Student Transportation Announces TSX’s Approval of Renewal of Normal Course Issuer Bid
BARRIE, ON, Mar 23, 2009 (Canada NewsWire via COMTEX News Network) — Student Transportation of America Ltd. (TSX: STB.UN) and Student Transportation of America ULC (collectively, “STA”) announced today that the Toronto Stock Exchange (the “Exchange”) has approved its notice of intention to make a normal course issuer bid for a portion of Income Participating Securities (“IPSs”) as appropriate opportunities arise from time to time. Each IPS represents one common share (“Common Shares”) (TSX: STB) of Student Transportation of America Ltd. and $3.847 principal amount of 14% subordinated notes (“Notes”) of Student Transportation of America ULC. STA’s normal course issuer bid will be made in accordance with the requirements of the Exchange. STA may begin to purchase IPSs on or about March 25, 2009.
As of March 15, 2009, 8,704,540 IPSs were outstanding and the “public float” was
6,704,540. Pursuant to the notice, STA is permitted to acquire up to 674,000
IPSs in the 12-month period commencing March 25, 2009 and ending on March 24, 2010, which figure represents 10% of the public float. Potential purchases will be made by STA through the facilities of the Toronto Stock Exchange and in accordance with applicable regulatory requirements. The price which STA will pay for any IPSs will be the market price of such IPSs at the time of acquisition. Pursuant to the Toronto Stock Exchange rules, the maximum number of IPSs that may be repurchased during the same trading day is 1,751 IPSs, subject to STA’s ability to make one block purchase per calendar week which exceeds such limit. The IPSs, and the underlying Common Shares and Notes, will be cancelled upon their purchase by STA. STA will fund the purchases either through borrowings on its senior debt facility or out of available cash. STA believes that the purchase by STA of a portion of
outstanding IPSs is an appropriate use of senior borrowing capacity and/or available cash and is in the best interests of STA and its securityholders as such purchases will lower the cost of funds related to the Common Shares and Notes cancelled.
“The renewal of the NCIB permits us to continue the opportunity to acquire “Units” at what we believe are low market prices in relationship to our value” said Denis J. Gallagher, Chairman & CEO.
The notice of intention provides that no appraisal or valuation regarding STA, its material assets or securities, has been prepared within the two years preceding the date of the notice.
To the knowledge of STA, no director, senior officer or other insider of STA currently intends to sell any IPSs under the bid. However, sales by such persons through the facilities of the TSX may occur if the personal circumstances of any such
person change or any such person makes a decision unrelated to these normal course purchases. The benefits to any such person whose IPSs are purchased would be the same as the benefits available to all other securityholders whose IPSs are purchased.
Profile
Student Transportation is the fourth-largest provider of school bus transportation services in North America, conducting operations through local operating subsidiaries. Student Transportation has become a leading school bus transportation company by aggregating operations through the consolidation of existing providers and conversion of in-house operations and currently operates more than 5,600 school vehicles in North America. For more information, please visit www.rideSTA.com.
Forward-Looking Statements
This news release contains “forward-looking
statements” within the meaning of applicable securities
laws, which reflects the expectations of management regarding Student Transportation of America Ltd.’s, Student Transportation of America ULC’s and Student Transportation of America Holdings, Inc.’s (the “Company”) results of operations, expense levels, seasonality, cash flows, performance, liquidity, borrowing availability, financial ratios, ability to execute the Company’s growth strategy, cash distributions and the number of IPSs to be purchased pursuant to the normal course issuer bid. Forward-looking statements generally can be identified by the use of forward-looking terminology such as “may”, “will”, “expect”, “intend”, “track”, “targeted”, “estimate”, “anticipate”, “believe”, “should”, “could”, “plans” or “continue” or similar expressions suggesting future outcomes or events. These forward looking statements reflect the Company’s current expectations regarding anticipated future
events, results, circumstances, performance or expectations that are not historical facts. Forward looking statements involve significant risks and uncertainties, and should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not or the times at which or by the performance or results will be achieved. A number of factors could cause our actual results to differ materially from the results discussed, expressed or implied in any forward-looking statement made by us or on our behalf, including, but not limited to, the factors discussed under “Risk Factors” in our Annual Information Form. These forward looking statements are made as of the date of this news release and, except as required by applicable law, we undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new
information, future events or otherwise.
SOURCE: Student Transportation of America Ltd.
SOURCE: Student Transportation of America ULC
INVESTOR CONTACTS: Student Transportation of America Ltd., Denis J. Gallagher, Chairman and Chief Executive Officer, (732) 280-4200, (732) 280-4213 (FAX); Patrick J. Walker, Executive Vice President and Chief Financial Officer, (732) 280-4200, (732) 280-4213 (FAX); Keith P. Engelbert, Director of Investor Relations, (732) 280-4200, (732) 280-4213 (FAX), Email: [email protected], Website: www.rideSTA.com
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