TORONTO, Sept. 13,
2023 /CNW/ - Restaurant Brands International Inc.
(TSX: QSR) (NYSE: QSR) ("RBI") announced today that it has received
approval from the Toronto Stock Exchange (the "TSX") for its
previously announced renewal of its normal course issuer bid (the
"NCIB") for its common shares. The NCIB is being conducted in
furtherance of RBI's board-approved share repurchase authorization
announced on August 31, 2023, that
allows RBI to purchase up to US$1.0
billion of its common shares over the next 2 years through
September 30, 2025 (the "Repurchase
Authorization").
Pursuant to the NCIB, RBI may, during the 12-month period
commencing September 15, 2023 and
ending on September 14, 2024,
purchase up to 30,895,637 common shares, representing 10% of its
public float of 308,956,373 common shares as of August 31, 2023 (a total of 312,392,340 common
shares were issued and outstanding as of such date). Purchases
under the NCIB will be made through the facilities of the TSX, the
New York Stock Exchange (the "NYSE") and/or alternative trading
systems in Canada and the U.S., if
eligible, or by such other means as may be permitted by applicable
securities laws, including private agreements. Any purchases made
by private agreement under an issuer bid exemption order issued by
a securities regulatory authority in Canada will generally be at a discount to the
prevailing market price as provided in any such exemption order. In
addition, RBI may also enter into derivative-based programs in
support of its repurchase activities, including the writing of put
options and forward purchase agreements, accelerated share
repurchase transactions, other equity contracts or use other
methods of acquiring shares, in each case as may be permitted by
applicable securities laws or subject to regulatory approval.
Purchases under the NCIB made on the TSX will be made in
compliance with the rules of the TSX at a price equal to the market
price at the time of purchase or such other price as may be
permitted by the TSX. In accordance with TSX rules, any daily
repurchases (other than pursuant to a block purchase exception) on
the TSX under the NCIB are limited to a maximum of 190,871 common
shares, which represents 25% of the average daily trading volume on
the TSX of 763,484 for the six months ended August 31, 2023. Purchases under the NCIB made on
the NYSE will be made in compliance with Securities and Exchange
Commission Rule 10b-18 and the U.S.
federal securities laws.
Under its last NCIB which commenced on August 17, 2022 and expired on August 16, 2023 (the "2022 NCIB"), RBI previously
sought and received approval from the TSX to repurchase up to
30,254,374 common shares. RBI did not repurchase any common shares
for cancellation under the 2022 NCIB.
RBI believes that the market price of common shares could be
such that their purchase may be an attractive and appropriate use
of corporate funds. Decisions regarding the amount and timing of
future purchases of common shares will be based on market
conditions, share price and other factors. RBI may elect to modify,
suspend or discontinue the Repurchase Authorization, and its NCIB,
at any time. Repurchases under the Repurchase Authorization will be
funded using RBI's cash resources and all shares repurchased will
be cancelled. RBI has also entered into an automatic purchase plan
with a broker which will enable RBI to provide standard
instructions in the future and then purchase common shares on the
open market during self-imposed blackout periods. Outside of these
blackout periods, common shares may be purchased in accordance with
management's discretion.
About Restaurant Brands
International
Restaurant Brands International Inc. is one of the world's
largest quick service restaurant companies with over $40 billion in annual system-wide sales and over
30,000 restaurants in more than 100 countries. RBI owns four of the
world's most prominent and iconic quick service restaurant brands –
TIM HORTONS®, BURGER KING®, POPEYES®, and FIREHOUSE SUBS®. These
independently operated brands have been serving their respective
guests, franchisees and communities for decades. Through
its Restaurant Brands for Good framework, RBI is
improving sustainable outcomes related to its food, the planet, and
people and communities.
Forward-Looking
Statements
This press release includes forward-looking statements and
information, which are often identified by the words "may,"
"might," "believe," "thinks," "anticipate," "plans," "expects,"
"intends," or similar expressions and reflect management's
expectations regarding future events and operating performance and
speak only as of the date hereof. These forward-looking statements
include statements about RBI's expectations and beliefs regarding
its normal course issuer bid purchases. The factors that could
cause actual results to differ materially from RBI's expectations
are detailed in filings with the U.S. Securities and Exchange
Commission and on SEDAR+ in Canada, such as its annual and quarterly
reports and current reports on Form 8-K, and include the following:
risks related to RBI's substantial indebtedness, risks related to
adverse economic and industry conditions and risks related to
unforeseen events, such as adverse weather conditions, natural
disasters, terrorist attacks or threats, pandemics, including
coronavirus (COVID-19), the war in Ukraine or other catastrophic events, all of
which could adversely affect its financial condition and prevent it
from fulfilling its obligations. Other than as required under U.S.
federal securities laws or Canadian securities laws, RBI undertakes
no obligation to update forward-looking statements to reflect
events or circumstances after the date hereof.
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SOURCE Restaurant Brands International Inc.