15 July 2025

 

Capita plc

 

(the "Company")

 

Voting Rights and Capital

 

Notification of alteration to total voting rights in accordance with the FCA's Disclosure Guidance and Transparency Rules provision 5.6.1R.

 

The Company advises that its capital consists of 114,359,758 ordinary shares of 31 pence each, as at 14 July 2025. The voting rights of these shares are identical with each share carrying the right to one vote. The Company currently holds no ordinary shares in Treasury. Therefore, the total number of voting rights in Capita plc is 114,359,758.

 

The above figure, 114,359,758 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or change to their interest in, Capita plc under the FCA's Disclosure Guidance and Transparency Rules.

 

In addition, the above figure includes 610,816 shares currently held by the Capita Employee Benefit Trust and therefore excluded from the Company's EPS calculation.

 

Name and signature of duly authorised officer of issuer responsible for making notification:

 

Claire Denton, Chief General Counsel and Company Secretary

 

TR-1: Standard form for notification of major holdings

 

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i

 

1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached ii:

Capita plc

1b. Please indicate if the issuer is a non-UK issuer (please mark with an “X” if appropriate)

Non-UK issuer

 

2. Reason for the notification (please mark the appropriate box or boxes with an “X”)

An acquisition or disposal of voting rights

 

X

An acquisition or disposal of financial instruments

 

An event changing the breakdown of voting rights

 

Other (please specify) iii:

 

3. Details of person subject to the notification obligation iv

Name

Lombard Odier Asset Management (Europe) Limited

City and country of registered office (if applicable)

London, United Kingdom

4. Full name of shareholder(s) (if different from 3.) v

Name

Disclosure on behalf of accounts managed on a discretionary basis by Lombard Odier Investment Managers group

City and country of registered office (if applicable)

 

5. Date on which the threshold was crossed or reached vi:

07.07.2025

6. Date on which issuer notified (DD/MM/YYYY):

08.07.2025

7. Total positions of person(s) subject to the notification obligation

 

% of voting rights attached to shares (total of 8. A)

% of voting rights through financial instruments (total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights held in issuer (8.A + 8.B) vii

Resulting situation on the date on which threshold was crossed or reached

4.71%

 

4.71%

5,370,619

Position of previous notification (if

applicable)

5.31%

 

5.31%

 

 

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii

A: Voting rights attached to shares

Class/type of shares

ISIN code (if possible)

Number of voting rights ix

% of voting rights

Direct

(DTR5.1)

Indirect

 (DTR5.2.1)

Direct

(DTR5.1)

Indirect

(DTR5.2.1)

GB00BPCT7534

 

5,370,619

 

4.71%

 

 

 

 

 

 

 

 

 

 

SUBTOTAL 8. A

5,370,619

4.71%

 

 

B 1: Financial Instruments according to DTR5.3.1R (1) (a)

Type of financial instrument

Expiration date x

Exercise/ Conversion Period xi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

% of voting rights

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

SUBTOTAL 8. B 1

 

 

 

 

B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)

Type of financial instrument

Expiration date x

Exercise/ Conversion Period xi

Physical or cash

Settlement xii

Number of voting rights

% of voting rights

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

SUBTOTAL 8.B.2

 

 

 

 

 

 

 

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an “X”)

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii

X

Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary) xiv

 

Name xv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Total of both if it equals or is higher than the notifiable threshold

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Scott Hill

2

Reason for the notification

a)

Position/status

Chief People Officer

 

b)

Initial notification

/Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Capita plc

b)

LEI

CMIGEWPLHL4M7ZV0IZ88

4

Details of the transaction(s): section to be repeated for (i) each type of instrument;

(ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

Description of the financial instrument, type of instrument

 

Identification code

Ordinary shares of 31p each

 

 

 

GB00BPCT7534

b)

Nature of the transaction

Monthly share purchase under the Capita Share Ownership Plan

  

c)

Price(s) and volume(s)

Purchase of Shares within the Capita Share Ownership Plan:

 

