TIDMBPT
RNS Number : 4088O
Bridgepoint Group plc
02 October 2023
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT
CONSTITUTE AN OFFER FOR SALE OF ANY SECURITIES OR AN OFFER OR
INVITATION TO PURCHASE ANY SECURITIES IN ANY JURISDICTION OR A
SOLICITATION OF ANY VOTE OR APPROVAL.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (DIRECTLY OR
INDIRECTLY) IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION
WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR
REGULATIONS OF THAT JURISDICTION.
Bridgepoint Group plc
("Bridgepoint" or the "Company")
Publication of Circular and announcement of Share Buyback
Programme
On 6 September 2023, Bridgepoint announced that it had agreed to
add Energy Capital Partners Holdings, LP and affiliated entities to
its platform (the "Transaction"). The Company is pleased to
announce that, pursuant to Listing Rule 9.6.3, a circular together
with a Notice of General Meeting (the "Circular") in relation to
the Transaction has been approved by the FCA and published
today.
The General Meeting to approve the Transaction will be held at 5
Marble Arch, London, United Kingdom, W1H 7EJ on Thursday 19 October
2023 at 12:00 p.m.
Bridgepoint confirms that, in compliance with Listing Rule
9.6.1, an electronic copy of the Circular is available for download
on Bridgepoint's website and has been submitted to the National
Storage Mechanism, where it will be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism .
Unless otherwise defined in this announcement, defined terms
used have the meaning given to them in the Circular.
Bridgepoint is highly disciplined with capital allocation and
always considers alternatives to optimise shareholder returns.
Continuing with this disciplined approach and reflecting both the
current share price as well as current trading, prospects and a
strong balance sheet and cash flow generation, on 6 September, the
Company announced its intention to pursue a second share buyback
programme of up to GBP50 million (the "Buyback Programme") and
today is announcing that it will do so. The Buyback Programme will
run from completion of the existing programme and is envisaged to
complete before 31 July 2024. The existing programme has been
extended and is now expected to complete on or before 31 October
2023, having returned over GBP47 million to Shareholders to
date.
Details of the Buyback Programme
Bridgepoint has entered into an arrangement with J.P. Morgan
Securities plc ("JP Morgan Securities") in relation to the purchase
by JP Morgan Securities, as riskless principal, of ordinary shares
in Bridgepoint (the "Shares").
Any purchases of Shares pursuant to the Buyback Programme will
be effected within certain pre-set parameters. These arrangements
are in accordance with Bridgepoint's general authority to
repurchase up to 81,999,850 Shares granted at its annual general
meeting held on 18 May 2023 (the "2023 AGM"), Chapter 12 of the
Listing Rules, and those provisions of Article 5(1) of Regulation
(EU) No. 596/2014 (as incorporated into UK domestic law by the
European Union (Withdrawal) Act 2018) and the Commission Delegated
Regulation (EU) 2016/1052 (as incorporated into UK domestic law by
the European Union (Withdrawal) Act 2018). The number of ordinary
shares to be purchased under the Buyback Programme and those
already purchased since the date of the 2023 AGM under the previous
buyback programme will not exceed 81,999,850 Shares in aggregate
and is therefore within the 2023 AGM approved limit. The authority
granted at the 2023 AGM expires at the earlier of the close of
business on 31 July 2024 and the conclusion of the 2024 annual
general meeting, and Bridgepoint expects to seek renewal of the
authority to buy back shares at the 2024 annual general
meeting.
Details of the authority granted at the 2023 AGM can be found on
our website at
https://www.bridgepoint.eu/shareholders/shareholder-centre/agm
.
The aggregate purchase price to be paid pursuant to the Buyback
Programme is GBP50 million, and any Shares purchased will be
cancelled.
The sole purpose of these share purchases is to reduce the
Company's share capital.
ENQUIRIES
Bridgepoint
Analysts and investors Media
Adam Key Christian Jones / James Murray
adam.key@bridgepoint.eu christian.jones@bridgepoint.eu
+44 7833 748010 james.murray@bridgepoint.eu
+44 20 7034 3500
FGS Global (Public Relations Adviser to Bridgepoint)
Charles O'Brien / +44 20 7251 3801 / +44 7825 043 656
Anjali Unnikrishnan / +44 20 7251 3801 / +44 7826 534 233
bridgepoint@fgsglobal.com
Legal Entity Identifier (LEI): 213800KFNMVI8PDZX472
Important Notice
The release, publication or distribution of this announcement in
jurisdictions other than the United Kingdom may be restricted by
law and therefore any persons who are subject to the laws of any
jurisdiction other than the United Kingdom should inform themselves
about, and observe, any applicable requirements. The information
disclosed in this announcement may not be the same as that which
would have been disclosed if this announcement had been prepared in
accordance with the laws and regulations of any jurisdiction
outside of the United Kingdom.
This announcement is not intended to, and does not constitute,
or form part of, an offer to sell or an invitation to purchase or
subscribe for any securities or a solicitation of any vote or
approval in any jurisdiction. This announcement does not constitute
a prospectus.
Disclaimer
J.P. Morgan Securities plc, which conducts its UK investment
banking business as J.P. Morgan Cazenove ("J.P. Morgan Cazenove"),
and which is authorised in the United Kingdom by the Prudential
Regulation Authority (the "PRA") and regulated by the PRA and the
FCA, is acting as joint sponsor exclusively for Bridgepoint and no
one else in connection with the Transaction and will not regard any
other person as its client in relation to the Transaction and will
not be responsible to anyone other than Bridgepoint for providing
the protections afforded to clients of J.P. Morgan Cazenove or its
affiliates, nor for providing advice in relation to the Transaction
or any other matter or arrangement referred to herein.
Morgan Stanley & Co. International plc ("Morgan Stanley"),
and which is authorised in the United Kingdom by the PRA and
regulated by the PRA and the FCA, is acting as joint sponsor
exclusively for Bridgepoint and no one else in connection with the
Transaction and will not regard any other person as its client in
relation to the Transaction and will not be responsible to anyone
other than Bridgepoint for providing the protections afforded to
clients of Morgan Stanley or its affiliates, nor for providing
advice in relation to the Transaction or any other matter or
arrangement referred to herein.
BNP PARIBAS ("BNPP"), which is authorised and regulated by the
European Central Bank, the Autorité de contrôle prudentiel et de
résolution and the Prudential Regulation Authority, and subject to
regulation by the Financial Conduct Authority and limited
regulation by the Prudential Regulation Authority, is acting as
joint financial adviser exclusively for Bridgepoint and no one else
in connection with the Transaction and will not regard any other
person as its client in relation to the Transaction and will not be
responsible to anyone other than Bridgepoint for providing the
protections afforded to clients of BNPP or its affiliates, nor for
providing advice in relation to the Transaction or any other matter
or arrangement referred to herein.
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END
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October 02, 2023 09:30 ET (13:30 GMT)
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