Share Buyback via Reverse Accelerated Bookbuild
The Beauty Tech Group PLC
29 September 2026
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This announcement contains inside information as stipulated under the Market Abuse Regulation no 596/2014 (incorporated into UK law by virtue of the European Union (Withdrawal) Act 2018 as amended by the Market Abuse (Amendment) (EU Exit) Regulations 2019). Upon the publication of this announcement via a regulatory information service, this inside information is now considered to be in the public domain.
29 September 2026
The Beauty Tech Group plc
(“TBTG” or the "Company")
Launch of Share Buyback via Reverse Accelerated Bookbuild
On 17 September 2026, The Beauty Tech Group plc announced its intention to launch an up to £20 million share buyback programmeto purchase ordinary shares of £0.10 each in the capital of the Company (“Ordinary Shares”) (the “Buyback Programme”). The Buyback Programme is underpinned by the Company’s strong balance sheet and cash flow and is aligned to TBTG's capital allocation framework.
The Company today announces that it has engaged Joh. Berenberg, Gossler & Co. KG, London Branch (“Berenberg”) to implement the Buyback Programme by way of a reverse accelerated bookbuild for up to £20 million (the “RABB”).
The RABB, the above-mentioned value of which is before associated fees, expenses, and stamp duty, will be carried out on the London Stock Exchange and conducted within the limits of the general authority to purchase Ordinary Shares granted by shareholders at the Company's annual general meeting held on 19 June 2026 (the “Authority”).
Pursuant to the RABB, Berenberg will purchase, as riskless principal, up to a maximum of 16,594,076 Ordinary Shares (pursuant to the Authority) or, if lower, Ordinary Shares for an aggregate purchase price of up to £20 million at a price per Ordinary Share to be determined based on the offers received in the RABB (the “Purchase Price”).
In line with the Authority, the maximum price per Ordinary Share (exclusive of expenses) pursuant to the RABB may not exceed the higher of (a) 105 per cent of the average middle market quotations for an Ordinary Share, as derived from the London Stock Exchange Daily Official List, for the five business days immediately preceding the day on which the Ordinary Share is purchased and (b) an amount equal to the higher of (i) the price of the last independent trade of an Ordinary Share; and (ii) the highest current independent bid for an Ordinary Share, in each case on the trading venue where the purchase is carried out at the relevant time, including when shares are traded on different venues.
The Company has granted a put option to Berenberg pursuant to a repurchase agreement (the “Repurchase Agreement”) under which Berenberg may require the Company to purchase, at the Purchase Price, the Ordinary Shares purchased by Berenberg pursuant to the RABB and Berenberg has granted a call option to the Company pursuant to the Repurchase Agreement under which the Company may require Berenberg to sell, at the Purchase Price, those Ordinary Shares to it. The RABB is subject to the conditions set out in the Repurchase Agreement being fulfilled.
The RABB will commence immediately following this announcement and will close at 16:35 (BST) on 30 September 2026. The final number of Ordinary Shares to be purchased, together with the Purchase Price will be agreed at the close of the RABB at the sole discretion of TBTG and Berenberg and the results of the RABB will be announced as soon as practicable thereafter. To the extent that the RABB is oversubscribed, orders will be scaled back (whether on a pro rata basis or otherwise) at the sole discretion of TBTG and Berenberg.
CREST shareholders wishing to sell Ordinary Shares as part of the RABB should inform their broker to contact Berenberg before 16:35 (BST) on 30 September 2026. Berenberg:+44 (0)20 3207 7800.
For logistical reasons, the RABB is not being made available to shareholders who hold their Ordinary Shares in certificated form.
Purchase of the Ordinary Shares pursuant to the RABB will take place following announcement of the results of the RABB. The directors of the Company will not be participating in the RABB as sellers.
The purpose of the Buyback Programme is to reduce the share capital of the Company, with the Ordinary Shares purchased under the RABB expected to be cancelled.
The balance of the Buyback Programme, not taken up by the RABB, is expected to be undertaken by way of a rolling on-market buyback programme, details for which, if it proceeds, will be announced separately.
For further information, please contact:
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The Beauty Tech Group plc Laurence Newman, Chief Executive Officer Sam Glynn, Chief Financial Officer
|
Via FTI Consulting |
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FTI Consulting Josephine Corbett Harriet Jackson Amy Goldup Harleena Chana |
T: +44 (0) 20 3727 1000 tbtg@fticonsulting.com |
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Berenberg Clayton Bush Alex Wright Alix Mecklenburg-Solodkoff Ryan Mahnke |
T: +44 (0) 20 3207 7800 |
LEI: 9845005838FE7756E729
The person responsible for arranging for the release of this announcement on behalf of the Company is Sarah Clayton, General Counsel and Company Secretary.
Forward-looking statements
Cautionary Statement - Certain statements included or incorporated by reference within this announcement may constitute "forward-looking statements" in respect of the Company's group (the “Group”) operations, performance, prospects and/or financial condition. Forward-looking statements are sometimes, but not always, identified by their use of a date in the future or such words and words of similar meaning as "anticipates", "aims", "due", "could", "may", "will", "should", "expects", "believes", "intends", "plans", "potential", "targets", "goal" or "estimates". By their nature, forward looking statements involve a number of risks, uncertainties and assumptions and actual results or events may differ materially from those expressed or implied by those statements. Accordingly, no assurance can be given that any particular expectation will be met, and reliance should not be placed on any forward-looking statement. Additionally, forward-looking statements regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. No responsibility or obligation is accepted to update or revise any forward-looking statement resulting from new information, future events or otherwise. Nothing in this announcement should be construed as a profit forecast. This announcement does not constitute or form part of any offer or invitation to sell, or any solicitation of any offer to purchase any shares or other securities in the Company, nor shall it or any part of it or the fact of its distribution form the basis of, or be relied on in connection with, any contract or commitment or investment decisions relating thereto, nor does it constitute a recommendation regarding the shares or other securities of the Company. Past performance cannot be relied upon as a guide to future performance and persons needing advice should consult an independent financial adviser. Statements in this announcement reflect the knowledge and information available at the time of its preparation. Liability arising from anything in this announcement shall be governed by English law. Nothing in this announcement shall exclude any liability under applicable laws that cannot be excluded in accordance with such laws.
About The Beauty Tech Group
The Beauty Tech Group is a global leader in the rapidly growing at-home beauty technology market. The Group encompasses three distinct, innovative and premium beauty technology brands – CurrentBody Skin, ZIIP Beauty and Tria Laser – under which it develops, manufactures and retails At-Home Beauty Devices using aesthetic technologies which have been used in professional clinics for decades. These technologies include LED light, RF, microcurrent, and laser therapies. The Group sells its products in the UK and internationally via its D2C e-commerce channels and via selected international retailers.
The Company listed on the London Stock Exchange in October 2025 under the ticker LSE: TBTG and is headquartered in Cheshire, UK.
For more information visit: https://www.thebeautytechgroup.com/
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