TIDMSHOE
RNS Number : 0225Y
Shoe Zone PLC
02 September 2022
The information contained within this announcement is deemed to
constitute inside information as stipulated under the Market Abuse
Regulations (EU) No. 596/2014 to the extent it forms part of the
domestic law of the United Kingdom by virtue of the European Union
(Withdrawal) Act 2018 (as amended by virtue of the European Union
(Withdrawal Agreement) Act 2020). Upon the publication of this
announcement, this inside information is now considered to be in
the public domain.
Shoe Zone plc
("Shoe Zone" or the "Company")
Share Buyback Programme
Shoe Zone announces that it intends to conduct a share buyback
programme of ordinary shares of GBP0.01 each in the capital of the
Company ("Ordinary Shares") up to a maximum aggregate consideration
of GBP3,500,000 ("Maximum Amount") (the "Buyback Programme").
The Company entered into an irrevocable and non-discretionary
arrangement with its broker, Zeus Capital Limited ("Zeus"), on 1
September 2022 to enable Zeus to conduct the Buyback Programme on
its behalf on a broker-managed basis, with trading decisions being
taken independently of the Company.
The Buyback Programme commences today and ends on 30 November
2022 or, if earlier, the date upon which the aggregate
consideration paid for Ordinary Shares reaches the Maximum Amount
(the "Buyback Period"). During the Buyback Period the Company has
no power to invoke any changes to the authority and any purchases
will be undertaken by Zeus, acting independently of, and
uninfluenced by the Company.
The Buyback Programme is in accordance with the terms of the
Company's authority to make market purchases of its own Ordinary
Shares granted to it by shareholders on 8 March 2022 (the
"Authority"), including that the maximum price paid per Ordinary
Share shall not exceed the higher of: (a) 105 per cent. of the
average trading price of the Ordinary Shares as derived from the
middle market quotations for an Ordinary Share on the London Stock
Exchange Daily Official List for the five trading days immediately
preceding the date on which an Ordinary Share is contracted to be
purchased; and (b) the higher of the price of the last independent
trade and the highest current independent bid on the trading venue
where the purchase is carried out. Subject to this price limit, the
Company has also stipulated that Ordinary Shares may be purchased
for no more than 200p per Ordinary Share.
Any Ordinary Shares acquired as a result of the Buyback
Programme will be initially held in treasury and then cancelled
periodically.
In addition, further to the buyback programme announced on 29
July 2022, the Company confirms that 500,000 Ordinary Shares
currently held in treasury will be cancelled. The Company will make
further announcements once the cancellation is effective.
Due to the limited liquidity in the issued Ordinary Shares, the
purchase by the Company of Ordinary Shares pursuant to the
Authority on any trading day is likely to represent a significant
proportion of the daily trading volume in the Ordinary Shares on
AIM and is likely to exceed 25 per cent. of the average daily
trading volume, being the limit laid down in Article 5(1) of
Regulation (EU) No 596/2014 (to the extent it forms part of the
domestic law of the United Kingdom by virtue of the European Union
(Withdrawal) Act 2018 (as amended by virtue of the European Union
(Withdrawal Agreement) Act 2020)) and, accordingly, the Company
will not benefit from the exemption contained in such Article.
No Ordinary Shares will be sold by any member of the Board or
their connected parties (including, in particular, by Slawston
Investments Limited ("SIL") or Sheepy Magna Investments Limited
("SMIL"), being companies connected with Anthony Smith and Charles
Smith respectively) as part of the Buyback Programme.
SIL and SMIL, in aggregate, hold over 50 per cent. of the total
issued Ordinary Shares and, as announced on 18 August 2022, SIL's
holding of Ordinary Shares exceeds 30 per cent. of the total issued
Ordinary Shares. However, as announced on 29 July 2022, the Panel
has previously confirmed that, pursuant to Note 1 of Rule 37.1 of
the Takeover Code, SIL did not, and neither SIL nor SMIL will,
incur an obligation to make a mandatory offer pursuant to Rule 9 of
the Takeover Code should either of their respective interests in
the Company exceed 30 per cent. of the total issued Ordinary Shares
or increase above 30 per cent. of the total issued Ordinary Shares
(as applicable), in each case as a result of any share purchases
conducted through a share buyback programme.
The Company will make further announcements in due course
following any share purchases conducted through the Buyback
Programme.
The Company confirms that it currently has no unpublished price
sensitive information.
For further information please call:
Shoe Zone PLC Tel: +44 (0) 116 222 3000
Anthony Smith (Chief Executive)
Terry Boot (Finance Director)
Zeus (Nominated Adviser and Broker) Tel: +44 (0) 203 829
5000
David Foreman, James Hornigold, Guy Brinkley (Investment
Banking)
Dominic King (Corporate Broking)
About Shoe Zone
Shoe Zone is a Town Centre, Retail Park and Digital footwear
retailer, offering low price and high quality footwear for the
whole family.
Shoe Zone operates from a portfolio of 365 stores and has
approximately 2,750 employees across the UK.
The store portfolio consists of 277 original high street stores
containing the core Shoe Zone product range and 43 hybrid high
street stores and 45, Big Box, larger retail park stores which also
have additional brands such as Skechers, Hush Puppies and
Kickers.
Shoezone.com, combined with the store network, ensures a full
multi-channel offering for great customer service.
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END
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