Gamma Communications Repurchases 15,887 Shares at 962.47 Pence Average Amid Ongoing Takeover Offer Period

Gamma Communications’ Market Status and Share Repurchase Programme Overview

Gamma Communications plc, listed on the London Stock Exchange under ticker GAMA, is a UK-based telecommunications firm. Its ordinary shares, each with a nominal value of 0.25 pence, have been subject to a strategic share buyback programme announced on 13 January 2026. This initiative aims to return value to shareholders by reducing the number of shares outstanding. The company’s Legal Entity Identifier (LEI) is 213800LAQZXPRIZUEH50, and it complies with the Financial Conduct Authority’s regulations and the Disclosure Guidance and Transparency Rules applicable to LSE-listed entities.

The 22 July 2026 share repurchase continues this strategy, with Investec Bank plc acting as the appointed intermediary. Since the programme began, Gamma has repurchased a total of 2,778,705 ordinary shares, significantly decreasing its share count and adjusting its capital structure. The shares purchased on 22 July traded between 950.00 and 971.00 pence, reflecting prevailing market conditions and liquidity on the London Stock Exchange.

Details of 22 July 2026 Transactions and Pricing

The 15,887 shares repurchased on 22 July 2026 were acquired through 40 individual transactions executed throughout the trading day, achieving a weighted average price of 962.4743 pence per share. The lowest purchase price was 950.00 pence at 15:18, while the highest was 971.00 pence during midday trading between 13:09 and 13:12. Transaction sizes varied from single shares up to blocks of 390 shares, demonstrating a granular execution approach by Investec designed to minimize market impact and maintain normal trading conditions.

Trading activity was concentrated between 11:00 and 14:00 hours, with full transparency maintained through disclosure of transaction times, prices, and reference numbers in compliance with Article 5(1)(b) of the Market Abuse Regulation (EU) No 596/2014 as incorporated into UK law. All trades took place on XLON, the London Stock Exchange’s trading platform, each assigned a unique Transaction Reference Number for regulatory and audit purposes. The price movements throughout the day exhibited typical intra-day volatility aligned with general market trends.

Effects on Share Capital and Voting Rights

Following settlement of the 22 July purchases, Gamma Communications’ issued share capital stands at 90,985,646 ordinary shares, with 1,503,674 shares held in treasury. Treasury shares do not carry voting rights and are excluded from the total voting rights calculation, which currently totals 89,481,972 shares. This figure is critical for shareholders and market participants in determining notification obligations under the Financial Conduct Authority’s Disclosure Guidance and Transparency Rules.

The ongoing buyback programme’s reduction in issued shares enhances earnings per share (EPS) for remaining shareholders, assuming stable or growing earnings. The company has declared its intention to cancel all repurchased shares, which permanently reduces the share count rather than retaining shares in treasury. Cancelled shares cannot be reissued without shareholder approval, whereas treasury shares can be reissued subject to existing authorities. The adjusted voting rights figure will be closely monitored by the Takeover Panel amid the ongoing offer period.

Compliance with Takeover Code and Offer Period Considerations

The buyback activities occur within an active takeover offer period starting 7 April 2026, invoking enhanced regulatory requirements under Rules 8 and 2.9 of the City Code on Takeovers and Mergers. These rules ensure equal shareholder treatment and transparency during takeover interest. Gamma’s ordinary shares are classified as "relevant securities" under Rule 8, triggering specific disclosure obligations for any dealings during the offer period.

Gamma has disclosed its voting rights position as of this announcement, confirming 89,481,972 ordinary shares in issue excluding treasury shares. This disclosure enables the market and Takeover Panel to monitor compliance with notification thresholds. Financial advisers Barclays Bank PLC, Q Advisors, Investec, and Peel Hunt continue to act as exempt principal traders in Gamma securities on the London Stock Exchange, with buyback transactions conducted in compliance with these exemptions and full transparency.

Investec’s Role as Broker and Intermediary

Investec Bank plc, regulated by the UK Financial Conduct Authority and Prudential Regulation Authority, serves as the executing broker and intermediary for Gamma’s share repurchase programme. Its responsibilities include sourcing sellers and executing purchases at market-negotiated prices. Investec has provided detailed transaction reporting with timestamps, quantities, prices, and reference numbers for all 22 July 2026 purchases, meeting Market Abuse Regulation transparency requirements.

