TORONTO, Sept. 18,
2023 /CNW/ - ECN Capital Corp. (TSX: ECN) (TSX:
ECN.PR.C) ("ECN Capital" or the "Company") today announced that the
Toronto Stock Exchange (the "TSX") has approved the Company's
notice of intention to commence a normal course issuer bid (the
"Common Share Bid") for common shares of the Company (the "Common
Shares") and a normal course issuer bid (the "Series C Preferred
Share Bid" and, together with the Common Share Bid, the "Bids") for
the Company's Cumulative 5-year Minimum Rate Reset Preferred
Shares, Series C (the "Series C Preferred Shares").
Pursuant to the Bids, the Company may repurchase on the open
market (or as otherwise permitted), up to 6,329,034 Common Shares
and 371,240 Series C Preferred Shares, representing
approximately 5% and 10% of the "public float" of each of the
Common Shares and the Series C Preferred Shares (within the meaning
of the rules of the TSX), respectively, subject to the normal terms
and limitations of such bids. ECN Capital may purchase its
Common Shares and Series C Preferred Shares at its discretion
during the period commencing on September
21, 2023 and ending on the earlier of September 20, 2024 and the completion of
purchases under the applicable Bid.
Under the TSX rules, during the six months ended August 31, 2023, the average daily trading volume
on the TSX of the Common Shares and Series C Preferred Shares
was 990,901 and 2,530, respectively and, accordingly, daily
purchases on the TSX pursuant to the Bids will be limited to
247,725 Common Shares and 1,000 Series C Preferred Shares,
other than purchases made pursuant to the block purchase exception.
The actual number of Common Shares and Series C Preferred
Shares which may be purchased pursuant to the Bids and the
timing of any such purchases will be determined by ECN Capital,
subject to applicable law and the rules of the TSX. As
of September 8, 2023, the Company had 245,779,995 Common
Shares and 3,712,400 Series C Preferred Shares issued and
outstanding and a "public float" of 126,580,686 Common Shares
and 3,712,400 Series C Preferred Shares.
Purchases pursuant to the Bids are expected to be made through
the facilities of the TSX, or such other permitted means (including
through alternative trading systems in Canada), at prevailing market prices or as
otherwise permitted. The Bids will be funded using existing cash
resources and any Common Shares and Series C Preferred
Shares repurchased by the Company under the Bids will be
cancelled.
The Company believes that the Bids are in the best
interests of the Company and constitute a desirable use of its
funds.
Pursuant to previous notices of intention to conduct normal
course issuer bids, under which the Company sought and received
approval of the TSX to purchase 22,170,050 Common Shares and
371,040 Series C Preferred Shares, which commenced on September 19, 2022 and expires September 18, 2023, no Common Shares and no
Series C Preferred Shares were repurchased by the Company on the
open market.
The Company has also entered into new automatic share purchase
plans (the "Plans") with designated brokers in order to facilitate
repurchases of its outstanding Common Shares and Series C Preferred
Shares. The Plans have been approved by the TSX and will be
implemented effective as of September 21,
2023.
Under the Plans, the Company's brokers may purchase Common
Shares or Series C Preferred Shares under the Bids at times when
the Company would ordinarily not be permitted to, due to its
regular self-imposed quarterly blackout periods. Before the
commencement of any particular internal trading black-out period,
the Company may, but is not required to, instruct its brokers to
make purchases of Common Shares or Series C Preferred Shares under
the Bids during 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 commencement 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 Series C Preferred Shares will continue to be
purchasable by the Company at its discretion under its Bids. Each
Plan will terminate on the earliest of the date on which: (a) the
purchase limit specified in the Plan has been reached, (b) the
purchase limit under the applicable Bid 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 Bid terminates.
About ECN Capital Corp.
With managed assets of US$4.8
billion, ECN Capital Corp. (TSX: ECN) is a leading provider
of business services to North American based banks, credit unions,
life insurance companies, pension funds and institutional investors
(collectively our "Partners"). ECN Capital originates, manages and
advises on credit assets on behalf of its Partners, specifically
consumer (manufactured housing and recreational vehicle and marine)
loans and commercial (inventory finance or floorplan) loans. Our
Partners are seeking high quality assets to match with their
deposits, term insurance or other liabilities. These services are
offered through two operating segments: (i) Manufactured Housing
Finance, and (ii) Recreational Vehicles and Marine Finance.
Forward-looking Statements
This release includes forward-looking statements
regarding ECN Capital and its business. Such statements
are based on the current expectations and views of future events
of ECN Capital's management. In some cases the
forward-looking statements can be identified by words or phrases
such as "may", "will", "expect", "plan", "anticipate", "intend",
"potential", "estimate", "believe" or the negative of these terms,
or other similar expressions intended to identify forward looking
statements. Forward-looking statements in this press release
include those relating to future purchases of Common Shares or
Series C Preferred Shares under the Bids. The
forward-looking events and circumstances discussed in this release
may not occur and could differ materially as a result of known and
unknown risk factors and uncertainties
affecting ECN Capital, including risks regarding the
equipment finance industry, economic factors, 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 which may cause our actual results, performance or
achievements, or industry results, to be materially different from
any future results, performance or achievements expressed or
implied by such forward-looking statement or information.
Accordingly, readers should not place undue reliance on any
forward-looking statements or information. A discussion of the
material risks and assumptions associated with this outlook can be
found in ECN Capital's June 30,
2023 MD&A and 2022 AIF Disclosure Document
dated March 30, 2023 which have been
filed on SEDAR+ and can be accessed at www.sedarplus.ca.
Accordingly, readers should not place undue reliance on any
forward-looking statements or information. Except as required by
applicable securities laws, forward-looking statements speak only
as of the date on which they are made and ECN Capital
does not undertake any obligation to publicly update or revise any
forward looking statement, whether as a result of new information,
future events, or otherwise.
SOURCE ECN Capital Corp.