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RNS Number : 2890J Ryanair Holdings PLC 20 May 2025
20 May 2025
Ryanair Holdings plc
Share buy-back programme
Ryanair Holdings plc (the "Company") announces that it has entered into
arrangements with its brokers, Citigroup Global Markets Europe AG ("Citi") and
J&E Davy Unlimited ("Davy") (collectively the "Brokers"), to commence a
share buy-back programme to repurchase on its behalf ordinary shares of
€0.006 each (the "Shares"), including Shares underlying American Depositary
Shares, during the period commencing on 20 May 2025 and ending not later than
19 May 2026 (the "Programme").
The maximum consideration payable by the Company in respect of repurchases of
Shares and of Shares underlying American Depositary Shares under these
arrangements is €750 million.
The Programme will at all times be conducted in accordance with (and within
the parameters prescribed by) the Company's general authority to repurchase
Shares as approved by shareholders at the Company's AGM on 12 September 2024
(and as such authority may be renewed and/or amended). The purpose of the
Programme is to reduce the share capital of the Company. All Shares
repurchased will be cancelled.
The Brokers will purchase Shares not underlying the American Depositary Shares
on behalf of the Company (on a riskless principal basis) on Euronext Dublin.
The Brokers will repurchase these Shares for a maximum consideration of up to
€375 million and will make trading decisions independently of the Company
within certain pre-set parameters. The repurchase of these Shares will be
conducted in accordance with the parameters prescribed by the relevant
provisions of the Market Abuse Regulation 596/2014/EU and the Commission
Delegated Regulation (EU) 2016/1052.
Davy will purchase Shares underlying American Depositary Shares on behalf of
the Company (on a riskless principal basis and through the acquisition of
American Depositary Shares on Nasdaq). Davy will purchase Shares underlying
the American Depositary Shares for a maximum consideration of up to €375
million and Davy will make trading decisions independently of the Company
within certain pre-set parameters. The repurchase of Shares underlying the
American Depositary Shares as part of the Programme will be conducted in
accordance with Rule 10b-18 and Rule 10b5-1 under the Securities Exchange Act
of 1934, as amended.
The timing, the actual number of Shares repurchased, and the split between
Shares and Shares underlying American Depositary Shares repurchased, will be
dependent on market conditions, cashflow obligations, legal and regulatory
requirements and the other terms and limitations contained in the Programme.
Purchases made under the Programme will be announced on a weekly basis.
Contact:
Jamie Donovan
Head of Investor Relations
Ryanair Holdings plc
Tel: +353 1 945 1212
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