Points Announces TSX Approval of Share Repurchase 1

Points International Ltd., the global leader in powering loyalty commerce, announced today that the Toronto Stock Exchange (“TSX”) has accepted its notice of intention to make a normal course issuer bid to repurchase up to 746,992 of its common shares (the “Repurchase”), representing approximately 5% of its 14,939,842 common shares issued and outstanding as of August 31, 2021. Points has entered into an automatic share purchase plan with a broker in order to facilitate the Repurchase.

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The primary purpose of the Repurchase is purchases for cancellation. Under the automatic share purchase plan, Points’ broker may repurchase shares at times when Points would ordinarily not be permitted to due to regulatory restrictions or self-imposed blackout periods. Repurchases will be made from time-to-time at the broker’s discretion based upon parameters prescribed by the parties’ written agreement. Repurchases may be effected through the facilities of the TSX, the NASDAQ Capital Market (“NASDAQ”) or other alternative trading systems in the United States and Canada.

All purchases of common shares will be made in accordance with applicable securities laws and stock exchange rules of the United States and Canada. Repurchases on NASDAQ will be at the market price at the time of purchase in compliance with applicable securities laws of the United States and Repurchases on the TSX will be at the market price at the time of purchase in accordance with the rules and policies of the TSX. Purchases may also be made through other alternative trading systems in the United States and Canada, or by such other means as may be permitted by the TSX, NASDAQ and applicable law. As a result of certain rules and policies of the TSX, subject to certain permitted exceptions, the maximum number of shares which can be repurchased per day on the TSX is 1,070 based on 25% of the average daily trading volume on the TSX for the prior six months (being 4,280 shares per day). Subject to regulatory requirements, the actual number of common shares purchased and the timing of such purchases, if any, will be determined by Points’ broker having regard to future price movements and other factors, including the parameters prescribed by the parties’ written agreement.

The Repurchase will commence on September 9, 2021 and will terminate on September 8, 2022. Points did not purchase any common shares under its previous normal course issuer bid. Points’ previous normal course issuer bid commenced on September 9, 2020 and will terminate on September 8, 2021.

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