CORUS ENTERTAINMENT ANNOUNCES ITS INTENT TO SUBMIT TO START A NORMAL COURSE ISSUE OFFER
TORONTO, December 21, 2021 / CNW / – Corus Entertainment Inc. (“Corus” or the “Company”) (TSX: CJR.B) announced today that the Company intends to file with the Toronto Stock Exchange (“TSX“) a notice of intention to launch a normal course issuer bid (“NCIB“) for its Class B non-voting shares for a period of one year. If accepted by the TSX, the Company would be authorized under the public tender offer to purchase for cancellation , through the TSX and / or other Canadian trading systems, up to 5% of the free float (calculated in accordance with the rules of the TSX) of the issued and outstanding Class B non-voting shares of the Company during the 12 months following such acceptance by the TSX. Subject to acceptance by the TSX, Corus currently anticipates that the tender offer January 17, 2022, and in any event, at least two trading days after the acceptance of the public tender offer by the TSX. The exact amount of Class B Non-Voting Shares subject to the Offer will be determined on the date of acceptance of the Notice of Intent by the TSX.
All Class B Non-Voting Shares purchased by the Company under the Offer will be purchased at prevailing market prices in accordance with the rules and policies of the TSX and applicable securities laws. The actual number of Class B Non-Voting Shares that may be purchased, and the timing of such purchases, will be determined by the Company, subject to the applicable conditions and limitations of the public tender offer (NCIB) (including including any automatic redemption plan adopted in this regard). All Class B non-voting shares acquired by the Company under the public tender offer will be canceled.
The public tender offer in the normal course of the Company’s activities began on November 26, 2020, and expired on 25 November 2021. The Company has neither repurchased nor canceled any Class B non-voting shares in connection with this previous offer.
The offer ends one year after it becomes effective, or sooner if the maximum number of Class B Non-Voting Shares under the offer has been purchased. Although the Company currently intends to acquire its Class B non-voting shares pursuant to the public tender offer, the Company will not be obligated to make any purchases and purchases may be suspended by the Company. at any time. The Company reserves the right to terminate the NCIB earlier if it deems appropriate.
As part of the public tender offer, the Company intends to enter into an automatic buyback plan with its designated broker to allow the purchase of its Class B non-voting shares during certain predetermined blackout periods. , subject to certain parameters as to the price and number of shares. Outside of these predetermined blackout periods, shares will be redeemed at the discretion of management, subject to applicable law.
The Company proposes to launch the public tender offer because it believes that the market price of the Class B Non-Voting Shares may, from time to time, not fully reflect their value and, therefore, the purchase of the Class B Non-Voting Shares would be in the best interests of the Company and an attractive and appropriate use of available funds.
Caution regarding forward-looking information
This press release contains forward-looking information and should be read with the following caveats:
To the extent that the statements made in this press release contain information that is not historical, such statements are forward-looking statements and may be “forward-looking information” within the meaning of applicable securities laws (collectively, “information prospective ”). These forward-looking statements relate, among other things, to statements relating to the company’s intention to request the launch of its public tender offer, the timing thereof and the number of Class B non-voting shares that may be purchased as part of the offer and the Company’s belief that the repurchase of Class B Non-Voting Shares is an appropriate use of available funds, and can generally be identified by the use of words such as “Believe”, “anticipate”, “expect”, “intend to”, “plan”, “will”, “may” and other similar expressions. In addition, any statement referring to expectations, projections or other characterizations of future events or circumstances may be considered as forward-looking information. Although Corus believes that the expectations reflected in this forward-looking information are reasonable, such information involves assumptions, risks and uncertainties, and these statements should not be relied on unduly. Certain important factors or assumptions are applied with respect to forward-looking information, including, without limitation, factors and assumptions regarding general market conditions and general industry outlook, including the potential impact of new competition and mergers and acquisitions in the industry, interest rates, stability of the advertising, distribution, merchandise and subscription markets, operating and capital costs and tariffs, taxes and fees, the Company’s ability to find desirable content and the Company’s capital and operating results being in line with its expectations. Actual results may differ materially from those expressed or implied in this information. Important factors that could cause actual results to differ materially from these expectations include, among others: the Company’s ability to attract and retain advertising revenue; public acceptance of the Company’s television programs and cable networks; the Company’s ability to recover its production costs, the availability of tax credits and the existence of co-production treaties; the Company’s ability to compete in one of the sectors in which it operates; the opportunities (or lack thereof) that may be presented and sought by the Company; conditions in the entertainment, information and communications industries and related technological developments; changes in laws or regulations or the interpretation or application of such laws and regulations; the Company’s ability to integrate and realize the expected benefits of its acquisitions and to effectively manage its growth; the Company’s ability to successfully defend itself against litigation arising in the ordinary course of business; non-compliance with the covenants of the Company’s senior credit facility; epidemics, pandemics, or other public health crises, including the current COVID-19 outbreak and changes in accounting standards. Additional information on these factors and on the material assumptions underlying any forward-looking information can be found under the heading “Risks and Uncertainties” in the MD&A for the year ended. August 31, 2021, and under the heading “Risk Factors” in the Company’s Annual Information Form. Corus cautions that the foregoing list of assumptions and important factors that may affect future results is not exhaustive. When relying on the Company’s forward-looking information in making decisions regarding Corus, investors and others should carefully consider the above factors as well as other uncertainties and potential events. Unless otherwise indicated, all forward-looking information contained in this document is valid as of the date of this document. Unless applicable securities laws otherwise require, Corus disclaims any intention or obligation to publicly update or revise any forward-looking information, whether as a result of new information, events or circumstances. occurring after the date thereof or otherwise.
About Corus Entertainment Inc.
Corus Entertainment Inc. (TSX: CJR.B) is a leading media and content company that develops and delivers high-quality brands and content on platforms to audiences around the world. Attracting audiences since 1999, the company’s multimedia offerings portfolio includes 33 specialty television services, 39 radio stations, 15 conventional television stations, a suite of digital and streaming assets, animation software. , multimedia technologies and services. Corus is an internationally renowned creator and distributor of content through Nelvana, a world-class animation studio expert in all formats and Corus Studios, a globally recognized producer of successful scripted and unscripted content. The company also owns the innovative full-service social digital agency so.da, lifestyle entertainment company Kin Canada, leading 2D animation software provider Toon Boom and children’s book publishing house, Kids Can Press. Corus’ premium brand list includes Global Television, W Network, HGTV Canada, Food Network Canada, HISTORY®, Showcase, Adult Swim, National Geographic, Disney Channel Canada, YTV, Global News, Globalnews.ca, Q107, Country 105 and CFOX, as well as the widely distributed Canadian streaming platforms STACKTV, Nick +, the Global TV app and Curiouscast. For more information, visit www.corusent.com.
SOURCE Corus Entertainment Inc.
For further information: please contact: Melissa Eckersley, Director, Corporate Communications, Corus Entertainment Inc., [email protected]; Heidi Kucher, Director, Investor Relations, Corus Entertainment Inc., [email protected]