NOT FOR DISTRIBUTION TO US WIRE SERVICES OR FOR DISTRIBUTION IN THE UNITED STATES
TORONTO, Sept. 28, 2021 (GLOBE NEWSWIRE) – Fairfax India Holdings Corporation (“Fairfax India”) (TSX: FIH.U) announces that the Toronto Stock Exchange (the “TSX”) has accepted a notice filed by Fairfax India of its intention to launch a normal course issuer bid for its Subordinate Voting Shares through the TSX (or other Canadian trading systems) effective September 30, 2021. Purchases will be made in accordance with TSX rules and policies and the subordinate voting shares purchased by Fairfax India will be canceled.
The notice provides that the board of directors of Fairfax India has approved the purchase on the TSX, during the period beginning September 30, 2021 and ending September 29, 2022, of a maximum of 3,500,000 shares at Subordinate voting rights representing approximately 5.1% of the public float of Fairfax India of 68,470,912 Subordinate voting shares as of September 16, 2021. As of September 16, 2021, Fairfax India had 112,276,777 subordinate voting shares outstanding . As part of the offer, Fairfax India may purchase up to 12,264 Subordinate Voting Shares on the TSX (or other Canadian trading systems) during a trading day, which represents 25 % of the average daily trading volume on the TSX over the previous six months (being 49,056 Subordinate Voting Shares), all calculated in accordance with TSX rules. This limitation does not apply to purchases made under bulk purchasing exemptions.
Fairfax India is making this Normal Course Tender Offer because it believes that, under appropriate circumstances, its Subordinate Voting Shares represent an attractive investment opportunity and the purchases under the offer will increase the value of the subordinate voting shares held by the remaining shareholders.
Pursuant to its normal course issuer bid, Fairfax India has requested and received approval from the TSX to purchase up to 3,500,000 Subordinate Voting Shares and has purchased 1,513,080 shares to date. subordinate voting rights, which included subordinate voting shares reserved for share-based payment awards, in the past twelve months through open market purchases on the TSX at a weighted average price per share. share of US $ 10.92.
Fairfax India also announces that it has entered into an Automatic Share Purchase Plan (the “RAPA”) with a designated broker to enable the purchase of its subordinate voting shares as part of its issuer bid. in the ordinary course of business at times when Fairfax India would not normally be active. in the market due to applicable regulatory restrictions or blackout periods for internal trading. Prior to the start of a particular internal blackout period, Fairfax India may, but is not required to, request its designated broker to make purchases of Subordinate Voting Shares in connection with the takeover bid in the normal course of the ensuing blackout period in accordance with the terms of the ASPP. Such purchases will be determined by the broker in its sole discretion based on parameters established by Fairfax India prior to the start of the applicable blackout period in accordance with the terms of the ASPP and applicable TSX rules. Outside of these blackout periods, Subordinate Voting Shares may be purchased by Fairfax India at its discretion as part of its normal course issuer bid.
The ASPP comes into effect on September 30, 2021 and will end on the earliest of the dates on which: (a) the maximum annual purchase limit under the normal course issuer bid has been reached ; (b) the normal course issuer bid expires; or (c) Fairfax India terminates the ASPP in accordance with its terms. The RPPA constitutes an “automatic securities purchase plan” under applicable Canadian securities laws.
About Fairfax India
Fairfax India is an investment holding company whose objective is to achieve long-term capital appreciation, while preserving capital, by investing in public and private equity securities and debt instruments in India and in Indian companies or other companies with customers, suppliers or activities primarily carried out in, or dependent on, India.
|For more information, contact:||John Varnell, Vice-President, Corporate Affairs|