**NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE IN OR INTO THE UNITED STATES OF AMERICA, CANADA, JAPAN OR AUSTRALIA**
This announcement neither comprises listing particulars nor a prospectus relating to the Company nor constitutes nor forms nor should be construed as constituting or forming part of any offer or invitation to sell or any solicitation of any offer to purchase or to subscribe for any securities in the Company or any other body corporate and should not be relied upon in connection with a decision to purchase or subscribe for any such securities nor shall they or any part of them form the basis of or be relied upon in connection with any contract thereof. Investors should not subscribe for or purchase any shares referred to in this announcement except on the basis of information set out in the prospectus to be published by SuperGroup PLC ("SuperGroup" or the "Group") in due course (the "Prospectus") in connection with the admission of its ordinary shares ("Ordinary Shares") to the Official List of the UK Listing Authority and to trading on the main market for listed securities of London Stock Exchange plc (together, "Admission"). Copies of the Prospectus will, following publication, be available from SuperGroup's registered office.
15 February 2010
ANNOUNCEMENT OF INTENTION TO LIST ON THE LONDON STOCK EXCHANGE
Institutional and Retail Offers to be launched
SuperGroup, one of the fastest growing UK retailers in youth fashion with a rapidly expanding overseas and internet business, today announces its intention to proceed with an initial public offering of shares. It is expected that any public offering of Ordinary Shares will be listed on the main market of London Stock Exchange plc. This transaction is subject to market conditions.
Seymour Pierce is acting as Sponsor and Sole Bookrunner.
Summary of the Offer
The offer comprises the offer to institutional investors (the "Institutional Offer") and the offer to retail investors (the "Retail Offer") (the Institutional Offer and the Retail Offer collectively referred to as the "Offer"). The Ordinary Shares are being offered to certain institutional investors in the United Kingdom pursuant to the Institutional Offer (the "Institutional Offer Shares"), and are being offered to individuals in the UK pursuant to the Retail Offer (the "Retail Offer Shares").
It is expected SuperGroup will issue Ordinary Shares to a value of around £125 million.
The net proceeds of the Offer will be used in part to accelerate the Group's plans for growth and support working capital requirements. The directors of the Company ("the Directors" or "the Board") also intend to use part of the net proceeds of the Offer to enable the management team and other long serving stakeholders in the business to realise part of their investment in the Group.
Summary information on SuperGroup
§ SuperGroup is one of the fastest growing UK based retailers with a rapidly expanding overseas and internet business.
§ It offers affordable, premium quality clothing and accessories in the youth fashion market. SuperGroup has developed a number of brands, the paramount of which is Superdry.
§ The Group currently has 40 standalone stores in the UK including three outlet stores and 54 concessions in House of Fraser, where it is the best performing menswear brand. SuperGroup is increasingly seen by landlords as a sought after tenant in new developments, along with the likes of international brands such as Apple and Hollister.
§ The Group's wholesale activities in the UK encompass direct sale, distribution, franchising, licensing and agency agreements. In Europe, wholesale customers are distributors (two of whom are also franchisees) and independent retailers whilst outside of Europe wholesale customers are predominantly franchisees and licensees, all of whom trade under the Superdry or Superdry Store name.
§ The Group also has three fully transactional websites; www.superdrystore.com; www.77breed.co.uk and www.cult.co.uk.
§ The Superdry brand has already attained international recognition, being sold in more than 30 countries, with internet sales in 58 countries. It has benefited from celebrity-generated publicity from the likes of David Beckham, Zac Effron, Helena Christensen, Shakira and Leonardo DiCaprio.
§ The results for the 26 weeks to 1 November 2009 were substantially ahead of the Directors' expectations, with sales up by 91.4 per cent. compared to the 26 weeks to 2 November 2008. On 5 January 2010, the Group announced a strong Christmas trading update, with like for like sales growth across the Group of 29 per cent. in the five week period to 3 January 2010 against strong prior year comparatives of 27 per cent. This robust increase in revenue was seen across all channels of distribution with total wholesale sales increasing 153 per cent. and total retail sales doubling to £20.2 million compared to the same period last year. Over the 12 month period to 3 January 2010, total sales rose 95 per cent. to £119 million as a result of rapid expansion over the last year, which the Board believes is set to continue as the Superdry brand gathers momentum both in the UK and overseas. The Group is debt free.
