RE: RNS Bob going ..18 Jul 2023 07:05
RNS Number : 2952G
Revolution Beauty Group PLC
18 July 2023
This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the Company's obligations under Article 17 of MAR.
For immediate release
18 July 2023
REVOLUTION BEAUTY GROUP PLC
("Revolution Beauty", the "Group" or the "Company")
Settlement Agreement with boohoo
Revolution Beauty Group plc (AIM: REVB), the multi-channel mass beauty innovator, and boohoo Group plc ("boohoo", AIM: BOO), a leading online fashion group, announce that they have entered into a settlement agreement (the "Settlement Agreement") under which:
· boohoo has agreed to withdraw its requisition of a general meeting of the Company under section 303 of the Companies Act 2006 (the "Requisition");
· Bob Holt OBE and Derek Zissman have agreed to resign from the board of Revolution Beauty (the "Board"), although Bob will remain with the business as interim CEO until 31 August 2023;
· Alistair McGeorge, Neil Catto, Rachel Horsefield and Peter Hallett will join the Board, with Alistair being appointed as executive chairman of the Company, Neil becoming a non-independent non-executive director, and Rachel and Peter becoming independent non-executive directors; and
· Elizabeth Lake will remain as CFO. The new directors appointed at boohoo's request are looking forward to supporting Elizabeth with her ongoing hard work on restoring the Company to sound financial health, including with respect to ensuring the timely publication of the Company's accounts for the financial year ended 28 February 2023 (the "FY23 Accounts").
The terms agreed between Revolution Beauty and boohoo in the Settlement Agreement are conditional upon, among other things, the settlement agreement entered into between Bob Holt and the Company (the "BH Agreement") coming into effect, as summarised below. This is expected to occur in the coming days.
Further announcements will be made in due course, as required.
Withdrawal of Requisition and proposed indefinite adjournment of General Meeting
The Settlement Agreement between Revolution Beauty and boohoo will bring to an end the uncertainty regarding the Company that followed the Requisition on 19 June 2023. Pursuant to the Settlement Agreement, boohoo has withdrawn the Requisition, but because the notice convening the general meeting of the Company pursuant to the Requisition (the "General Meeting") has already been sent to shareholders, the Board will still be obliged as a technical matter to hold the General Meeting on the date for which it has been convened. The General Meeting will therefore be held at 11:00 a.m. on 7 August 2023, at the offices of Macfarlanes LLP.
However, the Board intends, with the consent of shareholders present at the Gener