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Toromont Announces Results for the Fourth Quarter and Full Year 2012 and Increases Quarterly Dividend

Page 12 of 59

In 2012, the Company purchased and cancelled 666,039 shares for $14.1 million (average cost of $21.23 per share). In 2011, the Company purchased and cancelled 720,004 shares for $12.2 million (average cost of $16.96 per share).

Outstanding Share Data

As at the date of this MD&A, the Company had 76,453,008 common shares and 2,519,005 share options outstanding.

Dividends

Toromont pays a quarterly dividend on its outstanding common shares and has historically targeted a dividend rate that approximates 30% of trailing earnings from continuing operations.

During 2012, the Company declared dividends of $0.48 per common share, $0.12 per quarter. In 2011, the Company also declared dividends of $0.41 per common share, adjusting for the allocation of dividends for the spinoff of Enerflex.

LIQUIDITY AND CAPITAL RESOURCES

Sources of Liquidity

Toromont's liquidity requirements can be met through a variety of sources, including cash generated from operations, long- and short-term borrowings and the issuance of common shares. Borrowings are obtained through a variety of senior debentures, notes payable and committed long-term credit facilities.

The Company amended its Canadian credit facility in conjunction with the spinoff of Enerflex and commensurate with anticipated future requirements. Outstanding borrowings under the previous facility were repaid in part from funds received relating to inter-company borrowings on spinoff. The committed amount was reduced from $600 million to $200 million while the maturity date was extended from June 2012 to June 2015. The US credit facility of US $20 million was terminated coincident with the spinoff with no penalty. The Canadian facility was further amended in September 2012 to extend the term of the facility to September 2017 at improved rates.

As at December 31, 2012, $26.5 million was drawn on the $200 million Canadian facility. Letters of credit utilized an additional $24.1 million of the facility.

Cash at December 31, 2012 was $2.4 million, compared to $75.3 million at December 31, 2011. Cash balances were drawn down in 2012 on a number of factors, including higher investments in rental assets and working capital.

The Company expects that continued cash flows from operations in 2013 and currently available credit facilities will be more than sufficient to fund requirements for investments in working capital and capital assets.

Principal Components of Cash Flow

Cash from operating, investing and financing activities, as reflected in the Consolidated Statements of Cash Flows, are summarized in the following table:

                                                        Twelve months ended                                                                December 31$ thousands                                                 2012       2011----------------------------------------------------------------------------Cash, beginning of year                                $  75,319  $ 174,089Cash, provided by (used in):Operating activities  Operations - continuing operations                     161,830    136,546  Change in non-cash working capital and other          (124,475)   (39,731)  Discontinued operations                                      -     57,433----------------------------------------------------------------------------                                                          37,355    154,248Investing activities  Continuing operations                                  (91,205)   (55,941)  Discontinued operations                                      -    140,115----------------------------------------------------------------------------                                                         (91,205)    84,174Financing activities                                     (19,033)  (337,311)----------------------------------------------------------------------------Effect of foreign exchange on cash balances                  (53)       119----------------------------------------------------------------------------Decrease in cash in the year                             (72,936)   (98,770)----------------------------------------------------------------------------Cash, end of year                                      $   2,383  $  75,319--------------------------------------------------------------------------------------------------------------------------------------------------------

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