REG - Costain Group PLC - On-market Share Buyback Programme of £10m

CostainAnnouncement

21/08/2024 07:15

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RNS Number : 1664B  Costain Group PLC  21 August 2024

 

 

 21 August 2024

 

Costain Group PLC

On-market Share Buyback Programme of £10m

 

Costain Group PLC ("Costain" or the "Group") today announces its intention to
launch an on-market share buyback programme for up to a maximum aggregate
consideration of £10m (excluding stamp duty and expenses) (the "Buyback"), to
be carried out in two tranches. The first tranche of up to a maximum
consideration of £5m (the "First Tranche") will commence immediately. The
second tranche of up to a maximum consideration of £5m (the "Second Tranche")
will commence following completion of the First Tranche and it is anticipated
it will end no later than 28 March 2025, subject to market conditions.

 

The purpose of the Buyback is to reduce the Company's share capital and,
accordingly, any ordinary shares purchased by the Company will be cancelled.
The Buyback will also return surplus capital to shareholders and increase
earnings per share, while maintaining the financial flexibility to invest in
the Group's strategy to confidently deliver sustainable growth and attractive
returns.

 

Details of the Buyback

Costain has instructed Panmure Liberum Limited ("Panmure Liberum") and
Investec Bank plc ("Investec") to execute the Buyback.

 

Costain has entered into a non-discretionary and irrevocable instruction with
Panmure Liberum and Investec, pursuant to which Panmure Liberum (in respect of
the First Tranche) and Investec (in respect of the Second Tranche) will each
purchase the Company's ordinary shares of 1 pence each ("Ordinary Shares") for
up to a maximum consideration of £5m for each tranche, each acting severally
as riskless principal. The First Tranche will commence immediately. The Second
Tranche will commence following completion of the First Tranche and it is
anticipated it will end no later than 28 March 2025, subject to market
conditions.

 

The maximum number of Ordinary Shares that can be purchased in aggregate under
the First Tranche and Second Tranche is 27,671,888, being the number of shares
the Company is authorised to purchase pursuant to the authority granted by
shareholders at the Company's 2024 annual general meeting (the "2024 AGM") and
any subsequent authority.

 

Panmure Liberum and Investec will make their trading decisions in relation to
the Ordinary Shares independently of, and uninfluenced by, the Company, within
the terms and pre-set parameters of the Buyback.

 

Any purchase of Ordinary Shares under the Buyback 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 Buyback will be effected
under the general authority to repurchase Ordinary Shares granted by the
Company's shareholders at the 2024 AGM and in accordance with Chapter 12 of
the UK Financial Conduct Authority's Listing Rules, and Regulation (EU) No
596/2014 and Commission Delegated Regulation (EU) No 2016/1052 (both as they
form part of UK domestic law by virtue of the European Union (Withdrawal) Act
2018), including where relevant pursuant to the UK Market Abuse Regulation.

 

Any purchase of Ordinary Shares pursuant to the Buyback will be announced by
not later than 07:30 on the business day following the calendar day on which
the purchase occurred.

 

The Company will make further announcements in due course following the
completion of any repurchases. There is no guarantee that the Buyback will be
implemented in full or that any Ordinary Shares will be repurchased by the
Company. The Buyback will not impact the Company's existing Ordinary Share
dividend policy, which will continue unaffected through the regular awards of
interim and final dividends. At the time of this announcement, the Company's
share capital comprises 278,466,029 Ordinary Shares with voting rights.

 

Enquiries:

 

 Investors and analysts              paul.sharma@costain.com
 Paul Sharma, Costain                +44 (0) 7867 501188

 Financial media - Headland          costain@headlandconsultancy.com (mailto:costain@headlandconsultancy.com)
 Andy Rivett-Carnac                  +44 (0) 7968 997 365
 Charlie Twigg                       +44 (0) 7946 494 568 (tel:+44%20(0)79%204649%204568)

 

Notes to editors

 

Costain helps to improve people's lives by creating connected, sustainable
infrastructure that enables people and the planet to thrive. We shape, create
and deliver pioneering solutions that transform the performance of the
infrastructure ecosystem across the UK's transport, energy, water, and defence
markets.

 

We are organised around our customers, anticipating and solving their
challenges and helping to improve performance. By bringing together our unique
mix of construction, consulting and digital experts we engineer and deliver
sustainable, efficient and practical solutions.

 

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