UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER


PURSUANT TO RULE 13a-16 OR 15d-16 UNDER


THE SECURITIES EXCHANGE ACT OF 1934

 

 

For the month of October 2017

 

 

PEARSON plc

(Exact name of registrant as specified in its charter)


 

N/A


 

(Translation of registrant's name into English)


 

80 Strand


London, England WC2R 0RL


44-20-7010-2000

(Address of principal executive office)


 

 

Indicate by check mark whether the Registrant files or will file annual reports

under cover of Form 20-F or Form 40-F:


 

 

 

Form 20-F X                                                Form 40-F


 

 

 

Indicate by check mark whether the Registrant by furnishing the information

contained in this Form is also thereby furnishing the information to the

Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934


 

 

 

Yes                                              No X

 

 

 

 

17 October 2017

London

 

 

LAUNCH OF SHARE BUYBACK PROGRAMME

 

Further to its announcement on 11 July 2017, and the subsequent completion of the sale of a 22% stake in Penguin Random House to our partner Bertelsmann SE & Co KGaA on 5 October 2017, Pearson plc (the Company) announces that it is to commence a £300 million share buyback programme (the Programme). The Programme will commence on 18 October 2017 and will end no later than 26 April 2018 (the Engagement Period). Purchases may continue during any closed periods of the Company during the Engagement Period.

 

The Company has entered into engagements with Citigroup Global Markets Limited and J.P. Morgan Securities plc (each a Bank and together the Banks) under which it has issued a non-discretionary irrevocable instruction to each Bank to manage the share buyback programme. Each Bank will carry out the instruction through the acquisition of ordinary shares in the Company for subsequent repurchase by the Company. The Banks will make trading decisions in relation to the Company's ordinary shares repurchased under the buy-back programme independently of, and uninfluenced by, the Company. The Banks will acquire ordinary shares for delivery to the Company pursuant to the Programme on alternate days during the Engagement Period, starting with J.P. Morgan Securities plc on 18 October 2017.

 

Any acquisitions of its ordinary shares by the Company will be effected within pre-set parameters set out in the Bank's respective engagements, and in accordance with the Company's AGM authority to repurchase ordinary shares (at the AGM in 2017, shareholders gave the company authority to purchase a maximum of 82,258,685 ordinary shares), Chapter 12 of the Financial Conduct Authority's Listing Rules and the provisions of the Market Abuse Regulation 596/2014/EU.

 

The sole purpose of the Programme is to reduce the capital of the Company. As such the Company intends to cancel any ordinary shares purchased.

 

For the avoidance of doubt, no repurchases will be made in respect of the Company's American Depositary Receipts.

 

Each Bank may undertake transactions in the Company's ordinary shares during the Engagement Period in order to manage its market exposure under the Programme.

 

For more information

T + 44 (0)20 7010 2310

Investors: Jo Russell, Tom Waldron, Anjali Kotak 

Press: Tom Engel, Tom Steiner

 

ENDS

 

 

 

 

 

 

 

 

 

 

SIGNATURE

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


 

	PEARSON plc
Date: 17 October 2017
	By: /s/ NATALIE WHITE
	------------------------------------
	Natalie White
	Deputy Company Secretary