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TMX Group Limited Announces Approval of an Amendment to its Normal Course Issuer Bid

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TMX Group (TMXXF) received TSX approval to amend its normal course issuer bid, doubling the maximum repurchase to 5,600,000 common shares, about 2% of 278,232,220 shares outstanding on February 20, 2026.

The bid began February 27, 2026, and now runs to February 26, 2027, with all repurchased shares cancelled and a daily cap of 155,315 shares.

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Positive

  • NCIB maximum increased to 5,600,000 shares, about 2% of outstanding shares
  • Already repurchased 2,795,000 shares at an average price of $50.95
  • All repurchased common shares will be cancelled, reducing share count
  • Pre-defined broker plan supports repurchases during blackout and restricted trading periods

Negative

  • Actual repurchases depend on future market conditions and may differ from the maximum
  • Ability to buy shares influenced by earnings, free cash flow, debt levels and credit covenants
  • Daily purchase limit of 155,315 shares may constrain the pace of buybacks

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Toronto, Ontario--(Newsfile Corp. - May 15, 2026) - TMX Group Limited ("TMX Group") announced today that the Toronto Stock Exchange ("TSX") has approved an amendment to its normal course issuer bid.

The amendment is intended to increase the maximum of TMX Group's issued and outstanding common shares that may be repurchased under the normal course issuer bid, by allowing the repurchase of up to 5,600,000 common shares, representing approximately 2% of the 278,232,220 common shares outstanding on February 20, 2026.

The normal course issuer bid, launched on February 27, 2026, originally allowed TMX Group to repurchase up to 2,800,000 common shares representing approximately 1% of its issued and outstanding common shares as at February 20, 2026. As at May 7, 2026, TMX Group has repurchased 2,795,000 common shares at an average price of $50.95 under the current normal course issuer bid, representing 1.0% of the issued and outstanding common shares as at February 20, 2026.

The amendment will take effect on May 21, 2026. The normal course issuer bid will terminate on February 26, 2027, or such earlier date as TMX Group completes its purchases. No other terms of the current normal course issuer bid have been amended.

TMX Group will make purchases in accordance with TSX requirements and the price TMX Group will pay for any such common shares will be the market price of such shares at the time of acquisition. All purchases will be effected through the facilities of TSX. All repurchased shares will be cancelled.

TMX Group has a pre-defined plan with its designated broker to allow for the repurchase of common shares at times when TMX Group ordinarily would not be active in the market due to its own internal trading blackout periods, insider trading rules or otherwise. The actual number of common shares to be repurchased, the timing of such repurchases and the price at which the common shares will be repurchased will depend on future market conditions.

The maximum number of common shares that can be purchased on the same trading day on TSX is 155,315 shares (25% of the average daily trading volume during the six full calendar months ended preceding the launch of the normal course issuer bid, being 621,261 common shares), other than block purchase exceptions.

Caution Regarding Forward-Looking Information

This press release of TMX Group contains "forward-looking information" (as defined in applicable Canadian securities legislation) that is based on expectations, assumptions, estimates, projections and other factors that management believes to be relevant as of the date of this press release. Often, but not always, such forward-looking information can be identified by the use of forward-looking words such as "plans," "expects," "is expected," "targeted," "estimates," "intends," "anticipates," "believes," or variations or the negatives of such words and phrases or statements that certain actions, events or results "may," "could," "would," "might," or "will" be taken, occur or be achieved or not be taken, occur or be achieved. Forward-looking information, by its nature, requires us to make assumptions and is subject to significant risks and uncertainties which may give rise to the possibility that our expectations or conclusions will not prove to be accurate and that our assumptions may not be correct.

Examples of forward-looking information in this press release include, but are not limited to, the expected benefits of and the number of shares, if any, that will be purchased under the NCIB, which are subject to significant risks and uncertainties. These include, but are not limited to: the competitive landscape in which we operate, the economic performance in Canada and globally, our earnings and free cash flow, our debt levels and target leverage ratio and covenants under TMX Group's revolving credit facility, which among other factors may affect our ability or decision to purchase shares under the NCIB.

There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. We have attempted to identify important factors that could cause actual actions, events or results to differ materially from those current expectations described in forward-looking information. However, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended and that could cause actual actions, events or results to differ materially from current expectations. Accordingly, readers should not place undue reliance on forward-looking information. These factors are not intended to represent a complete list of the factors that could affect us. A description of the above-mentioned items is contained in the section "Enterprise Risk Management" of our 2025 annual MD&A.

About TMX Group (TSX: X)

TMX Group operates global markets, and builds digital communities and analytic solutions that facilitate the funding, growth and success of businesses, traders and investors. TMX Group's key operations include Toronto Stock Exchange, TSX Venture Exchange, TSX Alpha Exchange, The Canadian Depository for Securities, Montréal Exchange, Canadian Derivatives Clearing Corporation, TSX Trust, TMX Trayport, TMX Datalinx, TMX VettaFi and TMX Newsfile, which provide listing markets, trading markets, clearing facilities, depository services, technology solutions, data products and other services to the global financial community. TMX Group is headquartered in Toronto and operates offices across North America (Montréal, Calgary, Vancouver and New York), as well as in key international markets including London, Singapore and Vienna. For more information about TMX Group, visit www.tmx.com. Follow TMX Group on X: @TMXGroup.

For more information, please contact:

Catherine Kee
Head of Media Relations
TMX Group
416-671-1704
catherine.kee@tmx.com
Amanda Tang
Director of Investor Relations
TMX Group
416-895-5848
amanda.tang@tmx.com

 

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/297637

FAQ

What amendment did TMX Group (TMXXF) announce to its normal course issuer bid in May 2026?

TMX Group announced TSX approval to increase its normal course issuer bid limit to 5,600,000 shares. According to TMX Group, this represents about 2% of the 278,232,220 common shares outstanding on February 20, 2026, doubling the prior 2,800,000 share cap.

How many TMX Group (TMXXF) shares can be repurchased under the amended NCIB?

Under the amended NCIB, TMX Group may repurchase up to 5,600,000 common shares. According to TMX Group, this equals roughly 2% of its 278,232,220 outstanding shares as of February 20, 2026, compared with the previous 2,800,000 share, or 1%, maximum.

When does the amended TMX Group (TMXXF) normal course issuer bid start and end?

The amendment to TMX Group’s NCIB takes effect on May 21, 2026. According to TMX Group, the overall bid will terminate on February 26, 2027, or earlier if the company completes its planned share purchases through the Toronto Stock Exchange.

How many TMX Group (TMXXF) shares have been repurchased so far and at what average price?

As of May 7, 2026, TMX Group has repurchased 2,795,000 common shares. According to TMX Group, these shares were bought under the current NCIB at an average price of $50.95, representing about 1.0% of shares outstanding on February 20, 2026.

How will TMX Group (TMXXF) execute share repurchases under the amended NCIB?

TMX Group will repurchase shares on the TSX at prevailing market prices, subject to a 155,315-share daily cap. According to TMX Group, all bought-back shares will be cancelled, and a pre-defined broker plan enables purchases during blackout or restricted trading periods.

What risks could affect TMX Group’s (TMXXF) ability to complete its NCIB share repurchases?

TMX Group’s buybacks may be affected by market conditions, earnings, free cash flow, and debt levels. According to TMX Group, leverage targets and covenants under its revolving credit facility could also influence the extent and timing of share purchases under the NCIB.