TIDMEKF
RNS Number : 3070G
EKF Diagnostics Holdings PLC
29 March 2022
EKF Diagnostics Holdings plc
("EKF" or the "Company")
Share Buyback Programme
EKF, the AIM-listed global diagnostics business, announces t hat
it intends to conduct on-market purchases under a share buyback
programme to repurchase up to 9,000,000 ordinary shares of 1p each
in the capital of the Company ("Ordinary Shares"), representing up
to approximately 1.94 per cent of the Company's current issued
share capital, pursuant to the authorities obtained at the
Company's last annual general meeting ("AGM") held on 19 May 2021
(the "Buyback").
The purpose of the Buyback is to return cash to shareholders and
to reduce the share capital of the Company . The Buyback will be
funded from the Company's existing surplus cash resources and all
Ordinary Shares purchased will be held in treasury. Any repurchases
made following the Company's next AGM being held on 18 May 2022
will be conditional upon a further shareholder approval of the
Company's general buyback authority being obtained at that meeting
and subject to the limit of 69,589,585 Ordinary Shares, or such
other number as would represent approximately 15 per cent of the
Company's issued share capital at the time of issue of notice of
the 2022 AGM. The Company intends to operate the Buyback from the
date of this announcement until the earlier of the date on which
purchase of 9,000,000 Ordinary Shares has been completed, the 2022
Annual General Meeting in the event further shareholder approval is
not obtained, or 31 December 2022.
The Company has appointed Singer Capital Markets Securities
Limited ("Singer Capital Markets") to execute and manage the
Buyback and has given an irrevocable instruction to Singer Capital
Markets to make market purchases of Ordinary Shares on its behalf,
independently to the Company. Singer Capital Markets will make its
trading decisions in relation to the Ordinary Shares independently
of the Company.
The maximum price which may be paid by the Company per Ordinary
Share shall not be more than 5 per cent above the average middle
market quotations for an Ordinary Share (as derived from the London
Stock Exchange Daily Official List) for the five business days
immediately preceding the date of repurchase . The maximum
aggregate amount which may be paid for Ordinary Shares acquired as
part of the Buyback shall be subject to a limit of GBP4.0
million
The Company has determined that it will not rely on the safe
harbour conditions for trading set out in Article 3(2) and Article
3(3) of the Commission Delegated Regulation (EU) 2016/1052 (which
forms part of domestic UK law pursuant to the European Union
(Withdrawal) Act 2018) given the limited liquidity in the Ordinary
Shares and limitations that the conditions would impose on the
number of Ordinary Shares that can be purchased and, as such, the
Company may (a) purchase Ordinary Shares at a price higher than the
higher of the price of the last independent trade and the highest
current independent bid for an Ordinary Share, and (b) purchase on
any trading day materially in excess of 25 per cent. of the average
daily volume in the 20 trading days preceding the date on which the
purchase is carried out.
There is no guarantee that the Buyback programme will be
implemented in full or that any purchases will be made.
As at the time of this announcement, the Company's total issued
share capital consists of 463,930,564 Ordinary Shares with one
voting right per share. The Company does not currently hold any
Ordinary Shares in treasury, therefore, the total number of
Ordinary shares carrying voting rights is 463,930,564 .
The above figure of 463,930,564 may be used by shareholders as
the denominator for the calculations by which they will determine
if they are required to notify their interest in, or a change to
their interest in, the Company under the FCA's Disclosure Guidance
and Transparency Rules. Following any completed purchases, further
updates will be provided as to the total voting rights in the
Company's shares and the number of shares held in treasury.
This announcement contains inside information for the purposes
of Article 7 of EU Regulation 596/2014 (which forms part of
domestic UK law pursuant to the European Union (Withdrawal) Act
2018).
EKF Diagnostics Holdings plc www.ekfdiagnostics.com
Mike Salter, CEO Tel: +44 (0)29 2071 0570
Marc Davies, CFO
Singer Capital Markets (Nominated Adviser & Tel: +44 (0)20 7496 3000
Joint Broker)
Aubrey Powell / George Tzimas / Tom
Salvesen
Investec Bank plc (Joint Broker) Tel: +44 (0)20 7597 4000
Gary Clarence / Daniel Adams / Ben
Farrow
Walbrook PR Limited Tel: +44 (0)20 7933 8780 or ekf@walbrookpr.com
Paul McManus / Lianne Applegarth Mob: +44 (0)7980 541 893 / +44 (0)7584
391 303
About EKF Diagnostics Holdings plc ( www.ekfdiagnostics.com
)
EKF is a leading global diagnostics business with custom
manufacturing facilities across sites in the US, UK and Europe for
a variety of life science products. EKF is focussed on the
following areas:
Point-of-Care Providing a portfolio of Point-of-Care analysers and
consumables, particularly for use in the area of Hematology
and Diabetes, for use in hospital and research laboratories,
doctor's offices, blood banks and for in-field anaemia
screening programmes. EKF has an estimated 80,000
hemoglobin, hematocrit, HbA1c, glucose and lactate
analysers in regular use across more than 100 countries.
Central Laboratory Clinical chemistry, Small lab analysers, Centrifuges
Beta-Hydroxybutyrate (<BETA>-HB) LiquiColor , Glycates
Albumin, Glycated Serum Protein, Nitro-tab, Procalcitonin
Life Sciences Enzyme fermentation, Custom products and Bulk fermentation
Contract Manufacturing Bulk formulation, Sample collection kits, Private
labelling, Molecular and forensic kits
Laboratory Services In September 2021, EKF completed the acquisition of
Advanced Diagnostic Laboratory LLC ("ADL Health")
, a Texas based testing laboratory certified under
the Clinical Laboratory Improvement Amendments ("CLIA")
for high complexity testing. The laboratory provides
testing for a variety of clinical, forensic and microbiological
sample types using a range of analytical techniques.
This acquisition positions EKF as a leading 'one stop'
provider of diagnostic products and services from
sample collection to results.
In May 2021, EKF announced its strategy for delivering growth to
2024 and beyond, and continuing to deliver shareholder value. The
strategy for growth can be summarised as:
-- continuing innovation in products and services in Point-of-Care,
Central Laboratory and Life Sciences leveraging new and existing
routes to market and relationships;
-- investment in expanded production and kitting capabilities to offer
a suite of diagnostic Contract Manufacturing solutions to third
party businesses;
-- expansion of CLIA Laboratories Testing offering, building on the
acquired capabilities in ADL Health; and
-- identify complementary earnings-enhancing acquisitions with key
strategic value.
EKF will also continue to generate enhanced shareholder value
through:
-- a progressive dividend policy; and
-- its agreement with Mount Sinai Innovation Partners ("MSIP"), which
allows us advanced access to innovative commercial opportunities
and where we can build on the ongoing successes of Renalytix plc,
Verici Dx plc and Trellus Health plc.
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END
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March 29, 2022 02:01 ET (06:01 GMT)
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