REG - ASOS PLC Marks & Spencer MKSN - Disposal of Lichfield fulfilment centre

AsosAnnouncement

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RNS Number : 7059D  ASOS PLC  11 May 2026

FOR IMMEDIATE RELEASE

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

 

11 May 2026

 

ASOS Plc

Global Online Fashion Destination

"ASOS" or the "Company"

 

 

ASOS announces disposal of Lichfield fulfilment centre

 

ASOS today announces that it has agreed terms for the disposal of its
Lichfield fulfilment centre (the "Transaction") to Marks and Spencer Plc
("M&S") following a competitive sale process. The disposal of Lichfield
marks another step in the structural transformation of the financial position
of ASOS, with net proceeds of at least £66m and annual cash cost savings of
c.£6m. The Transaction constitutes a significant Transaction under UKLR 7, as
it exceeds the 25% threshold under the applicable 'Consideration to Market
Capitalisation Test'.

Strategic Rationale: Continued execution of ASOS's Efficient Operating Model

Over the last three years, improvements in stock turn and the scaling of
Flexible Fulfilment, including the launch of ASOS Fulfilment Services ("AFS")
in H2 FY25, have resulted in structurally lower capacity requirements. The
disposal of the Lichfield fulfilment centre reflects ASOS's continued progress
against its Efficient Operating Model strategic pillar with a focus on
simplifying operations and follows the earlier decision to mothball the site
to address excess capacity. The Group's fulfilment centres in Barnsley and
Berlin provide sufficient capacity to support future growth.

Following the disposal of the Lichfield fulfilment centre, the Group has one
further non-core asset that has been fully written down, its Atlanta
fulfilment centre.

The Board considers the Transaction to be in the best interests of the Company
and its shareholders with any potential risks outlined in the Notes section
below.

Financial Impact

The net sale proceeds are expected to be at least £66m, with annual cash
savings of c.£6m relating to rent and other occupancy costs. The Transaction
is expected to result in a one-off profit before tax of c.£85m after
adjustments to associated property liabilities and will be recognised as an
adjusting item in the Group's financial results for the period during which
the Transaction is completed. We expect the Transaction to complete during H2
FY26. The net proceeds will add to the Group's cash position of £209.5m as at
1 March 2026, resulting in a pro forma net debt (excluding lease liabilities)
position of c.£228m.

The disposal of Lichfield is another important step forward in the
transformation of the financial position of ASOS, following refinancing in
November 2025 and the repayment of the 2026 convertible bonds last month. The
Transaction crystallises significant value from a non-core asset. The net
proceeds will be used to maintain financial flexibility to execute the Group's
strategy.

Jose Antonio Ramos, ASOS CEO, said:

"The disposal of our Lichfield fulfilment centre represents a further step in
strengthening ASOS's balance sheet and improving our capital efficiency. This
transaction enables us to unlock value from one of our non-core assets while
reducing our ongoing cost base, consistent with the actions we have taken over
the past three years to simplify the business and enhance financial
resilience. ASOS is a well-invested business and we have significant capacity
to support future growth.  We will continue to maintain a disciplined
approach to capital allocation as we execute our strategy."

The person responsible for arranging the release of this announcement on
behalf of the Company is Rishi Sharma, General Counsel and Company Secretary.

For further information:

 ASOS
 plc
 Phil Clark, Head of Strategy & Investor Relations                                                                                                         Email: InvestorEnquiries@asos.com
 Hannah Alderman, Investor Relations Manager
 Teneo
 Jonathan Sibun / Will Palfreyman                                                                                                                          Tel: 020 7353 4200

 

About ASOS

Founded in 2000, ASOS has 17m active customers in over 100 markets. We bring
fashion lovers around the world the best and most relevant fashion through our
unique own brands including ASOS DESIGN, ARRANGE, COLLUSION, Topshop and
Topman, styled with the most exciting products from local and global partner
brands. With our expert in-house design team and agile and flexible commercial
model, including ASOS Fulfilment Services, Partner Fulfils, and Test &
React, we make the latest trends accessible to all and give customers the
confidence to be whoever they want to be.

Forward looking statements

This announcement may include statements that are, or may be deemed to be,
"forward-looking statements" (including words such as "believe", "expect",
"estimate", "intend", "anticipate" and words of similar meaning). By their
nature, forward-looking statements involve risk and uncertainty since they
relate to future events and circumstances, and actual results may, and often
do, differ materially from any forward-looking statements. Any forward-looking
statements in this announcement reflect management's view with respect to
future events as at the date of this announcement. Save as required by
applicable law, ASOS plc undertakes no obligation to publicly revise any
forward-looking statements in this announcement, whether following any change
in its expectations or to reflect events or circumstances after the date of
this announcement.

Notes

The gross assets attributable to the Lichfield fulfilment centre and subject
to the Transaction consist of property, plant and equipment, intangible assets
and right-of-use assets. These assets had a carrying amount of £nil at 1
March 2026, following impairments recognised in prior periods as a result of
mothballing the site. On completion, the Transaction is expected to result in
a profit before tax of c.£85m, comprising a reversal of previously recognised
impairment charges and a gain on derecognition of the aforementioned assets,
lease liabilities and lease-related provisions. Net cash proceeds from the
Transaction, after transaction costs, is expected to be at least £66m,
representing a one-off benefit in FY26. In addition, the disposal is expected
to increase future cash flow through the removal of c.£6m annualised cash
costs. Following completion, the Group will have no further assets or
liabilities in respect of the Lichfield fulfilment centre on its balance
sheet.

