Ferguson PLC Announces Share Repurchase Program

Rhea-AI Summary

Ferguson plc has initiated a $2.5 billion share repurchase program, with a £110 million tranche commencing December 19, 2022. The independent broker Barclays will manage this non-discretionary arrangement until January 12, 2023. Shareholder approval allows for the purchase of up to 20,845,062 ordinary shares. This program aims to reduce company capital and may utilize repurchased shares for future awards. Transactions will occur on the London Stock Exchange and New York Stock Exchange, adhering to regulatory guidelines.

Positive

• Initiation of a $2.5 billion share repurchase program.
• Shareholder approval for the repurchase of up to 20,845,062 ordinary shares.
• Independent management of buyback by Barclays enhances investor confidence.

Negative

• None.

Share repurchase program

WOKINGHAM, UK / ACCESSWIRE / December 19, 2022 / Ferguson plc (the "Company") announces that, in continuation of its $2.5 billion share repurchase program (the "Program"), it has entered into an irrevocable and non-discretionary arrangement with its broker Barclays Capital Securities Limited and Barclays Capital Inc. (together, "Barclays") commencing from December 19, 2022 and ending no later than January 12, 2023. Under this arrangement, Barclays, an independent third party, will act as principal and will make decisions under the program independently from the Company.

The maximum pecuniary amount allocated to this tranche of the Program is £110 million. The value of shares repurchased by the Company under the Program pursuant to the various arrangements entered into with its brokers will not, in aggregate, exceed US$2,500 million.

The Company's shareholders generally authorized the Company to purchase up to a maximum of 20,845,062 of its ordinary shares at its Annual General Meeting held on November 30, 2022. Pursuant to such authority, the Company intends to continue purchasing shares under the Program. The aggregate number of shares acquired by the Company pursuant to the Program shall not exceed the maximum number of shares which the Company is authorized to purchase pursuant to such general authority. It is intended that any shares repurchased under the Program will be transferred into treasury.

The purpose of the Program is to reduce the capital of the Company. To the extent required, the Company may in future use the repurchased shares to satisfy share awards. Any purchases of shares by the Company in relation to this tranche of the Program will be carried out on the London Stock Exchange and/or the New York Stock Exchange (in accordance with the terms of the arrangement entered into with Barclays) and in accordance with (and subject to the limits prescribed by) the Company's general authority to repurchase shares granted by its shareholders, the Market Abuse Regulation 596/2014 (as it forms part of UK law pursuant to the European Union (Withdrawal) Act 2018), Rule 10b5-1 and Rule 10b-18 under the U.S. Securities Exchange Act of 1934, as amended.

For further information please contact

Ferguson plc

Brian Lantz, Vice President IR and Communications	Mobile:	+1 224 285 2410
Pete Kennedy, Director of Investor Relations	Mobile:	+1 757 603 0111

Media Enquiries

John Pappas, Director of Financial Communication

Mobile:

+1 484 790 2727

About Ferguson plc

Ferguson plc (NYSE:FERG)(LSE:FERG) is a leading value-added distributor in North America providing expertise, solutions and products from infrastructure, plumbing and appliances to HVAC, fire, fabrication and more. We exist to make our customers' complex projects simple, successful and sustainable. Ferguson is headquartered in the U.K., with its operations and associates solely focused on North America and managed from Newport News, Virginia. For more information, please visit http://www.fergusonplc.com or follow us on LinkedIn https://www.linkedin.com/company/ferguson-enterprises.

Cautionary note regarding forward-looking statements

Certain information in this announcement is forward-looking within the meaning of the United States Private Securities Litigation Reform Act of 1995, including with relation to our share repurchase program and its purpose and timetable. Forward-looking statements cover all matters which are not historical facts and speak only as of the date on which they are made. Forward-looking statements can be identified by the use of forward-looking terminology such as "will," "intend," or other variations or comparable terminology. Many factors could cause actual results to differ materially from those in such forward-looking statements, including, but not limited to: risks associated with the relocation of our primary listing to the US and any volatility in our share price and shareholder base in connection therewith; weakness in the economy, market trends, uncertainty and other conditions in the markets in which we operate, and other factors beyond our control, including any macroeconomic or other consequences of the current conflict in Ukraine; failure to rapidly identify or effectively respond to direct and/or end customers' wants, expectations or trends, including costs and potential problems associated with new or upgraded information technology systems; adverse impacts caused by the COVID-19 pandemic (or related variants); unsuccessful execution of our operational strategies; and the risks and uncertainties set forth in our Form 10-K filed with the Securities and Exchange Commission ("SEC") on September 27, 2022, under the heading "Risk Factors," and in other documents we furnish to or file with the SEC in the future. Forward-looking statements regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. Other than in accordance with our legal or regulatory obligations we undertake no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

SOURCE: Ferguson PLC

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FAQ

What is Ferguson plc's share repurchase program?

Ferguson plc has launched a $2.5 billion share repurchase program, with a current tranche of £110 million, managed by Barclays.

When does the Ferguson plc share repurchase program start and end?

The program commenced on December 19, 2022, and will run until January 12, 2023.

How many shares can Ferguson plc repurchase?

Ferguson plc's shareholders have authorized the repurchase of up to 20,845,062 ordinary shares.

What is the purpose of the share repurchase program for Ferguson plc?

The purpose is to reduce the capital of the company and potentially satisfy future share awards.

Where will Ferguson plc's share buybacks take place?

Share buybacks will occur on the London Stock Exchange and New York Stock Exchange.