15 May 2023 08:00
This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the Company's obligations under Article 17 of MAR.
15 May 2023
CENTRALNIC GROUP PLC
("CentralNic" or "the Company" or "the Group")
Share Buyback Programme
CentralNic Group Plc (AIM: CNIC), the global internet company that derives recurring revenue from privacy-safe, AI based customer journeys that help online consumers make informed choices, further to its announcement on earlier today, is pleased to inform that its second share buyback programme of ordinary shares of £0.001 each ("Ordinary Shares") up to a maximum aggregate consideration of £4 million (the "Buyback Programme") launches effective today.
The Board considers the Buyback Programme to be in the best interests of all shareholders, given the cash generative nature of the business and the performance at least in line with current market expectations. It reflects the Group's renewed capital allocation policy geared towards greater returns to shareholders.
The Company has appointed its broker, Zeus Capital Limited ("Zeus"), to manage the Buyback Programme to repurchase Ordinary Shares on its behalf and entered into an irrevocable and non-discretionary arrangement on 14 May 2023 with Zeus to enable Zeus to conduct the Buyback Programme on a broker-managed basis. Zeus will make trading decisions in relation to the Buyback Programme independently of the Company, within certain defined parameters.
The Buyback Programme commences today and will end no later than the date upon which the aggregate consideration paid for Ordinary Shares reaches £4 million, or by 14 August 2023 (the "Buyback Period"). During the Buyback Period the Company has no power to invoke any changes to the authority and any purchases will be undertaken by Zeus, acting independently of, and uninfluenced by the Company.
Ordinary Share repurchases will take place in open market transactions and may be made from time to time depending on market conditions, share price and trading volume. The Buyback Programme is in accordance with the Company's general authority to purchase a maximum of 28,866,000 Ordinary Shares, granted by its shareholders at the Annual General Meeting held on 24 April 2023, including that the maximum price paid per Ordinary Share will be no more than: a) 105 per cent. of the average trading price of the Ordinary Shares as derived from the middle market quotations for an Ordinary Share on the London Stock Exchange Daily Official List for the five trading days immediately preceding the date on which an Ordinary Share is contracted to be purchased; and b) the higher of the price of the last independent trade and the highest current independent purchase bid for Ordinary Shares on the trading venue where the purchase is carried out.
Under the Buyback Programme, the repurchased shares will either be cancelled or held in treasury at the Company's discretion for later reissue or cancellation. Shares held in treasury are not entitled to dividends and have no voting rights at the Company's general meetings.
The Buyback Programme will be conducted within the parameters of the Market Abuse Regulation 596/2014/EU and the Commission Delegated Regulation 2016/1052/EU (each as in force in the UK from time to time, including where relevant pursuant to the Market Abuse (Amendment) (EU Exit) Regulations 2019.
The Company will make further announcements in due course following any share purchases conducted through the Buyback Programme.
The Company confirms that it currently has no unpublished price sensitive information.
For further information:
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CentralNic Group Plc |
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Michael Riedl, Chief Executive Officer | +44 (0) 203 388 0600 |
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William Green, Chief Financial Officer |
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Zeus (NOMAD and Broker) |
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Nick Cowles / Jamie Peel / James Edis (Investment Banking) | +44 (0) 161 831 1512 | |||
Dominic King (Corporate Broking) | +44 (0) 203 829 5000
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Berenberg (Joint Broker) Mark Whitmore / Richard Andrews / Alix Mecklenburg-Solodkoff
SEC Newgate (for Media) | +44 (0) 20 3207 7800 |
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Bob Huxford / Alice Cho / Harry Handyside | +44 (0) 203 757 6880 centralnic@secnewgate.co.uk |
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The person responsible for arranging for the release of this announcement on behalf of CentralNic is Michael Riedl, CEO
About CentralNic Group Plc
CentralNic is a leading global internet solutions company that operates in two highly attractive markets: high-growth digital advertising (Online Marketing segment) and domain name management solutions (Online Presence segment). The company's Online Marketing segment creates privacy-safe and AI-generated online consumer journeys that convert general interest online media users into confident high conviction consumers through advertorial and review websites. The Online Presence segment is a critical constituent of the global online presence and productivity tool ecosystem, where CentralNic serves as the primary distribution channel for a wide range of digital products. The company's high-quality earnings come from subscription recurring revenues in the Online Presence segment and revenue share on rolling utility-style contracts in the Online Marketing segment. The Online Marketing market has a long-term average growth rate of +20%, making it an attractive growth market. With a proven business model, scalable technology, and a track record of delivering accretive M&A, CentralNic has become a global consolidator.