Firstgroup Regulatory News (FGP)

03 August 2023

FirstGroup plc

Update on Buyback Programme

On 16 December 2022, FirstGroup plc (‘FirstGroup’ or the ‘Group’) announced an on-market share buyback programme to purchase up to £75m of ordinary shares of 5p (the “£75m Programme”). The Group confirms that having repurchased 63,868,786 shares for a total consideration of £74,999,999 the £75m Programme is now complete. The average price of the shares acquired was 117.43 pence per share.

On 8 June 2023, FirstGroup announced a proposed on-market share buyback programme to purchase up to £115m of ordinary shares of 5p (the “£115m Programme”) subject to approval of the normal buyback authority at the Company’s Annual General Meeting (“AGM”).

Following the completion of the £75m Programme and approval of the necessary authority at the AGM held on 21 July 2023 the Group confirms that the £115m Programme will commence today.  It is anticipated that the £115m Programme will end no later than 1 August 2024, subject to market conditions. Notwithstanding the authority granted at the AGM the Group confirms the Programme will be limited to 102,930,054 shares being 14.99% of the Group’s current issued share capital.

As announced on 27 June 2023, the Group confirms that it has entered into a non-discretionary arrangement with Liberum Capital Limited and RBC Europe Limited which will enable the purchase of ordinary shares for the £115m Programme to continue through close periods.

The sole purpose of the £115m 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 £115m Programme will be announced no later than 7:30 a.m. on the business day following the day on which the purchase occurs.

The £115m 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 12 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.

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