REG - boohoo group plc - Posting of Annual Report and Notice of AGM

BoohooAnnouncement

23/05/2024 09:00

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RNS Number : 5352P  boohoo group plc  23 May 2024

 

 For Immediate Release  23 May 2024

boohoo group plc

("boohoo" or the "Company")

Posting of the Annual Report and Accounts, AGM Notice and Related Party
Transactions

 

boohoo group plc (AIM: BOO) is pleased to confirm that its Annual Report and
Accounts for the year ended 29 February 2024 ("Annual Report") and its Notice
of Annual General Meeting ("AGM Notice") are now available to view on the
Company's website (www.boohooplc.com (http://www.boohooplc.com/) ).
Additionally, the AGM Notice, and (for those shareholders who requested they
continue to receive a paper copy) the Annual Report, have been posted to
shareholders.

 

Paper copies of the Form of Proxy are available from Computershare Investor
Services (Jersey) Limited on request.

 

The Company's Annual General Meeting for the year ended 29 February 2024 will
be held at 10:00 on Thursday 20 June 2024, at 49-51 Dale Street, Manchester,
M1 2HF.

 

Related party transactions in connection the adoption of the boohoo Incentive
Plan 2024 (the "Incentive Plan")

 

Resolution 3 in the AGM Notice relates to the adoption of the Incentive Plan,
which will combine the existing annual bonus and 2022 LTIP into one single
incentive plan, with a blend of time and performance based awards which
provide clearer line of sight for participants and a more effective retention
tool, while maintaining a strong link to shareholder value creation through
share deferral.  Further details of the Incentive Plan are contained in the
AGM Notice.

 

Subject to shareholder approval at the AGM, awards under the Incentive Plan,
as detailed in the AGM Notice, will be made to John Lyttle, Mahmud Kamani,
Carol Kane and Stephen Morana, each of whom, as Directors of boohoo, is
considered a related party within the meaning of the AIM Rules for Companies.
These awards (the "Related Party Awards") each constitute a related party
transaction.

 

The Directors (excluding John Lyttle, Mahmud Kamani, Carol Kane and Stephen
Morana) (the "Independent Directors") consider, having consulted with the
Company's Nominated Adviser, Zeus Capital Limited ("Zeus"), that the terms of
the Related Party Awards are fair and reasonable insofar as Shareholders are
concerned.

 

In providing advice to the Independent Directors, Zeus has taken into account
the following:

 

·     the historic bonus and LTIP opportunities have been combined and
restructured but the total quantum of the awards is unchanged from what was
permitted under the previous Directors' Remuneration Policy;

·    the majority (60%) of awards will be settled in shares which vest in
tranches over a three-year period, ensuring long term alignment of executives
with the interests of shareholders;

·     awards will be granted within the 10% in ten-year dilution limit
operated by the Company across all share schemes with a reasonable amount of
headroom remaining;

·   the adoption of the Incentive Plan and the grant of awards under it
are conditional on Shareholder approval; and

·     the commercial assessments of the Independent Directors.

 

 

 Enquiries
 boohoo group plc
 Stephen Morana, Chief Financial Officer            Tel: +44 (0)161 233 2050
 Pete Templeton, Group Finance Director             Tel: +44 (0)161 233 2050
 Mike Cooper, Head of Investor Relations            Tel: +44 (0)161 233 2050

 Zeus Capital - Nominated adviser and joint broker
 Andrew Jones / Dan Bate / James Edis               Tel: +44 (0)161 831 1512
 Benjamin Robertson                                 Tel: +44 (0)20 3829 5000

 Jefferies - Joint broker
 Ed Matthews / Harry Le May                         Tel: +44 (0)20 7029 8000

 HSBC - Joint broker
 Chloe Ponsonby / James Hopton                      Tel: +44 (0)20 7991 8888

 Headland - Financial PR adviser
 Susanna Voyle / Will Smith                         Tel: +44 (0)20 3725 7514

 

 About boohoo group plc

 "Leading the fashion eCommerce market"

 Founded in Manchester in 2006, boohoo group is a fashion forward, inclusive
 and innovative business. The Group's brands are complementary, vibrant and
 scalable, delivering inspirational, on-trend fashion to our customers 24/7.
 The diversity of our brands, including the group's 5 core brands, boohoo,
 boohooMAN, PrettyLittleThing, Karen Millen and Debenhams, enable us to serve a
 broad customer base, globally, with a primary focus on the UK and US markets.
 Since its acquisition in 2021, Debenhams has been transformed from a retailer
 into a digital marketplace with a capital-light, low-risk operating model and
 a focus on fashion, beauty as well as home. Boohoo group is concentrated on
 driving sustainable, profitable growth with technology and automation
 increasing efficiency across the business.

 

About boohoo group plc

 

"Leading the fashion eCommerce market"

 

Founded in Manchester in 2006, boohoo group is a fashion forward, inclusive
and innovative business. The Group's brands are complementary, vibrant and
scalable, delivering inspirational, on-trend fashion to our customers 24/7.
The diversity of our brands, including the group's 5 core brands, boohoo,
boohooMAN, PrettyLittleThing, Karen Millen and Debenhams, enable us to serve a
broad customer base, globally, with a primary focus on the UK and US markets.
Since its acquisition in 2021, Debenhams has been transformed from a retailer
into a digital marketplace with a capital-light, low-risk operating model and
a focus on fashion, beauty as well as home. Boohoo group is concentrated on
driving sustainable, profitable growth with technology and automation
increasing efficiency across the business.

 

 

 

 

 

 

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