REG - Keller Group PLC - Launch of second tranche of share buyback

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RNS Number : 8780A  Keller Group PLC  29 September 2025

 

29 September 2025

Keller Group plc

 

Launch of second tranche of multi-year share buyback programme

 

On 5 August 2025 Keller Group plc ('Keller' or the 'Group') announced that
following the successful completion of an initial £25 million tranche of the
multi-year share buyback programme in the first half of 2025, a further £25
million tranche is planned in the second half of 2025.

 

Keller announces that, pursuant to the multi-year share buyback programme, it
has entered into non-discretionary agreements with each of Investec Bank plc
('Investec') and Peel Hunt LLP ('Peel Hunt') (together the 'Brokers') to
execute the share buyback programme through on-market purchases of the Group's
Ordinary Shares of 10 pence each (the 'Shares'). Investec will execute the
first £12.5 million of the share buyback programme and Peel Hunt will execute
the second £12.5 million of the share buyback programme. Trading decisions
under the share buyback programme will be made by the Brokers independently of
the Group on an irrevocable and non-discretionary basis, subject to certain
parameters agreed prior to the commencement of the share buyback programme.
During any closed periods the Group and its directors have no power to invoke
any changes to the programme and it will be executed at the sole discretion of
the Brokers.

 

The purpose of the share buyback programme is to reduce the share capital of
the Group. Shares purchased pursuant to the buyback programme will be held in
Treasury and may be used to satisfy future obligations under the Group's
employee share plans.

 

The Board regularly reviews the Group's cash performance and ongoing capital
requirements and considers the share buyback programme to be in the best
interests of the Group and its shareholders, providing a further means of
returning surplus capital to shareholders, whilst maintaining the financial
flexibility to invest in the Group's strategy.

 

Any purchase of shares under the share buyback programme will be executed in
accordance with the Group's general authority(1) to repurchase shares granted
at its 2025 Annual General Meeting to purchase up to 7,297,658 Shares and any
subsequent authority, Market Abuse Regulation 596/2014 and the Commission
Delegated Regulation (EU) 2016/1052 (both as incorporated into UK domestic law
by the European Union (Withdrawal) Act 2018), and Chapter 9 of the Financial
Conduct Authority's UK Listing Rules. The maximum price paid per share
(exclusive of expenses) will be no more than the higher of: (i) 5% above the
average of the middle market quotations taken from the London Stock Exchange
Daily Official List for the five business days preceding any Ordinary Shares
being purchased; and (ii) the higher of the price of the last independent
trade and the highest independent bid for Ordinary Shares on the trading venue
where the purchase is carried out. The Group may repurchase up to 25% of the
average daily volume of the previous twenty business days per day. The minimum
price shall be no less than (exclusive of expenses) a price of 10 pence per
Share, being the nominal value of a Share.

 

The share buyback programme will commence today, 29 September 2025, and it is
anticipated will end no later than 31 March 2026.

 

Repurchases of shares under the share buyback programme will be announced no
later than 7.30 am on the business day following the calendar day on which the
repurchase occurred. There is no guarantee that the share buyback programme
will be implemented in full or that any Ordinary Shares will be repurchased by
Keller.

 

 

(1) The existing authority to buy back shares granted at the Company's 2025
Annual General Meeting will expire at the earlier of 14 August 2026 or the
Company's 2026 Annual General Meeting, where the Company expects to seek
renewal of that authority.

 

For further information, please contact:

                                                      www.keller.com (http://www.keller.com)
 Keller Group plc                                     020 7616 7575
 James Wroath, Chief Executive Officer
 David Burke, Chief Financial Officer
 Caroline Crampton, Group Head of Investor Relations

 FTI Consulting                                       020 3727 1340
 Nick Hasell
 Matthew O'Keeffe

 

Notes to editors:

Keller is the world's largest geotechnical specialist contractor providing a
wide portfolio of advanced foundation and ground improvement techniques used
across the entire construction sector. With around 10,000 staff and operations
across five continents, Keller tackles an unrivalled 5,500 projects every
year, generating annual revenue of c£3bn.

 

 

Cautionary statements:

This document contains certain 'forward-looking statements' with respect to
Keller's financial condition, results of operations and business and certain
of Keller's plans and objectives with respect to these items.

Forward-looking statements are sometimes, but not always, identified by their
use of a date in the future or such words as 'anticipates', 'aims', 'due',
'could', 'may', 'should', 'expects', 'believes', 'intends', 'plans',
'potential', 'reasonably possible', 'targets', 'goal' or 'estimates'. By their
very nature forward looking statements are inherently unpredictable,
speculative and involve risk and uncertainty because they relate to events and
depend on circumstances that will occur in the future. There are a number of
factors that could cause actual results and developments to differ materially
from those expressed or implied by these forward-looking statements. These
factors include, but are not limited to, changes in the economies and markets
in which the Group operates; changes in the regulatory and competition
frameworks in which the Group operates; the impact of legal or other
proceedings against or which affect the Group; and changes in interest and
exchange rates. For a more detailed description of these risks, uncertainties
and other factors, please see the Principal risks and uncertainties section of
the Strategic report in the Annual Report and Accounts. All written or verbal
forward looking-statements, made in this document or made subsequently, which
are attributable to Keller or any other member of the Group or persons acting
on their behalf are expressly qualified in their entirety by the factors
referred to above. Keller does not intend to update these forward-looking
statements. Nothing in this document should be regarded as a profits forecast.
This document is not an offer to sell, exchange or transfer any securities of
Keller Group plc or any of its subsidiaries and is not soliciting an offer to
purchase, exchange or transfer such securities in any jurisdiction. Securities
may not be offered, sold or transferred in the United States absent
registration or an applicable exemption from the registration requirements of
the US Securities Act of 1933 (as amended).

LEI number: 549300QO4MBL43UHSN10 Classification as per DTR 6 Annex 1R: 3.1

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