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North American Construction Group Ltd
Symbol NOA
Shares Issued 30,050,846
Close 2025-11-18 C$ 18.91
Market Cap C$ 568,261,498
Recent Sedar Documents

North American Construction launches NCIB

2025-11-18 17:02 ET - News Release

Mr. Jason Veenstra reports

NORTH AMERICAN CONSTRUCTION GROUP LTD. ANNOUNCES NORMAL COURSE ISSUER BID AND AUTOMATIC SHARE PURCHASE PLAN

North American Construction Group Ltd. intends to commence a normal course issuer bid (the NCIB) to purchase, for cancellation, up to 2,729,056 common shares in the capital of the company, which represents approximately 10 per cent of the public float (as defined in the TSX Company Manual) and approximately 9.3 per cent of the issued and outstanding common shares as of Nov. 10, 2025. As at Nov. 10, 2025, the company had 29,074,539 common shares issued and outstanding. In connection with the shares purchasable under the NCIB, the company has entered into an automatic share purchase plan (ASPP) with its designated broker.

Purchases of common shares under the NCIB may be made through the facilities of the Toronto Stock Exchange (TSX), the New York Stock Exchange (NYSE), and alternative trading systems in Canada and the United States by means of open market transactions or by such other means as may be permitted under applicable securities laws. Under the NCIB, and in order to comply with applicable securities laws, the company will purchase a maximum of 1,453,727 common shares (or approximately 5 per cent of the issued and outstanding voting common shares) on the NYSE and alternative trading systems.

The company believes that the current market price of its common shares does not fully reflect their underlying value and that current market conditions provide opportunities for the company to acquire common shares at attractive prices. In the company's view, a repurchase of common shares would be an effective use of its cash resources and would be in the best interests of the company and its shareholders. The company believes that it would both enhance liquidity for shareholders seeking to sell and provide an increase in the proportionate interests of shareholders wishing to maintain their positions.

The NCIB is expected to commence on or about Nov. 20, 2025, and will terminate no later than Nov. 19, 2026. All purchases of common shares will be made in compliance with applicable TSX and NYSE rules. The average daily trading volume of the common shares on the TSX for the six calendar months preceding Nov. 1, 2025, is 94,744 common shares. In accordance with the TSX rules and subject to the exemption for block purchases, a maximum daily repurchase of 25 per cent of this average may be made, representing 23,686 common shares. The price per common share will be based on the market price of such shares at the time of purchase in accordance with regulatory requirements.

Under the previous NCIB, which expired on Nov. 3, 2025 (the 2024 bid), the company obtained approval to purchase up to 2,087,577 common shares. The company purchased and cancelled 1,781,550 common shares at a volume weighted average price paid of $21.23 per common share (excluding commissions) under the 2024 bid through the facilities of the TSX, the NYSE, and alternative trading systems in Canada and the United States by means of open market transactions or by such other means as may be permitted under applicable securities laws.

Pursuant to the ASPP, the designated broker may purchase up to 2,729,056 common shares until the expiry of the NCIB on Nov. 19, 2026. Such purchases will be determined by the broker at its sole discretion, based on the purchasing parameters set out by the company in accordance with the rules of the TSX, applicable securities laws and the terms of the ASPP. Purchases of common shares under the ASPP may be made through the facilities of the TSX, the NYSE, and alternative trading systems in Canada and the United States by means of open market transactions or by such other means as may be permitted under applicable securities laws. The ASPP has been precleared by the TSX and will be effective as of Nov. 20, 2025.

The ASPP will terminate on the earliest of the date on which: (i) the NCIB expires; (ii) the maximum number of common shares have been purchased under the NCIB; and (iii) the company terminates the ASPP in accordance with its terms. Concurrent with the establishment of the ASPP, the company has confirmed to the broker that it was then not aware of any material undisclosed or non-public information with respect to the company or any securities of the company. During the term of the ASPP, the company will not communicate any material undisclosed or non-public information to the trading staff of the broker; accordingly, the broker may make purchases regardless of whether a trading blackout period is in effect or whether there is material undisclosed or non-public information about the company at the time that purchases are made under the ASPP. In the event that the ASPP is materially varied, suspended or terminated, the company will issue a news release advising of such variation, suspension or termination, as applicable.

Outside of the ASPP, common shares may continue to be purchased under the NCIB based on management's discretion, in compliance with the rules of the TSX and applicable securities laws. All purchases made under the ASPP will be included in the number of common shares available for purchase under the NCIB.

About North American Construction Group Ltd.

North American Construction is a premier provider of heavy civil construction and mining services in Australia, Canada and the United States. For over 70 years, North American Construction has provided services to the mining, resource and infrastructure construction markets.

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