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Transcontinental Inc. reports on voting results at its Annual and Special Meeting of Shareholders

MWN-AI** Summary

Transcontinental Inc. (TSX: TCL.A, TCL.B) conducted its Annual and Special Meeting of Shareholders on March 10, 2026, in Montréal. The meeting concluded with the unanimous election of all nominated directors and the approval of several resolutions via secret ballot. Notable director elections included Serge Boulanger, securing 99.65% of votes, and Nathalie Marcoux, who received 94.36%.

The shareholders also voted overwhelmingly in favor of appointing KPMG LLP as the company's auditors, with 98.77% support. An advisory resolution on executive compensation garnered substantial approval, with nearly 99% of shareholders voting in favor.

A significant focus of the meeting was the special resolution to amend the Articles of Incorporation pertaining to the Class A Subordinate Voting Shares and Class B Shares, which achieved an impressive 99.96% approval rate. This change enhances the rights concerning capital returns and dividends for these classes of shares.

Additionally, shareholders approved a special resolution to reduce the stated capital of Class A Subordinate Voting Shares. This reduction is intended to facilitate a return of capital to shareholders, using the net proceeds from the recent sale of the Corporation’s Packaging Sector to ProAmpac.

The meeting concluded with the adoption of amended and restated by-laws of the Corporation, which passed with a majority yet faced some dissent, receiving around 83.08% of votes in favor.

Founded 50 years ago, Transcontinental Inc. is a prominent Canadian retail marketing services company and leader in French-language educational publishing, boasting a workforce of approximately 4,000 employees. Following the recent sale, the company is strategically positioned as it focuses on its core business areas, generating revenues of $1.1 billion from continuing operations in the last fiscal year. For further information, stakeholders can visit the company’s website or contact corporate communications and investor relations.

MWN-AI** Analysis

Transcontinental Inc. (TSX: TCL.A, TCL.B) has recently concluded its Annual and Special Meeting of Shareholders, providing a vital snapshot into the company's governance and future direction. All proposed directors were elected with overwhelming support, reflecting strong investor confidence and stability in leadership. Notably, results showed that the resolutions, including the appointment of KPMG as auditors and amendments to capital structure, garnered significant approval rates – all exceeding 98% in favor. This consensus indicates a robust alignment between management and shareholders on strategic visions, which is a bullish signal for potential investors.

Financially, Transcontinental reported revenues of $1.1 billion for the fiscal year concluded on October 26, 2025, underscoring its operational strength before divesting its Packaging Sector. The sale, finalized shortly before the shareholder meeting, positions the company to streamline operations and focus on its core retail marketing services and educational publishing segments. Investors should consider the implications of this strategic pivot: with reduced operational complexity, Transcontinental can potentially enhance profitability and drive value for shareholders.

Furthermore, the adoption of amendments regarding returns of capital and dividends reflects the Board's commitment to returning value to shareholders, especially after the capital reduction resolution which also gained significant support. The market perception of capital management strategies could positively influence stock performance now that the company is focused on core operations.

Given these factors, potential investors should view Transcontinental as a potentially attractive investment, bolstered by its strong governance, operational refocus, and commitment to shareholder returns. However, keeping an eye on the company's adaptation to the new operational landscape post-sale will be crucial before making significant investment decisions.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: GlobeNewswire

MONTRÉAL, March 10, 2026 (GLOBE NEWSWIRE) -- Transcontinental Inc. (TSX: TCL.A TCL.B) held its Annual and Special Meeting of Shareholders today. All of the candidates proposed as directors were elected and all other resolutions were approved by the applicable majority of the votes cast by the shareholders present or represented by proxy at the meeting by secret ballot as follows:

1.Ordinary resolution regarding the election of directors
    
  ForAgainst
  Number% of Votes CastNumber% of Votes Cast
Serge Boulanger
219,346,67499.65%
779,1360.35%
Jacynthe Côté
218,509,77199.27%
1,616,0390.73%
Nelson Gentiletti
218,829,77699.41%
1,296,2340.59%
Isabelle Marcoux
216,169,13498.20%
3,956,6751.80%
Nathalie Marcoux
207,703,01894.36%
12,422,9925.64%
Pierre Marcoux
216,101,45998.17%
4,024,5511.83%
Anna Martini
218,228,58699.14%
1,897,4240.86%
Mario Plourde
205,242,52593.24%
14,883,4846.76%
Jean Raymond
218,841,70499.42%
1,284,3060.58%
Annie Thabet
218,973,11599.48%
1,152,8950.52%


2.
Ordinary resolution appointing KPMG LLP as auditors and authorizing the directors to fix their remuneration
    
For
 Withhold
Number
% of Votes Cast Number% of Votes Cast
217,516,935
98.77%
 2,701,1251.23%