Price(s)

Volume(s)

Partnership Shares

Matching Shares

£3.455

43

6

d)

Aggregated information

-  Aggregated volume

 

-  Price

 

49 Ordinary shares

 

£3.455

e)

Date of the transaction

2025-07-04

12:30 BST

f)

Place of the transaction

XLON

 

 

8 July 2025

Capita plc

("Capita" or "the Company")

APPLICATION FOR BLOCK LISTING

Capita today announces that an application has been made to the FCA and the London Stock Exchange for a Block Listing of 750,000 ordinary shares of 31 pence each (the "Shares") to trading on the London Stock Exchange and to be admitted to the Official List of the FCA.

The Shares will be issued from time to time as a result of the exercise of share options pursuant to the Capita plc 2021 Executive Share Plan.

It is expected that admission will become effective on 11 July 2025. When issued, the Shares will rank pari passu with the existing ordinary shares of the Company.

This disclosure is made pursuant to paragraph 3.5.5R of the Listing Rules.

For more information, please contact:

Investor enquiries Helen Parris Director of Investor RelationsTel: 07720 169269Email: IRteam@capita.co.uk

Stephanie LittleDeputy Head of Investor Relations Tel: 07541 622838Email: IRteam@capita.co.uk

Media enquiriesTel: 020 7654 2399Email: media@capita.co.uk 

About Capita plc

Capita is a modern outsourcer, helping clients across the public and private sectors run complex business processes more efficiently, creating better consumer experiences. Operating across eight countries, Capita’s 34,000 colleagues support primarily UK and European clients with people-based services underpinned by market-leading technology. We play an integral role in society - our work matters to the lives of the millions of people who rely on us every day.

 

 

TR-1: Standard form for notification of major holdings

1. Issuer Details

ISIN

GB00BPCT7534

Issuer Name

CAPITA PLC

UK or Non-UK Issuer

UK

2. Reason for Notification

An acquisition or disposal of financial instruments

3. Details of person subject to the notification obligation

Name

Oasis Management Company Ltd.

City of registered office (if applicable)

Central

Country of registered office (if applicable)

Hong Kong

4. Details of the shareholder

Full name of shareholder(s) if different from the person(s) subject to the notification obligation, above

 

City of registered office (if applicable)

 

Country of registered office (if applicable)

 

5. Date on which the threshold was crossed or reached

03-Jul-2025

6. Date on which Issuer notified

07-Jul-2025

7. Total positions of person(s) subject to the notification obligation

.

% of voting rights attached to shares (total of 8.A)

% of voting rights through financial instruments (total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights held in issuer

Resulting situation on the date on which threshold was crossed or reached

0.000000

5.503183

5.503183

6271415

Position of previous notification (if applicable)

 

 

 

 

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached

8A. Voting rights attached to shares

Class/Type of shares ISIN code(if possible)

Number of direct voting rights (DTR5.1)

Number of indirect voting rights (DTR5.2.1)

% of direct voting rights (DTR5.1)

% of indirect voting rights (DTR5.2.1)

 

 

 

 

 

Sub Total 8.A

 

 

8B1. Financial Instruments according to (DTR5.3.1R.(1) (a))

Type of financial instrument

Expiration date

Exercise/conversion period

Number of voting rights that may be acquired if the instrument is exercised/converted

% of voting rights

 

 

 

 

 

Sub Total 8.B1

 

 

 

8B2. Financial Instruments with similar economic effect according to (DTR5.3.1R.(1) (b))

Type of financial instrument

Expiration date

Exercise/conversion period

Physical or cash settlement

Number of voting rights

% of voting rights

Total Return Swap

 

 

Cash

6271415

5.503183

Sub Total 8.B2

 

6271415

5.503183%

9. Information in relation to the person subject to the notification obligation

2. Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entities (please add additional rows as necessary)

Ultimate controlling person

Name of controlled undertaking

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Total of both if it equals or is higher than the notifiable threshold

Seth Hillel Fischer

 

 

5.503183

5.503183%

Oasis Management Company Ltd.

