Placing and Proposed Admission to Trading on AIM

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES OF AMERICA, CANADA, JAPAN, THE REPUBLIC OF IRELAND, THE REPUBLIC OF SOUTH AFRICA, AUSTRALIA OR TRANSMITTED, DISTRIBUTED TO, OR SENT BY, ANY NATIONAL OR RESIDENT OR CITIZEN OF ANY SUCH COUNTRIES OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION MAY CONTRAVENE LOCAL SECURITIES LAWS OR REGULATIONS.

This announcement is an advertisement and not an admission document or a prospectus and does not constitute or form part of an offer to sell or issue or a solicitation of an offer to subscribe for or buy any securities nor should it be relied upon in connection with any contract or commitment whatsoever.  Investors should not purchase or subscribe for any transferable securities referred to in this announcement except on the basis of the information in the admission document (the "Admission Document") published by Revolution Beauty Group plc (the "Company") today in connection with the proposed admission of its ordinary shares to trading on AIM, a market operated by London Stock Exchange plc ("Admission").  Copies of the Admission Document will, following publication, be available at the registered office of the Company, subject to applicable securities laws or regulations.

REVOLUTION BEAUTY GROUP PLC

("Revolution Beauty" or the "Company")

£300 MILLION PLACING AND PROPOSED ADMISSION TO TRADING ON AIM

£495 MILLION MARKET CAPITALISATION AT THE PLACING PRICE

TRADING TO START ON 19TH JULY

Revolution Beauty Group plc, a multi-brand, multi-category, multi-channel mass beauty innovator with proven global scale, today announces its proposed admission to trading on AIM and its conditional placing of 69,194,687 new Ordinary Shares (the "New Shares") and 118,305,313 existing Ordinary Shares (the "Sale Shares"), at a price of 160 pence per share (the "Placing Price") with institutional and other investors.

The Company has today published its Admission Document and will apply for Admission. The full terms and conditions of the Placing and Admission are set out in the Admission Document.

Zeus Capital is acting as Nominated Adviser and Broker to the Company.

KEY HIGHLIGHTS

·      The Placing attracted strong support from high quality institutional shareholders and was significantly oversubscribed

·      The Company has entered into a cornerstone investment agreement with Jupiter Asset Management who has, subject to certain conditions, agreed to subscribe for £90 million of the placing

·      Based on the Placing Price, the total market capitalisation will be approximately £495 million

·      On Admission to AIM, the Company will have 309,375,000 Ordinary Shares in issue

·      The Placing of New Shares is expected to raise gross proceeds of £110.7m for the Company

·      The Placing of Sale Shares is expected to raise gross proceeds of £189.3m for the selling shareholders

·      The net proceeds of the placing will provide the Company with approximately £20m of cash immediately post IPO

·      Admission and commencement of dealings on AIM are expected to take place at 8.00 am on 19 July 2021 under the ticker REVB and its ISIN number is GB00BP7L1T61

Adam Minto, Founder and CEO of Revolution Beauty, said: 

"The IPO of Revolution Beauty marks a significant milestone in the Company's development and provides us with a solid platform to execute our exciting growth plans and take advantage of the significant opportunities for global expansion in a compelling growth market.

"We are delighted by the strong support from investors and we look forward to creating long term value for our new shareholders as we look forward to our future as a public company."

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HISTORY AND BACKGROUND

In 2014, Adam Minto and Tom Allsworth founded Revolution Beauty to provide customers with high quality and innovative beauty products at an affordable price point, with a strategy to use their combined sector knowledge and deep experience to challenge the legacy operators and become a multi-brand, multi-category and multi-channel beauty platform with a product for everyone.

In 2014, the Group launched its website revolutionbeauty.com and entered into its first major agreement with Superdrug, granting it a significant UK in-store retail presence with exclusivity. The success of this relationship is evidenced by the rapid expansion and enhanced positioning of its products within Superdrug.

