Interim Results
Summary by AI BETAClose X
27 November 2025
REVOLUTION BEAUTY GROUP PLC
("Revolution Beauty", the "Group" or the "Company")
INTERIM RESULTS FOR THE SIX MONTHS ENDED 31 AUGUST 2025
Revolution Beauty Group plc (AIM: REVB), the multi-channel mass beauty brand, today announces its unaudited Half Year Results for the six months ended 31 August 2025 ("H1 26" or the "Period").
· The Group completed a successful refinancing and equity raise, strengthening the balance sheet and restoring financial stability, subsequent to the results reported below.
· On 22 August 2025, the Company announced the proposed return of the Founders to the business, Tom Allsworth as CEO and Adam Minto in a consultancy role, and this was a key aspect of the success of the debt and equity refinancing.
|
|
H1 26 £m |
H1 25 £m |
Change |
|
Revenue |
49.4 |
72.4 |
-31.8% |
|
Gross profit |
15.9 |
23.2 |
-31.5% |
|
Gross margin |
32.2% |
32.0% |
+0.2ppts |
|
Operating costsi |
28.4 |
29.5 |
-3.7% |
|
Adjusted EBITDAii |
(12.5) |
(6.3) |
-98.4% |
|
% of revenue |
(25.3)% |
(8.7)% |
-16.6ppts |
|
GAAP measures |
|
|
|
|
Operating Loss |
(16.7) |
(9.8) |
-£6.9m |
|
(Loss)/profit before tax |
(18.4) |
(10.9) |
-£7.5m |
|
Cash and cash equivalents |
1.8 |
6.3 |
-£4.5m |
|
Net debt |
(30.2) |
(25.5) |
-£4.7m |
|
Gross inventory |
34.1 |
61.9 |
-£27.8m |
i Operating costs is defined as Distribution & Administrative costs excluding depreciation, amortisation, share based payment charges and adjusting items set out in note 7.
ii Adjusted EBITDA is an alternative performance measure used by management to gauge the underlying performance of the business, adjusting for certain non-cash, non-recurring and normalising items that are not considered to form part of underlying performance (note 7).
Financial Performance - The Past
· Revenue declined by 31.8% to £49.4m, primarily driven by disruption carried over from prior-year strategic and operational issues.
· Transitional challenges also weighed on net sales performance, most notably the shift from Relove to Revolution at Walmart, which contributed to short-term softness in sales and operational efficiency during the Period.
· Gross margin was 32.2% (H1 25: 32.0%), negatively impacted by clearance sales undertaken to generate cash under the previous management team prior to the refinancing.
· Whilst a degree of cost mitigation was taken by the previous management team to offset the declining sales performance, this was not enough to prevent a material worsening in Adjusted EBITDA performance. The final outcome of a loss of £12.5m was also impacted by space and brand changes in certain retailers (resulting in non-recurring mark-down costs) and the impact of new tariffs in the USA.
The Future
· Following the Period end, the Founders have brought renewed energy, clear leadership and strategy to the business.
· In September and October, following the early action taken on costs, the Group moved back to generating positive EBITDA.
· The new management team is focused on restoring sales momentum, improving financial discipline, and rebuilding confidence.
· Operational priorities include rebuilding our ranges, pricing and speed to market to restore what made Revolution Beauty a success in the first place. Early progress has been made to identify a number of exciting NPD (New Product Development) opportunities for launch in Spring 2026.
· A significant headcount reduction, from 205 (excluding production staff) on 1 March to 123 currently, has been implemented, right sizing the organisation to match the current scale of operations and ensure the Group can move forward with agility.
· Management has successfully negotiated price adjustments with US retailers, to mitigate tariffs costs, which will benefit the next financial year.
· As part of the refinancing, £16.5m of new equity was received in September, of which £4.0m was applied to debt repayment (RCF reduced from £32.0m to £28.0m) and £2.1m to transaction costs.
· The return of the founders to the business has been well received by our wholesale partners and there are encouraging early signs of a stabilisation of sales.
· The recent founder-supported refinancing (£16.5m of equity raised) has transformed the Group's balance sheet. As at 25 November, the Group's cash balance was £7.0m, and net debt was £21.0m having also normalised our trading terms with suppliers. We expect a cash inflow over the remainder of H2 due to seasonal working capital unwind.
Current Trading and Outlook
During H2, the Group has seen a return to retail sales growth across key US and UK retailers. This establishes a solid platform for sustained revenue improvement. We have immediately restored the business to EBITDA profitability from H2 FY26.
The Board recognises the challenges that remain, but is encouraged by the progress made and, most importantly, the Group now has a more appropriate cost base.
The performance achieved under the previous management for the first half was worse than expected. Largely as a function of this, full year sales and Adjusted EBITDA will not match the guidance given on 22nd August.
However, with the actions taken by the new management to right size the cost base, set realistic budgets and manage stock carefully, the business has already returned to generating EBITDA profitability. Consequently, with these actions taken and with new foundations and strategy, the company expects to have established an Adjusted EBITDA run rate by the end of FY26 in line with previous guidance of £8-10m with an Adjusted EBITDA outturn for the second half of FY26 in the region of £4m.
Tom Allsworth, Group Chief Executive Officer, said:
"Although I was not part of the business during the six-month reporting period, it is clear that the Group faced a number of significant challenges. I recognise the impact this has had on our people, our partners and our performance. However, with the actions taken since the period end, we have laid the foundations for a more disciplined, focused and resilient business.
