Share Buyback Commencement

TBC Bank Group PLC ("TBC PLC") announces that its Board of Directors has approved the commencement of a share buyback programme in respect of shares having an aggregate value of up to GEL 75 million (GBP 22.8 million at the official exchange rate of the National Bank of Georgia for 12 August 2022) (the "Programme"). The shares will be purchased in the open market. The purpose of the Programme is, firstly, to purchase shares to transfer to TBC PLC 's employee benefit trust (the "EBT") to satisfy future share awards and, secondly, to reduce TBC PLC's share capital.

The purchase of shares to be transferred to the EBT, which will have an aggregate value of up to GEL 25 million (GBP 7.6 million at the official exchange rate of the National Bank of Georgia for 12 August 2022), is expected to commence from today; such shares will initially be held in treasury and are then expected to be transferred to the EBT on or prior to February 2023. The purchase of shares to be cancelled, which will have an aggregate value of up to GEL 50 million (GBP 15.2 million at the official exchange rate of the National Bank of Georgia for 12 August 2022), are expected to commence no later than 14 October 2022.

The repurchase of shares under the Programme will be carried out in accordance with TBC PLC's general authority to repurchase Ordinary Shares granted at its Annual General Meeting held on 16 June 2022 (the "2022 AGM"), Chapter 12 of the Listing Rules, and the  applicable 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) dealing with buyback programmes. The number of shares to be purchased will not exceed the 2022 AGM approved limit of 5,515,589 shares. TBC PLC, in discussions with its broker, Investec Bank plc ("Investec"), has agreed that on any given trading day a buyback of shares under the Programme may exceed 25 percent of the average daily trading volume on each trading platform on which TBC PLC shares are traded. Where a buyback of shares exceeds 25 percent of the average daily trading volume on any trading platform, TBC PLC will not fall within the exemption contained in Article 5(1) MAR.

TBC PLC has entered into an arrangement with Investec in relation to the purchase by Investec, as riskless principal, of shares of TBC PLC under the Programme, which will commence today and is expected to come to an end on 10 February 2023. During any close periods, TBC PLC and its directors have no power to make any changes to the Programme, which will be executed at the sole discretion of Investec.   

For further enquiries, please contact:
Director of International Media and Investor Relations
Zoltan Szalai

Or

Head of Investor Relations
Anna Romelashvili
[email protected]

About TBC Bank Group PLC ("TBC PLC")

TBC Bank Group PLC ("TBC PLC") is a public limited company registered in England and Wales. TBC PLC is the parent company of JSC TBC Bank ("TBC Bank") and a group of companies that principally operate in Georgia in the financial sector and other closely related fields. TBC PLC also recently expanded its operations in Uzbekistan. TBC PLC is listed on the London Stock Exchange under the symbol TBCG and is a constituent of FTSE 250 Index. It is also a member of the FTSE4Good Index Series and the MSCI United Kingdom Small Cap Index.

TBC Bank, together with its subsidiaries, is a leading universal banking group in Georgia, with a total market share of 39.1% of customer loans and 40.7% of customer deposits as of 30 June 2022, according to data published by the National Bank of Georgia.