The Group initially had 4 ft. stands at the back of approximately 100 Superdrug stores. Following a successful launch, the brand expanded rapidly and its products were given premium store positioning in 800 Superdrug stores by 2018. This resulted in the Group becoming one of the top three mass beauty brands sold by Superdrug.

In 2016, the Group launched in the USA by entering another in store exclusivity agreement with Ulta, the largest specialist beauty retailer in the USA. The Group initially launched in approximately 200 Ulta stores with 2 ft. stands per store, which quickly expanded and the Group is now present in 1,200 Ulta stores with a combination of stand sizes including 16 ft. stands in premium positions.

In 2017, Mermaid Holdco, a vehicle controlled by funds managed by TSG Consumer Partners, invested in the Group enabling it to accelerate investment with leading beauty specialists, such as Ulta, and develop the Group's infrastructure.

The exclusivity model that the Group operated in its early days served to deliver a significant presence and foothold in the UK and US markets. The model was subsequently rolled out with leading retailers in additional countries supporting the Group's development of its global presence. The Group today partners with retailers in 45 countries. This includes Priceline, Australia's leading health and beauty retailer which operates 470 Priceline and Priceline Pharmacy stores nationally, and Watsons, one of Turkey's leading beauty retailers with more than 250 stores in over 65 cities.

The Group has recently expanded distribution via digital partners such as Beauty Bay, ASOS, Zalando, Boohoo, Prettylittlething, Lookfantastic and Amazon. These digital partners have delivered rapid growth as consumers increasingly shop online. This channel will continue to be an important growth avenue as the Group launches with other well-known digital retailers in the UK, USA and other territories in 2021.

With a significant and growing digital and physical presence via third party partnerships, the Group began to invest in developing its own DTC sales channel and infrastructure in 2019, re-platforming to Salesforce which helped to grow traffic to revolutionbeauty.com. From a standing start in August 2019, the Group saw customer growth in the DTC channel hit 1 million by December 2020.

During 2020, government restrictions arising from the COVID-19 pandemic served to change consumer habits for many of Revolution Beauty's customers around the world and drove a significant increase in, and demand for, online shopping. Given its digital infrastructure investment and significant array of third party digital partners, the Group was very well placed to cope and deal with this change. As a result, the Group was able to continue to sell its products through both of its online channels and was able to fulfil the substantially increased demand.

During 2021, the Group continued to increase the number of digital and physical retailers, including launching in 1,800 stores in Target in the USA and launching with new digital partners. At the start of the year, the Group broadened its DTC operations and launched with the THG Ingenuity platform in the US, Australia and New Zealand.

BUSINESS OVERVIEW

Revolution Beauty is a global mass beauty and personal care business which operates a multi brand, multi category strategy and sells its products both DTC via its e-commerce operations, and in both physical and digital retailers through wholesale relationships. Today, the Group has a retail footprint of c.11,000 doors across leading retail chains in the UK, USA and other international markets and has access to a wide customer base, predominantly aged between 16 and 35, through its digital partners and own DTC platform. Since inception in 2014, it has grown annual net revenue to £157.6 million for the 14 month period to 28 February 2021 and sells products in five continents globally.

The Group currently employs 220 people. It has established and invested to create an international infrastructure base which includes third party warehousing facilities in the UK, USA and Australia, and offices in the UK, USA, New Zealand and Germany.

(i)         Products

Revolution Beauty has over 4,000 different SKUs across its eight own brands, highlighting the diversity and inclusivity of its products, which cater to a wider range of skin tones. Key to the development of new products is the ability to identify trends early and to be the leader in launching on-trend products to the mass beauty market. Trends are identified through consumers, influencers and retailers. Social media, notably Instagram and TikTok, is central to this process and the Group is very active on those platforms with both customer engagement on its own pages, and sourcing new ideas from known influencers in the sector.

