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EXFO Renews Normal Course Issuer Bid

QUEBEC CITY, Nov. 7, 2012 /PRNewswire/ - EXFO Inc. (NASDAQ: EXFO) (TSX: EXF) announced today that its Board of Directors has authorized the renewal of its share repurchase program, by way of a normal course issuer bid ("NCIB") on the open market, of up to 10% (2,072,721 subordinate voting shares) of the public float (20,727,212 subordinate voting shares) as defined by the Toronto Stock Exchange ("TSX").

EXFO had 28,822,515 subordinate voting shares outstanding on November 1, 2012. As of November 1, 2012, EXFO has repurchased in the course of the previous renewal of its NCIB a total of 468,148 shares, being 275,596 shares on the TSX at an average amount of CA$ 4.99 and 192,552 shares on the NASDAQ at an average amount of US$ 5.00. The previous renewal of the NCIB has been effective since November 10, 2011 and will expire on November 9, 2012.

The TSX has accepted a notice filed by EXFO of its intention to renew its NCIB. EXFO may use cash, short-term investments and future cash flows from operations to fund the repurchase of shares. Repurchases under the bid will be made on the open market, through the facilities of the TSX and NASDAQ Global Market, at the prevailing market price. The timing of such repurchases, if any, will depend on price, market conditions and applicable regulatory requirements.

The NCIB will become effective on November 12, 2012 and end on November 11, 2013 or on an earlier date if EXFO repurchases the maximum number of shares permitted. The average daily trading volume (ADTV) of EXFO's subordinate voting shares was 25,293 on the TSX and 24,504 on the NASDAQ over the last six completed calendar months. Accordingly, EXFO is entitled to repurchase up to 25% of the ADTV on any trading day (being 6,323 subordinate voting shares on the TSX and 6,126 subordinate voting shares on the NASDAQ). The program does not require the company to repurchase a minimum number of shares and it may be modified, suspended or terminated at any time without prior notice. All shares acquired by EXFO under the bid will be cancelled.

EXFO believes that the repurchase of some of its subordinate voting shares is an appropriate and desirable use of its available cash. Consequently, EXFO believes that the offer is made in the best interests of the company and its shareholders.

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