TORONTO, Canada, March 19, 2019 – Neo Performance Materials Inc. (“Neo” or the “Company“) (TSX:NEO) announced today that the Toronto Stock Exchange (the “TSX“) has accepted a notice filed by Neo of its intention to make a Normal Course Issuer Bid (the “Bid“) for up to 1,982,517 of its issued and outstanding common shares (the “Shares“). In connection with the Bid, the Company has entered into an automatic share purchase plan with its designated broker to allow for purchases of its Shares (the “Share Purchase Plan“).
Purchases of Shares under the Bid may commence on March 21, 2019 and will terminate on March 20, 2020, or on such earlier date as the Bid is complete. Purchases of Shares will be made through the facilities of the TSX or alternative Canadian trading systems in accordance with its rules or through the Share Purchase Plan. Under the Share Purchase Plan, purchases may be made in the open market through the facilities of the TSX or alternative Canadian trading systems. Purchases under the Share Purchase Plan will be determined by Neo’s broker in its sole discretion, without consultation with the Company, subject to the limitations of the Share Purchase Plan and the rules of the TSX. The Share Purchase Plan is considered an “automatic plan” for purposes of applicable Canadian securities laws and has been reviewed by the TSX. The Share Purchase Plan was established to provide standard instructions regarding how the Shares are to be purchased under the Bid. Accordingly, Neo may purchase its Shares in accordance with the Share Purchase Plan on any trading day during the Bid, including during self-imposed trading blackout periods. The Company may otherwise vary, suspend or terminate the Share Purchase Plan only if it does not have material non-public information, the decision to vary, suspend or terminate the Share Purchase Plan is not taken during a self-imposed trading blackout period and any variation, suspension or termination is made in accordance with the terms of the Share Purchase Plan.
The average daily trading volume of the Shares for the previous six calendar months (“ADTV“) ending February 28, 2019 was 42,628 Shares. On any trading day, purchases under the Bid will not exceed 10,657 Shares. The price that the Company will pay for any Shares purchased under the Bid will be the prevailing market price at the time of purchase. Any Shares purchased by the Company will be canceled.
As of March 12, 2019, there were 39,650,340 Shares issued and outstanding. The 1,982,517 Shares that may be repurchased under the Bid represent approximately 5% of the issued and outstanding Shares on March 12, 2019.
Neo believes that its Shares have been trading in a price range which does not adequately reflect the value of such shares in relation to the business of Neo and its future business prospects. As a result, depending upon future price movements and other factors, Neo believes that its outstanding Shares may represent an attractive investment to Neo. Furthermore, the purchases are expected to benefit all persons who continue to hold Shares by increasing their equity interest in Neo.
Pursuant to a previous notice of intention to conduct a normal course issuer bid, under which the Company received approval from the TSX to purchase up to 1,996,078 Shares for the period from March 21, 2018 to March 20, 2019, the Company has purchased as of March 12, 2019, an aggregate of 321,222 Shares on the open market at an volume weighted average purchase price of $16.26.
Cautionary Statement Regarding Forward-Looking Information
This news release contains “forward-looking information” within the meaning of applicable securities laws in Canada. Forward-looking information may relate to future events or future performance of the Company. All statements in this release, other than statements of historical facts, with respect to the Company’s objectives and goals, as well as statements with respect to its beliefs, plans, objectives, expectations, anticipations, estimates, and intentions, are forward-looking information. Specific forward-looking statements in this discussion include, but are not limited to: expectations regarding certain of the Company’s future results and information, including, among other things, revenue, expenses, sales growth, capital expenditures, and operations; statements with respect to expected use of cash balances; continuation of prudent management of working capital; source of funds for ongoing business requirements and capital investments; expectations regarding sufficiency of the allowance for uncollectible accounts and inventory provisions; analysis regarding sensitivity of the business to changes in exchange rates; impact of recently adopted accounting pronouncements; risk factors relating to intellectual property protection and intellectual property litigation; and, expectations concerning any remediation efforts to the Company’s design of its internal controls over financial reporting and disclosure controls and procedures. Often, but not always, forward-looking information can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “continues”, “forecasts”, “projects”, “predicts”, “intends”, “anticipates” or “believes”, or variations of, or the negatives of, such words and phrases, or state that certain actions, events or results “may”, “could”, “would”, “should”, “might” or “will” be taken, occur or be achieved. This information involves known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information. The Company believes the expectations reflected in such forward-looking information are reasonable but no assurance can be given that these expectations will prove to be correct and such forward-looking information included in this discussion and analysis should not be unduly relied upon. For more information on the Company, investors should review the Company’s continuous disclosure filings that are available under the Company’s profile at www.sedar.com.
About Neo Performance Materials
Neo Performance Materials is a global leader in the innovation and manufacturing of rare earth- and rare metal-based functional materials, which are essential inputs to high technology, high growth, future-facing industries. The business of the Company is organized along three segments: Magnequench, Chemicals & Oxides and Rare Metals. The Company is headquartered in Toronto, Ontario, Canada; with corporate offices in Greenwood Village, Colorado, US; and Beijing, China. The Company operates globally with sales and production across 10 countries, being Japan, China, Thailand, Estonia, Singapore, Germany, United Kingdom, Canada, United States, and South Korea. For more information, please visit www.neomaterials.com.