Update on Recent Approaches

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

FOR IMMEDIATE RELEASE

16 June 2022

THG plc

("THG" or the "Company")

Update on Recent Approaches

As confirmed in the Company's Preliminary FY 2021 Results and Q1 2022 Trading Update on 21 April 2022, THG has received indicative proposals from numerous parties in recent months. Furthermore, as announced on 19 May 2022, an indicative non-binding proposal from a consortium led by Belerion Capital Group Limited and King Street Capital Management, L.P., had been rejected by the Board of THG.

All recent approaches for THG have been unsolicited, and in the unanimous opinion of the Board, were unacceptable and significantly undervalued the Company. After consulting with THG's major shareholders and taking advice from the Company's advisors, the Board has not considered it appropriate to provide due diligence access to any of these parties. In accordance with Rule 2.6(c) of the Code, the Board has determined that it is not appropriate to seek an extension to the deadline set out in the Company's announcement dated 19 May 2022.

While THG is clearly aware of the macro-economic challenges, the Company continues to perform well, and in line with its own expectations.

The person responsible for arranging for the release of this announcement on behalf of THG is James Pochin, General Counsel and Company Secretary.

For further information, please contact: 

ENDS

Notes to editors

THG (www.thg.com) is a vertically integrated, global, digital-first consumer brands group, retailing its own beauty and nutrition brands, plus leading third-party brands, via its proprietary, end-to-end, e-commerce technology, infrastructure and brand-building platform (THG Ingenuity). THG's business is operated through the following businesses:

THG Ingenuity: Ingenuity Commerce provides end-to-end technology services charged to third party clients for digital commerce solutions. Ingenuity Infrastructure underpins the Ingenuity Commerce offering, and is charged to third parties as a single stand-alone service. Services include hosting, content creation through THG Studios, translation services and beauty product development and manufacturing.

THG Beauty: The globally pre-eminent digital-first brand owner, retailer and manufacturer in the prestige beauty market, combining its portfolio of eight owned brands across skincare, haircare and cosmetics, the provision of a global route to market for over 1,300 third-party beauty brands through its portfolio of websites, including Lookfantastic, Dermstore, Cult Beauty and Mankind and the beauty subscription box brand GLOSSYBOX.  

THG Nutrition: A group of digital-first Nutrition brands, which includes the world's largest online sports nutrition brand Myprotein, and its family of brands (Myvegan, Myvitamins, MP Clothing and Myprotein Pro), with a vertically integrated business model, supported by six THG production facilities.

THG OnDemand: Personalisation and customisation services to major brands and global publishing houses, typically under licensing agreements, enabling brands to offer unique products to consumers through websites including Zavvi, IWOOT and Pop in a Box.

Other: Luxury D2C websites including Coggles, AllSole and MyBag, as well as THG Experience, which comprises prestige locations at Hale Country Club & Spa, Kingston Townhouse Hotel and Great John Street Hotel, providing deeply experiential brand building environments, most notably in support of THG Society, the Group's proprietary influencer marketing platform.

Rule 26.1 disclosure

In accordance with Rule 26.1 of the Code, a copy of this announcement will be available (subject to certain restrictions relating to persons resident in restricted jurisdictions) at www.THG.com by no later than 12 noon (London time) on the business day following the date of this announcement. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

Important notice

This announcement is not intended to, and does not, constitute, represent or form part of any offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities, or the solicitation of any vote or approval in any jurisdiction, whether pursuant to this announcement or otherwise. Any offer, if made, will be made solely by certain offer documentation which will contain the full terms and conditions of any offer, including details of how it may be accepted.

This announcement has been prepared in accordance with English law and the Code, and information disclosed may not be the same as that which would have been prepared in accordance with laws outside of the United Kingdom. The release, publication or distribution of this announcement in jurisdictions other than the United Kingdom and the availability of any offer, if made, to shareholders of the Company who are not resident in the United Kingdom may be affected by the laws of relevant jurisdictions. Therefore, any persons who are subject to the laws of any jurisdiction other than the United Kingdom or shareholders of the Company who are not resident in the United Kingdom will need to inform themselves about, and observe any applicable requirements. Any failure to comply with such requirements may constitute a violation of the securities law of any such jurisdiction.