REG - Camellia PLC - Disposal

CamelliaAnnouncement

06/12/2024 07:00

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20241206:nRSF0532Pa&default-theme=true

RNS Number : 0532P  Camellia PLC  06 December 2024

Camellia Plc

Completion of, and receipt of proceeds from BF&M sale and launch of share
buy-back programme

6 December 2024

Completion of BF&M transaction

Camellia Plc ("Camellia" or "the Company") announces that the sale of its
shares in BF&M Limited to Bermuda Life Insurance Company Limited, a
subsidiary of Argus Group Holdings Limited, for a gross consideration of
US$100 million completed on 5 December and all funds have been received.  The
transaction will crystalise a net profit of c.£10.7 million including
accumulated exchange gains and losses.

The majority of the proceeds are expected to be used to grow the business and
improve profitability by investing in the Company's existing businesses and
through other value accretive growth opportunities over the medium term.

Byron Coombs, CEO, stated, "The completion of this transaction is an important
step for Camellia, enabling it to continue focusing on its strategy of growing
its agricultural businesses, through investment in its existing Group
companies as well as seeking new opportunities. We thank the team at BF&M
for their long-term association with Camellia and wish the merged companies
every success."

Launch of Share Buyback Programme

The Company also announces that its Board of Directors (the "Board") has
approved a return of up to £9.0 million to shareholders to be implemented
through an on-market buyback of Camellia's ordinary shares (the "Share Buyback
Programme").

Camellia has entered into non-discretionary arrangements with Panmure Liberum
Limited ("Panmure Liberum") to conduct the Share Buyback Programme on its
behalf from 5 December 2024.  Under these arrangements, Panmure Liberum will
make trading decisions in relation to the buyback of the Company's ordinary
shares independently of the Company within the programme terms and pre-set
parameters.

The purpose of the Share Buyback Programme is to reduce the Company's share
capital, provide an improvement in share liquidity and return capital to
shareholders.  As such, all ordinary shares repurchased by the Company under
the Share Buyback Programme will be cancelled.

Shares purchased under the Share Buyback Programme will take place in open
market transactions and may be made from time to time depending on market
conditions, share price and trading volumes.  The Share Buyback Programme
will be effected under the authority granted by shareholders at the Company's
2024 Annual General Meeting to purchase a maximum of 276,200 Ordinary Shares
(or 10% of the outstanding share capital). The Board has decided to limit the
purchase to a maximum of 138,100 shares (or 5% of the outstanding share
capital).  The Share Buyback Programme will run from the date of this
announcement until the earlier of the Company's next annual general meeting
and 30 June 2025.  Any further updates to the Share Buyback Programme will be
announced in due course.

The Share Buyback Programme will be conducted within the pricing parameters
prescribed by the Market Abuse Regulation 596/2014 and the Commission
Delegated Regulation (EU) 2016/1052 (as in force in the UK, from time to time,
including, where relevant, pursuant to the UK's European Union (Withdrawal)
Act 2018 and the Market Abuse (Amendment) (EU Exit) Regulations 2019) ("UK
MAR")).  However, due to the limited liquidity in the issued ordinary shares,
in order to proceed with the Share Buyback Programme in an effective manner,
the Company may exceed 25% (but remain below 50%) of the average daily trading
volume, being the limit laid down in Article 5(1) of UK MAR and, accordingly,
the Company may not benefit from the exemption contained in that Article.

The maximum price payable for the purchase by the Company of its own ordinary
shares will be limited to the higher of (A) 5% above the average of the middle
market quotations of the Company's ordinary shares, as derived from the AIM
Appendix to the Daily Official List of the London Stock Exchange, for the five
business days prior to the purchase and (B) the higher of (i) the price of the
last independent trade of an ordinary share and (ii) the highest current
independent bid for an ordinary share as derived from the London Stock
Exchange Trading System (SETS). The minimum price payable by the Company for
the purchase of its own ordinary shares will be 10 pence per share (being an
amount equal to the nominal value of an ordinary share).

The Company confirms that it currently has no unpublished price sensitive
information at the time of this announcement.

The Company will make further regulatory announcements in respect of
repurchases of its ordinary shares as required by UK MAR and the AIM Rules.

This announcement contains inside information for the purposes of UK MAR.

 ENQUIRIES

 Camellia                                                                            01622 746655
 Plc

 Byron Coombs Chief Executive Officer
 Oliver Capon, Chief Financial Officer

 Panmure Liberum                                                                     020 7886 2500

 Nominated Adviser and Broker
 Emma Earl
 Rupert Dearden

 H/Advisers Maitland                                                                 07785 292617
 PR
 William
 Clutterbuck

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  DISTABLTMTIMBAI