CGI announces intent to repurchase 2.89 million of its shares held by CDPQ

CGI announced that it intends to enter into a private agreement with CDPQ for the purchase for cancellation of 2,887,878 of its Class A subordinate voting shares (“Class A Shares”) held by CDPQ for a price of $138.51 per Class A Share, which represents a discount to the closing price on May 27, 2024 of the Class A Shares on the Toronto Stock Exchange (“TSX”).

The transaction will be made in connection with the periodic portfolio rebalancing of CDPQ. Once completed, CDPQ will continue to hold approximately 16.29 million Class A Shares, representing approximately 7.15% of CGI’s total outstanding shares.

“CGI is an international leader in the IT industry and continues to stand out with its sustained growth and operational excellence, benefiting its shareholders,” highlights Kim Thomassin, Executive Vice-President and Head of Québec at CDPQ. “We will remain a major shareholder of the company following this repurchase, and continue our commitment of over 30 years in supporting CGI’s expansion.”

“This transaction is consistent with CGI’s strategy to continuously deliver accretive value to our shareholders,” said Julie Godin, Co-Chair of the Board, CGI. “With strong profitability and cash generation—including $2.8 billion of cash readily available as at the end of March 2024—CGI’s financial strength reflects our ongoing resilience and capacity to execute on our Build and Buy profitable growth strategy.”

A favorable decision was obtained from the Autorité des marchés financiers (“AMF”) to exempt CGI from the issuer bid requirements under applicable securities legislation. The transaction is expected to be entered into later today and settled on May 29, 2024.

The share repurchase will be made under CGI’s normal course issuer bid (“NCIB”), the renewal of which was announced on January 31, 2024. Under the NCIB, CGI is authorized to repurchase up to 20,457,737 Class A Shares by February 5, 2025. The NCIB allows for purchases outside the facilities of the TSX by private agreements pursuant to exemption orders issued by securities regulators. As at May 27, 2024, CGI had repurchased 2,361,530 Class A Shares under its current NCIB.

Information regarding the share repurchase, including the number of Class A Shares purchased for cancellation and aggregate price paid, will be available on the SEDAR+ website at www.sedarplus.ca following the completion thereof. CGI will not issue any additional press release in respect of this share repurchase.

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