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“Value-destructive, opportunistic and self-serving”: Revolution Beauty fights back against Boohoo coup


Stock Market Trading Updates are usually dry affairs about EBITDAs and percentage growth, but Revolution Beauty has used the opportunity to defend itself against the “hostile shareholder actions” by boohoo – and it hasn’t held back.

The countdown is on to the company’s Annual General Meeting on June 27th and already the gloves are off.

The aforementioned “hostile shareholder actions” include using the meeting to vote against the reappointment of Revolution’s board members and instead trying to install boohoo’s own non-executive directors to its leadership team – boohoo owns around 26% of Revolution’s shares.

Today’s statement is effectively a case for the defence.

The listed group, which has had its shares suspended since last September after auditors refused to sign off its accounts, said the turnaround had begun.

“Trading has been excellent during this period, with sales up 60% year on year. Gross margins were 48.2%, which compares with 41.7% in the corresponding period last year. EBITDA at constant currency was £3.5m (Q1 FY23: £7.4m loss) and cash on hand was £15.4m (Q1 FY23: £10.1m). This performance demonstrates the quality of Revolution Beauty’s products and consumer offer, and its ability to deliver growing sales into an expanding global retailer base,” read the update.

It added:

“boohoo’s stated rationale for the proposed changes to the Revolution Beauty board is that the focus of the Group must switch to growth. The Company hopes that shareholders are reassured that the current board is similarly minded and that growth is being delivered without one shareholder taking control of the board at the expense of the interests of other shareholders.  

“It is also noteworthy that the Group’s trading performance has been delivered at the same time as rectifying the significant historical issues that occurred under previous management.”

In a further response to boohoo, the board said it was “on the cusp of having trading in its shares on AIM restored.”


“The board believes that boohoo’s hostile Requisition is value-destructive, opportunistic and self-serving, as well as not being in the interests of the Company’s shareholders as a whole.

“The Group notes the announcement released on 22 June 2023 by boohoo, stating boohoo’s intention to include Rachel Horsefield (the former CEO of Beauty at THG plc, a business with which Revolution Beauty has recently undertaken to cease commercial relationships) in the future independent board appointment process of Revolution Beauty. According to boohoo’s announcement, Ms Horsefield ‘brings with her a wealth of direct relevant experience and expertise in the beauty sector.’

“The board of Revolution Beauty believes that boohoo’s announcement yesterday vindicates its view, as stated in the Company’s announcement of 21 June 2023, that Alistair McGeorge and Neil Catto (boohoo’s two current board candidates for Revolution Beauty) do not have the relevant experience in running a business in the beauty sector, nor in supplying a store estate and beauty product range which is focussed on the high street.”

Looking at its current leadership team, it stated:

“Together with a broad executive leadership team with significant beauty and e-commerce expertise, the Company reminds shareholders that, in Jeremy Schwartz, they already have a director with a wealth of experience in the beauty sector. Jeremy spent 12 years at L’Oréal, including as managing director in the UK responsible for all consumer, luxury, salon and active cosmetics divisions, and five years as chairman and CEO of The Body Shop, which has some 3,000 stores in 70 countries. Therefore, Ms Horsefield’s proposed addition to the board is not required.”

Compared to the trading update, CEO, Bob Holt’s quote is more understated:

“The excellent trading performance in the first quarter of the year is testament to the quality of our offer and the strength of our leadership team, and shows that we are delivering on our global retailer strategy. This has been achieved at the same time as fixing the historical issues overseen by previous management and putting in place improved cost controls and processes across the business.

“Revolution Beauty has clear positive momentum and we remain focused on restoring trading in the Company’s shares. We have a strong platform in place to deliver continued profitable growth.”

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