 

 

5.503183

5.503183%

Oasis Management Holdings Ltd.

 

 

5.503183

5.503183%

10. In case of proxy voting

Name of the proxy holder

 

The number and % of voting rights held

 

The date until which the voting rights will be held

 

11. Additional Information

 

12. Date of Completion

07-Jul-2025

13. Place Of Completion

Hong Kong

2 July 2025

H1 2024 Segmental Restatement

Capita plc (‘Capita’ or ‘the Group’)

The table below provides Capita’s H1 2024 adjusted segmental information re-presented1 under its operating segment structure as reported in the 2024 Full Year Results:

 

Capita Experience

 

£m

Capita Public Service2

Contact Centre

Pension Solutions

Regulated Services

plc

H1 2024 Group

Adjusted

Adjusted revenue

685.6

346.2

86.4

80.4

-

1,198.6

Adjusted

operating profit

47.4

1.1

11.4

12.6

(18.0)

54.5

Adjusted operating margin

6.9%

0.3%

13.2%

15.7%

-

4.5%

Adjusted EBITDA

66.9

21.4

15.1

15.9

(16.9)

102.4

Operating cash flow, before business exits

49.2

13.3

22.3

(9.5)

(24.5)

50.8

Operating cash conversion, before business exits

73.5%

62.1%

147.7%

(59.7%)

(145.0%)

49.6%

 

Within the above performance, Regulated Services benefitted from £10m of profit impacting one-offs in H1 2024.

As noted within the Group’s trading statement, released on 17 June 2025, we reiterate our full year 2025 financial guidance of broadly flat revenue, operating margin improvement weighted to the second half of the year. We continue to expect the Group to be free cash flow positive from the end of 2025.

Notes:

Following a review of its external segments in the second half of 2024, the Group now reports Capita Experience as three subdivisions; Contact Centre, Pension Solutions and Regulated Services. Re-presented to reflect the exit of a small business in the second half of 2024, which in H1 2024 had revenue of £2.9m, an operating loss of £0.3m and an operating cash inflow £0.6m.

Capita will announce its H1 2025 results on 5 August 2025.

For more information, please contact:

Investor enquiriesHelen Parris, Director of Investor RelationsTel: 07720 169 269Email: IRteam@capita.co.uk

Stephanie Little, Deputy Head of Investor Relations Tel: 07541 622 838Email: IRteam@capita.co.uk

Media enquiriesCapita external communicationsTel: 0207 654 2399Email: media@capita.co.uk 

About Capita plc

Capita is a modern outsourcer, helping clients across the public and private sectors run complex business processes more efficiently, creating better consumer experiences. Operating across eight countries, Capita’s 34,000 colleagues support primarily UK and European clients with people-based services underpinned by market-leading technology. We play an integral role in society - our work matters to the lives of the millions of people who rely on us every day.

2 July 2025

 

Amendment and Extension of Revolving Credit Facility

Capita plc ( ‘The Company’)

The Company announces that it has extended the maturity date of its Revolving Credit Facility (RCF) to 31 December 2027. This is a 12 month extension of the maturity date from the original expiry of 31 December 2026.  The available facility is for £250m and is amended to include a £50m accordion option. 

The RCF has been arranged by eight lenders comprising two new banking partners in the lending syndicate, Royal Bank of Canada and ABN AMRO Bank N.V., and six existing lenders - Lloyds Bank plc; National Westminster Bank plc; Barclays Bank PLC, ING Bank N.V., London Branch, Citibank N.A., London Branch and Goldman Sachs International Bank.

The remaining original terms of the facility are substantially unchanged. 

 

For more information, please contact:

Investor enquiriesHelen Parris, Director of Investor RelationsTel: 07720 169 269Email: IRteam@capita.co.uk

Stephanie Little, Deputy Head of Investor Relations Tel: 07541 622 838Email: IRteam@capita.co.uk

Media enquiriesCapita external communicationsTel: 0207 654 2399Email: media@capita.co.uk 

About Capita plc

Capita is a modern outsourcer, helping clients across the public and private sectors run complex business processes more efficiently, creating better consumer experiences. Operating across eight countries, Capita’s 34,000 colleagues support primarily UK and European clients with people-based services underpinned by market-leading technology. We play an integral role in society - our work matters to the lives of the millions of people who rely on us every day.

