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RNS Number : 1631X Coca-Cola Europacific Partners plc 14 February 2025
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE AN
OFFER OR INVITATION TO PURCHASE ANY SECURITIES IN ANY JURISDICTION OR A
SOLICITATION OF ANY VOTE OR APPROVAL.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (DIRECTLY OR INDIRECTLY) IN WHOLE
OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.
Coca-Cola Europacific Partners plc announces share buyback programme 1 of up
to €1bn
14 February 2025
As disclosed in the preliminary results for the financial year 2024 released
today, Coca-Cola Europacific Partners plc (the "Company") intends to return up
to €1bn to shareholders through a coordinated share buyback programme on (i)
Nasdaq and other appliable US trading venues ("the US Trading Venues") and
(ii) the London Stock Exchange, CBOE Europe Limited (through the BXE and CXE
order books) and Aquis (the "London Trading Venues") (the "Programme"). The
Programme will begin on 18 February 2025 and is expected to be completed prior
to the end of February 2026. The purpose of the Programme is to reduce the
issued share capital of the Company. All shares repurchased as part of the
Programme will be cancelled.
The Company has entered into an arrangement in relation to the initial period
of the Programme 2 with Goldman Sachs & Co. LLC and Goldman Sachs
International (together with their affiliates "GS"), consisting of two
contracts to enable the purchase of ordinary shares on both the US Trading
Venues and the London Trading Venues. GS will act as riskless principal, share
purchases will be made in accordance with the arrangement and shall be made
independently of and uninfluenced by the Company.
Additional details
The Programme will be effected in accordance with (i) (in relation to
purchases made on the London Trading Venues) the scope of the authority to
repurchase ordinary shares "on market" conferred on the Company at the 2024
Annual General Meeting and any further authority to be conferred at the 2025
Annual General Meeting 3 , (ii) (in relation to purchases made on the US
Trading Venues) the scope of the authority to repurchase ordinary shares "off
market" conferred on the Company at the 2024 Annual General Meeting and any
further authority to be conferred at the 2025 Annual General Meeting; (iii)
(in relation to purchases made on the London Trading Venues) (EU) No 596/2014
(the Market Abuse Regulation) and the Commission Delegated Regulation (EU)
2016/1052 as applicable (both as in force in the UK, and as they form part of
retained UK law as defined in the European Union (Withdrawal) Act 2018), (iv)
Chapter 9 of the UK Listing Rules; and (v) applicable U.S. federal securities
laws, including applicable US securities laws and anti-manipulation provisions
thereof. In relation to purchases on the London Trading Venues, GS will
acquire CREST depositary interests on the London Trading Venues, which will be
cancelled together with the underlying shares they represent.
The maximum number of ordinary shares which may be purchased or committed to
be purchased by the Company under the contracts entered into in respect of the
initial period of the Programme is 46,027,917 which is the maximum number
pursuant to the relevant authorities granted by shareholders at the Company's
2024 Annual General Meeting.
Cautionary note on forward-looking statements
This document contains statements, estimates or projections that constitute
"forward-looking statements" concerning the financial condition, performance,
results, guidance and outlook, dividends, consequences of mergers,
acquisitions, joint ventures, divestitures, , strategy and objectives of
Coca-Cola Europacific Partners plc and its subsidiaries (together CCEP or the
Group). Generally, the words "ambition", "target", "aim", "believe", "expect",
"intend", "estimate", "anticipate", "project", "plan", "seek", "may", "could",
"would", "should", "might", "will", "forecast", "outlook", "guidance",
"possible", "potential", "predict", "objective" and similar expressions
identify forward-looking statements, which generally are not historical in
nature.
