The NCIB is anticipated to commence December 22, 2022 and to expire December 21, 2023. Kiwetinohk may purchase up to 2,209,159 common shares under the NCIB, representing 5% of the 44,183,181 issued and outstanding common shares as of December 19, 2022. TSX rules indicate Kiwetinohk may purchase a maximum of 6,471 common shares on any single day, representing 25% of the average daily trading volume of the common shares on the TSX for the six months ended November 30, 2022 of 25,886 common shares. Kiwetinohk may also make one block purchase per calendar week which exceeds the daily purchase restriction, subject to TSX rules. The actual number of common shares that will be purchased under the terms of the NCIB, and the timing of any such purchases, will be subject to market conditions and Kiwetinohk’s capital allocation decisions. Use of the NCIB will be made through the facilities of the TSX and/or alternative Canadian trading systems at the market price at the time of purchase. Any common shares purchased under the terms of the NCIB will be cancelled upon their purchase by Kiwetinohk.
Pursuant to the ASPP, Kiwetinohk has instructed the designated broker to make purchases under the NCIB in accordance with the ASPP terms. The designated broker will determine such purchases at its sole discretion based on Kiwetinohk-set purchasing parameters, without further instructions by Kiwetinohk, in accordance with TSX rules, applicable securities laws and the ASPP terms. The ASPP will commence on the NCIB’s effective date and will terminate on the earliest of the date on which: (a) the maximum annual purchase limit under the NCIB has been reached; (b) the NCIB expires; or (c) Kiwetinohk terminates the ASPP in accordance with its terms. The ASPP constitutes an “automatic securities purchase plan” under applicable Canadian securities law.
Outside of pre-determined blackout periods, common shares may be purchased under the NCIB based on management’s discretion, in compliance with TSX rules and applicable securities laws. All purchases made under the ASPP will be included in computing the number of common shares purchased under the NCIB.
Kiwetinohk believes the Company’s common shares have been trading in a price range which does not adequately reflect appropriate value in relation to the Company’s current operations, growth prospects, energy transition projects and financial position. Kiwetinohk’s capital spending priorities remain on growing the upstream production and advancing its power project development portfolio, and the measured application of an NCIB may be used to both repurchase common shares at times when management believes that the market price of the common shares does not adequately reflect underlying value and to provide additional trading liquidity for shareholders.