Additionally, Investec acts as joint financial adviser to Gamma, offering strategic advice related to the takeover interest declared on 7 April 2026. The firm has confirmed it acts exclusively for Gamma and assumes no responsibility towards other parties, ensuring aligned interests during this critical corporate period.

Disclosure Obligations and Market Surveillance During Offer Period

Under Rule 8.3 of the City Code on Takeovers and Mergers, any person holding 1% or more of Gamma’s relevant securities must submit an Opening Position Disclosure within ten business days of the offer period’s start or upon becoming an offeror. Subsequent dealings require Dealing Disclosures by 3:30 pm London time on the business day following the transaction. These measures promote transparency of significant shareholdings during takeover activity.

The Takeover Panel’s Market Surveillance Unit maintains a Disclosure Table listing all companies subject to these rules, including Gamma Communications, with details on securities in issue and offer period start dates. Shareholders and interested parties can consult this resource or contact the Panel directly for guidance. Barclays Bank PLC, acting through its Investment Bank, leads in advising Gamma on compliance during the offer period.

Market Liquidity and Trading Patterns on 22 July 2026

The weighted average purchase price of 962.4743 pence, within a daily range of 950.00 to 971.00 pence, reflects typical intra-day volatility of approximately 2.2% for a London Stock Exchange main market equity. Investec’s execution of 15,887 shares over 40 trades without significant price disruption indicates reasonable liquidity. Larger transactions, such as 390-share blocks at 960.50 pence and 969.50 pence, occurred during specific intervals, showing available supply at discrete price points.

Transaction sizes varied from single shares to 390-share blocks, consistent with an execution strategy designed to minimize market impact and avoid signaling large block purchases. The weighted average price achieved aligns closely with the day’s trading range midpoint, demonstrating effective execution without favoring or disadvantaging the company relative to market prices. Regulatory information services provided full visibility of each trade, enabling market participants to assess Gamma’s capital management activities.

Treasury Shares and Capital Structure Impact

Gamma Communications holds 1,503,674 ordinary shares in treasury, representing repurchased shares not yet cancelled. Treasury shares lack voting rights and dividend entitlement but can be reissued if needed for capital requirements or share-based remuneration. The company’s intention to cancel all repurchased shares under the current programme will permanently reduce issued capital, eliminating the option to reissue without new shareholder approval.

This cancellation strategy aligns with capital return policies common among mature FTSE-listed companies in stable sectors with limited near-term acquisition or equity issuance needs. It also reduces administrative complexity associated with managing treasury shares. For shareholders, the permanent share count reduction enhances earnings per share, assuming steady or growing profitability.

Regulatory Identifiers and Securities Information

Gamma Communications’ ordinary shares trade on the London Stock Exchange main market under ISIN GB00BQS10J50. The company’s Legal Entity Identifier (LEI) is 213800LAQZXPRIZUEH50, ensuring unambiguous identification for regulatory reporting and transaction tracking globally. All 15,887 shares repurchased on 22 July 2026 were executed on XLON, the LSE’s electronic trading platform, benefiting from pre- and post-trade transparency and market surveillance. Each transaction carries a unique reference number, facilitating audit trails and regulatory oversight.

Financial Advisers and Trading Exemptions During Buyback

Gamma Communications is supported by four principal financial advisers during the offer period and buyback programme: Barclays Bank PLC (lead financial adviser), Q Advisors (joint financial adviser), Investec Bank plc (joint financial adviser and broker), and Peel Hunt LLP (joint financial adviser and broker). Each has confirmed exclusive representation of Gamma and disclaims responsibility to other parties.

Under Rule 14e-5(b) of the U.S. Securities Exchange Act of 1934 and UK market practices, Barclays, Investec, Peel Hunt, and affiliates are permitted to act as exempt principal traders in Gamma securities on the LSE. This exemption allows them to trade without triggering standard disclosure requirements applicable to other market participants. All exempt principal trading activities are reported to Regulatory Information Services and disclosed on the LSE website, maintaining transparency while supporting market-making functions.