MONTREAL, Dec. 27, 2013 /CNW Telbec/ - TransForce Inc. (TSX: TFI), a North American leader in the
transportation and logistics industry, today announced that its Board
of Directors has authorized TransForce to purchase for cancellation, by
way of normal course issuer bid, up to $8,477,300 principal amount of TransForce's 5.65% convertible unsecured
subordinated debentures issued on September 7, 2011 and maturing on
September 30, 2018. The maximum repurchase amount represents 10% of the
public float of $84,773,000 principal amount of 5.65% Convertible
The normal course issuer bid is subject to the acceptance of the Toronto
Stock Exchange and will be in place for a period of twelve months
starting December 31, 2013 and ending on December 30, 2014. As of the
date hereof, there is $84,773,000 principal amount of 5.65% Convertible
Debentures issued and outstanding.
"Given the free cash flow generated by our operations, the Board of
Directors of TransForce believes that the proposed normal course issuer
bid represents an appropriate use of the Company's financial
resources", commented Alain Bédard, TransForce's Chairman of the Board,
President and Chief Executive Officer.
Purchases under the normal course issuer bid will be made in accordance
with the requirements of the TSX at market prices through the
facilities of the TSX. The average daily trading volume of the 5.65%
Convertible Debentures over the last six completed calendar months was
$150,563 principal amount. Accordingly, under the rules and policies of the TSX,
TransForce will be entitled to purchase, on any one trading day, a
maximum of $37,640 principal amount of the 5.65% Convertible
Debentures, representing 25% of the average daily trading volume. In
addition, TransForce may make once per calendar week a block purchase
(as such term is defined in the TSX Company Manual) of 5.65%
Convertible Debentures not directly or indirectly owned by insiders of
TransForce, in accordance with the requirements of the TSX.
To the knowledge of TransForce, no director or senior officer, including
the CEO, and no person acting jointly or in concert with TransForce
currently intends to sell any 5.65% Convertible Debentures during the
course of the normal course issuer bid. However, sales by such persons
through the facilities of the TSX may occur if any such person makes a
decision unrelated to the bid. The benefits to any such person whose
5.65% Convertible Debentures are purchased would be the same as the
benefits available to all other holders whose 5.65% Convertible
Debentures are purchased under the normal course issuer bid.
TransForce has not purchased any 5.65% Convertible Debentures pursuant
to a normal course issuer bid during the preceding twelve months.
In addition, TransForce has entered into an automatic purchase agreement
with National Bank Financial Inc. in connection with the bid. Under the
agreement, National Bank Financial Inc. may acquire, at its discretion,
Convertible Debentures at any time on TransForce's behalf, subject to
certain parameters as to price and number of Convertible Debentures,
including at such times as TransForce may be in a restricted period.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be any
sale of the securities in any state or other jurisdiction in which such
offer, solicitation or sale would be unlawful.
TransForce Inc. is a North American leader in the transportation and
logistics industry operating across Canada and the United States
through its subsidiaries. TransForce creates value for shareholders by
identifying strategic acquisitions and managing a growing network of
wholly-owned, operating subsidiaries. Under the TransForce umbrella,
companies benefit from corporate financial and operational resources to
build their businesses and increase their efficiency. TransForce
companies service the following segments:
a) Package and Courier;
c) Truckload, which includes specialized truckload and dedicated
d) Specialized Services, which includes services to the energy
sector, waste management, logistics and ancillary transportation
TransForce Inc. is publicly traded on the Toronto Stock Exchange (TSX:
TFI) and the OTCQX marketplace in the U.S. (OTCQX: TFIFF). For more
information, visit http://www.transforcecompany.com.
Except for historical information provided herein, this press release
may contain information and statements of a forward-looking nature
concerning the future performance of TransForce. These statements are
based on suppositions and uncertainties as well as on management's best
possible evaluation of future events. Such factors may include, without
excluding other considerations, fluctuations in quarterly results,
evolution in customer demand for TransForce's products and services,
the impact of price pressures exerted by competitors, and general
market trends or economic changes. As a result, readers are advised
that actual results may differ from expected results. No assurance can
be given that any events anticipated by the forward-looking information
or statements will transpire or occur, or if any of them do so, what
benefits that TransForce will derive therefrom. In particular, no
assurance can be given as to whether the proposed acquisition of Vitran
Corporation Inc. will be completed.
SOURCE: TransForce Inc.
For further information:
Chairman, President and CEO