TORONTO and TAMPA, FL, Dec. 11,
2018 /CNW/ - Cott Corporation (NYSE:COT; TSX:BCB) ("Cott" or
the "Company") announced today that the Company's Board of
Directors has approved a new 12-month share repurchase program of
up to $50 million (the "New Plan").
The New Plan is scheduled to commence on December 14, 2018 and will replace the existing
program, which was scheduled to expire on May 6, 2019 (the "Existing Plan"). Under the
Existing Plan, 13,768,557 common shares were authorized for
repurchase during the 12-month period that commenced on
May 7, 2018, subject to an aggregate
$50 million cap. The Company
repurchased a total of 2,958,882 million shares of the Company's
outstanding shares through the facilities of the Toronto Stock
Exchange (the "TSX") and the New York Stock Exchange (the "NYSE")
at a weighted average price of $15.48
per security, for a total cost of approximately $45.8 million.
The Company's Board of Directors has determined that the
repurchase of a portion of Cott's outstanding common shares under
the New Plan is an appropriate use of available cash and is in the
best interests of Cott and its shareowners. In order to facilitate
repurchases, the TSX has approved Cott's notice of intention to
make a normal course issuer bid for a portion of its common shares
as appropriate opportunities arise from time to time. The total
size of the repurchase is capped at $50
million. Repurchases will be made through the facilities of
the TSX, the NYSE and other alternative Canadian and U.S. trading
systems in accordance with applicable regulatory requirements,
including Rule 10b-18 of the
Securities Exchange Act of 1934. Cott may begin to purchase common
shares under the New Plan on or about December 14, 2018. The Existing Plan will
terminate concurrently with the commencement of the New Plan on
December 14, 2018.
"We are pleased to announce today that a new share repurchase
program has been approved by our Board of Directors and the TSX.
With approximately $45.8 million of
share repurchases completed in 2018 to date, we wanted to provide
for additional capacity to complete opportunistic repurchases as
this program is an integral part of our capital deployment strategy
which also incorporates an acceleration of our complementary
tuck-in acquisition plan," commented Mr. Harrington, Cott's incoming Chief Executive
Officer.
As of December 10, 2018, Cott's
public float was 135,236,142 common shares, with 137,727,007 common
shares issued and outstanding. Pursuant to the notice, up to 10% of
the public float less the common shares that had been repurchased
under the Existing Plan, or 10,564,732 common shares, may be
repurchased during the 12-month period commencing December 14, 2018 and ending on December 13, 2019, subject to the aggregate
$50 million cap. Of this amount, up
to 6,886,350 common shares may be repurchased through the
facilities of the NYSE. Common shares will be repurchased at
then-current market prices. Pursuant to the TSX rules, the maximum
number of common shares that may be repurchased during a single
trading day on the TSX is 45,401, representing 25% of the average
daily trading volume of 181,605 of Cott's common shares on the TSX
for the past six months, subject to certain exceptions for block
repurchases. Rule 10b-18 contains
similar volume-based restrictions on daily purchases on the NYSE,
subject to certain exceptions for block repurchases. The Company
will fund the purchases through cash on hand, and repurchased
common shares will be cancelled.
The notice of intention provides that no appraisal or valuation
regarding Cott, its material assets or securities, has been
prepared within the two years preceding the date of the notice.
To the knowledge of the Company, no director, senior officer or
other insider of the Company currently intends to sell any common
shares under the bid. However, sales by such persons through the
facilities of the TSX or NYSE may occur if the personal
circumstances of any such person change or any such person makes a
decision unrelated to these normal course purchases. The benefits
to any such person whose common shares are purchased would be the
same as the benefits available to all other securityholders whose
common shares are purchased.
Cott will amend its existing automatic purchase plan to include
purchases under the New Plan. At the time of the amendment, Cott
will not possess knowledge of any material fact or material change
about the Company, the common shares or any of its securities that
have not been generally disclosed. The automatic purchase plan will
allow for the purchase of common shares, subject to certain trading
parameters, at times when Cott ordinarily would not be active in
the market due to its own internal trading black-out period,
insider trading rules or otherwise. Outside of these periods,
common shares may also be repurchased in accordance with
management's discretion and in compliance with applicable law.
About Cott Corporation
Cott is a water, coffee, tea,
extracts and filtration service company with a leading volume-based
national presence in the North American and European home and
office bottled water delivery industry and a leader in custom
coffee roasting, blending of iced tea, and extract solutions for
the U.S. foodservice industry. Our platform reaches over 2.4
million customers or delivery points across North America and Europe supported by strategically located
sales and distribution facilities and fleets, as well as
wholesalers and distributors. This enables us to efficiently
service residences, businesses, restaurant chains, hotels and
motels, small and large retailers, and healthcare facilities.
Safe Harbor Statements
This press release contains
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange
Act of 1934 conveying management's expectations as to the future
based on plans, estimates and projections at the time Cott makes
the statements. Forward-looking statements involve inherent risks
and uncertainties and Cott cautions you that a number of important
factors could cause actual results to differ materially from those
contained in any such forward-looking statement. The
forward-looking statements contained in this press release include,
but are not limited to, statements related to the amount of shares
that may be repurchased under the share repurchase program. The
forward-looking statements are based on assumptions regarding
management's current plans and estimates. Management believes these
assumptions to be reasonable but there is no assurance that they
will prove to be accurate.
Website: www.cott.com
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SOURCE Cott Corporation