I would like to thank all our team for their patience, professionalism and commitment throughout this period of transition. Their dedication has been essential in stabilising the business and positioning us for the next phase of growth, and I am pleased that we moved back to generating positive EBITDA in September and October.
We are now entering an exciting time for Revolution Beauty as we get back to doing what we do best - delivering innovation, creativity and affordable products to our customers around the world."
Iain McDonald, Chairman, said:
"Having been asked to join as Chairman during the first half, it was apparent very quickly that the key to restoring the fortunes of Revolution Beauty was to bring the founders back into the business. With the announcement of their return and their support of the placing, we were able to gain the confidence of additional investors to support a total £16.5m oversubscribed equity raise. This enabled us to agree a new facility with our banking group.
I would like to give my personal thanks to Tom and Adam, all of those who backed the equity raise and our banking partners. With their support, Revolution Beauty now has a firm and stable platform from which to restore profitability and shareholder value."
For further information please contact:
Investor Relations
Tom Allsworth, CEO
Neil Catto, CFO
Investor.Relations@revolutionbeautyplc.com
Joint Corporate Brokers
Panmure Liberum Limited: Edward Thomas / Dru Danford / John More
Tel: +44 (0) 203 100 2222
Zeus: Benjamin Robertson / Jordan Warburton
Tel: +44 (0) 161 831 1512
Media enquiries
Headland Consultancy: Matt Denham / Antonia Pollock
Tel: +44 (0)20 3805 4822
Revolutionbeauty@headlandconsultancy.com
About Revolution Beauty
Revolution Beauty is a global mass beauty and personal care business which operates a multi brand, multi category strategy and sells its products both direct-to-consumer (DTC) via its e-commerce operations, and in physical and digital retailers through wholesale relationships.
Today, the Group has a retail footprint of c.17,500 doors across leading retail chains in the UK, USA and other international markets. Revolution Beauty has access to a wide customer base, predominantly aged between 16 and 35, through its digital partners and own DTC platform. It has established and invested to streamline its supply chain with its own manufacturing facility in the UK, and third-party warehousing facilities across the UK, USA and Australia. The Group has offices in the UK, USA, New Zealand and Germany. Revolution Beauty currently employs 239 people.
Chief Executive Officer's Review
Introduction
I joined Revolution Beauty after the close of the half-year period and, as such, these results reflect the performance of the Group under previous management. It is clear that this was a challenging six months for the business, and the financial results fall short of the standards we expect to achieve moving forward.
Performance Review
For the six months ended 31 August 2025, Group revenue declined by 31.8% to £49.4m (H1 2025: £72.4m). This decrease reflects continued weakness in sales following significant product range reductions and clearance activity undertaken in the prior year, which had a lingering impact on trading. The reduction in sales has flowed through to profitability, with the Group reporting an operating loss of £16.7m (H1 2025: £9.8m) and an adjusted EBITDA loss of £12.5m (H1 2025: £6.3m).
Gross profit for the period was £15.9m (H1 2025: £23.2m), resulting in a gross margin of approximately 32.2%, broadly stable year-on-year, but reflective of clearance sales undertaken to reduce inventory and generate cash. Administrative costs increased modestly to £15.6m (H1 2025: £14.4m), while marketing and distribution costs reduced to £17.0m (H1 2025: £18.6m) as the Group scaled back promotional activity.
Overall, the Group recorded a loss before tax of £18.4m (H1 2025: £10.9m), reflecting the combined impact of weaker sales and elevated cost pressures across the business.
Reflection on the Period
It is important to recognise that the performance during this period was shaped by decisions and initiatives implemented before my appointment. While some of these actions were taken with the intention of simplifying the business and improving operational focus, they did not translate into the expected commercial outcomes. The impact of product rationalisation, limited new product introductions, and supply chain inefficiencies contributed to weaker customer engagement and softer trading performance.
Looking Ahead
Since joining the business, my immediate priority has been to undertake a thorough review of operations, brand positioning, and cost structure. The clear focus going forward will be on restoring sales momentum, improving financial discipline, and rebuilding confidence among our customers, partners, and shareholders.
While the results for the first half are disappointing, the underlying strengths of the Group - including its broad retail distribution, strong brand awareness, and engaged customer base -provide a solid foundation on which to rebuild. I am confident that, with renewed focus, disciplined execution, and clear accountability, the business can return to sustainable growth and profitability.
Finally, I would like to thank our dedicated teams for their resilience during a difficult period and for their continued commitment as we begin this new chapter together.
Financial Review
Revenue
Group revenue for the first half of FY26 was £49.4m, a decline of 31.8% compared with £72.4m in H1 FY25. The reduction reflects the continued execution of the previous management teams' strategic simplification programme, including the discontinuation of brands, categories, and SKUs. The sales performance does not reflect the changes implemented following the completion of the fundraising and the commencement of the strategic reset.
Digital revenue decreased by 44.9%, falling from £12.7m to £7.0m. The decline reflects reduced innovation in the early part of the year and the discontinuation of digital-led SKUs.
Store Group revenue decreased by 29.0% to £42.4m from £59.8m. The reduction is driven by the streamlined product portfolio and lower replenishment orders from some retailers.
