Mercia Asset Management PLC today announces that it is commencing a share buyback programme of up to £5.0million.
The Share Buyback Programme will be for on market purchases of up to £5.0million worth of Ordinary shares in the Company (the “Maximum Monetary Amount”) in accordance with certain pre-set parameters (the “Share Buyback”). The Share Buyback will take place within the limitations of the authority granted to the Board of Mercia at its Annual General Meeting (the “General Authority“), held on 21 September 2023, pursuant to which the maximum number of shares which may be bought back is 44,658,120.
Mercia has entered into arrangements with Canaccord Genuity Limited (“Canaccord Genuity“) and Singer Capital Markets Securities Limited (“Singer Capital Markets”) (together, the “Brokers”) to conduct the Share Buyback Programme on its behalf on a broker-managed basis in relation to the purchase of Ordinary shares of Mercia (the “Shares”). Canaccord Genuity will conduct the first half of the Share Buyback and Singer Capital Markets will conduct the latter half.
The Brokers will make trading decisions in relation to Shares purchased under the Share Buyback Programme independently of, and uninfluenced by, Mercia.
Further details of the Share Buyback Programme
- The purpose of the Share Buyback Programme is to reduce the share capital of the Company and to return capital to those shareholders wishing to participate in the Share Buyback.
- The Share Buyback will be financed from existing cash resources, which have recently been significantly bolstered by the cash received from Mercia’s sale of its direct investment in nDreams Limited (“nDreams”), as announced on 20 November 2023.
- The aggregate number of Ordinary shares acquired by the Company pursuant to the Share Buyback shall not exceed the maximum number of Ordinary shares which the Company is authorised to purchase pursuant to the General Authority, set out above.
- In accordance with the General Authority, the maximum price paid per Ordinary share acquired by the Company pursuant to the Share Buyback is to be no more than the higher of: (i) 5% above the average of the mid-market value of the Ordinary shares for the five business days before the purchase is made; and (ii) the higher of the last independent trade and the highest current independent bid, for any number of Ordinary shares on the trading venue where the purchase is carried out. Furthermore, in accordance with the General Authority the minimum price payable per Ordinary share acquired by the Company pursuant to the Share Buyback is 0.001 pence.
- The Share Buyback will commence on the date of this announcement and will continue until the earlier of the expiration of the General Authority or until the number of Ordinary shares equal to the Maximum Monetary Amount have been purchased under the Share Buyback or the process is terminated or paused.
- The purchased Ordinary shares will be held by the Group in treasury for later reissue or cancellation, at the Group’s discretion. Shares held in treasury are, subject to the Companies Act 2006, not entitled to distributions or dividends and the rights and obligations of such shares shall be suspended (including any voting rights at the Group’s General Meetings).
- Share buybacks will take place in open market transactions and may be made from time to time depending on market conditions, share price and trading volume. There is no certainty that any buybacks will be completed. The Share Buyback may be paused at any time if deemed appropriate by the Brokers with respect to market conditions.
- The Company is not in a close period and currently has no unpublished inside information.
- The Share Buyback will operate in accordance with and under the terms of the relevant General Authority.
- As at 27 November 2023, the Group’s total issued share capital consisted of 446,679,523 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 446,679,523.
The Board has determined that the commencement of this Share Buyback Programme, utilising a portion of the cash proceeds received from the sale of the Group’s holding in nDreams, is in the best interests of the Company and its shareholders.