§ Following the appointment of Peter Bamford as non-executive Chairman, Steven Glew, Keith Edelman and Indira Thambiah join the Board as non-executive directors.
The Directors believe the business is well placed to consolidate its position as one of the leading players in the branded youth fashion market as well as to increase its market share in the UK, across Europe and internationally. The Directors consider the following to be key strengths:
§ Brands - the Group's own brands, in particular Superdry, are distinctive in terms of design features and are affordable in a market where there could be a tendency to focus on higher margins at the expense of the quality of the products.
§ Breadth of product offer - the range includes T-shirts, jeans, sweaters, jogging bottoms, hoodies, jackets, shirts, rugby shirts, polo shirts, as well as bags and accessories. The Board believes that the Superdry range has a wide appeal, capturing elements of both preppy and street wear designs.
§ Highly efficient design process - in addition to the core base of non-seasonal wardrobe staples the Group has streamlined the design process to minimise lead times enabling it to react quickly to fashion trends. Additionally, the 10 strong design team led by James Holder aims to set fashion trends by creating future classics, as it did with the iconic "Osaka" T-shirt and "Brad" jacket.
§ Experienced management team - under the leadership of Julian Dunkerton, founder and Chief Executive Officer, the five strong management team (see biographies below) has extensive experience in design, retail, merchandising and buying. The team has considerable knowledge and experience of the branded youth fashion market and has successfully developed the business and its brands during periods where other retailers have experienced difficult trading conditions.
§ Long term relationships- the Group enjoys highly collaborative relationships with a select group of reliable manufacturers. Its main supplier is in Turkey with other manufacturers in China, India, Peru and Vietnam.
§ A compelling retail business model - the Group has one of the highest gross and operating margins in the UK retail sector, which the Board believes helps facilitate the smooth development of the brand overseas through a number of channels, such as franchising and the internet.
§ Market position - SuperGroup occupies a niche position within the growing global branded youth fashion market. Changing customer attitudes have ensured that non-sport brands such as Superdry are taking an increasingly large proportion of consumer spending in this segment of the clothing market, an ongoing trend which is benefiting SuperGroup. The Board believes that the Group is exceptionally well positioned to take advantage of this trend and intends to capitalise on the Group's unique market position, significant brand popularity and reputation for quality, authenticity and design to drive sales growth.
SuperGroup's strategy for growth:
§ continue the roll-out of standalone stores and concessions in the UK;
§ extend the current product range, particularly across womenswear, shoes, underwear and accessories. Historically womenswear has only represented approximately 30 per cent. of total sales and the Group has begun to increase the number of women's product lines;
§ expand the wholesale business both in the UK and internationally with increased penetration of existing customers and markets and development of new territories, in particular, the Far East, the Middle East and South Africa;
§ develop the online offering, particularly targeting overseas customers;
§ undertake further licensing of the Superdry brand for new product areas;
§ accelerate international expansion through new wholesale, franchise and licence agreements, as well as further develop cross-border e-tailing opportunities; and
§ develop the Group's incubator brands, SurfCo California and 77Breed.
Commenting on the announcement, Julian Dunkerton, SuperGroup's Chief Executive Officer said:
"We are delighted to announce our plans for a listing on the London Stock Exchange. SuperGroup is a highly profitable, fast growing business with significant potential for expansion in the UK and internationally. Our brands, particularly Superdry, have established a loyal customer following across the world founded on a reputation for providing innovative, premium quality clothing at affordable prices.
"Today's news that we are intending to offer a retail component to our listing is a way of rewarding our dedicated, hard working staff and enabling both our customers and other members of the public to share in the future success of the business."
