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I would be happy with a strong 1Q trading update.

There is increasing anticipation of something strategic in the full year results.

I think RevB and debt restructuring are most likely.

Other contenders are Labels JV? KM Licensing? A disposal? Some sort of preference share placement? A major distribution channel partnership?

I’m sensing from monitoring this board this week, that even if the debt was paid off, the market cap would still be less than the value of the existing debt 🤯

The scary answer is that DEBS own situation is so dire, its only option is to sell its stake cheap to a third party.

The question is though, what is the best outcome for DEBS shareholders regarding RevB.

Should Debs board participate, acquire, or take the money and run?

Hexam,

In April 2020, ASOS share price rose from £12 to £24 during month after its share placing.

LDLD - one theory for the delay is that we need to wait until the offer period for RevB to close. This is part of Boo's its strategic review. In regards to refunds/cash flow speculation - we have been here before in a similar vain. People speculated when Boo suppliers lost insurance cover and Boo increased the length of payment days, that this was the death knell. Soon after, insurance cover was reinstated when Boo organised refinancing.

Hexam - I have also seen examples where the share price rallies after a balance sheet recapitalisation.

I dont know RevB well enough to know if it is simply a balance sheet issue (needs recapitalising) or a structural operational issue.

I am aware sales are falling fast but cannot comment on whether this is cyclical or structural. I thought they said in guidance that sales would stabilise by year end.

Injecting DEBS capital into a failing company is not a sensible capital allocation strategy.

I suspect my last post will be controversial. Particularly with RevB shareholders.

By consolidation, I mean if Boo goes over 51% control. It would still be listed.

The proceeds of rights issue goes to paying off RevB debt. In theory, if the enterprise value remains the same, then the equity value would rise. For those who do not participate, their equity value remains the same.

Enterprise Value = Market Cap + Debt - Cash

RevB should do a dilutive £25m rights issue. Boo takes part. Issues mandatory offer which would probably fail but Boo now controls RevB to consolidate it. £25m pays off the debt.

I would say 1 is best outcome (acquire it) as it shows Debs still has the financial capacity to absorb it.

However, 1 may not be an option. It may simply be forced to walk away.

Even if there was a dilutive rights issue, it would probably mean that Boo would have to make a mandatory offer for remaining equity if it took part. This could get it high enough so that Boo then controls 51% with a modest premium but it is still listed.

From a DEBS perspective, what is the preferred outcome regarding RevB.

1) Boo acquires it and assimilates debt (issues shares to RevB shareholders);

2) A third party acquires it (PE or Beauty Co) and we become JV minority partners - Boo injects some cash to recapitalise balance sheet;

3) Boo sells its stake to a third party (at premium to current price) and we walk away with a writedown but no further outlay

4) Boo participates in rights issue but remains below 30% (including concert parties) - no one has overall control.

Not sure there is an obvious choice. But a choice has to be made.

Ultimately, RevB was an independently run company for its shareholders. Although Kamani/Boo were considered unhelpful shareholders in some regards, the DEBS platforms have been vital for RevB as a distribution channel.

RevB's demise is the responsibility of the RevB mgmt team and BoD.

DEBS shareholders can criticise its own mgmt team and BoD for its poor capital allocation by buying RevB shares.

Yes there are conflicts-a-plenty here. In any scenario, it is probably going to reflect poorly on DEBS.

There is a formal sales process for all potential bidders to put their hat in the ring. It sounds as if RevB needs a major rights issue or to sell itself. The current share price of RevB lays squarely at the RevB mgmt team and BoD.

Https://www.retailgazette.co.uk/blog/2025/06/topshop-standalone-stores/

RNS

Not an expert, but my understanding is that Form 8.3 has to be disclosed within 10 business days of the announcement of an offer period. REVB announced its offer period on 21 May. There shareholders with more than 1% must file holding.

My understanding is that this not imply anything. It does not confirm either way if Boo are the bidders.

Happy to be corrected.

https://www.thetakeoverpanel.org.uk/wp-content/uploads/2022/04/Summary-of-provision-of-Rule-8-July-2021189117.3.pdf?v=21May2018

Yes I am sure there are juicy arrangement fees.

The only thing I know this morning is that Dan disseminated market sensitive information in 1Q sales to a number of trade press. He is being proactive to fight back the negative articles on refunds. Surely the creditors would already know this info so it was for market consumption. I sense that the full year results will now be after 11th (the RevB announcement). Although I be surprised if Boo are the bidder.

If there was a restructuring, then creditors may have covenants.

Superb

I think it is good practice to organise replacement facilities well ahead of expiry. It is obviously taking a few months and always seems to leak to Telegraph.

However could be other factors:

- Long term interest rates are going up, not down.

- New CFO

- Need to absorb RevB debt

- Better terms now available as it has done a good job of paying down net debt in past year

-They need extra working capital as we enter 4Q

Could explain delay in results? Will we get informal 1Q trading update? Will revenue guidance show an improvement in trends?

Https://www.theindustry.fashion/debenhams-sees-summer-sales-soar-despite-refund-delay-backlash/

Source is Boohoo. Disseminated to a few outlets.