TORONTO, Sep 14, 2021 (GLOBE NEWSWIRE) – ECN Capital Corp. (TSX: ECN, ECN.PR.A, ECN.PR.C) (“ECN Capital & CloseCurlyDoubleQuote; or the” Company & CloseCurlyDoubleQuote;) announced today that the Toronto Stock Exchange (the “TSX & CloseCurlyDoubleQuote;) has approved the notice of ‘intention of the Company to initiate a normal course issuer bid (the “Ordinary Share Offer & CloseCurlyDoubleQuote;) for the ordinary shares of the Company (the” Ordinary Shares & CloseCurlyDoubleQuote;) and a normal course issuer offers ( the “Preferred Share Offer & CloseCurlyDoubleQuote; and, together with the Common Share Offer, the” Offers & CloseCurlyDoubleQuote;) for the 6.50% Rate Reset Series A preferred shares and Series C to 6 , 25% (the “Preferred Shares Series A & CloseCurlyDoubleQuote;) Reset Preferred Shares (the” Preferred Shares Series C & CloseCurlyDoubleQuote; and, with the Preferred Shares Series A, the “Preferred Shares & Cl oseCurlyDoubleQuote;).
Pursuant to the offers, the Company may repurchase on the open (or otherwise permitted) market, up to 22,455,925 common shares, 384,210 Series A preferred shares and 371,040 Series C preferred shares, representing approximately 10% of the “ public float & CloseCurlyDoubleQuote; each of the Common Shares, Series A Preferred Shares and Series C Preferred Shares (within the meaning of the rules of the TSX), subject to the normal terms and limitations of such offers. ECN Capital may purchase its common stock and preferred stock at its discretion during the period beginning September 17, 2021 and ending no earlier than September 16, 2022 and the completion of purchases under the applicable offer.
Under TSX rules, during the six-month period ended August 31, 2021, the average daily trading volume on the TSX for common shares, Series A preferred shares and Series C preferred shares was 415,104, 5,554 and 3,503, respectively and, therefore, daily purchases on the TSX pursuant to the Offers will be limited to 103,776 Common Shares, 1,388 Series A Preferred Shares and 1,000 Series C Preferred Shares, at the exception for purchases made under the bulk purchase exception. The actual number of Common Shares and Preferred Shares that may be purchased under the Offers and the timing of such purchases will be determined by ECN Capital, subject to applicable laws and the rules of the TSX. As of September 3, 2021, the Company had 242,461,314 common shares, 3,843,100 Series A preferred shares and 3,712,400 Series C preferred shares issued and outstanding and a “public float & CloseCurlyDoubleQuote; of 224,559,255 common shares, 3,842,100 Series A preferred shares and 3,710,400 Series C preferred shares.
Purchases under the Offers should be made through the facilities of the TSX or other authorized means (including through alternative trading systems in Canada), at prevailing market prices or as otherwise permitted. . The Offers will be funded from existing cash and all Common Shares and Preferred Shares repurchased by the Company under the Offers will be canceled.
The Company believes that the Offers are in the best interests of the Company and constitute a desirable use of its funds.
In accordance with the notices of intention to carry out normal course issuer bids, pursuant to which the Company has requested and obtained the approval of the TSX to purchase 22,432,925 common shares, 399,900 Series A preferred shares and 399,800 Series C preferred shares, which began September 17, 2020 and expired September 16, 2021, the Company purchased 4,913,482 common shares, 156,900 Series A shares and 287,600 Series C shares on the open market at average purchase prices of $ 8.13, $ 23.17 and $ 22.09 per share, respectively.
The Company has also entered into new automatic share purchase plans (the “Plans & CloseCurlyDoubleQuote;”) with designated brokers in order to facilitate the redemptions of its outstanding common and preferred shares. The plans have been approved by the TSX and will be implemented effective September 17, 2021.
Under the plans, the company’s brokers may purchase common stock or preferred stock under the offers at times when the company would not normally be permitted to do so, due to its regular quarterly blackout periods. Prior to the start of a particular internal blackout period, the Company may, but is not obligated to, request its brokers to make purchases of Common Shares or Preferred Shares under the Offers during the the ensuing blackout period in accordance with the terms of the Plans. Such purchases will be determined by the applicable broker in its sole discretion based on parameters established by the Company prior to the start of the applicable blackout period in accordance with the terms of the applicable plan and applicable TSX rules. Outside of these blackout periods, common shares and preferred shares will continue to be purchasable by the Company at its discretion in connection with its offers. Each Plan will end on the earliest of the dates on which: (a) the purchase limit specified in the Plan has been reached, (b) the purchase limit under the applicable Offer has been reached, (c) the Company terminates the Plan in accordance with its terms, in which case the Company will issue a press release confirming such termination, and (d) the applicable Offer is terminated.
About ECN Capital Corp.
With assets under management and advice of US $ 33 billion, ECN Capital Corp. (TSX: ECN) is a leading provider of business services to US-based banks, credit unions, life insurance companies, and investment funds (collectively our “Partners & CloseCurlyDoubleQuote;). ECN Capital creates, manages and advises credit assets on behalf of its partners, in particular unsecured loan portfolios, secured loan portfolios and credit card portfolios. Our partners are looking for high quality assets that match their deposits or commitments. These services are offered through three operating companies: Service Finance, Triad Financial Services and The Kessler Group.
This press release includes forward-looking statements regarding ECN Capital and its business. These statements are based on the current expectations and views on future events of the management of ECN Capital ‘. In some cases, forward-looking statements may be identified by words or phrases such as “may & CloseCurlyDoubleQuote ;,” & CloseCurlyDoubleQuote; “,” Expect & CloseCurlyDoubleQuote ;, “plan & CloseCurlyDoubleQuote;,” anticipate & CloseCurlyDoubleQuote;, “intend & CloseCurlyDoubleQuote;” plan & CloseCurlyDoubleQuote; believe ”or the negative of these terms, or other similar expressions intended to identify forward-looking statements. The forward-looking statements contained in this press release include those relating to future purchases of common shares and preferred shares in connection with the offers. The forward-looking events and circumstances described in this press release may not occur and could differ materially due to known and unknown risk factors and uncertainties affecting ECN Capital, including risks relating to the equipment finance industry, factors economic and many other factors beyond the control of ECN Capital. No forward-looking statement can be guaranteed. Forward-looking statements and information, by their nature, are based on assumptions and involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements, or the results of the business. industry, are materially different from the results, performances or achievements expressed or implied by such forward-looking statements or information. Therefore, readers should not place undue reliance on forward-looking statements or information. A discussion of the material risks and assumptions associated with this outlook is available in ECN Capital’s MD&A dated June 30, 2021 and AIF 2020 Information Statement dated March 31, 2021 which have been filed on SEDAR and may be viewed at www.sedar.com. Therefore, readers should not place undue reliance on forward-looking statements or information. Unless required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and ECN Capital assumes no obligation to publicly update or revise any forward-looking statement, whatsoever. either as a result of new information, future events, or otherwise.