The Retail Offer
Qualifying persons who wish to apply for Retail Offer Shares in the Retail Offer should follow the instructions on the Group's Retail Offer registration website at www.superdry.com/shareoffer which is live today or contact Computershare on the helpline number 0870 889 3102.
Registration will only be possible online. By registering, retail investors will be able to choose their preferred method of application.
When the Retail Offer opens, retail investors will be able to apply either online, by downloading an application form or, if an existing employee or a person nominated by an existing employee to participate in the Retail Offer who is a friend of such employee or a member of his or her family, by returning an application form mailed to them.
Retail investors who register their interest online will be notified directly when the Retail Offer opens.
As the Retail Offer will only be open for a limited period we recommend that potential investors register their interest online at the earliest opportunity.
Further information on SuperGroup as well as details of how retail investors can register their interest in the Retail Offer are available on www.superdry.com/shareoffer.
The contents of the Group's websites do not form part of this announcement.
Matthew Barnett Tel: +44 (0) 7703 026966
Ann-marie Wilkinson Tel: +44 (0) 20 7920 2330
Nicola Marrin Tel: +44 (0) 207107 8000
Photographs are available from M:Communications. To arrange to receive soft copies, please contact Abigail Forbes on 020 7930 2315 or firstname.lastname@example.org
Peter Bamford, aged 55, Non-Executive Chairman
Peter served on the main board of Vodafone Group Plc for eight years from 1998 to 2006. Whilst at Vodafone he played a key role in its substantial growth and in addressing the issues that arose. He held a number of senior executive positions including international roles as Regional Chief Executive responsible for Vodafone's operations and investments in nine countries and Chief Marketing Officer responsible for the full range of marketing and commercial activities in Vodafone including brand, global product development and content management.
Before joining Vodafone, Peter spent his entire career in retailing and held senior positions with Kingfisher Plc and Tesco Plc. He was also a director of WH Smith Plc where he spent five years running The Wall (music retailing) in the US.
He now holds a number of non-executive positions including as Chairman of MCPS-PRS Alliance Ltd (known as PRS for Music) and a non-executive director of Rentokil Initial Plc.
Keith Edelman, aged 59, Senior Independent Non-Executive Director
Keith spent his early career in the City with Bank of America before moving through finance/strategy roles at Grand Metropolitan (now Diageo Plc). He moved to become Corporate Planning Director of Ladbrokes Plc (FTSE100) at a time when the company was engaged in considerable M&A work and during this period he also chaired Texas Homecare Limited prior to its sale to Sainsbury.
Keith then spent two years as Managing Director of Carlton Communications Plc (FTSE 100) before being appointed CEO of Storehouse Plc which at the time owned BHS Plc, Mothercare Plc and a number of smaller brands including Blazer.
Keith's last executive role was at Arsenal Holdings Plc where, as Chief Executive, he had prime responsibility for the development of the new Emirates stadium.
Since stepping down from the Board in May 2008, he has taken on a number of non-executive roles, including at Safestore Holdings Plc (where he is also chairman of the remuneration committee) and Beale Plc. He has also recently joined the board of the Olympic Legacy Company as non-executive director and chairman of the audit committee.
Steven Glew, aged 52, Independent Non-Executive Director
Steven is a qualified chartered accountant, with substantial experience in retail businesses and a track record of implementing sustainable growth.
He started his career at Peat Marwick (now KPMG), before joining Tesco Plc in various senior finance roles, before moving on to become Group Finance Director at Booker Plc in 1999, helping stage its turnaround through to its merger with Iceland Plc in July 2000. Subsequently, as Group Finance Director at Mothercare Plc, he was instrumental in turning the once loss making business into a business producing an annual profit of £20 million, with 235 UK stores and 250 international stores. Since 2006, Steven has been Group Finance Director at UK Mail Group.
Indira Thambiah, aged 41, Independent Non-Executive Director
Indira has spent over 14 years in the retail sector, with extensive experience in both multi-channel and pure-play e-commerce as well as strategy, sourcing and supply chain.