From a geographic perspective, UK revenue declined by 27.7%, from £21.3m to £15.4m, reflecting the SKU, brand and category rationalisation programme.
In the United States, revenue declined by 42.9% to £10.5m, impacted by some underperforming license and collection programs, as well as the transition from the Group's value brand Relove, to Makeup Revolution, which is expected to be a much more positive change in the future.
In the Rest of the World, revenue decreased by 28.1% to £23.5m, primarily due to the strategic discontinuation of brands and categories, and the non-recurrence of significant distributor clearance activity that supported H1 FY25.
Gross Margin
Gross margin for the Period was 32.2% (H1 FY25: 32.0%). Margin performance was adversely impacted by a targeted programme of low-value clearance activity undertaken to reduce legacy excess inventory and support cash generation during the Group's refinancing process. These clearance actions, while necessary, are margin-dilutive and do not form part of the Group's ongoing strategy. The Group does not expect activity of this nature or scale to recur in future periods.
Adjusted EBITDA and Operating Loss
Adjusted EBITDA for the Period was a loss of £12.5m (H1 FY25: loss of £6.3m). This performance reflects the reduced sales volumes, the margin-dilutive impact of clearance activity undertaken during the Period, and a cost base that remained above the level the business can sustainably and profitably support. The Group has been progressing actions to realign its cost structure with its current sales levels and taken steps to prevent further clearance sales activity.
Distribution, marketing and administrative costs for the period were as follows:
|
|
6 month period ended 31 August 2025 |
6 month period ended 31 August 2024 |
% change |
|
|
Unaudited |
Unaudited |
|
|
|
£m |
£m |
|
|
|
|
|
|
|
Distribution costs |
7.9 |
8.9 |
-11.2% |
|
Marketing costs |
9.1 |
9.7 |
-6.2% |
|
Administrative costs |
11.4 |
10.9 |
+4.6% |
|
Total operating costs |
28.4 |
29.5 |
-3.7% |
|
|
|
|
|
The Operating loss for the period was £16.7m, against a loss of £9.8m in H1 25. There were material adjusting items, as detailed in note 7, relating to restructuring and legal and professional costs in the statement of comprehensive income.
The loss before tax of £18.4m (H1 FY25: loss of £10.9m) reflects the factors impacting operating profit, together with higher finance costs incurred during the Period, predominantly relating to interest on the Group's revolving credit facility.
The reported loss after tax was £18.4m against a loss of £10.9m in H1 25.
Cash
The Group ended the Period with a cash balance of £1.8m and gross borrowing amounted to £32.0m. This does not reflect the cash received for the equity raise completed in September or the subsequent repayment of the RCF by £4.0m.
The Group used cash of £0.6m in its operations. This was driven by movements in working capital totalling £13.7m offsetting cash operating losses. After taxes paid of £0.1m, capital expenditure of £0.7m, interest payments of £1.7m and payments related to lease liabilities of £0.5m, cash and cash equivalents decreased by £3.7m during the Period.
The Group has sufficient cash resources and covenant headroom to finance its current organic growth plans.
Regulator action
The Company informed shareholders on 21 July 2023 that the Financial Conduct Authority had notified Revolution Beauty that it had commenced an investigation into potential breaches 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) in relation to certain matters in the Period from July 2021 to September 2022. Revolution Beauty continues to cooperate fully with the FCA and will provide updates as necessary. Since then, the Company has provided detailed submissions to the FCA denying any breach of MAR by the Company and setting out the relevant factual background for the FCA to consider. The investigation remains ongoing.
REVOLUTION BEAUTY GROUP PLC
CONSOLIDATED CONDENSED STATEMENT OF COMPREHENSIVE INCOME
FOR THE HALF-YEAR ENDED 31 AUGUST 2025
|
|
Note |
6 months ended 31 August 2025
|
6 months ended 31 August 2024
|
Year ended 28 February 2025 |
|
|
|
Unaudited |
Unaudited |
Audited |
|
|
|
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
|
Revenue |
5 |
49,391 |
72,424 |
142,581 |
|
Cost of sales |
|
(33,482) |
(49,193) |
(88,135) |
|
|
|
|
|
|
|
Gross profit |
|
15,909 |
23,231 |
54,446 |
|
|
|
|
|
|
|
Marketing and distribution costs |
|
(17,017) |
(18,624) |
(36,729) |
|
|
|
|
|
|
|
Administrative expenses |
|
|
|
|
|
- General administrative expenses |
|
(15,630) |
(14,357) |
(29,140) |
|
- Impairment of property, plant and equipment and right of use assets |
|
- |
- |
(2,296) |
|
- Reversal of Impairment of property, plant and equipment and right of use assets |
|
- |
- |
660 |
|
|
|
|
|
|
|
Total administrative expenses |
|
(15,630) |
(14,357) |
(30,776) |
|
|
|
|
|
|
|
Operating Loss |
|
(16,738) |
(9,750) |
(13,059) |
|
|
|
|
|
|
|
Finance income |
|
61 |
84 |
169 |
|
Finance costs |
|
(1,745) |
(1,230) |
(3,888) |
|
|
|
|
|
|
|
Loss before taxation |
|
(18,422) |
(10,896) |
(16,778) |
|
|
|
|
|
|
|
Income tax expense |
|
- |
(7) |
(456) |
|
|
|
|
|
|
|
Loss for the year/period |
|
(18,422) |
(10,903) |
(17,234) |
|
|
|
|
|
|
|
Other comprehensive expense for the period, net of tax |
|
|
|
|
|
|
|
|
|
|
|
Exchange differences |
|
1,574 |
188 |
(557) |
|
|
|
|
|
|
|
Total comprehensive Loss for the period |
|
(16,848) |
(10,715) |
(17,791) |
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss)/ earnings per share (p) |
6 |
(5.7) |
(3.4) |
(5.4) |
|
Diluted earnings per share (p) |
6 |
(5.7) |
(3.4) |
(5.4) |
|
Adjusted EBITDA |
7 |
(12,491) |
(6,271) |
4,684 |
*Adjusted EBITDA is a non-GAAP measure and is defined as Operating Loss adjusted for depreciation and amortisation, impairments and reversals of impairment, profits and losses on the disposal of assets, share based charges and releases and operating adjusting items as disclosed in note 7.
