a6257h
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 August 2021
Commission File Number: 001-38303
______________________
WPP plc
(Translation of registrant's name into English)
________________________
Sea Containers, 18 Upper Ground
London, United Kingdom SE1 9GL
(Address of principal executive offices)
_________________________
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 if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(1): ___
Note: Regulation S-T Rule 101(b)(1) only permits the
submission in paper of a Form 6-K if submitted solely to provide an
attached annual report to security holders.
Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(7): ___
Note: Regulation S-T Rule 101(b)(7) only permits the
submission in paper of a Form 6-K if submitted to furnish a report
or other document that the registrant foreign private issuer must
furnish and make public under the laws of the jurisdiction in which
the registrant is incorporated, domiciled or legally organized (the
registrant’s “home country”), or under the rules
of the home country exchange on which the registrant’s
securities are traded, as long as the report or other document is
not a press release, is not required to be and has not been
distributed to the registrant’s security holders, and, if
discussing a material event, has already been the subject of a Form
6-K submission or other Commission filing on EDGAR.
Forward-Looking Statements
In
connection with the provisions of the Private Securities Litigation
Reform Act of 1995 (the “Reform Act”), WPP plc and its
subsidiaries (the “Company”) may include
forward-looking statements (as defined in the Reform Act) in oral
or written public statements issued by or on behalf of the Company.
These forward-looking statements may include, among other things,
plans, objectives, projections and anticipated future economic
performance based on assumptions and the like that are subject to
risks and uncertainties. As such, actual results or outcomes may
differ materially from those discussed in the forward-looking
statements. Important factors that may cause actual results to
differ include but are not limited to: the unanticipated loss of a
material client or key personnel, delays or reductions in client
advertising budgets, shifts in industry rates of compensation,
regulatory compliance costs or litigation, natural disasters or
acts of terrorism, the Company’s exposure to changes in the
values of major currencies other than the UK pound sterling
(because a substantial portion of its revenues are derived and
costs incurred outside of the United Kingdom) and the overall level
of economic activity in the Company’s major markets (which
varies depending on, among other things, regional, national and
international political and economic conditions and government
regulations in the world’s advertising markets). In addition,
you should consider the risks described in Item 3D, captioned
“Risk Factors” in the Company’s Form 20-F for the
year ended 31 December 2019, which could also cause actual results
to differ from forward-looking information. In light of these and
other uncertainties, the forward-looking statements included in the
oral or written public statements should not be regarded as a
representation by the Company that the Company’s plans and
objectives will be achieved.
The
Company undertakes no obligation to update or revise any such
forward-looking statements, whether as a result of new information,
future events or otherwise.
EXHIBIT INDEX
Exhibit No.
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Description
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1
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Share buy-back programme dated 05 August 2021, prepared by WPP
plc.
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FOR IMMEDIATE RELEASE
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5 August 2021
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WPP plc
("WPP")
Share buy-back programme
WPP
announces that it has today entered into a non-discretionary
agreement with Exane SA ("Exane BNP Paribas") in relation to the
purchase by Exane BNP Paribas, acting as riskless principal, of
WPP's ordinary shares of 10 pence each ("Ordinary Shares") for an
aggregate purchase price of up to £250m (the "Programme").
Ordinary Shares acquired by Exane BNP Paribas under the agreement
will be simultaneously on-sold by Exane BNP Paribas to WPP. The
purchase of shares in accordance with the Programme will take place
during the period commencing 5 August 2021 and ending no later than
22 October 2021. The purpose of the Programme is to reduce the
share capital of WPP.
Any purchase of Ordinary Shares contemplated by
this announcement will be carried out on the London Stock Exchange
and/or other trading venues1 and
will be effected within certain pre-set parameters. WPP's
shareholders generally authorised WPP to purchase up to a maximum
of 121,258,871 Ordinary Shares at its 2021 Annual General
Meeting held on 9 June 2021, subject to certain limitations (the
"Authority"). The aggregate number of Ordinary Shares acquired by
the Company pursuant to the Programme shall not exceed the maximum
number of Ordinary Shares which the Company is authorised to
purchase pursuant to the Authority. The Authority expires on the
earlier of the date of the Annual General Meeting of the Company to
be held in 2022 and 1 September 2022. The Programme will be
executed in accordance with (and subject to the limits prescribed
by) the Authority and will be conducted within the parameters
prescribed by the Market Abuse Regulation 596/2014/EU (as in force
in the UK and as amended by the Market Abuse (Amendment) (EU Exit)
Regulations 2019), the Commission Delegated Regulation 2016/1052/EU
(as in force in the UK and as amended by the FCA's Technical
Standards (Market Abuse Regulation) (EU Exit) Instrument 2019) and
in accordance with Chapter 12 of the UK Listing Rules. Any market
repurchase of Ordinary Shares will be announced no later than
7.30am on the business day following the calendar day on which the
repurchase occurred.
Exane BNP Paribas's hedging counterparty, BNP
Paribas (or any affiliate) may undertake transactions in Ordinary
Shares (which may include sales, derivatives, and other hedging
activities, in addition to purchases) in order to manage its market
exposure resulting directly or indirectly from the Programme. Exane
BNP Paribas and BNP Paribas (or any affiliate) will make any
disclosures they are legally required to make in relation to such
transactions. [1] Includes
Cboe BXE, Cboe CXE and Turquoise.
For
further information:
Investors and analysts
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Peregrine
Riviere
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+44
7909 907193
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Fran
Butera (US)
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+1 914
484 1198
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Media
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Chris
Wade, WPP
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+44
(0)20 7282 4600
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Richard
Oldworth,Buchanan Communications
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+44 20
7466 5000
+44
7710 130 634
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About WPP
WPP is a creative transformation company. We use
the power of creativity to build better futures for our people,
planet, clients and communities. For more information,
visit www.wpp.com.
ENDS
SIGNATURES
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.
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WPP PLC
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(Registrant)
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Date:
05 August 2021.
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By:
______________________
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Balbir
Kelly-Bisla
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Company
Secretary
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