MDN Inc.
TSX : MDN

MDN Inc.

March 24, 2009 11:50 ET

MDN Launches a Normal Course Issuer Bid

MONTREAL, QUEBEC--(Marketwire - March 24, 2009) - MDN Inc. (TSX:MDN) announced today that the Toronto Stock Exchange ("TSX") has accepted a notice filed by MDN of its intention to make a normal course issuer bid.

MDN currently has 95,325,410 common shares outstanding. The notice provides that under the normal course issuer bid, MDN may purchase up to 7,500,000 common shares, being approximately 10% of the public float as of March 12, 2009 which represents 78,029,792 common shares. In addition the aggregate number of shares that MDN may purchase during any trading day will not exceed 35,174 shares, being 25% of the average daily trading volume of the shares based on their trading volume on the TSX for the most recently completed six calendar months preceding the date of the notice of intention which was 140,699, subject to MDN's ability to make "block" purchases through the facilities of the TSX in accordance with the TSX rules.

MDN has not purchased any of its shares during the past 12 month period. The normal course issuer bid will commence on March 26, 2009 and will terminate on March 25, 2010, or on such earlier date as MDN may complete its purchases under the bid. The common shares will be acquired through the facilities of the TSX and the purchase and payment for the shares will be made in accordance with the requirements of the TSX and all other applicable laws. The price paid for any common shares acquired will be the market price of the shares at the time of acquisition. All shares acquired under this bid will be cancelled. National Bank Financial Inc. will make the purchase on the open market on behalf of MDN.

The Board of Directors of MDN believes that the purchase by MDN of its own common shares may, in appropriate circumstances, be a responsible investment of funds on hand.

An Advisory Opinion dated July 29, 2008, was prepared by Haywood Securities Inc. ("Haywood") in connection with the exchange offer of MDN dated July 31, 2008 to purchase all its outstanding listed common share purchase warrants. Haywood concluded that an exchange ratio of approximately 3.75 warrants per common share was necessary to provide for a high probability of participation in the exchange while minimizing dilution to current MDN's shareholders. Dilution from the warrant exchange offer at a ratio of 3.75 warrants per common share, when compared against the dilution upon exercise of warrants, was considerably less and considered a savings to shareholders given management guidance and market valuation of comparable companies. MDN also obtained a Liquidity Assessment and Statement prepared by Fraser Mackenzie Limited ("Fraser Mackenzie") in connection with the exchange offer. Fraser Mackenzie was of the opinion that the market for the common shares and warrants was liquid when compared with other similar companies and that the market for the common share and warrants was not going be materially less liquid following the completion of the exchange offer.

Forward Looking Statements

All statements in this release, other than statements of historical fact, that address events or developments that the Company expects to occur, are forward looking statements. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements are discussed in greater detail in the Company's most recent Annual Information Form filed on SEDAR, which also provides additional general assumptions in connection with these statements. Investors and others who base themselves on the Company's forward-looking statements should carefully consider the factors mentioned in the Annual Information Form as well as the uncertainties they represent and the risk they entail. The Company believes that the expectations reflected in those forward-looking statements are reasonable, but no assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this press release should not be unduly relied upon. These statements speak only as of the date of this press release.

Contact Information

  • MDN Inc.
    Paul-A. Girard
    President & CEO
    514-866-6500
    or
    MDN Inc.
    Yves Therrien, CMA
    Vice-President, Finance
    514-866-6500
    or
    MDN Inc.
    Richard Corbo
    Advisor, Corporate Development
    514-866-6500
    www.mdn-mines.com