REG - Distribution Finance - Share Buyback Programme

Distribution Finance Capital HoldingsAnnouncement

16/01/2025 07:15

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RNS Number : 4989T  Distribution Finance Cap. Hldgs PLC  16 January 2025

This announcement contains inside information as stipulated under the UK
version of the Market Abuse Regulation (EU no. 596/2014) as it forms part of
UK law by virtue of the European Union (Withdrawal) Act 2018 (as amended from
time to time) ("MAR").

 

 

LEI: 2138004TJJJSFYYCWP10

16 January 2025

 

Distribution Finance Capital Holdings plc

(the "Company" together with its subsidiaries the "Group")

 

Share Buyback Programme

 

Distribution Finance Capital Holdings plc, a specialist bank providing working
capital solutions to dealers and manufacturers across the UK, is pleased to
announce the commencement of a share buyback programme ("Share Buyback
Programme") to purchase ordinary shares of £0.01 each in the capital of the
Company ("Ordinary Shares") up to a maximum aggregate consideration of the
lower of either £5 million or 17.5 million Ordinary Shares (c.10 per cent. of
the issued share capital of the Company) ("Maximum Amount").

As announced in the Group's trading update earlier today, the Share Buyback
Programme is being initiated due to the Board's belief that the current share
price materially undervalues the Group's future prospects and its intrinsic
earnings potential, and in order to further enhance shareholder returns.

 

The Group has entered into an agreement with its broker Panmure Liberum
Limited ("Panmure Liberum") to carry out purchases of its Ordinary Shares
under the Share Buyback Programme on its behalf. Panmure Liberum will manage
the purchases on a discretionary basis, purchasing Ordinary Shares on the
London Stock Exchange within certain pre-set parameters over the Share Buyback
Programme up to the Maximum Amount.

 

In addition to the authority granted by the Company's shareholders at the
Annual General Meeting ("AGM") held on 5 June 2024, the Group has sought
regulatory approval from the Prudential Regulation Authority to undertake the
Share Buyback Programme, which has now been received, to  purchase up to 17.5
million Ordinary Shares (c.10 per cent. of the Company's issued share
capital).

 

In line with the authority given at the 2024 AGM, the maximum price (exclusive
of expenses) which may be paid for an Ordinary Share shall not be more than
the higher of: (i) an amount equal to 105% of the average middle market
quotations for an Ordinary Share, as derived from the AIM Appendix to the
London Stock Exchange Daily Official List, for the five business days
immediately preceding the day on which the Ordinary Share is purchased; and
(ii) an amount equal to the higher of the price of the last independent trade
of an Ordinary Share and the highest current independent bid for an Ordinary
Share as derived from the trading venue where the purchase is carried out. Any
Ordinary Shares acquired as a result of the Share Buyback Programme will be
held in treasury.

 

Shareholders should be aware that the Share Buyback Programme may on any given
trading day represent a significant portion of the daily traded volume in the
Group's Ordinary Shares on the London Stock Exchange, and may exceed 25% (but
will not exceed 50%) of the average daily traded volume on the London Stock
Exchange. Accordingly, the Group may not benefit from the exemption contained
in Article 5(1) of MAR.

 

The Group has authorised the Share Buyback Programme to commence from today
and will continue until the earlier of: (i) the date on which the Maximum
Amount payable by the Company has been reached, and (ii) 30 June 2025,
conditional on the share buyback authority being renewed at the Company's 2025
AGM.

 

Any market purchase of Ordinary Shares pursuant to the Share Buyback Programme
will be announced no later than 7:30am (UK time) on the business day following
the day on which the purchase occurred.

 

The Group confirms that it currently has no inside information.

 

The person responsible for arranging the release of this announcement on
behalf of the Company is Karen D'Souza (Company Secretary).

 

For further information contact:

 Distribution Finance Capital Holdings plc
 Carl D'Ammassa - Chief Executive Officer                                  +44 (0) 161 413 3391
 Kam Bansil - Head of Investor Relations                                   +44 (0) 7779 229508
 http://www.dfcapital-investors.com (http://www.dfcapital-investors.com/)

 Panmure Liberum Limited (Nomad and Broker)                                +44 (0) 203 100 2000
 Chris Clarke

 William King

 

 

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