Indira qualified as a chartered accountant, and following an MBA at the London Business School, joined Accenture as a strategy consultant in the retail practice. She then moved to ASDA Wal*Mart where she was instrumental in setting up their online offer, and subsequently led their own brand cost reduction programme, which included sourcing and process re-engineering. In 2002 she joined the Home Retail Group Plc initially as the Head of E-commerce at Argos and then in 2004 became Head of the Home Retail Group's multi-channel business including international.
In 2008, Indira set up her own consultancy practice. She has worked with a variety of clients on trading strategy, turnarounds and e-commerce, including acting as group e-commerce director at DSGi Plc in 2009, and is currently acting group e-commerce director at RBS Insurance.
Indira is a non-executive director of the Yorkshire Building Society and is a member of their remuneration committee.
Julian Dunkerton, aged 44, Chief Executive Officer
Julian co-founded Cult over 20 years ago, beginning the business from a market stall in Cheltenham. Together with James Holder, Julian established the Superdry clothing brand six years ago. He is widely seen as one of the most knowledgeable retailers in the UK fashion industry.
Julian is responsible for merchandising and the UK retail and concessions part of the business.
James Holder, aged 38, Brand and Design Director
James started the Bench clothing brand which became the premier English skate-wear brand in the niche skate/BMX market. After a spell in the high quality branded sandwich and coffee market, James re-entered the fashion business in 2003 with the creation of the Superdry brand with Julian, beginning a very successful period of business growth and development as part of Cult Retail LLP ("Cult") and Laundry Athletics LLP (the holding vehicle for the design, wholesale and supply functions of the business).
James heads up the Group's team of own brand designers.
Theo Karpathios, aged 46, Chief Executive Officer of the Wholesale and International
Theo began his first business venture in 1987 importing clothing and accessories from Greece. In 1988 he formed a partnership to design and manufacture fashion clothing for the UK market building on the sources of supply in his home market. It was at this point he started his long standing relationship with Cult by supplying the business during its infancy. In 1996 he started his own retail business in Covent Garden, London (High Jinks), focusing on branded mens' and ladies' street wear and in 2000 he launched a second retail concept (Skate of Mind) dedicated to skateboarding hardware and apparel. He built up the business to eight stand alone stores, selling it in 2004. Theo joined the Group in 2005.
As Chief Executive Officer of the Wholesale and International Division, Theo is responsible for
international expansion, UK and overseas wholesale, as well as heading up the parts of the business dealing with supplier relationships, purchasing, logistics and marketing.
Diane Savory, aged 48, Chief Operating Officer
After initially obtaining a retail design qualification, Diane gained a wealth of experience designing retail concepts for several fashion chains over a number of years. After retraining in finance 18 years ago, she joined Cult at a time when it was still in its infancy. She has since been an integral part of the business, working alongside the founder, Julian Dunkerton, in taking the Group from strength to strength.
Diane is responsible for managing, developing and implementing operational strategy across the Group as well as for reviewing business processes and opportunities. She also heads up the corporate services division (including HR), liaising throughout the Group with a view to ensuring that the business remains integrated throughout its expansion process.
Outside of the Group, Diane is Deputy Chair of Gloucestershire Employment and Skills Panel.
Chas Howes, aged 52, Group Finance Director
Chas read Business Studies at Nottingham Trent University, completing his degree in 1979 before qualifying as a CIMA accountant two years later. He went on to pursue a finance career at a number of different companies including Cadbury Schweppes, Debenhams and The Burton Group, gaining a wide range of industry experience in the process. Chas then spent 16 years in senior finance roles within the alcoholic beverages sector, working for Diageo (United Distillers and Guinness), Allied Domecq and the Fosters Group before becoming Group Finance Director at La Senza. He has worked both in the UK and Japan, undertaking operational, central and regional roles. Chas joined the Group in 2007. His responsibilities include finance and IT, working to improve the infrastructure platform of the business, together with improving business and financial controls.