The information required by UKLR Annex 2.2 is not available, and as referenced
in the main body of this announcement, the net proceeds from the Transaction
are at least £66m with a one-off profit before tax of c.£85m.

 

 

PRINCIPAL TERMS OF THE TRANSACTION

Following a competitive sale process, on 09 May 2026, ASOS.com Limited and
Marks and Spencer plc entered into a contract for the sale and purchase of a
leasehold intertest in the fulfilment centre located at Fradley 437, Halifax
Avenue, Fradley Park, Lichfield WS13 8SS (the "Property"). Under the terms of
the Transaction, ASOS.com Limited agreed to sell its leasehold interest in the
Property and its automation machinery located at the Property for cash
consideration of £67.5m.

Completion of the Transaction is subject to obtaining customary consents and
is expected to occur in H2 2026.

RISK FACTORS

ASOS shareholders should carefully consider, together with all other
information contained in this announcement, the specific factors and risks
described below.

The Company considers these to be the known material risk factors relating to
the Transaction. There may be other risks of which the Board is not aware or
which it believes to be immaterial which may be connected to the Transaction
and have a material and adverse effect on the business, financial condition,
results of operations or future prospects of the ASOS Group. The risks
disclosed below are those which ASOS considers: (i) are material risks related
to the Transaction; or (ii) are existing material risks for the ASOS group
which will be impacted by the Transaction. The risks described below are not
set out in any order of priority, assumed or otherwise.

RISKS RELATING TO THE TRANSACTION

1.   The Transaction may not proceed to Completion

Completion is subject to certain consents under the contract. There is no
guarantee that each of these consents will be granted and, as such, no
certainty that the Transaction will proceed to completion.

If the Transaction does not proceed to completion, the ASOS group will not
receive the consideration from, and may not realise any of the potential
benefits of, the Transaction and this may have an impact on the perceived
value of the Property. There can be no guarantee of another transaction
involving the sale of the Property on terms more favourable than, or
equivalent to, the current Transaction. Regardless of whether the Transaction
proceeds to completion, ASOS has committed significant time and resources to
the Transaction. In addition, the media could portray the non-completion of
the Transaction as a strategic failure of ASOS which could erode confidence
among investors and stakeholders. This could, in turn, have a material adverse
effect on the ASOS group's business prospects, financial results and overall
financial condition. Failure to complete the Transaction may also have a
negative impact on the group's ability to deliver on its future strategy. This
may be the case even if the failure to complete the Transaction is outside of
ASOS' control. Without the consideration, it may take longer or be difficult
for ASOS to increase its balance sheet strength and flexibility or to
accelerate ASOS' core strategic priorities. This may result in delayed
recovery in ASOS' growth and profitability or deterioration of ASOS' perceived
creditworthiness by third parties, which in turn may impact the group's
operations.

2.   ASOS and certain members of the Group may incur liability under the
contract

The contract contains warranties and other contractual protections given by
ASOS. M&S has undertaken a due diligence and disclosure process to
minimise the risk of liability under these provisions. Although the contract
contains customary limitations relating to the liability of ASOS, any
liability to make a payment arising from a successful claim under any of the
relevant provisions of the contract would reduce the consideration and could
have an adverse effect on the cash flow and financial condition of the ASOS
group.

EXISTING MATERIAL RISKS TO ASOS GROUP THAT WILL BE IMPACTED BY THE TRANSACTION

1.   The market price of shares in ASOS may fluctuate on the basis of market
sentiment surrounding the Transaction

Shareholders should be aware that the value of an investment in ASOS may go
down as well as up and can be highly volatile. The price at which shares in
ASOS may be quoted and the price which investors may realise for their shares
will be influenced by a large number of factors, some specific to ASOS and its
operations and some which may affect online fashion retailers or publicly
traded companies as a whole, or other comparable companies. The sentiments of
the stock market regarding the Transaction will be one such factor and this,
together with other factors including actual or anticipated fluctuations in
the financial performance of ASOS and its competitors, market fluctuations,
and legislative or regulatory changes for the retail sector, could lead to the
market price of the shares going up or down.

MATERIAL LITIGATION

1.    ASOS

There are no governmental, legal or arbitration proceedings (including any
such proceedings which are pending or threatened of which ASOS is aware),
during the period covering the 12 months preceding the date of this
announcement, which may have, or have had in the recent past, significant
effects on the financial position or profitability of ASOS.

2.    THE PROPERTY

There are no governmental, legal or arbitration proceedings (including any
such proceedings which are pending or threatened of which ASOS is aware),
during the period covering the 12 months preceding the date of this
announcement which may have, or have had in the recent past, significant
effects on the Property.

SIGNIFICANT CHANGE STATEMENT

There has been no significant change to the financial position or financial
performance of the Group since 23 April 2026, being the date to which ASOS's
last interim financial information was published.

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