REG - Shoe Zone PLC - Share Buyback Programme

Shoe ZoneAnnouncement

02/09/2022 07:00

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RNS Number : 0225Y  Shoe Zone PLC  02 September 2022

The information contained within this announcement is deemed to constitute
inside information as stipulated under the Market Abuse Regulations (EU) No.
596/2014 to the extent it forms part of the domestic law of the United Kingdom
by virtue of the European Union (Withdrawal) Act 2018 (as amended by virtue of
the European Union (Withdrawal Agreement) Act 2020). Upon the publication of
this announcement, this inside information is now considered to be in the
public domain.

Shoe Zone plc

("Shoe Zone" or the "Company")

Share Buyback Programme

Shoe Zone announces that it intends to conduct a share buyback programme of
ordinary shares of £0.01 each in the capital of the Company ("Ordinary
Shares") up to a maximum aggregate consideration of £3,500,000 ("Maximum
Amount") (the "Buyback Programme").

The Company entered into an irrevocable and non-discretionary arrangement
with its broker, Zeus Capital Limited ("Zeus"), on 1 September 2022 to enable
Zeus to conduct the Buyback Programme on its behalf on a broker-managed basis,
with trading decisions being taken independently of the Company.

The Buyback Programme commences today and ends on 30 November 2022 or, if
earlier, the date upon which the aggregate consideration paid for Ordinary
Shares reaches the Maximum Amount (the "Buyback Period"). During the Buyback
Period the Company has no power to invoke any changes to the authority and any
purchases will be undertaken by Zeus, acting independently of, and
uninfluenced by the Company.

The Buyback Programme is in accordance with the terms of the Company's
authority to make market purchases of its own Ordinary Shares granted to it by
shareholders on 8 March 2022 (the "Authority"), including that the maximum
price paid per Ordinary Share shall not exceed the higher of: (a) 105 per
cent. of the average trading price of the Ordinary Shares as derived from the
middle market quotations for an Ordinary Share on the London Stock Exchange
Daily Official List for the five trading days immediately preceding the date
on which an Ordinary Share is contracted to be purchased; and (b) the higher
of the price of the last independent trade and the highest current independent
bid on the trading venue where the purchase is carried out. Subject to this
price limit, the Company has also stipulated that Ordinary Shares may be
purchased for no more than 200p per Ordinary Share.

Any Ordinary Shares acquired as a result of the Buyback Programme will be
initially held in treasury and then cancelled periodically.

In addition, further to the buyback programme announced on 29 July 2022, the
Company confirms that 500,000 Ordinary Shares currently held in treasury will
be cancelled. The Company will make further announcements once the
cancellation is effective.

Due to the limited liquidity in the issued Ordinary Shares, the purchase by
the Company of Ordinary Shares pursuant to the Authority on any trading day is
likely to represent a significant proportion of the daily trading volume in
the Ordinary Shares on AIM and is likely to exceed 25 per cent. of the average
daily trading volume, being the limit laid down in Article 5(1) of Regulation
(EU) No 596/2014 (to the extent it forms part of the domestic law of the
United Kingdom by virtue of the European Union (Withdrawal) Act 2018 (as
amended by virtue of the European Union (Withdrawal Agreement) Act 2020)) and,
accordingly, the Company will not benefit from the exemption contained in such
Article.

No Ordinary Shares will be sold by any member of the Board or their connected
parties (including, in particular, by Slawston Investments Limited ("SIL") or
Sheepy Magna Investments Limited ("SMIL"), being companies connected with
Anthony Smith and Charles Smith respectively) as part of the Buyback
Programme.

SIL and SMIL, in aggregate, hold over 50 per cent. of the total issued
Ordinary Shares and, as announced on 18 August 2022, SIL's holding of Ordinary
Shares exceeds 30 per cent. of the total issued Ordinary Shares. However, as
announced on 29 July 2022, the Panel has previously confirmed that, pursuant
to Note 1 of Rule 37.1 of the Takeover Code, SIL did not, and neither SIL nor
SMIL will, incur an obligation to make a mandatory offer pursuant to Rule 9 of
the Takeover Code should either of their respective interests in the Company
exceed 30 per cent. of the total issued Ordinary Shares or increase above 30
per cent. of the total issued Ordinary Shares (as applicable), in each case as
a result of any share purchases conducted through a share buyback programme.

The Company will make further announcements in due course following any share
purchases conducted through the Buyback Programme.

The Company confirms that it currently has no unpublished price sensitive
information.

 For further information please call:

Shoe Zone
PLC
Tel: +44 (0) 116 222 3000

Anthony Smith (Chief Executive)

Terry Boot (Finance Director)

 

Zeus (Nominated Adviser and Broker)
                                            Tel: +44
(0) 203 829 5000

David Foreman, James Hornigold, Guy Brinkley (Investment Banking)

Dominic King (Corporate Broking)

 

About Shoe Zone

Shoe Zone is a Town Centre, Retail Park and Digital footwear retailer,
offering low price and high quality footwear for the whole family.

Shoe Zone operates from a portfolio of 365 stores and has approximately 2,750
employees across the UK.

The store portfolio consists of 277 original high street stores containing the
core Shoe Zone product range and 43 hybrid high street stores and 45, Big Box,
larger retail park stores which also have additional brands such as Skechers,
Hush Puppies and Kickers.

Shoezone.com, combined with the store network, ensures a full multi-channel
offering for great customer service.

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