Glanbia plc, the Global Nutrition Group, (the “Company” or the “Group”) announces that, from today, it will commence a share buy-back programme of up to €50 million in total value in Glanbia plc ordinary shares (“Shares”). The purpose of the share buyback programme is to reduce the share capital of the Company (any Shares repurchased for this purpose will be cancelled).
Details of the programme.
The Company has entered into an agreement with J&E Davy (“Davy”) to act as principal in relation to the purchase of the Company’s Shares, within certain pre-set parameters.
The programme will run from 3 March 2022, through to the date three business days’ prior to the Company’s next Annual General Meeting, 5 May 2022, unless otherwise terminated in accordance with the Company’s agreement with Davy.
Under the terms of the agreement, Davy will make purchases of the Shares under the buy-back programme independently of, and uninfluenced by, the Company. Purchases may continue during any closed period to which the Company is subject. The Company confirms that it currently has no unpublished inside information.
The share buy-back programme will be conducted within the limitations of the Company’s general authority to repurchase shares. As set out in Resolution 10 approved by the Company’s shareholders at the 2021 Annual General Meeting on 6 May 2021 and up to a maximum of 10% of the issued share capital of the Company (being 29,129,518 ordinary shares which has been reduced to 19,062,471 ordinary shares following the completion of the latest buyback programme). Unless renewed, this authority will expire on the earlier of; the close of business on the date on which the next Annual General Meeting of the Company is held in the year 2022 (5 May 2022) or 5 August 2022.
In accordance with the waiver granted by the Irish Takeover Panel under Rule 37 of the Irish Takeover Panel Rules. The buy-back of shares may not cause the percentage of the issued share capital of the Company held by Glanbia Co-operative Society Limited and persons presumed to be acting in concert with it to exceed limits set out in Resolution 12 approved by the Company’s independent shareholders at the 2021 Annual General Meeting.
The programme will be conducted in accordance with Chapter 9 of the Euronext Dublin Listing Rules and the relevant provisions of the Market Abuse Regulation 596/2014/EU and the Commission Delegated Regulation (EU) 2016/1052 (also as in force in the United Kingdom (“UK”), from time to time, including, where relevant, pursuant to the UK’s Market Abuse (Amendment) (EU Exit) Regulations 2019) as well as the rules of the Central Bank of Ireland.
The share buyback programme may be augmented by the purchase of Shares by way of block trades in accordance with the Company’s general authority to repurchase shares.