The total comprehensive loss for the period is entirely attributable to the owners of the parent company.
The above consolidated condensed statement of comprehensive income should be read in conjunction with the accompanying notes.
REVOLUTION BEAUTY GROUP PLC (Company Number: 11666025)
CONSOLIDATED CONDENSED STATEMENT OF FINANCIAL POSITION
AS AT 31 August 2025
|
|
Notes |
31 August 2025
|
31 August 2024 As restated |
28 February 2025 |
|
|
|
Unaudited |
Unaudited |
Audited |
|
ASSETS |
|
£'000 |
£'000 |
£'000 |
|
Non-current assets |
|
|
|
|
|
Intangible assets |
|
4,436 |
4,628 |
4,734 |
|
Property, plant and equipment |
|
9,585 |
8,981 |
10,400 |
|
Right-of-use assets |
|
624 |
3,606 |
1,209 |
|
Other receivables |
|
1,521 |
1,563 |
1,944 |
|
Deferred tax asset |
|
13 |
490 |
- |
|
|
|
16,179 |
19,268 |
18,287 |
|
Current assets |
|
|
|
|
|
Inventories |
9 |
24,841 |
40,517 |
21,435 |
|
Trade and other receivables |
10 |
29,196 |
36,053 |
35,404 |
|
Corporation Tax Receivable |
|
- |
- |
46 |
|
Reimbursement asset |
|
- |
- |
149 |
|
Cash and cash equivalents |
|
1,840 |
6,292 |
5,690 |
|
|
|
|
|
|
|
Total current assets |
|
55,877 |
82,862 |
62,724 |
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
Lease liabilities |
|
(679) |
(890) |
(952) |
|
Trade and other payables |
11 |
(63,687) |
(67,576) |
(55,450) |
|
Provisions |
|
- |
(897) |
(401) |
|
Borrowings |
8 |
(32,000) |
- |
(31,892) |
|
Deferred consideration |
|
(600) |
- |
(600) |
|
Corporation tax payable |
|
145 |
39 |
- |
|
|
|
|
|
|
|
Total current liabilities |
|
(96,821) |
(69,324) |
(89,295) |
|
|
|
|
|
|
|
Net current (liabilities)/assets |
|
(40,944) |
13,538 |
26,571 |
|
|
|
|
|
|
|
Total assets less current liabilities |
|
(24,765) |
32,806 |
(8,284) |
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
Lease liabilities |
|
(104) |
(3,005) |
(354) |
|
Borrowings |
|
- |
(31,848) |
- |
|
Deferred consideration |
|
(8,757) |
(8,264) |
(8,423) |
|
Provisions |
|
(173) |
(40) |
- |
|
|
|
|
|
|
|
Total non-current liabilities |
|
(9,034) |
(43,157) |
(8,777) |
|
|
|
|
|
|
|
Net liabilities |
|
(33,799) |
(10,351) |
(17,061) |
|
|
|
|
|
|
|
Equity |
|
|
|
|
|
Share capital |
|
3,201 |
3,185 |
3,199 |
|
Share premium |
|
103,487 |
103,487 |
103,487 |
|
Warrant reserve |
|
7,239 |
7,239 |
7,239 |
|
Merger reserve |
|
14,860 |
14,860 |
14,860 |
|
Translation reserve |
|
1,616 |
634 |
42 |
|
Retained earnings |
|
(164,202) |
(139,756) |
(145,888) |
|
|
|
|
|
|
|
Total equity |
|
(33,799) |
(10,351) |
(17,061) |
|
|
|
|
|
|
REVOLUTION BEAUTY GROUP PLC
CONSOLIDATED CONDENSED STATEMENT OF CHANGES IN EQUITY
FOR THE HALF-YEAR ENDED 31 August 2024
|
|
|
Share capital |
Share premium |
Warrant reserve |
Merger reserve |
Translation reserve |
Retained earnings |
Total equity |
|
|
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 March 2024 |
|
3,185 |
103,487 |
7,239 |
14,860 |
599 |
(129,192) |
178 |
|
|
|
|
|
|
|
|
|
|
|
Loss for the period |
|
- |
- |
- |
- |
- |
(10,903) |
(10,903) |
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive expense net of taxation: |
|
|
|
|
|
|
|
|
|
Foreign operations - foreign currency translation differences |
|
- |
- |
- |
- |
35 |
- |
35 |
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive loss for the period |
|
- |
- |
- |
- |
35 |
(10,903) |
(10,868) |
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners in their capacity as owners: |
|
|
|
|
|
|
|
|
|
Issue of shares, net of transaction costs |
|
- |
- |
- |
- |
- |
- |
- |
|
Share-based payments |
|
- |
- |
- |
- |
- |
339 |
339 |
|
|
|
|
|
|
|
|
|
|
|
Total transactions with owners |
|
- |
- |
- |
- |
- |
339 |
339 |
|
|
|
|
|
|
|
|
|
|
|
Balance at 31 August 2024 |
|
3,185 |
103,487 |
7,239 |
14,860 |
634 |
(139,756) |
(10,351) |
|
|
|
|
|
|
|
|
|
|
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes
REVOLUTION BEAUTY GROUP PLC
CONSOLIDATED CONDENSED STATEMENT OF CHANGES IN EQUITY
