Revolution Beauty Regulatory News (REVB)

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.

REVOLUTION BEAUTY GROUP PLC

("Revolution Beauty", the "Group" or the "Company")

Revised deferred consideration for Medichem Manufacturing Limited

Revolution Beauty Group plc (AIM: REVB), the multi-channel mass beauty innovator, today provides an update on the deferred consideration payments for Medichem Manufacturing Limited ("Medichem").

On 26 October 2021, Tom Allsworth (the "Seller") and Revolution Beauty Holdings Limited (the "Buyer") entered into an agreement for the sale and purchase of the entire issued share capital of Medichem (now called Revolution Beauty Labs Ltd) for a total consideration of £23.0 million (the "Acquisition"), of which £7.0 million has been paid to date. The deferred consideration of £16.0 million plus a completion net asset adjustment of £4.5 million were payable in equal annual instalments of £5.125 million over four years (together with an amount equivalent to interest accrued thereon at the rate of 2.5% per annum). In addition, a loan made prior to the Acquisition from Medichem to Walbrook Investments Limited ("Walbrook"), a company controlled by Tom Allsworth, of £1.5 million was to be settled by way of annual deductions of £375,000 from the annual payments due to the Seller over four years.

The Acquisition constituted a related party transaction under the AIM Rules as Tom Allsworth, Executive Chairman of Revolution Beauty, was the sole shareholder of Medichem.

The Buyer and the Seller have signed a Deed of Variation dated 6 March 2023 which amends the terms of the deferred consideration and completion net asset adjustment as outlined below.

The revised terms of the deferred consideration provides the Company with additional headroom for its working capital requirements and also allows the Company to agree revised banking covenants for its debt facilities, therefore the Board believe the revised terms are in the best interests of the Company and its shareholders.

On 19 December 2022, as previously announced, Revolution Beauty commissioned a further independent valuation of Medichem. This has resulted in a new valuation which is materially lower than the original valuation. The Board are in negotiations with the Seller to reach a revised agreement on the amount of consideration due and the payment terms for any further consideration payable - the consideration currently remains unchanged with negotiations between the Buyer and Seller ongoing.

The Directors of Revolution Beauty, with the exception of Tom Allsworth, having consulted with Zeus (the Company's Nominated Adviser), consider that the revised payment terms as set out in the deed of variation are fair and reasonable insofar as its shareholders are concerned.