REG - ITV PLC - ITV plc Share Purchase Programme

ITVAnnouncement

07/03/2024 07:15

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RNS Number : 9003F  ITV PLC  07 March 2024

7 March 2024

 

ITV PLC

Share Repurchase Programme

 

ITV plc ("ITV" or the "Company") today announces that it will commence a
programme to purchase ordinary shares of 10 pence each in the capital of the
Company (the "Shares") up to a maximum consideration of £235 million (the
"Programme"). This follows on from an earlier announcement of the Company's
intention to commence a share buyback programme made by the Company on 1 March
2024.

 

The Company has entered into a non-discretionary instruction to Morgan Stanley
& Co. International Plc ("Morgan Stanley") in relation to the purchase by
Morgan Stanley, acting as riskless principal, of Shares for an aggregate
purchase price of no greater than £235 million and the on-sale of such Shares
by Morgan Stanley to ITV. Purchases of Shares pursuant to the Programme will
take place during a period starting on 7 March 2024 and ending no later than
29 August 2025 (the "Engagement Period"). Under the Programme ITV will
purchase Shares from Morgan Stanley on the London Stock Exchange. Morgan
Stanley may purchase Shares on the London Stock Exchange, the Aquis Stock
Exchange and CBOE Europe. The purpose of the Programme is to reduce the share
capital of ITV.

 

Prior to the Company's Annual General Meeting scheduled to be held on 2 May
2024 (the "2024 AGM"), the maximum number of ordinary shares which may be
purchased by the Company under the Programme is 402,500,000 Shares, which is
the maximum pursuant to the authority granted by shareholders at the Company's
Annual General Meeting held on 4 May 2023 (the "2023 AGM"). This existing
authority to buy back shares granted at the 2023 AGM expires on the conclusion
of the 2024 AGM (or, if earlier, 4 August 2024).  The continuation of the
Programme after the 2024 AGM is subject to purchases of Shares pursuant to the
Programme remaining within the shareholder authority (if any) for the Company
to purchase its Shares that is granted at the 2024 AGM and, following the
expiry of such authority, the shareholder authority (if any) for the Company
to purchase its Shares that is granted at the Company's Annual General Meeting
to be held in 2025.

 

Any purchase of Shares undertaken in relation to this announcement will be
carried out on the London Stock Exchange and Multilateral Trading Facilities,
as defined by the Directive 2014/65/EU on markets in financial instruments
(including the delegated and implementing acts adopted under it) as
implemented, retained, amended, extended, re-enacted or otherwise given effect
in the United Kingdom from 1 January 2021 and as amended or supplemented in
the United Kingdom thereafter, and executed in accordance with the Listing
Rules and ITV's general authority to make market purchases of Shares from time
to time. The Shares will be purchased in accordance with the price and volume
conditions set out in the Commission Delegated Regulation (EU) 2016/1052 of 8
March 2016 supplementing Regulation (EU) No 596/2014 of the European
Parliament and of the Council with regard to regulatory technical standards
for the conditions applicable to buyback programmes and stabilisation measures
as implemented, retained, amended, extended, re-enacted or otherwise given
effect in the United Kingdom from 1 January 2021 and as amended or
supplemented in the United Kingdom thereafter.

 

ITV will announce any market purchase of Shares no later than 7.30 a.m. on the
business day following the calendar day on which the purchase occurred. To the
extent permitted by law, Shares purchased under the Programme will be held in
treasury.

 

Morgan Stanley may undertake transactions in Shares (which may include sales
and hedging activities, in addition to purchases) in order to manage its
market exposure under the Programme. Morgan Stanley will make any disclosures
it is legally required to make in relation to such transactions.

 

For further enquiries please
contact:

 

 Investor Relations

 Pippa Foulds        +44 7778 031097

 Faye Dipnarine      +44 20 7157 6581
 Media Relations

 Paul Moore          +44 7860 794444

 Laura Wootton       +44 7917 862293

 

 

This announcement does not constitute, or form part of, an offer or any
solicitation of an offer for securities in any jurisdiction.

 

 

 

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