Once a trend has been identified, the Group is able to leverage its lean, efficient and scalable supply chain to bring the products to market quickly. It is typically able to design, develop and launch new products in 16 weeks, which the Directors believe is much shorter compared to the longer lead times of global competitors. Once on-market, Revolution Beauty drives promotion through its global retail & digital channels and its influencer-led marketing strategy. The demand generated via this strategy informs the Group of the likely success of a product and enables it to manage the production cycle to reduce obsolescence and wastage. A key part of the Revolution Beauty strategy is to listen to consumer feedback once a product has been launched, learn from the market reaction to the product, react to this feedback and evolve. In doing so, the Group can continually innovate its products and prolong their success.

The Group has a diverse range of price points, and develops customer loyalty across the entire range of its target customer demographic of 16 to 35 year olds. This is achieved without any impact on the quality or performance of the products, which are comparable to those of the more expensive prestige competitors.

Innovation and new products are created by the Group's branding team which consists of 24 team members. There is a dedicated team for each brand and category.

(ii)         Categories

The constant introduction of new products since Revolution Beauty's inception has resulted in an increase in the number of categories within the beauty market that the Group operates in. This can be summarised as follows:

·      Make up - core offering since inception

·      Skincare - launched in 2018

·      Haircare - relaunched in 2021

·      Gifting, accessories & branding partnerships - accelerated in 2019

The Group is committed to sustainability by ensuring that its product ranges are 100% cruelty free, mostly vegan, and sustainable and recyclable packaging are used wherever possible.

(iii)        Brands

Revolution Beauty aims to represent and champion a diverse set of customers. In an industry where beauty norms have only just begun to be challenged, Revolution Beauty has been standing for inclusivity and diversity since inception. The Group retails its products through one of its eight brands, each of which have a differentiated offering based on price and target consumer.

Each of the Group's brands has its own distinct audience and product line, enabling the Group to appeal to consumers and the constantly evolving trends they wish to emulate. Product and brand creation allows Revolution Beauty to continue to stay ahead of the beauty market and global operators.

(iv)        Distribution channels and operations

Revolution Beauty has secured a global presence through investment in its own website and digital retail channels, alongside its retail partners and, by investing continually in each brand to ensure their sustained appeal, ultimately enabling a front and centre store location. The Group's strategic investment in its digital channels, and its shift to a digital first strategy, has further grown this international presence. This has provided a platform for the Group to have the ability to react to changing consumer behaviours and channel shifts.

The Group aims to achieve a balance between its three to-market retail channels, physical stores, digital partners and its own DTC channel, to diversify its model and ensure it has adequate capabilities across all channels to capture market share across the Group's target age groups.

(v)        Digital retail partners

Soon after launch, the Group was working with eight digital retail partners and has since secured relationships with major pure play beauty companies such as Beauty Bay and more generalist fashion retailers such as ASOS. Digital retail partners provide the Group with access to a large number of new customers with no capital expenditure requirements. The Group has had great success with existing digital retail partners and further growth is expected with regular opportunities arising from a variety of retailers.

In 2020, Revolution Beauty added a number of well known digital retail partners. The Group expects to onboard additional retailers in 2021 in the UK and USA.

(vi)        DTC

Revolution Beauty is one of the few mass beauty brands of scale with a global DTC e-commerce offering, and has invested heavily in its digital infrastructure and its own DTC channel, revolutionbeauty.com, including a re-platform in September 2019 with Salesforce. The investment in the DTC platform has led to a significant uplift in sales and customers, and growth in KPIs such as conversion rate and average order value. Further investment in the DTC platform was made via a partnership with leading e-commerce provider THG Ingenuity, which went live in January 2021. This has provided the Group with a number of benefits including a global website optimised for mobile with local language storefronts and payment options to appeal to the core customer base of millennials and generation Z.

It has also enabled the Group to launch 'Rev Rewards', a points-based loyalty scheme where members earn points on each purchase. Points are earned by engaging with the Group's social media platforms, leaving reviews or referring a friend. Points can be redeemed for discounts, free gifts and free delivery, all of which drive customer loyalty and provide the Group with valuable customer data. The scheme is effective in translating shoppers into loyal customers, with 'Rev Rewards' members purchasing items more often with significant additional spend compared to standard customers.

