Diales Group Regulatory News (DIAL)

Diales Group Plc

("Diales" or the "Company" or the "Group")

Share buyback programme

Further to the extension of the share buyback programme announced on 18 March 2025 (the "Programme") and the appointment of Shore Capital Stockbrokers Limited ("Shore Capital") as the Company's Broker on 14 April 2025, Diales Group Plc (AIM: DIAL), the global specialist dispute avoidance and dispute resolution consultancy, today announces it has entered into irrevocable, non-discretionary instructions with Shore Capital to complete the balance remaining under the Programme on the Company's behalf and to make trading decisions under the Programme independently of the Company.  Any market purchase of Ordinary Shares pursuant to the Programme will be announced no later than 7.30am on the business day following the day on which the purchase occurred.

The terms of the Programme shall be the same as announced on 18 March 2025, replicated below, save for its completion now by Shore Capital.

The Company intends to conduct on-market purchases to repurchase up to £0.1 million of the Company's ordinary shares of 0.4 pence each ("Ordinary Shares"), being the balance of the Programme, pursuant to the authority obtained at the Company's last annual general meeting (the "Buyback"). The Company will consider conducting further buybacks following the completion of the current programme, if deemed appropriate.

The Buyback will be funded from the Company's existing surplus cash resources and all Ordinary Shares purchased will be held in treasury. The Company intends to operate the Buyback from the date of this announcement until the earlier of the 2026 Annual General Meeting or the completion of the stated repurchase amount.

The maximum price which may be paid by the Company per Ordinary Share is the higher of:

A. 5 per cent. above the average of the middle market quotations for an Ordinary Share as derived from the AIM Appendix to The London Stock Exchange Daily Official List for the five business days immediately preceding the date on which the Ordinary Share is purchased; and

B. the higher of the price of the last independent trade of an Ordinary Share and the highest current independent bid for an Ordinary Share on the trading venue where the purchase is carried out.

The Company has determined that it will not rely on the safe harbour conditions for trading set out in Article 5 of EU Market Abuse Regulation (2014/596/EU) (which forms part of domestic UK law pursuant to the European Union (Withdrawal) Act 2018) ("UK MAR") given the limited liquidity in the Ordinary Shares and limitations that it would impose on the number of Ordinary Shares that can be purchased and, as such, the Company may purchase on any trading day materially in excess of 25 per cent. of the average daily volume in the 20 trading days preceding the date on which the purchase is carried out.

There is no guarantee that the Buyback programme will be implemented in full or that any purchases will be made.

Total voting rights

As at the time of this announcement, the Company's total issued share capital consists of 53,962,868, of which 1,673,583 Ordinary Shares are held in treasury, therefore, the total number of Ordinary Shares carrying voting rights is 52,289,285.

The above figure of 52,289,285 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.

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