Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
October 28 2021 - 9:52AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
_____________________
FORM
6-K
____________________
Report
of Foreign Private Issuer
Pursuant
to Rule 13a-16 or 15d-16
under
the Securities Exchange Act of 1934
For
the Month of October 2021
Commission
File Number: 001-38303
______________________
WPP
plc
(Translation
of registrant's name into English)
________________________
Sea
Containers, 18 Upper Ground
London,
United Kingdom SE1 9GL
(Address
of principal executive offices)
_________________________
Indicate by check
mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F:
Form 20-F
X Form 40-F
___
Indicate by check
mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(1): ___
Note: Regulation S-T Rule
101(b)(1) only permits the submission in paper of a Form 6-K if
submitted solely to provide an attached annual report to security
holders.
Indicate by check
mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7): ___
Note: Regulation S-T Rule
101(b)(7) only permits the submission in paper of a Form 6-K if
submitted to furnish a report or other document that the registrant
foreign private issuer must furnish and make public under the laws
of the jurisdiction in which the registrant is incorporated,
domiciled or legally organized (the registrant’s “home
country”), or under the rules of the home country exchange on
which the registrant’s securities are traded, as long as the
report or other document is not a press release, is not required to
be and has not been distributed to the registrant’s security
holders, and, if discussing a material event, has already been the
subject of a Form 6-K submission or other Commission filing on
EDGAR.
Forward-Looking Statements
In
connection with the provisions of the Private Securities Litigation
Reform Act of 1995 (the “Reform Act”), WPP plc and its
subsidiaries (the “Company”) may include
forward-looking statements (as defined in the Reform Act) in oral
or written public statements issued by or on behalf of the Company.
These forward-looking statements may include, among other things,
plans, objectives, projections and anticipated future economic
performance based on assumptions and the like that are subject to
risks and uncertainties. As such, actual results or outcomes may
differ materially from those discussed in the forward-looking
statements. Important factors that may cause actual results to
differ include but are not limited to: the unanticipated loss of a
material client or key personnel, delays or reductions in client
advertising budgets, shifts in industry rates of compensation,
regulatory compliance costs or litigation, natural disasters or
acts of terrorism, the Company’s exposure to changes in the
values of major currencies other than the UK pound sterling
(because a substantial portion of its revenues are derived and
costs incurred outside of the United Kingdom) and the overall level
of economic activity in the Company’s major markets (which
varies depending on, among other things, regional, national and
international political and economic conditions and government
regulations in the world’s advertising markets). In addition,
you should consider the risks described in Item 3D, captioned
“Risk Factors” in the Company’s Form 20-F for the
year ended 31 December 2019, which could also cause actual results
to differ from forward-looking information. In light of these and
other uncertainties, the forward-looking statements included in the
oral or written public statements should not be regarded as a
representation by the Company that the Company’s plans and
objectives will be achieved.
The
Company undertakes no obligation to update or revise any such
forward-looking statements, whether as a result of new information,
future events or otherwise.
EXHIBIT INDEX
Exhibit
No.
|
Description
|
1
|
Share buy-back programme dated 28 October 2021, prepared by WPP
plc.
|
FOR IMMEDIATE RELEASE
|
28 October 2021
|
WPP plc ("WPP")
Share buy-back programme
WPP announces that it has entered into an agreement with Goldman
Sachs International ("Goldman Sachs") on 28 October 2021 in
relation to the purchase by Goldman Sachs of WPP's ordinary shares
of 10 pence each ("Ordinary Shares") for an aggregate purchase
price of up to £200m (the "Programme"). Ordinary Shares
acquired by Goldman Sachs under the agreement will be
simultaneously on-sold by Goldman Sachs to WPP.
The purchase of shares in accordance with the Programme is expected
to commence shortly after 28 October 2021 and a further
announcement will be made upon completion. The purpose of the
Programme is to reduce the share capital of WPP.
Any purchase of Ordinary Shares contemplated by this announcement
will be carried out on the London Stock Exchange and/or other
trading venues.1 WPP's
shareholders generally authorised WPP to purchase up to a maximum
of 121,258,871 Ordinary Shares at its 2021 Annual General
Meeting held on 9 June 2021, subject to certain limitations (the
"Authority"). The aggregate number of Ordinary Shares acquired by
the Company pursuant to the Programme shall not exceed the maximum
number of Ordinary Shares which the Company is authorised to
purchase pursuant to the Authority. The Authority expires on the
earlier of the date of the Annual General Meeting of the Company to
be held in 2022 and 1 September 2022. The Programme will be
executed in accordance with (and subject to the limits prescribed
by) the Authority and will be conducted within the parameters
prescribed by the Market Abuse Regulation 596/2014/EU (as in force
in the UK and as amended by the Market Abuse (Amendment) (EU Exit)
Regulations 2019), the Commission Delegated Regulation 2016/1052/EU
(as in force in the UK and as amended by the FCA's Technical
Standards (Market Abuse Regulation) (EU Exit) Instrument 2019) and
in accordance with Chapter 12 of the UK Listing Rules. Any market
repurchase of Ordinary Shares will be announced no later than
7.30am on the business day following the calendar day on which the
repurchase occurred.
Goldman Sachs will make any disclosures it is legally required to
make in relation to such transactions.
[1] Includes Cboe BXE,
Cboe CXE and Turquoise.
For further information:
Investors and analysts
|
|
Peregrine Riviere
|
+44 7909 907193
|
Fran Butera (US)
|
+1 914 484 1198
|
|
|
Media
|
|
Chris Wade, WPP
|
+44 (0)20 7282 4600
|
|
|
Richard Oldworth,Buchanan Communications
|
+44 20 7466 5000
+44 7710 130 634
|
About WPP
WPP is a creative transformation company. We use the power of
creativity to build better futures for our people, planet, clients
and communities. For more information,
visit www.wpp.com.
ENDS
SIGNATURES
Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
|
WPP PLC
|
|
(Registrant)
|
Date:
28 October 2021.
|
By:
______________________
|
|
Balbir
Kelly-Bisla
|
|
Company
Secretary
|
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