FOR THE HALF-YEAR ENDED 31 August 2025
|
|
|
Share capital |
Share premium |
Warrant reserve |
Merger reserve |
Translation reserve |
Retained earnings |
Total equity |
|
|
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 March 2025 |
|
3,199 |
103,487 |
7,239 |
14,860 |
42 |
(145,888) |
(17,061) |
|
|
|
|
|
|
|
|
|
|
|
Loss for the period |
|
- |
- |
- |
- |
- |
(18,422) |
(18,422) |
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive expense net of taxation: |
|
|
|
|
|
|
|
|
|
Foreign operations - foreign currency translation differences |
|
- |
- |
- |
- |
1,574 |
- |
1,574 |
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive loss for the period |
|
- |
- |
- |
- |
1,574 |
(18,422) |
(16,848) |
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners in their capacity as owners: |
|
|
|
|
|
|
|
|
|
Issue of shares, net of transaction costs |
|
2 |
- |
- |
- |
- |
- |
2 |
|
Share-based payments |
|
- |
- |
- |
- |
- |
108 |
108 |
|
|
|
|
|
|
|
|
|
|
|
Total transactions with owners |
|
2 |
- |
- |
- |
- |
108 |
110 |
|
Balance at 31 August 2025 |
|
3,201 |
103,487 |
7,239 |
14,860 |
1,616 |
(164,202) |
(33,799) |
|
|
|
|
|
|
|
|
|
|
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes
REVOLUTION BEAUTY GROUP PLC
CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
FOR THE HALF-YEAR ENDED 31 August 2025
|
|
6 months ended 31 August 2025
|
6 months ended 31 August 2024
|
Year ended 28 February 2025 |
|
|
Unaudited |
Unaudited |
Audited |
|
|
£'000 |
£'000 |
£'000 |
|
Cash flows from operating activities |
|
|
|
|
Profit/ (Loss) for the financial period |
(18,422) |
(10,903) |
(17,234) |
|
|
|
|
|
|
Adjustments for: |
|
|
|
|
Taxation |
- |
(7) |
456 |
|
Finance costs |
1,745 |
1,230 |
3,888 |
|
Finance income |
- |
- |
(169) |
|
Depreciation of property, plant and equipment |
2,080 |
2,064 |
4,210 |
|
Net Impairment of property, plant and equipment |
- |
- |
1,636 |
|
Amortisation of intangible assets |
330 |
345 |
647 |
|
Loss/(profit) on disposal of property, plant and equipment |
- |
1 |
- |
|
Equity settled share-based payment expense |
108 |
339 |
538 |
|
Proceeds from reimbursement assets |
- |
6,122 |
- |
|
Provisions movement |
(228) |
(5,725) |
(6,221) |
|
|
|
|
|
|
Movements in working capital: |
|
|
|
|
Movement in inventories |
(3,406) |
258 |
19,340 |
|
Movement in receivables |
2,237 |
3,679 |
13,296 |
|
Movement in payables |
14,923 |
3,805 |
(11,138) |
|
|
|
|
|
|
Cash used in operating activities |
(633) |
1,208 |
9,249 |
|
|
|
|
|
|
Income tax refunded/(paid) |
(111) |
(619) |
(625) |
|
|
|
|
|
|
Net cash used in operating activities |
(744) |
589 |
8,624 |
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
Purchase of intangible assets |
(31) |
(190) |
(433) |
|
Purchase of property, plant and equipment |
(681) |
(897) |
(6,566) |
|
|
|
|
|
|
Net cash used in investing activities |
(712) |
(1,087) |
(6,999) |
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
Interest paid |
(1,745) |
(1,230) |
(2,591) |
|
Proceeds from issue of shares, net of transaction costs |
|
- |
14 |
|
Payment of lease liabilities |
(523) |
(480) |
(1,327) |
|
|
|
|
|
|
Net cash generated from financing activities |
(2,268) |
(1,710) |
(3,904) |
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
|
|
Net (decrease) in the period |
(3,724) |
(2,208) |
(2,279) |
|
Cash and cash equivalents at the beginning of the period |
5,690 |
8,636 |
8,636 |
|
Effects of exchange rate changes |
(126) |
(136) |
(667) |
|
|
|
|
|
|
Cash and cash equivalents at the end of the period |
1,840 |
6,292 |
5,690 |
|
|
|
|
|
REVOLUTION BEAUTY GROUP PLC
NOTES TO THE CONSOLIDATED CONDENSED INTERIM FINANCIAL STATEMENTS
FOR THE HALF-YEAR ENDED 31 August 2025
1. General information
Revolution Beauty Group Plc ("the Company") is a company limited by shares and is registered and incorporated in England and Wales. The registered office is 201 Temple Chambers, 3-7 Temple Avenue, London EC4Y 0DT.
