Clarke Announces Renewal of Normal Course Issuer Bid
HALIFAX, March 29, 2012 /PRNewswire/ - Clarke Inc. ("Clarke" or the "Company") (TSX: CKI CKI.DB CKI.DB.A) announced today that it has filed a notice with the Toronto Stock Exchange and received its approval to purchase, through the facilities of the Toronto Stock Exchange, up to 851,740 common shares, representing 5% of the issued and outstanding common shares. As at March 21, 2012 there are 17,034,809 issued and outstanding common shares, and the public float is 6,519,012 common shares. From September 1, 2011 to February 29, 2012, the average daily trading volume of Clarke common shares was 3,295 common shares. Under TSX Rules, the Company is entitled to purchase up to the greater of 25% of the ADTV of the respective class of shares or 1,000 common shares, on any trading day. Under these conditions, the Company may purchase up to 1,000 common shares on any trading day. Any common shares purchased by Clarke pursuant to the Offer will be cancelled.
Purchases may commence on April 2, 2012 and will terminate on April 1, 2013.
In connection with the program, the company has established an automatic securities purchase plan (the "Plan") for the common shares. The Plan was established to provide standard instructions regarding how Clarke shares are to be repurchased under the issuer bid. Accordingly, Clarke may repurchase its securities under the Plan on any trading day during the issuer bid including during self-imposed trading blackout periods. The Plan will commence immediately and terminate with the issuer bid. The company may otherwise vary, suspend or terminate the Plan only if it does not have material non-public information and the decision to vary, suspend or terminate the Plan is not taken during a self-imposed trading blackout period. The Plan constitutes an "automatic plan" for purposes of applicable Canadian securities legislation and has been reviewed by the Toronto Stock Exchange.
The Directors and Senior Management of Clarke are of the opinion that from time to time the purchase of Clarke common shares at the prevailing market price would be a worthwhile use of available funds and in the best interests of the company and its shareholders. Clarke acquired 42,700 common shares by means of open market transactions pursuant to the normal course issuer bid during the 12 months preceding the date of notice, at a weighted average price of $4.41 per share.
Halifax-based Clarke Inc. invests in undervalued businesses and participates actively where necessary to enhance performance and increase return. Clarke's securities trade on the Toronto Stock Exchange (CKI, CKI.DB; CKI.DB.A); for more information about Clarke Inc., please visit our website at www.clarkeinc.com.
Note on Forward Looking Statements
This press release may contain or refer to certain forward-looking statements relating, but not limited to, the Company's expectations, intentions, plans and beliefs with respect to the Company. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "does not expect", "is expected", "budget", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or equivalents or variations, including negative variations, 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. Forward-looking statements include, without limitation, those with respect to the purchase of Company securities. Forward-looking statements rely on certain underlying assumptions that, if not realized, can result in such forward-looking statements not being achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause the actual results of the Company to be materially different from the historical results or from any future results expressed or implied by such forward-looking statements. Although the Company has attempted to identify important factors that could cause actual actions, events or results or cause actions, events or results not to be estimated or intended, there can be no assurance that forward-looking statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Other than as required by applicable Canadian securities laws, the Company does not update or revise any such forward-looking statements to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events. Accordingly, readers should not place undue reliance on forward-looking statements.
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