18 April 2023

Mitie Group plc

LEI number: 213800MTCLTKEHWZMJ03

Mitie Group plc

"Launch of new £50 million share buyback programme"

Mitie Group plc ("Mitie" or "the Group") (LSE: MTO), the UK's leading facilities management company, announces its intention to undertake a £50 million share buyback programme (the "Share Buyback Programme") in respect of its ordinary shares of 2.5 pence each ("Ordinary Shares").  The first tranche of the programme, with a maximum consideration of £25 million, will commence from the date of this announcement (the "First Tranche").

As highlighted in Mitie's trading update for the year ended 31 March 2023 ("FY23"), published this morning (which disclosed the Share Buyback Programme), the encouraging performance reported during FY23 has continued over the balance of the year, and operating profit before other items is now expected to exceed the current guidance.  We have a robust balance sheet, and we have entered the new financial year in a good position, having made solid progress on our strategic priorities in FY23.

In today's trading update, we also confirmed the Board's decision to purchase shares for all employee incentive schemes, to eliminate the otherwise dilutive effect to shareholders of issuing new shares to fulfil the schemes.  The majority of our share schemes are satisfied through the company's Employee Benefit Trust ("EBT"), whilst Save As You Earn ("SAYE") schemes are satisfied through Treasury shares to mitigate unnecessary stamp duty costs for the employee.

In line with this objective, 15 million Ordinary Shares purchased as part of the First Tranche will be held in Treasury to satisfy our 2020 SAYE scheme, which vests in December 2023.  30 million shares are required in total for this scheme, and the remainder will be purchased in the second tranche.

Assuming all 30 million share options under the 2020 SAYE scheme are exercised by participating employees when the scheme vests in December, Mitie will receive a contribution of 28 pence per share, being the discounted option price, from the employee towards each share purchased under the scheme (equivalent to £8 million, in aggregate).  The use of these funds for additional share buybacks will be considered in the context of M&A opportunities and the market outlook.   

In order to execute the First Tranche, Mitie has entered into an instruction with Peel Hunt LLP ("Peel Hunt") in relation to the purchase by Peel Hunt, acting as principal during the period commencing on 18 April 2023 and ending no later than 30 September 2023, of Ordinary Shares in the share capital of Mitie ("Shares") for an aggregate consideration (excluding expenses) of no greater than £25 million and the simultaneous on-sale of such Shares by Peel Hunt to Mitie.  15 million of the Ordinary Shares acquired by Mitie will be held in Treasury, with any Ordinary Shares acquired in excess of this number to be cancelled.  Peel Hunt will make its trading decisions concerning the timing of the purchases of Mitie's Ordinary Shares independently of, and uninfluenced by, the Group.

The Share Buyback Programme will be conducted within certain pre-set parameters, and in accordance with the general authority to repurchase shares granted by Mitie's shareholders at the 2022 Annual General Meeting (which authority is expected to be renewed at the 2023 Annual General Meeting), Chapter 12 of the UK Listing Rules and the provisions of the Market Abuse Regulation 596/2014/EU dealing with buyback programmes.

Mitie 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.

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About Mitie

Founded in 1987, Mitie's job is to look after places where Britain works and is the leading facilities management company in the UK. We offer a range of services to the Public Sectors in Central Government and Defence and Communities (Healthcare, Education and Campus & Critical). Our Technical Services (Engineering Services, Energy, Water and Real Estate Services) and Business Services (Security, Cleaning and Office Services) divisions serve private sector customers in Telecoms, Financial & Professional Services, Transport and Industrials and increasingly to the public sector. Finally, our Specialist Services (Care & Custody, Landscapes, Waste Management and Spain) division serves both the public and private sectors.

Mitie employs 68,000 people. We are the champion of the 'Frontline Heroes' who have kept Britain working during the COVID pandemic. We take care of our customers' people and buildings, through the 'Science of Service', and we are transforming facilities to be more flexible, safe, sustainable, and attractive to all. The business continues to execute its technology-led strategy and in the past twelve months has received multiple awards. Find out more at www.mitie.com.