- TSX — WILD
Halifax, Canada May 25, 2012 – DHX Media Ltd (TSX ticker: “DHX”), a leading independent international producer, distributor and licensor of mainly children’s entertainment content announces that it has been authorized to purchase at market price up to 3,706,145 common shares of the Company being approximately 10% of its public float of 37,061,459 common shares as of May 18, 2012, by way of a normal course issuer bid (the “Bid”) through the facilities of the Toronto Stock Exchange (TSX). As of May 18, 2012 there were 53,069,059 common shares issued and outstanding. DHX is making the bid to reduce the number of outstanding shares in the corporation and to improve earnings per share. The Bid will commence on May 29, 2012, and end no later than May 28, 2013, observing the purchasing restrictions during ‘black out’ or ‘close’ periods pursuant to the Company’s Insider Trading Policy. The Company intends to implement an automatic share purchase plan to allow it to purchase common shares under the Bid while in such ‘black out’ or ‘close’ periods. The Bid will be funded from the Company’s existing cash resources. Any common shares purchased under the Bid will be cancelled. The TSX rules permit DHX to purchase daily, through TSX facilities, a maximum of 26,298 common shares under the Bid, being 25% of the average daily trading volume of 105,195 over the last six months, subject to certain other regulatory restrictions.
Under DHX’s automatic share purchase plan, DHX’s broker may repurchase common shares under the NCIB at any time including, without limitation when DHX would ordinarily not be permitted to due to regulatory restrictions or self-imposed blackout periods, pursuant to the Company’s Insider Trading Policy. Purchases will be made by DHX’s broker based on parameters prescribed by the TSX and applicable Canadian securities laws and the terms of the parties’ written agreement. The automatic share purchase plan has been reviewed by the TSX and is expected to be effective for the
duration of the NCIB.
David Regan, Executive Vice-president, Corporate Development and Investor Relations commented, “Following DHX Media’s 2011 successful substantial and normal course issuer bids which together resulted in the re-purchase of 8,512,357 common shares, the Company intends to re-purchase up to another 3,706,146 common shares on the open market, subject to pricing and regulatory restrictions. With $21 million in cash on the balance sheet and cash flow from operations in excess of $8 million for the first nine months of our fiscal year, we do not expect that this normal course issuer bid will limit DHX Media’s ability to continue growing.”
In the opinion of the Company’s board of directors and senior management, DHX common shares may occasionally trade in a price range which does not adequately reflect the value of underlying assets based on the Company’s business and financial position. Consequently, the Company may, from time to time, purchase common shares of the Company under the Bid. DHX has purchased 1,369,500 common shares of the Company pursuant to a normal course issuer bid during the preceding 12 months at a weighted average price of $0.78 per share.
DHX Media Ltd. +1 902-423-0260
David A. Regan – EVP, Corporate Development & IR
About DHX Media Ltd.
DHX Media together with its subsidiary, W!LDBRAIN Entertainment, is a leading international family entertainment rights creation and management company with three-award-winning production facilities, worldwide distribution and a global consumer products business. DHX Media has produced over 40 original television series, including world-recognized series such as Yo Gabba Gabba, SuperWHY!, Franny’s Feet, Animal Mechanicals, Kid vs. Kat, Angela Anaconda and Martha Speaks, and maintains a library of over 2,500 half-hours of animation and live-action programming. The company’s global licensing group oversees a diverse merchandising portfolio for proven properties, including the hit U.K. series Rastamouse, airing on CBeebies DHX Media has offices in Toronto, Halifax, Vancouver, Los Angeles and London, and is listed on the TSX
(Toronto Stock Exchange).
This press release contains forward looking statements with respect to the Company, including statements about the value of the substantial issuer bid to the Company’s remaining shareholders and its effects on the Company’s earnings per share. Although the Company believes that the expectations reflected in such forward looking statements are reasonable, such statements involve risks and uncertainties and are based on information currently available to the Company. Actual results may differ materially from those expressed or implied by such forward looking statements. Factors that could cause actual results or events to differ materially from current expectations, among other things, include risks related to market factors, including changing popularity of the titles in the Company’s production library, application of accounting policies and principles, and production related risks, and other factors discussed in materials filed with applicable securities regulatory authorities from time to time including matters discussed under “Risk Factors” in the Company’s Annual Information Form for the year ended June 30, 2011. These forward-looking statements are made as of the date hereof, and the Company assumes no obligation to update or revise them to reflect new events or circumstances.