REG - Morgan Adv.Materials - Continuation of Share Buyback Programme

Morgan Advanced MaterialsAnnouncement

28/02/2025 07:15

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RNS Number : 7963Y  Morgan Advanced Materials PLC  28 February 2025

28 February 2025

Morgan Advanced Materials PLC

("Morgan Advanced Materials" or the "Company")

 

Continuation of Share Buyback Programme

On 5 November 2024, Morgan Advanced Materials announced a share buyback
programme of up to a maximum of £40 million (excluding expenses) (the
"Buyback Programme"). Having reviewed the progress of the first tranche of up
to a maximum of £10 million (excluding expenses) which commenced on 5
November 2024 ("Tranche 1"), the Board has determined that a second tranche of
the Buyback Programme up to a maximum of £10 million (excluding expenses)
("Tranche 2") should be commenced. The Company announces that it has today
instructed Investec to commence Tranche 2 immediately upon completion of
Tranche 1, which is expected to occur no later than 31 March 2025. A further
announcement will be released in due course upon completion of Tranche 1 and
the commencement of Tranche 2.

In the context of the strong balance sheet position, the Board continues to
consider a share buyback to be an attractive use of capital to drive
shareholder value alongside the significant ongoing organic investment. The
Company continues to target through the cycle leverage range of 1.0x to 1.5x
net debt to adjusted EBITDA excluding M&A and expects to remain within
this range during 2025.

Tranche 2 will be for up to a maximum of £10 million (excluding expenses), as
set out further below. Any Shares purchased pursuant to the Buyback Programme
will be cancelled.

Details of Tranche 2

Morgan Advanced Materials announces that, pursuant to Tranche 2, it has
entered into an irrevocable, non-discretionary agreement with Investec Bank
plc ("Investec"), acting as riskless principal, to enable the Company to
purchase up to £10 million (excluding expenses) of the Company's ordinary
shares of 25 pence each (the "Shares"). Under the terms of the agreement,
Investec will make its trading decisions independently of and uninfluenced by
the Company in accordance with certain pre-set parameters. Any repurchases of
Shares by the Company pursuant to Tranche 1 will be carried out on the London
Stock Exchange and/or other recognised investment exchange(s). Tranche 2 will
commence immediately upon the completion of Tranche 1 (which is expected to be
completed no later than 31 March 2025) and end no later than 31 December 2025.
A further announcement will be made in due course upon completion of Tranche 1
and the commencement of Tranche 2.

Any purchases of Shares effected pursuant to Tranche 2 will be subject to the
terms of the agreement with Investec and in accordance with (and subject to
the limits prescribed by) the Company's general authority to repurchase Shares
granted by shareholders at the Company's 2024 Annual General Meeting on 9 May
2024 and any authority granted by shareholders at the Company's 2025 Annual
General Meeting. Tranche 2 will be conducted in accordance with the Market
Abuse Regulation (EU) No 596/2014 (as it forms part of UK domestic law and as
amended by the Market Abuse (Amendment) (EU Exit) Regulations 2019), the
Commission Delegated Regulation (EU) 2016/1052 (as it forms part of UK
domestic law and as amended by the FCA's Technical Standards (Market Abuse
Regulation) (EU Exit) Instrument 2019) and Chapter 9 of the UK Listing
Rules.

Any repurchase of Shares will be announced no later than 7:30 am on the
business day following the calendar day on which the repurchase occurred.
Subject to the terms of any authority granted by shareholders at the Company's
2025 Annual General Meeting, the maximum number of Shares that can be
purchased under Tranche 2 is 28,536,998, less any Shares purchased under
Tranche 1.

Any further tranches of the Buyback Programme, which may be conducted after
completion of Tranche 2, will be announced in due course. There is no
guarantee that the Buyback Programme will be implemented in full or that any
Shares will be repurchased by the Company. The Buyback Programme will not
impact the Company's existing Share dividend policy, which will continue
unaffected through the regular awards of interim and final dividends.

At the time of this announcement, the Company's share capital comprises
282,148,476 Ordinary Shares with voting rights and 437,281 cumulative
preference shares with no voting rights, save in specified limited
circumstances. The total number of voting rights in the Company is therefore
282,148,476.

 

 

For further enquiries:

 Pete Raby, CEO         Morgan Advanced Materials plc  01753 837000
 Richard Armitage, CFO

 Nina Coad              Brunswick                      0207 404 5959

 

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