Whitbread PLC Share repurchase programme (2887X)
April 25 2023 - 2:04AM
UK Regulatory
TIDMWTB
RNS Number : 2887X
Whitbread PLC
25 April 2023
SHARE REPURCHASE PROGRAMME
As announced in today's full year preliminary results
announcement, Whitbread PLC ('Whitbread' or the 'Company') is
commencing a share buy-back programme of up to GBP300 million (the
'Programme'). The purpose of the Programme is to reduce the capital
of Whitbread by returning surplus capital to shareholders.
Whitbread has entered into a non-discretionary and irrevocable
instruction with Morgan Stanley & Co. International Plc
('Morgan Stanley') in relation to the purchase by Morgan Stanley,
acting as riskless principal during the period commencing today and
ending no later than 25 July 2023, of the Company's Ordinary Shares
of 76 122/153 pence each ('Ordinary Shares') for an aggregate
purchase price of up to GBP150 million. Following completion, or
any termination of such instruction, the Programme will continue
under a second non-discretionary and irrevocable instruction with
J.P. Morgan Securities plc ('JPMS', and together with Morgan
Stanley, the 'Brokers') in relation to the purchase by JPMS, acting
as riskless principal during the period commencing following the
end of the Morgan Stanley instruction and ending no more than three
months later, subject to suspension for certain exceptional and/or
unforeseen circumstances, of further Ordinary Shares for an
aggregate purchase price of up to GBP150 million.
The aggregate purchase price of the Ordinary Shares bought by
the Brokers under the two instructions shall be no greater than
GBP300 million. Each of the Brokers shall make a simultaneous
on-sale of Ordinary Shares purchased under the instructions to
Whitbread. The Brokers will make their trading decisions in
relation to the Programme independently of, and uninfluenced by,
Whitbread.
The maximum number of Ordinary Shares that can be purchased
under the Programme is 20,202,211 Ordinary Shares (based on
authority granted at Whitbread's 2022 Annual General Meeting and
assuming, in respect of any purchases after the Whitbread's 2023
Annual General Meeting, that an appropriate authorising resolution
is passed at that meeting).
Any purchase of Ordinary Shares made by the Brokers in relation
to the Programme will be carried out on the London Stock Exchange
plc, Cboe Europe Limited or Aquis Stock Exchange Limited. The
buy-back by Whitbread will be executed in accordance with the
Listing Rules and Whitbread's general authority (from time to time)
to make market purchases of Ordinary Shares. The Programme will be
conducted within the parameters prescribed by the Market Abuse
Regulation 596/2014, the Commission Delegated Regulation (EU)
2016/1052 (both as incorporated into UK domestic law by the
European Union (Withdrawal) Act 2018) and with regard to regulatory
technical standards for the conditions applicable to buy-back
programmes and stabilisation measures. Whitbread will announce any
purchase by it of Ordinary Shares no later than 7.30 a.m. on the
business day following the calendar day on which the repurchase
occurred. Ordinary Shares purchased under the Programme will be
cancelled or (to the extent permitted by law) held in treasury.
The Brokers may undertake transactions in Shares (which may
include sales and hedging activities, in addition to purchases
which may take place on any available trading venue or on an over
the counter basis) during the period of the Programme in order to
manage their market exposure under the Programme. Disclosure of
such transactions will not be made by the relevant Broker as a
result of or as part of the Programme, but the Brokers will
continue to make any disclosures they are otherwise legally
required to make.
This announcement does not constitute, or form part of, an offer
or any solicitation of an offer for securities in any
jurisdiction.
For more information please contact:
Investor Relations - Whitbread
investorrelations@whitbread.com
Media - Tulchan whitbread@tulchangroup.com
Jessica Reid +44 (0) 20 7353 4200
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END
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