Centrica
plc
27
December 2024
Update on Share Buyback
Extension
In its Trading Update on 10 December
2024, Centrica plc (the "Company") announced a £300 million
extension (the "2024-25
Extension") of the
Company's share repurchase programme to be completed by the end of
September 2025.
The Company today announces the
commencement of the 2024-25 Extension which is to be conducted over
the next 9 months from 27 December 2024 to 26 September 2025 to buy
back ordinary shares of 6
pence each (the "Shares") up to an aggregate maximum
consideration of up to £300 million (exclusive of associated
fees, expenses and stamp duty), representing an amount equal to the
aggregate value of approximately 4.6% of the Company's issued share
capital at the share price as at close of business on 24 December
2024.
On 27 December 2024, the
Company has entered into separate non-discretionary agreements with
Goldman Sachs International ("Goldman Sachs") and Merrill Lynch International ("Merrill Lynch") (both acting as riskless principal) to conduct the share
repurchases on its behalf and to make trading decisions
independently of the Company in respect of the 2024-25
Extension.
Goldman Sachs will conduct
the repurchase of the Shares for a period
commencing on (and including) 27 December 2024 and ending no later
than 28 February 2025 up to an aggregate maximum consideration of
£30 million.[i] Once this
is completed, Merrill Lynch will
conduct the repurchase of the Shares for a
period commencing on (and including) 3
March 2025 and ending no later than 26 September 2025
up to an aggregate maximum consideration of
£270 million.
In each case, the aggregate
maximum consideration is
exclusive of associated fees, expenses and stamp duty.
Goldman Sachs and
Merrill Lynch may effect purchases of Shares under
the 2024-25
Extension on
the London Stock Exchange and/or other trading
venues[ii] for
subsequent purchase by the Company. Purchases by the Company will
be treated as being made on the London Stock Exchange. The Company
intends that any Shares purchased will be (i) cancelled; (ii) held
in treasury pending their cancellation; or (iii) held in treasury
pending their transfer out of treasury to satisfy obligations
arising from awards and options granted to employees under the
Company's employee share plans.
The purpose of the 2024-25 Extension
is to reduce the capital of the Company.
Any Share purchases will be carried
out in accordance with certain pre-set parameters. The maximum
number of Shares which may be purchased by the Company under the
2024-25 Extension is 536,039,506 (which is the maximum pursuant to
the authority granted by shareholders at the Company's Annual
General Meeting held on 5 June 2024) less the number of Shares purchased
(and to be purchased) by the Company pursuant to the share buyback
programme announced on 8 August 2024, taken together with such
number of Shares under any subsequent authority to repurchase
Shares as may be granted by the Company's shareholders at its next
Annual General Meeting.
The 2024-25 Extension will be
conducted within the parameters prescribed by the Market Abuse
Regulation 596/2014/EU (as in force in the UK and as
amended by the Market Abuse (Amendment) (EU Exit) Regulations
2019), the Commission Delegated Regulation 2016/1052/EU (as in
force in the UK and as amended by the FCA's Technical
Standards (Market Abuse Regulation) (EU Exit) Instrument 2019) and
in accordance with Chapter 9 of the UK Listing Rules. No
repurchases will be made in respect of the Company's American
Depositary Receipts.
The Company will make further
announcements in due course following any buy back of Shares. There
is no guarantee that the 2024-25 Extension will be implemented in
full or that any shares will be bought back by the
Company.
Enquiries
Investors and Analysts
T: 01753 494900
E: ir@centrica.com
Media
T: 01784 843000
E: media@centrica.com
Centrica plc is listed on the
London Stock Exchange (CNA)
Registered Office: Millstream, Maidenhead
Road, Windsor, Berkshire SL4 5GD
Registered in England & Wales number:
3033654
Legal
Entity Identifier number: E26EDV109X6EEPBKVH76
ISIN
number: GB00B033F229