3.
Advisory ordinary resolution on executive compensation
        
For
 Against
Withhold
Number
% of Votes Cast Number% of Votes CastNumber% of Votes Cast
217,748,635
98.92%
 2,331,9091.06%
45,4660.02%


4.
Special resolution approving amendments to the Articles of the Corporation to change the special rights and restrictions attached to the Class A Subordinate Voting Shares and Class B Shares with respect to the participation of the Class A Subordinate Voting Shares and the Class B Shares in returns of capital and dividends
        
For
 Against
Withhold
Number
% of Votes Cast Number% of Votes CastNumber% of Votes Cast
220,043,965
99.96%
 43,1620.02%
38,8830.02%


Class A Subordinate Voting Shares

For AgainstWithhold
Number% of Votes Cast
by Class
 Number% of Votes Cast
by Class
Number% of Votes Cast
by Class
42,985,02599.86% 25,3820.06%32,8830.08%


Class B Shares

For AgainstWithhold
Number% of Votes Cast
by Class
 Number% of Votes Cast
by Class
Number% of Votes Cast
by Class
177,058,94099.98%
 17,7800.01%
6,0000.01%


5.Special resolution approving a reduction in the stated capital of the Class A Subordinate Voting Shares to facilitate the distribution of a portion of the net proceeds received the Corporation from the sale of the Corporation’s Packaging Sector as a return of capital on the Class A Subordinate Voting Shares, as determined by the Board of Directors at its sole discretion
        
For
 Against
Withhold
Number
% of Votes Cast Number% of Votes CastNumber% of Votes Cast
220,046,80099.96% 50,4000.02%28,8100.02%


6.
Ordinary resolution confirming the adoption of the amended and restated by-laws of the Corporation
        
For
 Against
Withhold
Number
% of Votes Cast Number% of Votes CastNumber% of Votes Cast
182,888,35083.08% 37,199,13716.90%38,5370.02%


About TC Transcontinental

Founded 50 years ago and 4,000 employees strong, Transcontinental Inc. (TSX: TCL.A TCL.B), known under the TC Transcontinental brand, is a Canadian retail marketing services company, Canada's largest printer, and the Canadian leader in French-language educational publishing. Driven by the vision of a more informed, educated and prosperous society, TC Transcontinental propels its clients' success across the retail, education, book and information industries. With agility, creativity and boldness, we design and deliver innovative, high-value products and services. 

The Corporation's revenues from continuing operations were $1.1 billion for the fiscal year ended October 26, 2025. Until the sale of its Packaging Sector to ProAmpac, which was completed on March 6, 2026, the Corporation was also a North American leader in flexible packaging with approximately 3,600 employees, and revenues from the Corporation's discontinued operations were $1.6 billion for the fiscal year ended October 26, 2025. For more information, please visit www.tc.tc.

For information:
Media
Laurence Boucicault
Senior Advisor, Corporate Communications
TC Transcontinental
Telephone : (438) 226-0469
laurence.boucicault@tc.tc

Financial Community
Yan Lapointe
Senior Director, Investor Relations and Treasury
TC Transcontinental
Telephone : (514) 954-3574
yan.lapointe@tc.tc

FAQ**

How do the recent changes, including the sale of the Packaging Sector and the election of directors at Transcontinental Inc TCLAF, impact the company's strategic direction and future growth prospects?

The sale of the Packaging Sector and the recent election of directors at Transcontinental Inc. signal a strategic shift towards streamlining operations and focusing on core competencies, potentially enhancing future growth prospects through reinvestment in higher-margin areas.

Given the overwhelming approval of the resolutions at the meeting, including the amendments to capital structure, how does Transcontinental Inc TCLAF plan to utilize the proceeds from the sale to enhance shareholder value?

Transcontinental Inc (TCLAF) plans to utilize the proceeds from the sale to enhance shareholder value by investing in strategic growth opportunities, improving operational efficiencies, and potentially returning capital to shareholders through dividends or share buybacks.

With the significant votes against some directors at Transcontinental Inc TCLAF, what steps will the board take to address shareholder concerns and strengthen corporate governance moving forward?

Transcontinental Inc. will likely conduct a thorough review of shareholder feedback, enhance transparency in decision-making, and potentially implement governance reforms, such as board renewals or increased communication with investors, to address concerns and strengthen corporate governance.

How will the newly appointed auditor KPMG LLP contribute to ensuring financial transparency and accountability at Transcontinental Inc TCLAF following the recent operational changes?

KPMG LLP will enhance financial transparency and accountability at Transcontinental Inc. (TCLAF) by implementing rigorous auditing processes, ensuring compliance with regulations, and providing independent assessments that align with the company's operational changes and strategic goals.

**MWN-AI FAQ is based on asking OpenAI questions about Transcontinental Inc (OTC: TCLAF).

Transcontinental Inc

NASDAQ: TCLAF

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Containers & Packaging
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