Vodafone Group Plc Share Buyback Programme (3563G)
July 23 2021 - 12:26PM
UK Regulatory
TIDMVOD
RNS Number : 3563G
Vodafone Group Plc
23 July 2021
23 July 2021
VODAFONE GROUP PLC
SHARE BUYBACK PROGRAMME
In March 2019, Vodafone Group Plc ('Vodafone') issued a
two-tranche mandatory convertible bond ('MCB'), the first tranche
of which (GBP1,720,000,000 1.20 per cent. Subordinated Mandatory
Convertible Bonds; ISIN XS1960588850) matured on 12 March 2021, and
the second tranche of which is due to mature in March 2022. In
order to satisfy the conversion of the first tranche of the MCB,
1,426,710,898 shares were issued from existing shares held in
treasury. Between (i) 22 March 2021 and 18 May 2021, and (ii) 19
May 2021 and 23 July 2021, Vodafone undertook irrevocable and
non-discretionary share buy-back programmes to reduce the issued
share capital of Vodafone to partially offset the increase in the
issued share capital as a result of the maturing of the first
tranche of the MCB (the 'Programmes'). Vodafone today announces it
will commence a new irrevocable and non-discretionary share
buy-back programme (the 'New Programme'). The sole purpose of the
New Programme is to further reduce the issued share capital of
Vodafone to partially offset the increase in the issued share
capital as a result of the maturing of the first tranche of the
MCB.
Vodafone currently intends to launch additional share buy-back
programmes over the next 8 months to reduce the issued share
capital of Vodafone, to further offset the increase in the issued
share capital as a result of the maturing of the first tranche of
the MCB, before the second tranche of the MCB matures in March
2022. Details of any such programmes, including the target number
of shares to be repurchased, would be announced before any trading
under such programmes begins.
Further details of the New Programme
Vodafone has given irrevocable and non-discretionary
instructions to Goldman Sachs International ('Goldman Sachs') in
relation to the New Programme, which will commence on 26 July 2021
and will end no later than 17 November 2021 (the 'Designated
Period'). Goldman Sachs will act as principal during the New
Programme and will make its trading decisions concerning the timing
of the purchases of Vodafone's ordinary shares independently of
Vodafone.
The number of ordinary shares permitted to be purchased by
Vodafone, pursuant to the authority granted by the shareholders at
the Annual General Meeting of Vodafone on 28 July 2020 (the '2020
AGM'), is 2,677,388,122 ordinary shares. The number of ordinary
shares to be purchased under the New Programme will not exceed
467,988,432 ordinary shares and is therefore, together with the
Programmes, within the 2020 AGM approved limit. The purchased
shares will be held as treasury shares. The maximum amount
allocated to the New Programme is GBP 570 million (considering
money received or paid under the accompanying option
structure).
Any purchases of ordinary shares by Vodafone in relation to this
announcement will be made on the London Stock Exchange and effected
within certain pre-set parameters and in accordance with the
authority granted by shareholders at the 2020 AGM, the Market Abuse
Regulation 596/2014 as it forms part of domestic law by virtue of
section 3 of the European Union (Withdrawal) Act 2018 (as amended)
and Chapter 12 of the Listing Rules and will be discontinued in the
event Vodafone ceases to have the necessary general authority to
repurchase ordinary shares.
Details of the authority granted at the 2020 AGM can be found on
our website under:
https://investors.vodafone.com/sites/vodafone-ir/files/vodafone/agm/2020/result_of_AGM_2020.pdf
Details of the mandatory convertible bond can also be found on
our website under:
https://otp.tools.investis.com/Utilities/PDFDownload.aspx?Newsid=1237908
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