BLOCK LISTING SIX MONTHLY RETURN

the following information is released in accordance with LR 3.5.6:

Date: 01/07/2025

 Capita plc 2021 Executive Share Plan and the Capita plc 2017 Deferred Annual Bonus Plan

Name of applicant:

Capita plc

Name of scheme:

Capita plc 2021 Executive Share Plan and the Capita plc 2017 Deferred Annual Bonus Plan.

 

Period of return:

From:

01/01/2025

To:

30/06/2025

Balance of unallotted securities under scheme(s) from previous return:

1,122,860

Plus: The amount by which the block scheme(s) has been increased since the date of the last return (if any increase has been applied for):

7,000,000

Less: Number of securities issued/allotted under scheme(s) during period (see LR3.5.7G):

8,122,860

Equals: Balance under scheme(s) not yet issued/allotted at end of period:

0

Note:

The above blocklisting information relates to Capita plc ordinary 2 1/15 pence shares. On 28 April 2025, Capita plc shareholders approved a share consolidation on a 15 for 1 ratio, whereby every 15 ordinary shares of 2 1/15 pence held by a shareholder were consolidated into one ordinary share of 31 pence. The figures detailed in the above table reflect the block-listing prior to the share consolidation. There were no shares subject to a block-listing at the date of the share consolidation on 29 April 2025.

 

Name of contact:

Amanda Whalley, Deputy Company Secretary

Telephone number of contact:

07784202413

 

 

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

 

This notification is made in accordance with the requirements of the UK Market Abuse Regulation.

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Corinne Ripoche

2

Reason for the notification

a)

Position/status

Chief Executive Officer - Capita Experience

b)

Initial notification

/Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Capita plc

b)

LEI

CMIGEWPLHL4M7ZV0IZ88

4

Details of the transaction(s): section to be repeated for (i) each type of instrument;

(ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

Description of the financial instrument, type of instrument

 

Identification code

Ordinary shares of 31p each

 

 

 

GB00BPCT7534

b)

Nature of the transaction

Exercise and retention of Restricted Share Award nil cost share options granted under the Capita Executive Plan 2021 and self-fund of income tax and national insurance liabilities.

 

c)

Price (s) and Volume(s) -

Acquisition of shares on exercise of options

Price(s)

 

£nil

Volume(s)

 

73,495

Sale of shares

NA

0

Retention of shares

£nil

73,495

d)

Aggregated information

Price(s)

 

Volume(s)

 

 

Acquisition of shares on exercise of options

£nil

73,495

  Sale of shares

NA

0

  Retention of shares

£nil

73,495

e)

Date of the transaction

27 June 2025

f)

Place of the transaction

Outside of a trading venue (exercise of share options)

 

1 July 2025

 

Capita plc

 

(the "Company")

 

Voting Rights and Capital

 

Notification of alteration to total voting rights in accordance with the FCA's Disclosure Guidance and Transparency Rules provision 5.6.1R.

 

The Company advises that its capital consists of 113,959,758 ordinary shares of 31 pence each, as at 30 June 2025. The voting rights of these shares are identical with each share carrying the right to one vote. The Company currently holds no ordinary shares in Treasury. Therefore, the total number of voting rights in Capita plc is 113,959,758.

 

The above figure, 113,959,758 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or change to their interest in, Capita plc under the FCA's Disclosure Guidance and Transparency Rules.

 

In addition, the above figure includes 128,890 shares currently held by the Capita Employee Benefit Trust and therefore excluded from the Company's EPS calculation.

 

Name and signature of duly authorised officer of issuer responsible for making notification:

 

Claire Denton, Chief General Counsel and Company Secretary