Firstgroup Regulatory News (FGP)

10 June 2025

FirstGroup plc

Launch of £50 million share buyback programme

Earlier today, FirstGroup plc (“FirstGroup” or the “Group”) announced an on-market share buyback programme to purchase up to £50m of ordinary shares of 5p (the “£50m Programme”).

The £50m Programme will commence tomorrow and is anticipated to end no later than 10 June 2026, subject to market conditions.

Notwithstanding the authority granted at its AGM on 26 July 2024, and recognising the buyback programme undertaken between 15 November 2024 and 20 March 2025, the Group confirms the £50m Programme will be limited to 61,760,540 shares. This number being 14.99% of the Company’s issued share capital on 14 November 2024 (which was 92,258,761) less the 30,498,221 shares purchased in the buyback programme that completed on 20 March 2025.

The Group has entered into a non-discretionary arrangement with Panmure Liberum Limited (“Panmure Liberum”) and RBC Europe Limited (“RBC”) which will enable the purchase of ordinary shares for the £50m Programme to continue through close periods.

The £50m Programme will be undertaken in two tranches of up to £25m, with RBC undertaking the first tranche and Panmure Liberum undertaking the second tranche, both acting severally as riskless principal. The second tranche will commence following completion of the first tranche.

The sole purpose of the £50m Programme is to reduce the issued share capital of the Group and therefore the repurchased shares will initially be held in Treasury, before being cancelled at a later date.  Treasury shares are not entitled to dividends and have no voting rights at general meetings.

Any purchase of Ordinary Shares pursuant to the £50m Programme will be announced no later than 7:30 a.m. on the business day following the day on which the purchase occurs.

The £50m Programme will be conducted within certain pre-set parameters including those prescribed by the Market Abuse Regulation 596/2014 (as it forms part of domestic law by virtue of section 3 of the European Union (Withdrawal) Act 2018 (as amended) and Chapter 9 of the Listing Rules.

Forward-looking statements

Certain statements included or incorporated by reference within this announcement may constitute 'forward-looking statements' with respect to the business, strategy and plans of the Group and our current goals, assumptions and expectations relating to our future financial condition, performance and results. By their nature, forward-looking statements involve known and unknown risks, assumptions, uncertainties and other factors that cause actual results, performance or achievements of the Group to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. No statement in this announcement should be construed as a profit forecast for any period. Shareholders are cautioned not to place undue reliance on the forward-looking statements. Except as required by the UK Listing Rules and applicable law, the Group does not undertake any obligation to update or change any forward-looking statements to reflect events occurring after the date of this announcement.

Notes                                                                                                                                                    

Legal Entity Identifier (LEI): 549300DEJZCPWA4HKM93.  Classification as per DTR 6 Annex 1R: 2.4.

About FirstGroup

FirstGroup plc (LSE: FGP.L) is a leading private sector provider of public transport services. With £5.1 billion in revenue and around 30,000 employees, we transported almost 2m passengers a day in FY 2025. We create solutions that reduce complexity, making travel smoother and life easier. Our businesses are at the heart of our communities and the essential services we provide are critical to delivering wider economic, social and environmental goals. Each of our divisions is a leader in its field: First Bus is one of the largest bus operators in the UK, serving more than 25% of the population in the UK with a fleet of c.5,800 buses, and carrying more than a million passengers a day. First Rail is one of the UK’s most experienced rail operators, with many years of experience running long-distance, commuter, regional and sleeper rail services. We operate a fleet of c.3,800 locomotives and rail carriages through two DfT contracted train operating companies: WCP (incorporating Avanti West Coast and West Coast Partnership Development) and GWR, and two open access routes (Hull Trains and Lumo). We are formally committed to operating a zero emission First Bus commercial fleet by 2035, and First Rail will help support the UK Government’s goal to remove all diesel-only trains from service by 2040. During FY 2025 FirstGroup received MSCI’s highest possible ESG rating of AAA, was named one of the world’s cleanest 200 public companies for the sixth consecutive year and holds an Industry Top-Rated status with Sustainalytics and Sustainability Yearbook membership with S&P Global. We provide easy and convenient mobility, improving quality of life by connecting people and communities. Visit our website at www.firstgroupplc.com and follow us @firstgroupplc on X.