Launch of Second Share Buyback Programme

On 28 April 2022, Grafton Group plc (the “Group” or the “Company”), the international building materials distributor and DIY retailer, announced its intention to commence a share buyback programme during the course of 2022.

Following the completion of its £100.0 million share buyback programme between 9 May 2022 and 12 September 2022, the Company today announces that it has entered into non-discretionary arrangements with Goodbody Stockbrokers UC (acting as agent) and Numis Securities Limited (acting as principal) to conduct a further share buyback programme and to buy back ordinary shares (the “Shares”) for a maximum aggregate consideration of up to £100.0 million and to make trading decisions under the programme independently of the Company in accordance with certain pre-set parameters (the “Buyback”).

The Buyback will commence today, 10 November 2022, and end no later than 30 April 2023 subject to market conditions. Under the terms of the Buyback, the Shares will be repurchased on the London Stock Exchange and cancelled.

The purpose of the Buyback is to reduce the share capital of the Company in line with this announcement.  It will be conducted within the limits of the authority granted by shareholders at the Company’s AGM held on 28 April 2022 to repurchase up to 10 per cent of the Company’s ordinary shares in issue (the “Authority”) such that the maximum number of Shares which can be repurchased under the Buyback is 23,970,000 Shares (as reduced by any previous purchase of shares pursuant to the Authority).

The Buyback will also be conducted within the parameters prescribed by the Market Abuse Regulation 596/2014 and the Commission Delegated Regulation (EU) 2016/1052 (also as in force in the UK, from time to time, including, where relevant, pursuant to the UK’s European Union (Withdrawal) Act 2018 and the Market Abuse (Amendment) (EU Exit) Regulations 2019) as well as the applicable laws and regulations of the UK Financial Conduct Authority.

The Company will make further announcements in due course following any buy back of Shares. There is no guarantee that the Buyback will be implemented in full or that any Shares will be bought back by the Company.