REG - Headlam Group PLC - Share Buyback Programme

HeadlamAnnouncement

09/03/2022 07:17

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RNS Number : 1039E  Headlam Group PLC  09 March 2022

 
9 March 2022

Headlam Group plc

('Headlam' or the 'Company')

 

Share Buyback Programme

Headlam (LSE: HEAD), Europe's leading floorcoverings distributor, today
announces that it will undertake a share buyback programme of a maximum
aggregate consideration of £15.0 million (the 'Share Buyback Programme').

As referenced in January 2022's Pre-Close Trading Update and today's Final
Results announcement, the Company's net funds position is comfortably above
current capital requirements despite increased levels of investment, and the
Company continues to be highly cash generative. As at 31 December 2021, the
Company's net funds position (excluding lease liabilities) was £53.7 million.
As such, and as set out in today's Final Results, the Company is returning
£30.0 million of surplus funds to shareholders. The return is via both a
special dividend (£15.0 million) and the Share Buyback Programme (£15.0
million).

 

Details of the special dividend of 17.7 pence per ordinary share of 5 pence
each ('Ordinary Share') are given within the Final Results. For the time being
an element of capital is being retained on the Company's balance sheet to
allow for further investment in the business should the Company wish to
accelerate growth projects, to provide flexibility including on the financing
of any potential M&A, and also as a prudent precaution against unforeseen
events.

The Company has appointed its corporate brokers, Panmure Gordon (UK) Limited
('Panmure Gordon') and Peel Hunt LLP ('Peel Hunt'), to manage the Share
Buyback Programme to repurchase Ordinary Shares on the Company's behalf from
10 March 2022.

The Company has entered into an irrevocable commitment with Panmure Gordon and
Peel Hunt to operate the Share Buyback Programme through a non-discretionary
programme, repurchasing the Ordinary Shares on its behalf, and within certain
defined parameters. Panmure Gordon and Peel Hunt will make trading decisions
in relation to the buyback of Ordinary Shares independently of the Company
within the programme terms.

Share repurchases will take place in open market transactions and may be made
from time to time depending on market conditions, share price and trading
volume. Under the Share Buyback Programme, the repurchased shares will either
be cancelled or held in treasury at the Company's discretion for later reissue
or cancellation. Shares held in treasury are not entitled to dividends and
have no voting rights at the Company's general meetings.

The Share Buyback Programme is in accordance with Headlam's general authority
to purchase a maximum of 8,511,120 Ordinary Shares, granted by its
shareholders at the Annual General Meeting held on 21 May 2021, and the
purpose of the Share Buyback Programme is to reduce the Company's share
capital. The Share Buyback Programme will be conducted within the parameters
of the Market Abuse Regulation 596/2014/EU and the Commission Delegated
Regulation 2016/1052/EU (each as incorporated into UK domestic law by the
European Union (Withdrawal) Act 2018, including where relevant pursuant to the
Market Abuse (Amendment)(EU Exit) Regulations 2019) and Chapter 12 of the
Listing Rules. The Company confirms that it currently has no other unpublished
price sensitive information.

Headlam will make further regulatory announcements in respect of repurchases
of Ordinary Shares, including as to whether those shares have been cancelled
or are held in treasury.

As of the 8 March 2022, the Company's total issued share capital consisted of
85,639,209 Ordinary Shares, with one voting right per share. The Company held
314,957 Ordinary Shares as treasury shares. Therefore, the total number of
voting rights in the Company was 85,324,252.

 Headlam Group plc                                           Tel: 01675 433 000
 Chris Payne, Chief Executive                                Email:  headlamgroup@headlam.com (mailto:headlamgroup@headlam.com)
 Catherine Miles, Director of IR and ESG

 Panmure Gordon (UK) Limited (Corporate Broker)              Tel: 020 7886 2500
 Erik Anderson / Edward Walsh (Corporate Broking)

 Atholl Tweedie / James Sinclair-Ford (Corporate Advisory)

 Peel Hunt LLP (Corporate Broker)                            Tel: 020 7418 8900
 George Sellar / John Welch / Andrew Clark

 Alma PR  (Financial PR)                                     Tel: 020 3405 0205
 Susie Hudson / Rebecca Sanders-Hewett / Lily Soares Smith   Email: headlam@almapr.co.uk

This announcement contains information which, prior to its disclosure, was
inside information.

 

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