OTTAWA, ONTARIO -- Kinaxis® Inc. (“Kinaxis” or the “Company”) (TSX: KXS) announced that the Toronto Stock Exchange (the “Exchange” or “TSX”) has accepted a notice (the “Notice”) filed by the Company of its intention to make a normal course issuer bid (the “NCIB”). In connection with the NCIB, the Company has entered into an automatic share purchase plan (an “ASPP”) with its designated broker to allow for purchases of its common shares (the “Shares”).

The Notice provides that the Company may, during the 12-month period commencing November 6, 2024 and ending November 5, 2025, or on such earlier date as Kinaxis completes its purchases or provides notice of termination, purchase up to 1,404,639 Shares in total, representing approximately 5% of the issued and outstanding Shares as at October 23, 2024. As of the close of business on October 23, 2024, the Company had 28,092,786 Shares issued and outstanding. Except for block purchases permitted under the rules of the TSX, the number of Shares to be purchased per day will not exceed 15,500, which represents 25% of the average daily trading volume of the Shares on the TSX for the most recently completed six calendar months ended September 30, 2024 (being 62,000 Shares) prior to the TSX’s acceptance of the Notice. The actual number of Shares which may be purchased under the NCIB and the timing of any such purchases will be determined by management of the Company, subject to applicable law and the rules of the TSX.

Subject to any required regulatory approvals, all purchases of Shares under the NCIB will be conducted through the facilities of the TSX and/or alternative Canadian trading systems at prevailing market prices, or by such other means as may be permitted by the applicable securities regulators. All Shares purchased under the NCIB will be cancelled.

Kinaxis has entered into an ASPP with RBC Dominion Securities Inc. (“RBC DS”) to allow for the purchase of Shares under the NCIB at times when the Company would ordinarily not be permitted to purchase Shares due to regulatory restrictions or self-imposed blackout periods.

Pursuant to the ASPP, prior to entering into a blackout period, Kinaxis may, but is not required to, instruct RBC DS to make purchases under the NCIB in accordance with the terms of the ASPP. Such purchases will be determined by RBC DS in its sole discretion based on parameters established by Kinaxis prior to the blackout period in accordance with the rules of the TSX, applicable securities laws and the terms of the ASPP. The ASPP has been pre-cleared by the TSX concurrently with the initiation of the NCIB.

The board of directors of the Company (the “Board”) believes that, from time to time, the market price of the Shares may not fully reflect the underlying value of the Company’s business. As a result, depending upon future price movements and other factors, the Board believes that the purchase of the Shares would be a desirable use of corporate funds in the best interests of the Company. Furthermore, the purchases are expected to benefit all persons who continue to hold Shares by increasing their equity interest in the Company when such repurchased Shares are cancelled.

To the knowledge of the Company, no director, senior officer or other insider of the Company or any of their associates currently intends to sell any Shares under the NCIB, however sales by such persons through the facilities of the Exchange or any other available market or alternative trading system may occur if the personal circumstances of any such persons change or if any such persons make a decision unrelated to these normal course purchases. The benefits to any such person whose Shares are purchased would be the same as the benefits available to all other holders whose Shares are purchased.

Under Kinaxis’s normal course issuer bid expiring on November 5, 2024 (the “Expiring NCIB”), the Company received approval from the TSX to purchase for cancellation up to a maximum of 1,424,790 Shares, representing approximately 5% of Kinaxis’ issued and outstanding Shares as at October 23, 2023. As of the date hereof, the Company has repurchased and cancelled 1,052,958 Shares under the Expiring NCIB, at a weighted average purchase price of approximately $148.64 per Share (including commissions).