(vii)       Retail partners

Whilst Revolution Beauty now operates a digital first strategy, physical retail continues to play an important role in the Group's strategy. Currently, the Group retails in some of the most well-known beauty retailers around the world including Superdrug and Boots in the UK, Ulta and Target in the USA, Priceline in Australia and Watsons in Turkey. Globally, the Group currently sells products through c.11,000 doors in 45 countries.

Since inception, Revolution Beauty has predominantly utilised a strategy of securing in-store exclusivity in one major retailer in each geography and has rolled out products in a limited number of stores with smaller stands. After in-store demand has been proven and the Group has grown its customer base and sales successfully, it has expanded these agreements to cover a larger portion of the third party retailers' estates with larger stands, often in more premium positions such as at the front of stores. This strategy has had notable success in the UK with Superdrug and the USA with Ulta.

At the cessation of each exclusivity agreement, the Group has been able to generate sufficient sales to expand into additional large retailers such as Target in the USA. In conjunction with this, and as brand awareness rises, Revolution Beauty has been able to enter new markets without the use of exclusivity agreements.

Further opportunities exist for the Group to expand its retail presence through existing store partnerships and expansion into existing geographies and new regions.

(viii)      Social media

Social media has been an essential part of Revolution Beauty's marketing strategy since the Group's inception. Today, the Group has a global community of 6.3 million followers across social media platforms and generates billions of impressions per year via social media. The Group also has relationships with a range of social media influencers, from high profile to micro influencers, who post about Revolution Beauty's products.

Social media is used to generate global brand awareness in a cost-effective way and is an important customer acquisition tool to attract visitors to the Group's DTC website. Furthermore, social media enables direct engagement with the Group's consumers, allowing the Group to collect new product development ideas and feedback on existing products.

As an example of the power of social media, the Group recently launched a viral global competition, called Creator Revolution, in partnership with TikTok, to find the next big global beauty stars. There has been significant success on the Group's TikTok channels with the 'CreatorRevolution' hashtag generating over 5.1 billion views on its more recent competition. TikTok has an estimated one billion users across 150 countries. Revolution Beauty has also previously launched TikTok hashtag challenges to generate brand recognition and as part of its social media strategy.

(ix)        Supply chain

Revolution Beauty has a global supplier base with c.80% of products manufactured in Asia, and the remaining c.20% is manufactured in the UK and the EU. These relationships with suppliers are long-standing and pre-date the inception of the Group; founders Adam Minto and Tom Allsworth have built them throughout their careers in the beauty sector. Current suppliers to the Group have the scalability and capacity to support future growth.

The UK manufacturing facility used by the Group primarily provides haircare and skincare products and is sourced through Medichem Manufacturing Limited (a related party of the Executive Chairman). The Group has a call option to purchase Medichem Manufacturing.

Revolution Beauty's products are globally recognised and protected, covering branding, trademarks and intellectual property.

Ethical manufacturing standards are ingrained throughout the Group's supply chain. All products are independently tested for compliance with global cosmetics regulations in a number of regions as detailed in the following section.

GROWTH STRATEGY

There are a number of opportunities for Revolution Beauty to continue its impressive growth through different areas of the Group's offering.

Digital expansion

·      Continued DTC growth through the Company's own website, capitalising further on the digital first approach that sits at the core of the Company's strategy.

·      Further global opportunities to scale in an efficient manner using the partnership with THG Ingenuity.

·      Building on existing digital partners such as ASOS and Beauty Bay and expanding through new digital partners globally.

Store expansion

·      Store presence and targeted store expansion remains an important pillar in the Group's future strategy for global growth. As the Group exits exclusivity arrangements with primary retailers in key geographies, the Group is able to expand into new stores and sign partnerships agreements on a non-exclusive basis providing the platform to further build a global brand.

