VANCOUVER, BC, Feb. 27,
2024 /PRNewswire/ - West Fraser Timber Co. Ltd.
("West Fraser" or the "Company") (TSX and NYSE: WFG) announced
today that the Toronto Stock Exchange ("TSX") has accepted West
Fraser's notice to renew its normal course issuer bid ("NCIB").
Under the renewed NCIB, West Fraser will be entitled to purchase up
to 3,971,380 Common shares ("Shares") of the Company, representing
approximately 5% of the Shares issued and outstanding as at
February 16, 2024. The NCIB will
commence on March 1, 2024. The
purpose of the NCIB is to enable the Company to return capital to
shareholders by way of repurchases of Shares, including when the
Company believes its Shares are undervalued or represent an
attractive investment opportunity. The Company believes that such
repurchases are an appropriate use of the Company's available funds
and in its best interests.
Purchases under the NCIB may be made through the facilities of
the TSX, the New York Stock Exchange ("NYSE") and alternative
trading systems in Canada and/or
the United States, if eligible.
Purchases of Shares under the NCIB may be made on the TSX, at the
market price at the time of purchase in accordance with the rules
and policies of the TSX, or on the NYSE in compliance with Rule
10b-18 under the United States
Securities Exchange Act of 1934 (the "Exchange Act"). In
addition, purchases may also be made by private agreement or under
a specific share repurchase program pursuant to an issuer bid
exemption order issued by a securities regulatory authority, in
which event purchases will be at a discount to the prevailing
market price.
The rules and policies of the TSX contain restrictions on the
number of Shares that can be purchased under the NCIB, based on the
average daily trading volumes on the TSX. Similarly, the safe
harbor conditions of Rule 10b-18
under the Exchange Act impose certain limitations on the number of
Shares that can be purchased on the NYSE each day. As a result of
the restrictions, subject to certain exceptions for block
purchases, the maximum number of Shares that can be purchased per
day during the NCIB on the TSX is 48,339 based on 25% of the
average daily trading volume on the TSX for the prior six months
(being 193,358 Shares on the TSX). Subject to certain exceptions
for block purchases, the maximum number of Shares that can be
purchased per day on the NYSE is 25% of the average daily trading
volume on NYSE for the four calendar weeks preceding the date of
purchase. Subject to regulatory requirements, the actual number of
Shares purchased and the timing of such purchases, if any, will be
determined by West Fraser having regard to future price movements
and other factors. All Shares purchased by West Fraser under the
NCIB will be cancelled.
The NCIB will terminate on February 28,
2025 or earlier if the maximum number of Shares authorized
for repurchase under the NCIB have been purchased. West Fraser
reserves the right to terminate the NCIB earlier if it feels it is
appropriate to do so.
West Fraser plans to enter into an automatic purchase plan with
a broker, which will enable West Fraser to provide standard
instructions and purchase Shares on the open market during
self-imposed blackout periods. Outside of these blackout periods,
Shares may be purchased in accordance with management's
discretion.
West Fraser's prior normal course issuer bid for the purchase of
up to 4,063,696 Shares expired on February
26, 2024. In aggregate, West Fraser purchased a total of
1,907,510 Shares at a volume weighted-average price of US$70.55 per Share, excluding brokerage fees, all
of which purchases were made on the open market.
About West Fraser
West Fraser is a diversified wood products company with more
than 60 facilities in Canada,
the United States, the
United Kingdom, and Europe. From responsibly sourced and
sustainably managed forest resources, the Company produces lumber,
engineered wood products (OSB, LVL, MDF, plywood, and
particleboard), pulp, newsprint, wood chips, other residuals, and
renewable energy. West Fraser's products are used in home
construction, repair and remodelling, industrial applications,
papers, tissue, and box materials.
Forward-Looking
Statements
This news release contains forward-looking information or
forward-looking statements (collectively, "forward-looking
statements") within the meaning of applicable securities laws,
including future purchases of West Fraser's Shares under the NCIB,
including pursuant to private agreements or a specific share
repurchase program under an issuer bid exemption order issued by
applicable securities regulatory authorities, and the return of
capital to West Fraser's shareholders. Any such forward-looking
statements are based on information currently available to us and
are based on assumptions and analyses made by us in light of our
experience and our perception of historical trends and current
conditions. Readers should also refer to the risk factors set forth
in the Company's annual information form and management's
discussion and analysis for the year ended December 31, 2023, each dated February 14, 2024, available at SEDAR+
(www.sedarplus.ca) and EDGAR (www.sec.gov/edgar). There can be no
assurance that the plans, intentions or expectations upon which
forward-looking statements are based will be realized. Actual
results may differ, and the difference may be material and adverse
to the Company and its shareholders.
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SOURCE West Fraser Timber Co. Ltd.
