Tesco Regulatory News (TSCO)

Tesco PLC

12 July 2023

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE AN OFFER FOR SALE OF ANY SECURITIES OR AN OFFER OR INVITATION TO PURCHASE ANY SECURITIES IN ANY JURISDICTION OR A SOLICITATION OF ANY VOTE OR APPROVAL. NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (DIRECTLY OR INDIRECTLY) IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION

Tesco PLC announces continuation of existing £750m share buyback programme (the "Programme").

Further to the announcements made on 13 April 2023 and 21 April 2023, Tesco PLC (the "Company") announces that it has entered into an arrangement with Citigroup Global Markets Limited ("Citi") to repurchase shares, together with any other ordinary shares in the Company (the "Shares") purchased on behalf of the Company (on a riskless principal basis) on the London Stock Exchange and/or Cboe Europe Limited through the BXE and CXE order books, and/or Turquoise. The second tranche of this Programme will be for an aggregate market value of £364 million (the "Second Tranche") by April 2024. On 15 June 2023 the company completed the previous tranche of its Programme. Between 21 April 2023 and 15 June 2023, the Company repurchased 145,322,507 ordinary shares with an approximate market value of £386 million.

The arrangement allows Citi to purchase Shares on the Company's behalf (on a riskless principal basis) in accordance with the Company's current buyback authority granted by shareholders at the Company's 2023 Annual General Meeting and any subsequent authority and shall be made independently of and uninfluenced by the Company (including, for the avoidance of doubt, in the case of any purchases made during closed periods).

Any share purchases effected pursuant to the arrangement will be subject to the terms of the arrangement with Citi and in accordance with the terms therein will be effected in a manner consistent with the general authority vested in the Company to repurchase shares, the Market Abuse Regulation 596/2014 as it forms part of UK domestic law and Chapter 12 of the United Kingdom Listing Rules, which require that the maximum price paid be limited to be no more than the higher of (i) 105 per cent of the average middle market closing price of the Company's ordinary shares for the five trading days on the London Stock Exchange before the purchase is made, and (ii) the higher of the price of the last independent trade and the highest current independent bid on the trading venue where the purchase is carried out. The aggregate purchase price under this Second Tranche, together with any other Shares purchased on the Company's behalf pursuant to its Programme, will not exceed £750 million.

The sole purpose of these share purchases is to reduce the Company's share capital.

Tesco contacts:

Investor relations Chris Griffith 01707 940 900

Media Simon Rew 0330 678 0639

Tesco PLC's LEI number is: 2138002P5RNKC5W2JZ46