·      The UK and USA is currently seeing store growth through leading retailers with the Group selecting the best retailers to partner with.

·      Growth is also expected in new regions where Revolution Beauty does not currently have retail partners and has identified significant opportunities in emerging markets, amongst others.

Brand and category expansion

·      Revolution Beauty continues to develop new products as the Group reacts to the latest consumer demands. This will provide opportunity for growth with new and existing products, and also through entering into new product categories.

·      Products and ranges already in development and planned for launch include RevolutionMAN which is expected to launch in 2022.

·      The Group partners with globally well known brands such as Disney and Warner Bros in order to access a wider more diverse customer base.

DIRECTORS

The Board on Admission will comprise Thomas Allsworth as Executive Chairman, Derek Zissman as Deputy Chairman and Senior Independent Non-Executive Director, Adam Minto as Chief Executive Officer, Andrew James Clark as Chief Financial Officer, and Jeremy Schwartz, Gita Samani, and Edward Rumsey as Independent Non-Executive Directors.

Thomas Allsworth (55) - Executive Chairman

Tom co-founded the Company with Adam in 2014. Tom has over 28 years' experience in skincare, haircare, and cosmetics manufacturing. In 1992, Tom founded Medichem Manufacturing, a company that specialises in the manufacture of hair and skincare products. Tom's role comprises operations & supply, legal & insurance and works closely with the finance department.

Adam Minto (51) - Chief Executive Officer

Adam has spent over 32 years, creating and supplying products for the beauty industry, including vast experience in the makeup and fragrance global market. Adam co-founded Revolution Beauty in 2014. Adam's role covers product design & development, brand creation, sales strategies and manages the social media and influencer platforms.

Andrew Clark (43) - Chief Financial Officer

Andrew joined Revolution Beauty in 2019 as chief financial officer. Andrew has over 20 years finance experience with previous roles including CFO (UK&I) of Japanese listed cosmetics company Shiseido and financial director of Costa Coffee International and Costa Express. Andrew is a fellow of the ICAEW.

Derek Zissman (77) - Deputy Chairman and Senior Independent Non-Executive Director

Derek currently sits on the board of three AIM and publicly listed companies, in each case as a Non-Executive Director, including HelloFresh SE, 600 Group plc and Sureserve Group plc. Derek spent 37 years of his career with KPMG, where he was appointed Vice Chairman of KPMG UK, having co-founded the firms UK Corporate Finance group and Private Equity groups in the UK and US. Derek is a fellow of the ICAEW.

Jeremy Schwartz (58) - Independent Non-Executive Director

Jeremy is Chairman of the Kantar Sustainability and Inclusion practice, Non-Executive Director of Braham & Murray Good Hemp and senior advisory to McKinsey & Company. Jeremy's previous roles include Chief Executive Officer of Pandora plc (2018-2019) and Chairman and Chief Executive Officer of L'Oreal The Body Shop (2013-2017). Jeremy has held key roles at other large multinationals including News International plc, Conival plc, J Sainsbury's plc and The Coca-Cola Company.

Gita Samani (45) - Independent Non-Executive Director

Gita has over 20 years of retail experience and the last 15 years focused on digital and e-commerce. She is currently Strategy Director at Astound Commerce, a global digital agency.

She has worked in various roles with some of the UK's well known retailers including House of Fraser, Debenhams and Selfridges as well as global brands such as Michael Kors. She has experience from start-ups to seasoned retailers, across various verticals, in-house and as part of working within a consultancy.

Edward Rumsey (40) - Independent Non-Executive Director

Edward is currently Managing Partner of Permain Global, a business that is working for the protection and recovery of tropical forest by developing large-scale tropical forest protection and restoration projects that are funded through the generation and sale of verified emission reductions (VERs). Prior to Permain Global, Edward had a career in finance at ABN Amro and European Credit Management (ECM). Edward is also a special adviser to the World Bank Group.

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