Altus Group Announces Commencement of Substantial Issuer Bid

Executive Summary

• Altus Group announced the launch of a substantial issuer bid to repurchase and cancel up to C$200 million of its common shares, commencing immediately and expiring on April 21 2026.
• The SIB will be conducted as a modified Dutch auction with an offer price range of C$42.00–C$52.00 per share (increments of C$0.50), allowing shareholders to tender via auction, purchase‑price, or proportionate tenders.
• The bid is funded entirely with cash on hand; the Board believes it is in the best interests of shareholders given current market pricing that undervalues the company’s fundamentals.

Key Details

• Maximum Repurchase Amount: Up to C$200 million (approximately 3.2 million shares at the midpoint of the price range).
• Offer Price Range: Minimum C$42.00 per share, maximum C$52.00 per share, in C$0.50 increments.
• Tender Methods:
• Auction Tender: Specify number of shares and a price within the range.
• Purchase‑Price Tender: No price specified; shares assumed to be purchased at the minimum price (C$42.00).
• Proportionate Tender: Shares tendered to maintain each shareholder’s proportional ownership after the SIB.
• Pricing Mechanism: The final purchase price will be the lowest price that enables Altus Group to acquire all validly deposited shares without exceeding the aggregate auction‑tender limit amount; any shares tendered above that price will be returned.
• Share Count (as of March 13 2026): 39,666,476 shares issued and outstanding (net of 191,057 escrowed shares).
• Principal Shareholder Participation: No principal shareholder (≥10% ownership) has indicated intent to participate; directors and officers also will not tender.
• Funding Source: Cash on hand; no external financing required.
• Advisors & Depositary: RBC Capital Markets – financial advisor and dealer manager; TSX Trust Company – depositary for the SIB.
• Liquidity Opinion: RBC Capital Markets provided an opinion confirming a liquid market for Altus Group shares as of March 13 2026 and that post‑SIB liquidity will not be materially less than pre‑SIB conditions.
• Relation to Normal Course Issuer Bid (NCIB): The existing 2026 NCIB (allowing purchase of up to 3,248,929 shares from Feb 25 2026 to Feb 24 2027) is temporarily suspended for the duration of the SIB.
• Expiration & Extension: The SIB expires on April 21 2026 unless extended, varied, or withdrawn by Altus Group.
• Regulatory Filings: Offer documents (offer circular, transmittal letter, etc.) filed with Canadian securities regulators and to be posted on SEDAR+.

Notable Quotes

(No direct quotes from executives were included in the release.)