The group ("the Group") consists of Revolution Beauty Group Plc and all of its subsidiaries.
The Board of Directors approved this unaudited interim financial information on 25 November 2025.
2. Material accounting policies
The condensed consolidated unaudited interim financial statements ("interim financial statements") for the period 1 March 2025 to 31 August 2025 are unaudited. The group has chosen not to adopt IAS 34 "Interim Financial Statements" in preparing the interim financial information. The condensed consolidated interim financial statements incorporate unaudited comparative figures for the interim period from 1 March 2024 to 31 August 2024 and the audited financial year ended 28 February 2025.
The Interim financial statements for the six months ended 31 August 2025 have been prepared on the basis of the accounting policies expected to be adopted for the year ended 28 February 2026. These are in accordance with the accounting policies as set out in the Group's last annual consolidated financial statements for the year ended 28 February 2025.
The comparative figures for the year ended 28 February 2025 do not constitute the Group's statutory accounts for 2025 as defined in Section 434(3) of the Companies Act 2006. Statutory accounts for 2025 have been delivered to the Registrar of Companies. The Independent Auditor's report on the Annual Report and Financial Statements for 2025 contained a statement by way of emphasis in respect of going concern. The independent auditor's report for 2025 filed with the Registrar of Companies contains information in respect of each matter that has contributed to an unqualified opinion.
These Condensed Consolidated Interim Financial Statements do not include all the information required for full Annual Financial Statements and should be read in conjunction with the Annual Financial Statements of the Group as at and for the year ended 28 February 2025.
Tax charged within the 6 months ended 31 August 2025 has been calculated by applying the effective rate of tax which is expected to apply to the Group for the year ending 28 February 2026.
The interim financial statements have been prepared on the historical cost basis except for, where disclosed in the accounting policies, certain financial instruments that are measured at fair value. The interim financial statements are prepared in Sterling, which is the functional currency and presentational currency of the parent Company and primary operating subsidiary. Monetary amounts in these interim financial statements are rounded to the nearest £1,000.
New Policies and Standards
At the date of authorisation of these Condensed Consolidated Interim Financial Statements, several new standards and amendments to existing standards have been issued, some of which are effective. None of these standards and amendments have a material impact on the Group.
The preparation of the Condensed Consolidated Interim Financial Statements requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. The resulting accounting estimates will, by definition, seldom equal the related actual results. The Group's latest Annual Financial Statements for the year ended 28 February 2025, which are available via Revolution Beauty Group plc's website, set out the key sources of estimation uncertainty and the critical judgements that were made in preparing those Financial Statements.
Going concern
The Directors have completed a full assessment of the Group's forecasts, cash flow projections, and banking arrangements to determine the appropriateness of the going concern assumption.
Since the year end, the Group has continued to strengthen its financial position through improved cost control, margin enhancement, and the ongoing benefits of the cost-base reset initiated in FY25. The Group has operated within the terms of its amended and extended Revolving Credit Facility ("RCF"), which now matures on 31 July 2028, and continues to maintain a constructive relationship with its lenders.
Revised forecasts, which assume a return to sales growth in the second half of FY26, support compliance with the terms of the amended facility. A severe but plausible downside scenario has also been modelled, assuming sales 10% below the base case. Even under this scenario, the Group is forecast to remain compliant with covenant requirements through further cost-saving measures that management consider achievable.
Having considered the information available, the Directors are satisfied that the base case supports the application of the going concern assumption in preparing these financial statements.
However, the Directors recognise that a material uncertainty remains which may cast significant doubt over the Group's ability to continue as a going concern, specifically the potential risk of covenant non-compliance under the amended banking facilities or the need to secure alternative funding in the event of a severe downturn. There is a material uncertainty relating to going concern and therefore, the company may be unable to realise its assets and discharge its liabilities in the normal course of business.
The Directors remain confident that the Group has adequate resources to continue to operate for the foreseeable future. The financial statements do not include any adjustments that would be required should the going concern basis of preparation no longer be appropriate.
3. Correction of prior period errors
A restatement has been made to correct the classification of certain items in prior periods. The Group initially recorded these items as increases to deferred income. However, as deferred income represents a liability to deliver goods or services, which did not exist in this case, an adjustment is required. This adjustment is solely a balance sheet reclassification, and therefore only has an impact on the Statement of Financial Position. The total of £1,599,000 has been reclassified as at 31 August 2024, resulting in a decrease to both trade and other receivables and trade and other payables. There was no material impact on the financial position at 31 August 2023 hence no third balance sheet has been presented as a primary statement.
Impact on the Statement of Financial Position
|
Extract |
|
6 month period ended 31 August 2025 |
|
6 month period ended 31 August 2025 |
|
|
|
Reported |
Adjustments |
Restated |
|
|
|
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
|
Trade and other receivables |
|
37,652 |
(1,599) |
36,053 |
|
Total current assets |
|
84,461 |
(1,599) |
82,862 |
|
Trade and other payables |
|
(69,176) |
1,599 |
(67,577) |
|
Total current liabilities |
|
(70,923) |
1,599 |
(69,324) |
|
Net assets/ (liabilities) |
|
(10,351) |
- |
(10,351) |
|
Total equity |
|
(10,351) |
- |
(10,351) |
4. Segmental reporting
IFRS 8 Operating Segments requires that operating segments be identified on the basis of internal reporting and decision-making. The Group identifies operating segments based on internal management reporting that is regularly reported to and reviewed by the board of directors, which is identified as the chief operating decision maker. Management information is reported as one operating segment, being revenue from sales of products.
