Grafton Group plc

Share Buyback Programme

Grafton Group plc (the “Group” or the “Company”), the international building materials distributor and DIY retailer, today announced its intention to introduce a new share buyback programme.

The Company also announces today 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 £50 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, 31 August 2023, and end no later than 31 January 2024 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 4 May 2023 (the “AGM”) to repurchase up to 10 per cent of the Company’s ordinary shares in issue as at the date of the AGM (as reduced by any previous purchases of Shares pursuant to this authority) such that the maximum number of Shares which can be repurchased under the Buyback is 15,679,817 Shares.

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.