Represents $300 million transaction by CGI
MONTRÉAL, Sept. 14, 2017 /CNW Telbec/ - CGI Group Inc. (TSX: GIB.A) (NYSE: GIB) announced today that it intends to enter into a private agreement with Caisse de dépôt et placement du Québec ("la Caisse") for the repurchase for cancellation of 4,854,368 of its Class A subordinate voting shares ("Class A Shares") held by la Caisse for a price of $61.80 per Class A Share, which represents a discount to today's closing price of the Class A Shares on the Toronto Stock Exchange ("TSX").
The transaction will be made in connection with the periodic portfolio rebalancing of la Caisse. Once completed, la Caisse will continue to hold approximately 46.2 million Class A Shares, representing approximately 16% of CGI's total outstanding shares.
"La Caisse rebalances its portfolio periodically, during the right conditions, to ensure our depositors capture the benefits from our portfolio's gains. CGI has delivered excellent results for its shareholders, and this transaction is an opportunity to monetize a portion of our investment in the company," said Christian Dubé, Executive Vice-President, Québec, of la Caisse. "We will continue to remain a significant shareholder of CGI, as we believe this important information technology leader is well-positioned to grow and succeed in the long-term."
"This transaction is immediately accretive and consistent with our value creation strategy, prioritizing the use of cash based on the highest return opportunities," said George D. Schindler, President and Chief Executive Officer, CGI. "We remain very well positioned to continue executing our Build and Buy profitable growth strategy through our strong cash flow generation and access to our credit facility."
A favourable decision was obtained from the Autorité des marchés financiers to exempt CGI from the issuer bid requirements under securities legislation applicable to the transaction, which will be made at a discount in accordance with the decision and is expected to be entered into later today and settled on September 19, 2017.
The share repurchase will be made under CGI's normal course issuer bid ("NCIB"), the renewal of which was announced on February 1, 2017. Under the NCIB, CGI is authorized to repurchase up to 21,190,564 Class A Shares by February 5, 2018. The NCIB allows for purchases outside the facilities of the TSX by private agreements pursuant to exemption orders issued by securities regulatory authorities. As at September 13, 2017, 8,827,200 shares had been repurchased under the NCIB.
Information regarding the share repurchase, including the number of Class A Shares purchased and aggregate price paid, will be available on the SEDAR website at www.sedar.com following the completion thereof. CGI will not issue any additional press release in respect of this share repurchase.
Founded in 1976, CGI Group Inc. is the fifth largest independent information technology and business process services firm in the world. Approximately 70,000 professionals serve thousands of global clients from offices and delivery centers across the Americas, Europe and Asia Pacific, leveraging a comprehensive portfolio of services, including high-end business and IT consulting, systems integration, application development and maintenance and infrastructure management, as well as 150 IP-based services and solutions. With annual revenue in excess of C$10 billion and an order backlog exceeding C$20 billion, CGI shares are listed on the TSX (GIB.A) and the NYSE (GIB). Website: www.cgi.com.
About Caisse de dépôt et placement du Québec
Caisse de dépôt et placement du Québec (CDPQ) is a long-term institutional investor that manages funds primarily for public and parapublic pension and insurance plans. As at June 30, 2017, it held $286.5 billion in net assets. As one of Canada's leading institutional fund managers, CDPQ invests globally in major financial markets, private equity, infrastructure, real estate and private debt. For more information, visit cdpq.com, follow us on Twitter @LaCDPQ or consult our Facebook or LinkedIn pages.
All statements in this press release that do not directly and exclusively relate to historical facts constitute "forward-looking statements" within the meaning of that term in Section 27A of the United States Securities Act of 1933, as amended, and Section 21E of the United States Securities Exchange Act of 1934, as amended, and are "forward-looking information" within the meaning of Canadian securities laws. These statements and this information represent CGI's intentions, plans, expectations and beliefs, and are subject to risks, uncertainties and other factors, of which many are beyond the control of the Company. These factors could cause actual results to differ materially from such forward-looking statements or forward-looking information. These factors include but are not restricted to: the timing and size of new contracts; acquisitions and other corporate developments; the ability to attract and retain qualified members; market competition in the rapidly evolving IT industry; general economic and business conditions; foreign exchange and other risks identified in the press release, in CGI's annual and quarterly Management's Discussion and Analysis ("MD&A") and in other public disclosure documents filed with the Canadian securities authorities (filed on SEDAR at www.sedar.com) and the U.S. Securities and Exchange Commission (filed on EDGAR at www.sec.gov), as well as assumptions regarding the foregoing. The words "believe", "estimate", "expect", "intend", "anticipate", "foresee", "plan", and similar expressions and variations thereof, identify certain of such forward-looking statements or forward-looking information, which speak only as of the date on which they are made. In particular, statements relating to future performance are forward-looking statements and forward-looking information. CGI disclaims any intention or obligation to publicly update or revise any forward-looking statements or forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable law. Readers are cautioned not to place undue reliance on these forward-looking statements or on this forward-looking information.
SOURCE CGI Group Inc.
For further information: CGI, Lorne Gorber, Executive Vice-President, Global Communications and Investor Relations, +1-514-841-3355, email@example.com; Caisse de dépôt et placement du Québec, Jean-Benoît Houde, Senior Advisor, Media Relations, +1-514-847-5493, firstname.lastname@example.org