REG - EKF Diagnostics Hldg - Share Buyback Programme

EKF Diagnostics HoldingsAnnouncement

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RNS Number : 5801T  EKF Diagnostics Holdings PLC  19 February 2026

 

 This announcement contains inside information

for the purposes of UK Market Abuse Regulation.

 

 

EKF Diagnostics Holdings plc

("EKF" or the "Company")

 

Share Buyback Programme

 

 

EKF Diagnostics Holdings plc (AIM: EKF), the AIM-listed global diagnostics
business, announces that it intends to conduct on-market purchases under a
share buyback programme to repurchase up to 5,000,000 ordinary shares of 1p
each in the capital of the Company ("Ordinary Shares"), representing up to
approximately 1.15 per cent. of the Company's current issued share
capital, pursuant to the authorities obtained at the Company's last annual
general meeting ("AGM") held on 20 May 2025 (the "Buyback").

 

The purpose of the Buyback is to return cash to shareholders and to reduce
the share capital of the Company. The Buyback will be funded from the
Company's existing surplus cash resources and all Ordinary Shares purchased
will be held in treasury. Any repurchases made following the Company's next
AGM being held on 19 May 2026 ("2026 AGM") will be conditional upon a further
shareholder approval of the Company's general buyback authority being obtained
at that meeting and subject to the limit of 67,730,993 Ordinary Shares, or
such other number as would represent approximately 15 per cent. of the
Company's issued share capital at the time of issue of notice of the 2026
AGM. The Company intends to operate the Buyback from the date of this
announcement until the earlier of the date on which purchase of 5,000,000
Ordinary Shares has been completed, the 2026 AGM in the event further
shareholder approval is not obtained, or 31 December 2026.

 

The Company has appointed Singer Capital Markets Securities Limited ("Singer
Capital Markets") to execute and manage the Buyback and has given an
irrevocable instruction to Singer Capital Markets to make market purchases of
Ordinary Shares on its behalf, independently to the Company. Singer Capital
Markets will make its trading decisions in relation to the Ordinary Shares
independently of the Company.

 

The maximum price which may be paid by the Company per Ordinary Share shall
not be more than 5 per cent above the average middle market quotations for
an Ordinary Share (as derived from the London Stock Exchange Daily Official
List) for the five business days immediately preceding the date of
repurchase. The maximum aggregate amount which may be paid for Ordinary
Shares acquired as part of the Buyback shall be subject to a limit of £1
million.

 

Christopher Mills, Non-Executive Director of the Company, is the Chief
Investment Officer of Harwood Capital Management (Gibraltar) Limited
("Harwood"), which is investment manager to Oryx International Growth Fund
Limited ("Oryx") and Chief Investment Officer of North Atlantic Smaller
Companies Investment Trust PLC ("NASCIT"). Mr. Mills is a director and
shareholder in Oryx and also a director and shareholder in NASCIT. Oryx and
NASCIT hold 35,581,729 and 90,999,271 Ordinary Shares, respectively, and
127,381,000 Ordinary Shares in aggregate (with 800,000 Ordinary Shares held by
Harwood Capital LLP), which is equivalent to approximately 29.49% of the
current total voting rights in the Company. Harwood will facilitate the
participation of these entities in the share buy back pro rata to their
existing aggregate holding, with the intention that the aggregate indirect
beneficial interest of Mr. Mills remains at approximately this level and in
any event does not exceed 30.00% of the prevailing total voting rights in the
Company following any repurchases. This is solely in order for Mr. Mills and
the above connected entities (which are, unless otherwise established, deemed
to be acting in concert in accordance with the City Code on Takeovers and
Mergers) to avoid otherwise being subject to an obligation under the City Code
on Takeovers and Mergers to make a mandatory offer for the Company's entire
share capital or to obtain the requisite shareholder approval for a waiver
from the Takeover Panel from such obligation.

 

There is no guarantee that the Buyback programme will be implemented in full
or that any purchases will be made.

 

As at the time of this announcement, the Company's total issued share capital
consists of 431,963,112 Ordinary Shares. 3,419,980 Ordinary Shares were
previously held in treasury but were cancelled on 18 February 2026. Therefore,
the total number of Ordinary Shares carrying voting rights is 431,963,112.

 

The above figure of 431,963,112 may be used by shareholders as the
denominator for the calculations by which they will determine if they are
required to notify their interest in, or a change to their interest in, the
Company under the FCA's Disclosure Guidance and Transparency Rules. Following
any completed purchases, further updates will be provided as to the total
voting rights in the Company's shares and the number of shares held in
treasury.

 

This announcement contains inside information for the purposes of Article 7 of
EU Regulation 596/2014 (which forms part of domestic UK law pursuant to the
European Union (Withdrawal) Act 2018).

 

 

The person responsible for arranging the release of this Announcement

on behalf of the Company is Julian Baines, Executive Chair.

 

 

 EKF Diagnostics Holdings plc                          www.ekfdiagnostics.com (http://www.ekfdiagnostics.com)
 Julian Baines, Executive Chair                         via Walbrook PR
 Gavin Jones, Chief Executive Officer

 Singer Capital Markets (Nominated Adviser & Broker)                                 Tel: +44 (0)20 7496 3000
 Phil Davies / Patrick Weaver

 Walbrook PR Limited              Tel: +44 (0)20 7933 8780 or ekf@walbrookpr.com
 Paul McManus / Alice Woodings    Mob: +44 (0)7980 541 893 / +44 (0)7407 804 654

 

 

 

About EKF Diagnostics Holdings plc (www.ekfdiagnostics.com
(http://www.ekfdiagnostics.com) )

 

EKF is an AIM-listed global diagnostics business focussed on:

 

 ●    Point-of-Care analysers in the key areas of Hematology and Diabetes
 ●    Life Sciences services provide specialist manufacture of enzymes and custom
      products for use in diagnostic, food and industrial applications.

 

EKF has headquarters in Penarth (near Cardiff) and operates five manufacturing
sites across the US and Germany, selling into over 120 countries world-wide.

 

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