BOS and on the OTCQX under the symbol ABSSF. Visit www.airboss.com or www.adg.com for more information.
Certain statements contained or incorporated by reference herein, including those which express management’s expectations or estimates regarding future developments or future performance of AirBoss, constitute “forward-looking information” or “forward-looking statements” within the meaning of the applicable securities laws, and may are generally identified by words such as “will”, “may”, “could”, “expects”, “believes”, “anticipates”, “anticipates”, “plan” “,” Intend “or similar expressions. These statements are not historical facts but rather represent management’s expectations, estimates and projections regarding future events and performance.
Statements containing forward-looking information are necessarily based on a number of opinions, estimates and assumptions which, although considered reasonable by management at the time the statements are made, are inherently subject to business risks, economic and competitive challenges, uncertainties and contingencies. AirBoss cautions that such forward-looking information involves contingencies, uncertainties and other known and unknown risks that may cause AirBoss’ actual financial results, performance or achievements to differ materially from its estimated future results, performance or achievements expressed or under – heard by information research. Many factors could cause actual results to differ materially from forward-looking information, including, but not limited to: the impact of general economic conditions, including its impact on demand for solutions and products based on rubber; dependence on key customers; global defense budgets, particularly in the Company’s target markets, and the Company’s success in securing new or extended defense contracts; cyclical trends in the tire and automotive, construction, mining and retail sectors; sufficient availability of raw materials at economic costs; weather conditions affecting raw materials, production and sales; AirBoss’s ability to retain existing customers or develop new customers in light of increased competition; AirBoss’s ability to successfully integrate acquisitions of other businesses and / or companies or to realize the expected benefits thereof; changes in accounting policies and methods, including uncertainties associated with critical accounting assumptions and estimates; changes in the value of the Canadian dollar against the US dollar; changes in tax laws and potential litigation; ability to obtain financing on acceptable terms; environmental damage and failure to comply with environmental laws and regulations; impact of global health situations; potential product liability and warranty claims and equipment malfunction. COVID-19 could also negatively impact the Company’s operations and financial results in future periods. There is increased uncertainty associated with future operating assumptions and expectations compared to previous periods. As such, it is not possible to estimate the impacts COVID-19 will have on the Company’s financial condition or results of operations in future periods. Although the direct impacts of COVID-19 are not determinable at this time, the Company has a credit facility that can provide financing up to $ 250,000. This list is not exhaustive of the factors that may affect AirBoss’ forward-looking information.
All forward-looking information contained in this press release is expressly qualified by these cautionary statements. Investors are cautioned not to place undue reliance on forward-looking information. All subsequent written and oral forward-looking information attributable to AirBoss or to persons acting on its behalf is expressly qualified in its entirety by this notice. The forward-looking information contained in this document is made as of the date of this interim report and, whether as a result of new information, future events or otherwise, AirBoss disclaims any intention or obligation to publicly update the forward-looking information. , unless required by law. The risks and uncertainties relating to AirBoss’ business are discussed in more detail under the heading âRisk Factorsâ in our most recent Annual Information Form and are otherwise disclosed in our documents filed with securities regulatory authorities which are available. on SEDAR at www.sedar.com.