5. Revenue
|
An analysis of the Group's revenue is as follows: |
6 month period ended 31 August 2025 |
6 month period ended 31 August 2024 |
Year ended 28 February 2025 |
|
|
Unaudited |
Unaudited |
Audited |
|
|
£'000 |
£'000 |
£'000 |
|
Revenue analysed by class of business |
|
|
|
|
Digital |
6,996 |
12,659 |
28,749 |
|
Store Groups |
42,395 |
59,765 |
113,832 |
|
|
|
|
|
|
|
49,391 |
72,424 |
142,581 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue analysed by geographical location |
|
|
|
|
United Kingdom |
15,354 |
21,302 |
44,506 |
|
United States of America |
10,532 |
18,431 |
34,262 |
|
Rest of World |
23,505 |
32,691 |
63,813 |
|
|
|
|
|
|
|
49,391 |
72,424 |
142,581 |
|
|
|
|
|
6. Earnings per share
The Group reports basic and diluted earnings per common share. Basic earnings per share is calculated by dividing the profit attributable to common shareholders of the Company by the weighted average number of common shares outstanding during the period.
Diluted earnings per share is determined by adjusting the profit attributable to common shareholders by the weighted average number of common shares outstanding, taking into account the effects of all potential dilutive common shares, including options.
|
|
6 month period ended 31 August 2025 |
6 month period ended 31 August 2024 |
Year ended 28 February 2025 |
|
|
Unaudited |
Unaudited |
Audited |
|
|
|
|
|
|
Loss attributable to shareholders (£'000) |
(18,422) |
(10,903) |
(17,234) |
|
Weighted average number of shares ('000) |
319,442 |
318,794 |
319,008 |
|
|
|
|
|
|
Basic earnings per share (p) |
(5.7) |
(3.4) |
(5.4) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive expense attributable to the owners of the company (£'000) |
(18,422) |
(10,903) |
(17,234) |
|
Weighted average number of shares ('000) |
319,442 |
318,794 |
319,008 |
|
Dilutive effect of share options |
- |
- |
- |
|
|
|
|
|
|
Diluted earnings per share (p) |
(5.7) |
(3.4) |
(5.4) |
|
|
|
|
|
Pursuant to IAS 33, options whose exercise price is higher than the value of the Company's security were not taken into account in determining the effect of dilutive instruments. The calculation of diluted earnings per share does not assume conversion, exercise, or other issue of potential ordinary shares that would have an antidilutive effect on earnings per share.
7. Adjusted performance measures
The Group uses a number of Alternative Performance Measures ("APMs") in addition to those measures reported in accordance with IFRS. Such APMs are not defined terms under IFRS and are not intended to be a substitute for any IFRS measure. The Directors believe that the APMs are important when assessing the underlying financial and operating performance of the Group.
The APMs are used internally in the management of the Group's business performance, budgeting and forecasting, and for determining Executive Directors' remuneration and that of other management throughout the Group. The APMs are also presented externally to meet investors' requirements for further clarity and transparency of the Group's financial performance. Where items of profits or costs are being excluded in an APM, these are included elsewhere in our reported financial information as they represent actual income or costs of the Group.
The Group's Alternative Performance Measures are set out below.
Adjusted EBITDA
Adjusted EBITDA is defined as Operating Profit adjusted for depreciation and amortisation, impairments and reversals of impairment, profits and losses on the disposal of assets, share based payment charges and releases and adjusting items.
|
|
6 month period ended 31 August 2025 |
6 month period ended 31 August 2024 |
Year ended 28 February 2025 |
|
|
Unaudited |
Unaudited |
Audited |
|
|
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
Operating loss |
(16,738) |
(9,750) |
(13,059) |
|
Amortisation of intangible assets |
330 |
345 |
647 |
|
Depreciation of property, plant and equipment |
2,080 |
2,064 |
4,210 |
|
Net Impairment of property, plant and equipment |
- |
- |
1,636 |
|
Loss on disposal of asset |
- |
1 |
1 |
|
Share-based payments |
128 |
339 |
538 |
|
Operating items adjusted for: |
|
|
|
|
Restructuring costs |
235 |
154 |
364 |
|
Provision for settlement of legal cases |
- |
- |
600 |
|
Non-recurring legal fees |
1,474 |
576 |
1,242 |
|
Provision charges during the period related to non-strategic inventory |
|
- |
8,353 |
|
Expected credit loss on Adam Minto receivable |
|
- |
152 |
|
|
|
|
|
|
Adjusted EBITDA |
(12,491) |
(6,271) |
4,684 |
|
Depreciation, amortisation and impairments |
(2,410) |
(2,409) |
(6,493) |
|
Adjusted EBIT |
(14,901) |
(8,680) |
(1,809) |
|
Net finance income/ (costs) |
(1,684) |
(1,146) |
(3,719) |
|
Adjusted PBT |
(16,585) |
(9,826) |
(5,528) |
|
|
|
|
|
Operating adjusting items
During the period, the Group incurred legal fees associated with the following matters, each of which were determined to be exceptional and outside the normal course of business:
· the ongoing regulator investigation in relation to certain matters in the period from July 2021 to September 2022,
· Professional fees associated with the refinancing exercise undertaken during the period.
