Kinaxis amends share buyback

Executive Summary

• Kinaxis Inc. has received approval from the Toronto Stock Exchange (TSX) to amend its Normal Course Issuer Bid (NCIB) to increase the maximum number of common shares that may be repurchased from 1,403,042 (5% of issued/outstanding shares) to 2,799,843 (10% of the public float), which is the maximum allowable under TSX rules.
• The amendment is effective March 11, 2026, with no other terms of the NCIB changed. The company has already invested $54 million (U.S.) under the current bid.
• CEO Razat Gaurav stated the move is intended to maximize shareholder value, citing a potential market misunderstanding of the company's value regarding generative AI opportunities and its "Maestro" platform capabilities.

Key Details

• Amendment Details:
  • Previous Limit: 1,403,042 shares (5% of issued and outstanding shares as at Oct. 31, 2025).
  • New Limit: 2,799,843 shares (10% of the public float as at Oct. 31, 2025).
  • Effective Date: March 11, 2026.
  • Other Terms: No other terms of the NCIB have been amended.
• Financial Context:
  • Current Investment: $54 million (U.S.) already invested under the current NCIB.
  • Projected Additional Investment: Approximately $284 million (U.S.) if the full 10% repurchase is executed at the average price paid to date.
  • Shares Repurchased to Date: 447,738 shares for cancellation.
  • Average Price Paid to Date: $167.50 (Canadian) per share.
• NCIB Structure and Rules:
  • Duration: Began Nov. 12, 2025; ends no later than Nov. 11, 2026.
  • Trading Method: Open market through TSX and/or alternative Canadian trading systems.
  • Daily Volume Limit: 14,137 shares per day (25% of the average daily trading volume for the six calendar months ended Oct. 31, 2025, which was 56,549 shares).
  • Automatic Plan: Kinaxis has an automatic share repurchase plan (precleared by TSX) which will be amended to align with the new NCIB limits. This allows repurchases at any time, including during blackout periods.
• Management Commentary:
  • CEO Razat Gaurav highlighted the company's "substantial moat" built on decades of domain knowledge and the "Maestro" platform.
  • He argued that public markets may not fully reflect Kinaxis's underlying value due to a "fundamental misunderstanding" of the opportunities and threats from generative and agentic AI in mission-critical enterprise software.
  • The company views its AI capabilities (fusion of machine learning, optimization, and heuristics) as fundamental to supply chain planning, enhanced by GenAI rather than replaced by it.

Notable Quotes

• Razat Gaurav, Chief Executive Officer: "There is a fundamental misunderstanding of the opportunities and threats from generative and agentic AI to mission-critical enterprise software, like ours, that solves deeply complex problems and enables highly consequential decisions. As a result, the public markets may not be fully reflecting the underlying value of Kinaxis from time to time. We see value to shareholders in maximizing our ability to buy back shares under the NCIB structure or other structures that may also be available to Kinaxis."