Statement of Intention Not to Make an Offer.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.8 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE").

FOR IMMEDIATE RELEASE

19 June 2025

FRASERS GROUP PLC

Statement of Intention Not to Make an Offer for Revolution Beauty Group plc ("Revolution Beauty")

Further to the announcement made on 10 June 2025 in relation to Frasers Group plc's ("Frasers Group") participation in the Revolution Beauty Formal Sale Process announced on 21 May 2025, Frasers Group now confirms that it does not intend to make an offer for Revolution Beauty. As a result, Frasers Group and any person(s) acting in concert with it will, except with the consent of the Takeover Panel, be bound by the restrictions contained in Rule 2.8 of the Code.

Under Note 2 on Rule 2.8 of the Code, Frasers Group, and any person(s) acting in concert with it, reserves the right to set the restrictions in Rule 2.8 of the Code aside in the following circumstances:

a)    with the agreement of the board of directors of Revolution Beauty;

b)    following the announcement by or on behalf of a third party of a firm intention to make an offer for Revolution Beauty;

c)     if Revolution Beauty announces a Rule 9 waiver proposal (as described in Note 1 of the Notes on Dispensations from Rule 9 of the Code) or a reverse takeover (as defined in the Code); and

d)    if there has been a material change of circumstances (as determined by the Takeover Panel).   

Frasers Group plc