During the period the Group incurred £235k in restructuring and redundancy costs.
8. Borrowings
|
|
31 August 2025 |
31 August 2024 |
28 February 2025 |
|
|
Unaudited |
Unaudited |
Audited |
|
|
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
Bank revolving credit facility |
32,000 |
31,848 |
31,892 |
|
|
|
|
|
|
|
32,000 |
31,848 |
31,892 |
|
|
|
|
|
|
|
|
|
|
|
Payable within one year |
32,000 |
- |
31,892 |
|
Payable after one year |
- |
31,848 |
- |
|
|
|
|
|
|
|
|
|
|
9. Inventories
|
|
31 August 2025 |
31 August 2024 |
28 February 2025 |
|
|
Unaudited |
Unaudited |
Audited |
|
|
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
Net Raw materials and work in progress |
1,784 |
1,648 |
1,465 |
|
Net Finished goods and goods for resale |
23,057 |
38,869 |
19,970 |
|
|
|
|
|
|
|
24,841 |
40,517 |
21,435 |
|
|
|
|
|
|
Value of inventory provided for at period end |
(8,941) |
(20,676) |
(11,622) |
|
Value of inventory (written down)/written back during period |
2,681 |
5,620 |
2,661 |
|
|
|
|
|
The total cost of inventories recognised as an expense in cost of sales in the period was £31,795,000 (Period ended August 2024: £49,192,000, full year ended February 2025: £87,824,000).
As set out in note 3 to the financial statements in the Group's Annual Report. The Group's inventory provision methodology is made up of a net realisable value (NRV) component and a slow-moving component. The slow-moving component includes a provision for inventory that has recently been launched and therefore has limited sales history and also for more mature inventory, which is assessed based on its sales cover, which gives rise to the key source of estimation uncertainty.
The NRV provision is determined by assessing the latest sales price of a Stock Keeping Unit ("SKU"), less the cost of selling it, against the cost of purchasing it. There is judgment applied in assessing the costs included in selling each SKU. The Group determines cost to sell on an average basis across all SKUs. The cost to sell includes the incremental costs of selling, such as commissions, as well as non-incremental selling costs including expected marketing costs and expected costs to hold the inventory until the anticipated time of sale.
10. Trade and Other Receivables
|
|
31 August 2025
|
31 August 2024 As restated |
28 February 2025
|
|
|
Unaudited |
Unaudited |
Audited |
|
Current |
£'000 |
£'000 |
£'000 |
|
Trade Receivables |
27,264 |
33,179 |
31,617 |
|
Other Receivables |
667 |
454 |
1,233 |
|
Prepayments |
1,265 |
2,420 |
2,554 |
|
|
|
|
|
|
|
29,196 |
36,053 |
35,404 |
|
|
|
|
|
|
Non-Current |
|
|
|
|
Other Receivables |
1,521 |
1,563 |
1,944 |
|
|
|
|
|
|
|
1,521 |
1,563 |
1,944 |
|
|
|
|
|
11. Trade and Other Payables
Trade and other payables are initially recognised at fair value less transaction costs and subsequently measured at amortised cost using the effective interest rate method, with all movements being recognised in the statement of comprehensive income. Cost is considered to approximate fair value.
|
|
31 August 2025
|
31 August 2024 as restated |
28 February 2025
|
|
|
Unaudited |
Unaudited |
Audited |
|
|
£'000 |
£'000 |
£'000 |
|
Trade Payables |
29,898 |
46,321 |
31,216 |
|
Other Taxation and Social Security |
1,194 |
1,478 |
1,056 |
|
Other Payables |
157 |
80 |
143 |
|
Accruals and Contract Liabilities |
32,438 |
19,967 |
23,035 |
|
|
|
|
|
|
|
63,687 |
67,576 |
55,450 |
|
|
|
|
|
12. Contingent Liabilities
FCA Investigation
The Group announced on 21 July 2023 that the Financial Conduct Authority ("FCA") had commenced an investigation into potential breaches 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) in relation to certain matters in the period from July 2021 to September 2022. The Group is cooperating fully with the FCA. Until such time as more information is available on the outcome of the investigation, no assessment can be made of any potential liabilities that may arise from it.
13. Events after the reporting period
Subsequent to the year end the Revolution Beauty Group Plc, the Ultimate Parent, announced an equity raise, made up of a Placing and a Subscription, which resulted in proceeds of approximately £16.5m being receivable. The Placing and Subscription Shares in aggregate represent approximately 56.50% of the existing issued ordinary share capital of the Ultimate Parent and the Issue Price represents a discount of approximately 14.16% to the closing mid-market price of 3.50 pence per Existing Ordinary Share on 21 August 2025, being the date of the announcement. Alongside the announcement of this equity raise, the Group announced the amendment and extension of the terms of its Revolving Credit Facility ("RCF"), as set in out in the Going Concern Disclosure in Note 1. The group further announced the appointment of Tom Allsworth as CEO and the resignation of Colin Henry as Interim CEO.
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