Forward-looking statements are subject to certain risks that could cause
actual results to differ materially. Forward-looking statements are based upon
various assumptions as well as CCEP's historical experience and present
expectations or projections. As a result, undue reliance should not be placed
on forward-looking statements, which speak only as of the date on which they
are made. Factors that, in CCEP's view, could cause such actual results to
differ materially from forward looking statements include, but are not limited
to, those set forth in the "Risk Factors" section of CCEP's 2023 Annual Report
on Form 20-F filed with the SEC on 15 March 2024 and subsequent filings,
including, but not limited to: changes in the marketplace; changes in
relationships with large customers; adverse weather conditions; importation of
other bottlers' products into our territories; deterioration of global and
local economic and political conditions; increases in costs of raw materials;
changes in interest rates or debt rating; deterioration in political unity
within the European Union; defaults of or failures by counterparty financial
institutions; changes in tax law in countries in which we operate; additional
levies of taxes; legal changes in our status; waste and pollution, health
concerns perceptions, and recycling matters related to packaging; global or
regional catastrophic events; cyberattacks against us or our customers or
suppliers; technology failures; initiatives to realise cost savings;
calculating infrastructure investment; executing on our acquisition strategy;
costs, limitations of supplies, and quality of raw materials; maintenance of
brand image and product quality; managing workplace health, safety and
security; water scarcity and regulations; climate change and legal and
regulatory responses thereto; other legal, regulatory and compliance
considerations; anti-corruption laws, regulations, and sanction programmes;
legal claims against suppliers; litigation and legal proceedings against us;
attracting, retaining and motivating employees; our relationship with TCCC and
other franchisors; and differing views among our shareholders.
Due to these risks, CCEP's actual future financial condition, results of
operations, and business activities, including its results, dividend payments,
capital and leverage ratios, growth, including growth in revenue, cost of
sales per unit case and operating profit, free cash flow, market share, tax
rate, efficiency savings, achievement of sustainability goals, including net
zero emissions and recycling initiatives, capital expenditures, , may differ
materially from the plans, goals, expectations and guidance set out in
forward-looking statements. These risks may also adversely affect CCEP's share
price. CCEP does not undertake any obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future
events, or otherwise, except as required under applicable rules, laws and
regulations.
CONTACTS
Company Secretariat Investor Relations Media Relations
Clare Wardle Sarah Willett Shanna Wendt
clare.wardle@ccep.com (mailto:clare.wardle@ccep.com) sarah.willett@ccep.com mediaenquiries@ccep.com
ABOUT CCEP
Coca-Cola Europacific Partners is one of the world's leading consumer goods
companies. We make, move and sell some of the world's most loved brands -
serving nearly 600 million consumers and helping over 4 million customers
across 31 countries grow.
We combine the strength and scale of a large, multi-national business with an
expert, local knowledge of the customers we serve and communities we support.
The Company is currently listed on Euronext Amsterdam, NASDAQ (and a
constituent of the Nasdaq 100), London Stock Exchange and on the Spanish Stock
Exchanges, trading under the symbol CCEP.
For more information about CCEP, please visit www.cocacolaep.com
(http://www.cocacolaep.com/) and follow CCEP on LinkedIn
(https://www.linkedin.com/company/coca-cola-europacific-partners/)
1 As announced in CCEP's FY25 guidance as part of its preliminary results
for the financial year. The maximum figure reflects CCEP's current view of
market conditions.
2 Expected to cover the period from the date of this announcement until 23
May 2025, the day following the 2025 Annual General Meeting. The aggregate
amount for purchases in respect of this initial tranche of the Programme is
€275,000,000 of which, up to €55,000,000 would be in respect of the London
Trading Venues (with purchases on the London Trading Venues expected to be
completed by 16 May 2025).
3 The existing shareholder authorities to buy back shares granted at the
Company's 2024 Annual General Meeting will expire at the earlier of the close
of business on 30 June 2025, and the end of the Company's 2025 Annual General
Meeting. The Company expects to seek renewal of shareholder authority to buy
back shares at the 2025 Annual General Meeting, so that its repurchases under
the Programme may continue.
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