MANAGEMENT’S DISCUSSION & ANALYSIS (CONT’D) Excluding strategic initiatives that may arise and the $8.6 million  for Peabody, management expects that capital expenditures in 2014  will be between $15 million and $20 million, higher than 2013. Cash generated from operations and short-term borrowings funded  capital spending in 2013 and will fund capital additions in 2014. Detailed information regarding the designation and number of  each class of shares outstanding and of each class of security is  disclosed in  note 16  to the Consolidated Financial Statements. The book value of our equity at the end of 2013 was $12.08 per  share compared with $10.14 at the end of 2012. The increase in  equity was substantially a result of operating profits. We filed a NCIB in January 2012 to purchase up to 100,000 common  shares, and up to 100,000 non-voting equity shares. When the bid  expired on January 30, 2013, we had repurchased 29,100 non- voting equity shares for aggregate consideration of CAD$509,250  or CAD$17.50 per share and the shares were canceled. We filed an NCIB in January 2013 (“2013 NCIB”) to purchase up to  250,000 common shares. In connection with this bid, the Company  established an automatic securities purchase plan (“the 2013  Plan”) for the common shares of the Company. The 2013 Plan was  established to provide standard instructions regarding how High  Liner Foods common shares were to be repurchased under the  2013 NCIB, and provided that High Liner Foods could repurchase  its securities under the 2013 Plan on any trading day during the  term of the 2013 NCIB, including during self-imposed trading  blackout periods. The 2013 Plan was an annual plan and like the  2013 NCIB, also terminated on January 30, 2014. Under the 2013  Plan, the Company was also able to vary, suspend or terminate the  2013 Plan if it did not have material non-public information and the  decision to vary, suspend or terminate the 2013 Plan was not taken  during a self-imposed trading blackout period. The 2013 Plan  constituted an “automatic plan” for purposes of applicable  Canadian securities legislation and had been reviewed by the  Toronto Stock Exchange (“TSX”). When the 2013 NCIB expired in  January 2014, we had not purchased any shares under the bid. In January 2014, we filed a new NCIB (“2014 NCIB”) to purchase up to 250,000 common shares. This bid terminates on January 30,  2015. In connection with this new bid, the Company again  established an automatic securities purchase plan (“2014 Plan”) for the common shares of the Company that is identical to the 2013  Plan, except that this plan will terminate on January 30, 2015, when  the 2014 NCIB will also terminate. Like the 2013 Plan, the 2014 Plan constitutes an “automatic plan” for purposes of applicable  Canadian Securities legislation and has been reviewed by the TSX. In December 2012, we redeemed all of our issued and outstanding  non-voting equity shares (the “Non-Voting Shares”) in accordance  with their terms. At that time, 1,758,962 Non-Voting Shares were  issued and outstanding and traded on the TSX under the symbol  “HLF.A”. The redemption price for each Non-Voting Share was the  issuance of one common share of the Company, which trade on the  TSX under the symbol “HLF”. The Non-Voting Shares were required  to accommodate certain completed transactions and had no  further applicability in the circumstances. This redemption  simplified our capital structure as well as improved liquidity for all shareholders of the Company. The quarterly dividend on the Company’s common and non-voting  equity shares has been increased four times during the 2012 and  2013 fiscal periods, as shown in the following table. The increases in the quarterly dividend per common share reflects  our confidence in our growth strategy, together with significant  improvements on our balance sheet and cash flow. Dividends are  subject to restrictions in our credit agreements. The “Adjusted  Aggregate Availability”, as defined in the credit agreement, needs  to be $22.5 million or higher under the working capital facilities  (actual availability on December 28, 2013 was $84.5 million). Under the Term Loan facility, after recent amendments, capital  distributions, including both NCIBs and dividends, cannot exceed  the greater of $15.5 million per year or the defined available  amount based on excess cash flow not used for long-term debt  repayments accumulated over the term of the loan. On February 19, 2014, the Directors approved a quarterly dividend  of CAD$0.19 per share on the Company’s common shares payable  on March 17, 2014 to holders of record on March 3, 2014.  These dividends are “eligible dividends” for Canadian tax purposes. Our capital management practices are described at length in  note 24  to our Consolidated Financial Statements. HIGH LINER FOODS INCORPORATED 24 Capital Structure Equity Dividends Dividend Record Date  Quarterly Dividend (CAD$) December 2, 2013  $0.19 September 3, 2013  $0.18 June 1, 2013  $0.18 March 1, 2013 $0.15 December 1, 2012  $0.11 September 1, 2012  $0.11 June 1, 2012  $0.10 March 1, 2012 $0.10