Marlowe Regulatory News (MRL)

28 April 2025

Marlowe plc

("Marlowe", the "Company" or the "Group")

Additional Share Buyback Programme

Marlowe, the leader in business-critical services, is pleased to announce that it has now returned an aggregate of £72 million to Group shareholders pursuant to the share buyback programme announced by the Company on 22 May 2024 to return up to £75 million (the "Programme").

The Group announces that on conclusion of the Programme it intends to return up to an additional £15 million to shareholders by way of on-market purchases of ordinary shares of 50 pence each in the capital of the Company ("Ordinary Shares") from the date of this announcement (the "Additional Programme").

The Additional Programme will be undertaken on the same terms as the Programme, will be funded from the Company's existing cash resources, and will operate under the authorities granted by shareholders at the Group's General Meeting ("GM") held on 20 February 2025.

Pursuant to the buyback authority granted at the GM, the maximum price which may be paid by the Company per Ordinary Share pursuant to the Additional Programme shall not be more than 5 per cent above the average middle market quotations for an Ordinary Share (as derived from the London Stock Exchange AIM All-Share List) for the five business days immediately preceding the date on which such share is contracted to be purchased.

The Company has appointed Cavendish Capital Markets Limited ("Cavendish") to manage the Additional Programme on its behalf and to independently carry out on-market purchases of its Ordinary Shares. Share purchases will take place in open market transactions and may be made from time to time depending on market conditions, share price, trading volume and other factors. The Company is not in a close period and currently has no unpublished price sensitive information.

The Additional Programme will be effective on conclusion of the Programme and will, unless terminated at an earlier date, expire on the earlier of the completion of the Additional Programme or at the conclusion of the Company's 2025 Annual General Meeting ("Expiry Date").

Marlowe intends to cancel all of the repurchased Ordinary Shares. Purchases may continue during any closed period to which the Company is subject to from the date of this announcement to the Expiry Date and any market purchase of Ordinary Shares pursuant to the Extension are expected to be announced no later than 7.30am on the business day following the day on which the purchase occurred.

The Company has determined that it will not rely on the safe harbour conditions for trading set out in Article 3(2) and Article 3(3) of the Commission Delegated Regulation (EU) 2016/1052 (which forms part of domestic UK law pursuant to the European Union (Withdrawal) Act 2018) given the limited liquidity in the Ordinary Shares and limitations that the conditions would impose on the number of Ordinary Shares that can be purchased and, as such, the Company may (a) purchase Ordinary Shares at a price higher than the higher of the price of the last independent trade and the highest current independent bid for an Ordinary Share, and (b) 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.

As at 24 April 2025 the Company's total issued share capital consisted of 78,518,814 Ordinary Shares, with one voting right per share. As at this date the Group did not hold any Ordinary Shares in treasury. Therefore, the total number of voting rights in the Group is 78,518,814.

About Marlowe plc

Marlowe is a leader in business-critical services which ensures compliance with strict regulations and insurance requirements across Fire Safety & Security and Water & Air Hygiene. The Group has a national footprint and serves approximately 27,000 customers across office complexes, high streets & leisure facilities, manufacturing plants and industrial estates, and include thousands of SMEs, local authorities, facilities management providers, multi-site NHS trusts and FTSE 100 companies.