Warpaint London Regulatory News (W7L)

24 September 2018

Warpaint London plc

("Warpaint London" or the "Company")

Implementation of Long-term Incentive Plan and Initial Grant

Warpaint London plc (AIM: W7L), the specialist supplier of colour cosmetics and owner of the W7 and Technic brands, announces the implementation of a new Long-Term Incentive Plan ("LTIP") with initial grants to six senior team members including the two Joint CEOs and the CFO.

The LTIP has been established to incentivise management to increase shareholder value over the long term. The Remuneration Committee is keen to ensure that remuneration for the Company's senior team will be effective and fair and motivate them to deliver success for the Company, its shareholders and employees. Share options with an exercise price of 254.5p, equal to the closing mid-market value immediately prior to the date of grant, and subject to the achievement of demanding Earnings Per Share ("EPS") and Total Shareholder Return ("TSR") performance conditions measured over a period of up to 5 years were granted to the Joint CEOs and the CFO, who comprise the executive members of the board, on 21 September 2018 as set out in the table below:

The share options are exercisable up to 10 years from the date of grant. Vesting is subject to the performance conditions set out below:

50% of the award is subject to an adjusted EPS growth performance condition. One third of this portion of the award will be tested and vest after three, four and five years. Vesting is based on adjusted EPS in the years ending Dec 2020, 2021 and 2022. Threshold vesting of 20% of the award is achieved at 12.5% compound annual EPS growth and full vesting at 22.5% compound annual EPS growth, measured from 31 December 2017.

50% of the award is subject to an absolute TSR performance condition tested following the announcement of results for the years ending 31 December 2020, 2021 and 2022. Threshold vesting of 20% of the award is achieved at 8% compound annual TSR and straight line vesting up to 100% vesting at 18% compound annual TSR, measured from 31 December 2017.

An additional grant of 460,494 share options with the same terms has been made to three senior management individuals of the Company, including Richard Eastwood, the UK Sales Director, who has been identified as a PDMR and two other non PDMRs. Each has been granted 153,498 share options. Mr Eastwood was also granted options in aggregate over 21,053 ordinary shares in the Company on 29 June 2017. He holds no ordinary shares in the Company.

The entire award represents 5.0% of the current issued share capital of the Company.

Samuel Bazini and Eoin Macleod, the Joint CEOs of Warpaint London, hold no other share options in the Company and their respective shareholdings remain unchanged, as previously set out in the Director Dealings announcement of 19 June 2018.

Neil Rodol, the CFO of Warpaint London, in addition to the above LTIP, was granted options in aggregate over 105,262 ordinary shares in the Company on 29 June 2017. Further information is set out in the announcement of 30 June 2017. Mr Rodol's shareholding in the Company remains unchanged, as previously set out in that announcement.

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Warpaint London plc

Warpaint London is a colour cosmetics business, based in Iver, Buckinghamshire. It is made up of two divisions: close-out and own-brand. The second and larger own-brand division primarily consists of the Group's flagship brand, W7, together with the Technic, Body Collection and Man'stuff brands acquired through the acquisition of Retra Holdings in 2017.

W7 is an extremely creative, design-focused cosmetic brand proposition with a focus on the 16-30 age range, delivering high-quality cosmetics at affordable prices. The W7 brand has grown organically since its inception in 2002 and now contains over 700 items which are sold into high street retailers and independent beauty shops across the UK, Europe, Australia and the US. In 2017, W7 was supplied in more than 60 countries.

In 2017 Warpaint completed the acquisition of Retra Holdings Limited, a UK colour cosmetics business with a significant focus on the gifting market, principally for high street retailers and supermarkets including Boots, Superdrug and Asda. Retra owns three major brands: Technic, Body Collection and Man'stuff, in addition to supplying white label cosmetics produced for several major high street retailers including Asda and Matalan.