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RNS Number : 3418W Morgan Advanced Materials PLC 22 August 2025
22 August 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"). On 7 March 2025, Morgan Advanced Materials announced
that: (i) the first tranche of the Buyback Programme of up to a maximum of
£10 million (excluding expenses) completed on 4 March 2025; and (ii) the
second tranche of the Buyback Programme of up to a maximum of £10 million
(excluding expenses) commenced on 5 March 2025 ("Tranche 2").
Having reviewed the progress of Tranche 2, the Board has determined that a
third tranche of the Buyback Programme of up to a maximum of £10 million
(excluding expenses) ("Tranche 3") should be commenced. The Company announces
that it has today instructed Investec Bank plc ("Investec") to commence
Tranche 3 immediately upon completion of Tranche 2, which will occur once
shares to the value of £10 million (excluding expenses) have been repurchased
by the Company under Tranche 2. Currently, shares to the value of £4.7
million have been repurchased by the Company under Tranche 2.
A further announcement will be released in due course upon completion of
Tranche 2 and the commencement of Tranche 3.
Details of Tranche 3
Morgan Advanced Materials announces that, pursuant to Tranche 3, it has
entered into an irrevocable, non-discretionary agreement with 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 3 will be carried out on the London Stock Exchange and/or other
recognised investment exchange(s). Tranche 3 will commence immediately upon
the completion of Tranche 2 (which will occur once Shares to the value of £10
million (excluding expenses) have been repurchased by the Company under
Tranche 2) and end no later than 31 July 2026. A further announcement will be
made in due course upon completion of Tranche 2 and the commencement of
Tranche 3.
Any purchases of Shares effected pursuant to Tranche 3 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 2025 Annual General Meeting on 8 May
2025 and, as relevant, any authority granted by shareholders at the Company's
2026 Annual General Meeting. 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.
The maximum number of Shares that can be purchased under Tranche 3 is the
lower of: (i) a maximum aggregate of: (a) with respect to Share purchases
conducted prior to the earlier of the Company's 2026 Annual General Meeting
and 30 June 2026, 28,139,688 shares (less any Shares purchased under Tranche 2
following the conclusion of the 2025 Annual General Meeting); and (b) with
respect to Share purchases conducted following the conclusion of the 2026
Annual General Meeting, the maximum number of Shares specified by the terms of
any authority granted by shareholders at the 2026 Annual General Meeting; and
(ii) a maximum aggregate consideration of £10,000,000 (excluding expenses).
The purpose of the Buyback Programme is to reduce the Company's share capital
and any Shares purchased pursuant to the Buyback Programme will be cancelled.
Any further tranches of the Buyback Programme, which may be conducted after
completion of Tranche 3, 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
279,227,909 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
279,227,909.
For further enquiries:
Richard Armitage, CFO Morgan Advanced Materials plc 01753 837000
Nicholas Frost, Investor Relations
Nina Coad Brunswick 0207 404 5959
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