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RNS Number : 7173I TP ICAP Group plc 09 August 2023
TP ICAP Group plc
LEI: 2138006YAA7IRVKKGE63
9 August 2023
TP ICAP Group plc
Launch of share buyback programme of £30 million
TP ICAP Group plc (the "Company" or "TP ICAP") announces that it will commence
a share buyback programme, starting today, of TP ICAP's ordinary shares of 25p
each (the "Ordinary Shares") for a maximum consideration of £30 million (the
"Buyback"), in order to reduce the capital of the Company and/or meet
obligations under employee share schemes. Ordinary Shares purchased under the
Buyback that are not cancelled will have their rights to dividend receipt
waived by the Company.
The Buyback highlights the Board's confidence in the future prospects of TP
ICAP, reflects its strong financial position and is consistent with its
dynamic capital management strategy. It is being funded by a range of
initiatives, following the Jersey re-domiciliation in February 2021, and cash
generation.
TP ICAP is cash generative with a prudent capital management framework and the
Board believes the Buyback strikes the appropriate balance between the
continued and substantial investment in the Company's organic prospects such
as Fusion, Liquidnet Credit, and Parameta Solutions alongside reducing net
debt at a time when interest rates are high, and the Company's clear dividend
policy of a 50% pay-out ratio of adjusted post-tax earnings for the year as
whole. An interim dividend per share of 4.8 pence, up 7%, will be paid on 3
November 2023 to eligible shareholders.
In addition to the Buyback, we are also pleased to report that we have freed
up £100 million of cash to pay down debt six months ahead of schedule.
Subject to the Company's balance sheet and business investment opportunities,
the Board will continue to assess opportunities to free up cash and pay down
more debt, and/or return further capital to shareholders.
Any share purchases will be made by the Company within certain pre-set
parameters and in accordance with the general authority of the Company to
repurchase shares granted by shareholders at the Company's Annual General
Meeting held on 17 May 2023, which permits the Company to purchase no more
than 78,867,093 ordinary shares (or 10% of the issued share capital).
The Buyback will be conducted in compliance with Chapter 12 of the Financial
Conduct Authority's Listing Rules and with European Union (EU) Regulation No
596/2014 ("MAR") and the MAR buyback technical standards (Commission Delegated
Regulation (EU) 2016/1052) (the "Technical Standards"), both of which form
part of Retained EU Law as defined in the European Union (Withdrawal) Act
2018.
The Company will initially rely on the safe harbour conditions for trading set
out in Article 3(2) and Article 3(3) of the Technical Standards. However, if
the safe harbour conditions were to constrain the Company's ability to
purchase the Buyback within the targeted timeframe given, for example, share
illiquidity, the Company may subsequently decide and announce its intention to
trade outside of the safe harbour conditions.
The Company has entered into an agreement with Peel Hunt LLP ("Peel Hunt")
under which it has issued irrevocable instructions to Peel Hunt to manage the
Buyback as "matched" principal. Peel Hunt will carry out the Company's
instructions through the acquisition of Ordinary Shares for subsequent
repurchase by the Company. This arrangement is in accordance with Chapter 12
of the UKLA Listing Rules and the Company's general authority to repurchase
Ordinary Shares. Peel Hunt will make its trading decisions under the Programme
independently of, and uninfluenced by, the Company. Purchases may therefore
continue during any closed periods of the Group.
Peel Hunt will undertake transactions in Ordinary Shares on any available
trading venue or on an over-the-counter basis in order to execute the Buyback.
Disclosure of such transactions will not be made by Peel Hunt as a result of
or as part of the Buyback, but Peel Hunt will continue to make any disclosures
it is otherwise legally required to make.
Details of any and all purchases made under the Programme will be provided via
RNS announcements by no later than 7.30 a.m. on the business day following the
calendar day on which the purchase occurred and also published in the
regulatory news section of the Group's website.
Forward looking statements
This document contains forward looking statements with respect to the
financial condition, results and business of the Company. By their nature,
forward looking statements involve risk and uncertainty and there may be
subsequent variations to estimates. The Company's actual future results may
differ materially from the results expressed or implied in these
forward-looking statements.
Enquiries:
Analysts and investors
Dominic Lagan
Direct: +44 (0) 20 3933 0447
Email: dominic.lagan@tpicap.com (mailto:dominic.lagan@tpicap.com)
Media
Richard Newman
Direct: +44 (0) 7469 039 307
Email: richard.newman@tpicap.com (mailto:richard.newman@tpicap.com)
About TP ICAP
● TP ICAP connects buyers and sellers in global financial, energy and
commodities markets.
● We are the world's leading wholesale market intermediary, with a portfolio of
businesses that provide broking services, data & analytics and market
intelligence, trusted by clients around the world.
● We operate from more than 60 offices across 28 countries, supporting brokers
with award-winning and market-leading technology.
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