Announcement of share repurchase programme
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Trainline plc ("Trainline", the "Company" or the "Group") announces today it will commence a share repurchase programme of its ordinary shares of 1p each (the "Ordinary Shares") up to a maximum consideration of £75,000,000 (the "Programme") over 12 months, in line with our stated capital allocation framework. The Programme is to commence following the completion of the current £50,000,000 share repurchase programme, which commenced on 14 September 2023.
Trainline has entered into an instruction with Morgan Stanley & Co. International Plc ("Morgan Stanley") in relation to the purchase by Morgan Stanley, acting on a riskless principal basis, during the period commencing upon completion of the current share repurchase programme (which will end no later than 13 September 2024) of ordinary shares in the share capital of Trainline (the "Shares") for an aggregate purchase price of no greater than £75,000,000 (excluding stamp duties, fees and levies) and the simultaneous on-sale of such Shares by Morgan Stanley to Trainline.
Any purchase of Ordinary Shares done in relation to this announcement will be executed in accordance with (i) the terms and parameters of Morgan Stanley's engagement; (ii) the relevant regulations, including the EU Market Abuse Regulation (596/2014), the Commission Delegated Regulation (2016/1052), in each case as such legislation forms part of retained EU law (as defined in the EU (Withdrawal) Act 2018), and Chapter 12 of the Financial Conduct Authority's Listing Rules and (iii) Trainline's general authority to make market purchases of Shares as approved by shareholders at the 2023 AGM.
Trainline will announce any market repurchase of Ordinary Shares no later than 7.30 a.m. on the business day following the calendar day on which the repurchase occurred. To the extent permitted by law, Ordinary Shares purchased under the Programme will either be cancelled or held in treasury.
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