REG - Pearson PLC - Announcement of share repurchase programme

PearsonAnnouncement

Today 07:00

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20250701:nRSA0859Pa&default-theme=true

RNS Number : 0859P  Pearson PLC  01 July 2025

1 July 2025

Pearson plc

 

Announcement of share repurchase programme

 

Pearson plc (the Company) announces that it has entered into an engagement
with Citigroup Global Markets Limited (the Bank) in connection with the second
and final tranche of its £350 million share buyback programme launched on 18
March 2025 (the Second Tranche) ahead of the closed period prior to its
interim results announcement. As previously announced, the Second Tranche will
be in the sum of £175 million.

 

The first tranche of the Programme, conducted by Morgan Stanley & Co.
International plc, in the sum of £175 million (the First Tranche), is
anticipated to end on or before 18 August 2025. The Second Tranche is expected
to automatically commence on the business day following completion of the
First Tranche and is anticipated to end on a date no later than five months
after the commencement of the Second Tranche (the Engagement Period).
Purchases may continue during any closed periods of the Company during the
Engagement Period.

 

The Company has entered into an engagement with the Bank under which it has
issued a non-discretionary irrevocable instruction to the Bank to manage the
Second Tranche. The Bank will carry out the instruction through the
acquisition of ordinary shares in the Company for repurchase by the Company.
The Bank will make trading decisions in relation to the Company's ordinary
shares repurchased under the Second Tranche independently of, and uninfluenced
by, the Company.

 

Any acquisitions of its ordinary shares by the Company will be effected within
certain pre-set parameters set out in the Bank's engagement letter, and in
accordance with the Company's AGM authority to repurchase ordinary shares (at
the AGM on 2 May 2025, shareholders gave the Company authority to purchase a
maximum of 66,657,551 ordinary shares), Chapter 9 of the Financial Conduct
Authority's UK Listing Rules and the provisions of the Market Abuse Regulation
596/2014/EU (as it forms part of UK law pursuant to the European Union
(Withdrawal) Act 2018, as amended) and will be discontinued in the event that
the Company ceases to have the necessary general authority to repurchase
ordinary shares.

 

The sole purpose of the Programme is to reduce the capital of the Company. As
such, the Company will cancel any ordinary shares purchased.

 

For the avoidance of doubt, no repurchases will be made in respect of the
Company's American Depositary Receipts.

 

The Bank may undertake transactions in the Company's ordinary shares during
the Engagement Period in order to manage its market exposure under the Second
Tranche.

 

 

Contacts

 

 Investor Relations  Alex Shore          +44 (0) 7720 947 853
                       Steph Crinnegan   +44 (0) 7780 555 351
                     Gemma Terry         +44 (0) 7841 363 216
                     Brennan Matthews    +1 (332) 238-8785
 Teneo               Ed Cropley          +44 (0) 7492 949 346

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  MSCSDFFUSEISEIM