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RNS Number : 3181T Boohoo Group Plc 17 February 2026
THIS ANNOUNCEMENT IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION,
DISTRIBUTION OR FORWARDING, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR
INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF
SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR
DISTRIBUTION WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN OFFER OF
SECURITIES IN ANY JURISDICTION. PLEASE SEE THE IMPORTANT NOTICES AT THE END OF
THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET
ABUSE REGULATION (EU) NO. 596/2014 (AS AMENDED) AS IT FORMS PART OF THE
DOMESTIC LAW OF THE UNITED KINGDOM BY VIRTUE OF THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018 (AS AMENDED) ("MAR") AND THE FINANCIAL SERVICES (JERSEY)
LAW 1998.
FOR IMMEDIATE RELEASE
17 February 2026
boohoo group plc
("Debenhams Group", "Debenhams" or the "Company")
Further Investor Support for Planned Fundraise
Debenhams Group (AIM: DEBS), a leading online fashion group, is pleased to
announce that, further to its announcement earlier today at 7.00 a.m.
regarding a Planned Fundraise (the "Announcement"), it has received additional
indications of support from some of its largest institutional shareholders.
The aggregate indicative support for the Planned Fundraise from directors and
institutional shareholders is now in excess of £24 million at an issue price
of 20 pence per Ordinary Share. The Company will continue speaking to its
institutional shareholders over the next few days to gauge further indicative
support.
Further announcements will be made as and when appropriate.
Unless expressly defined in this announcement, capitalised terms shall have
the meanings as defined in the Announcement.
Enquiries
Debenhams Group
Phil Ellis, Chief Financial Officer Tel: +44 (0)161 233 2050
Zeus Capital - Nominated Advisor and Joint Broker
Dan Bate / James Edis Tel: +44 (0)161 831 1512
Benjamin Robertson / Dominic King Tel: +44 (0)20 3829 5000
Panmure Liberum - Joint Broker Tel: +44 (0)20 3100 2000
Mark Dickenson / James Sinclair-Ford / Gaya Bhatt
Sodali & Co - Financial PR Adviser
Ben Foster / Louisa Henry Tel: +44 (0)20 3984 0114
About Debenhams Group
Debenhams Group is an online platform, for fashion, home, and beauty, serving
millions of customers across five shopping destinations: Debenhams, Karen
Millen, boohoo, MAN and PLT. Debenhams Group dates back to 1778 when William
Clark, a retail pioneer of the time, opened the UK's first department store.
Today, the Group is home to Debenhams, Britain's online department store and
leading fashion-led marketplaces, boohoo, PLT, MAN, and Karen Millen.
IMPORTANT NOTICES
The information contained within this Announcement is deemed by the Company to
constitute inside information as stipulated under Article 7 of the Market
Abuse Regulation (EU) No. 596/2014 (as amended) as it forms part of the
domestic law of the United Kingdom by virtue of the European Union
(Withdrawal) Act 2018 (as amended) and the Financial Services (Jersey) Law
1998 ("FSJL"). Upon the publication of this Announcement via the Regulatory
Information Service, this inside information is now considered to be in the
public domain.
This Announcement contains (or may contain) certain forward-looking statements
with respect to certain of the Company's plans and its current goals and
expectations relating to its future financial condition and performance and
which involve a number of risks and uncertainties. The Company cautions
readers that no forward-looking statement is a guarantee of future performance
and that actual results could differ materially from those contained in the
forward-looking statements. These forward-looking statements can be identified
by the fact that they do not relate only to historical or current facts.
Forward-looking statements sometimes use words such as "aim", "anticipate",
"target", "expect", "estimate", "intend", "plan", "goal", "believe", or other
words of similar meaning. By their nature, forward-looking statements involve
risk and uncertainty because they relate to future events and circumstances,
including, but not limited to, economic and business conditions, the effects
of continued volatility in credit markets, market-related risks such as
changes in the price of commodities or changes in interest rates and foreign
exchange rates, the policies and actions of governmental and regulatory
authorities, changes in legislation, the further development of standards and
interpretations under International Financial Reporting Standards ("IFRS")
applicable to past, current and future periods, evolving practices with regard
to the interpretation and application of standards under IFRS, the outcome of
pending and future litigation or regulatory investigations, the success of
future explorations, acquisitions and other strategic transactions and the
impact of competition. A number of these factors are beyond the Company's
control. As a result, the Company's actual future results may differ
materially from the plans, goals, and expectations set forth in the Company's
forward-looking statements. You should not place undue reliance on
forward-looking statements. Any forward-looking statements made in this
Announcement by or on behalf of the Company speak only as of the date they are
made. Except as required by the FCA, the London Stock Exchange or applicable
law, each of the Company, Zeus and Panmure Liberum expressly disclaim any
obligation or undertaking to release publicly any updates or revisions to any
forward-looking statements contained in this Announcement to reflect any
changes in the Company's expectations with regard thereto or any changes in
events, conditions or circumstances on which any such statement is based.
This Announcement is for information purposes only and shall not constitute an
offer to buy, sell, issue, or subscribe for, or the solicitation of an offer
to buy, sell, issue, or subscribe for any securities, nor shall there be any
offer, solicitation or sale of securities in any jurisdiction in which such
offer, solicitation or sale would be unauthorised or unlawful prior to
registration or qualification under the securities laws of any such
jurisdiction. Any failure to comply with these restrictions may constitute a
violation of the securities law of any such jurisdiction.
This Announcement is not an offer of securities for sale in or into the United
States. Any new ordinary shares issued pursuant to the Planned Fundraise (the
"New Ordinary Shares") will not be registered under the US Securities Act
1933, as amended (the "Securities Act"), or with any securities regulatory
authority of any state or other jurisdiction of the United States and may not
be offered, sold, delivered or transferred, directly or indirectly, in or into
the United States except pursuant to an exemption from, or in a transaction
not subject to, the registration requirements of the Securities Act and in
compliance with any applicable securities laws of any state or other
jurisdiction of the United States. There will be no public offer of the New
Ordinary Shares in the United States.
This Announcement does not contain an offer or constitute any part of an offer
to the public. This Announcement is not a "prospectus" within the meaning of
Regulation 21(1) of the Public Offers and Admissions to Trading Regulations
2024 ("POATR") and a copy of it has not been, and will not be, delivered to
any authority which could be a competent authority for the purpose of the
Prospectus Regulation (EU) 2017/1129 (the "EU Prospectus Regulation"). This
Announcement is not a "prospectus" within the meaning of the Companies
(Jersey) Law 1991.
This Announcement has been issued by and is the sole responsibility of the
Company. No representation or warranty, express or implied, is or will be made
as to, or in relation to, and no responsibility or liability is or will be
accepted by or on behalf of Zeus, Panmure Liberum or their respective advisers
(apart from the responsibilities or liabilities that may be imposed by the
Financial Services and Markets Act 2000 (as amended) or other regulatory
regime established thereunder) or by any of its or their affiliates or agents
as to, or in relation to, the accuracy, adequacy, fairness or completeness of
this Announcement or any other written or oral information made available to
or publicly available to any interested party or its advisers or any other
statement made or purported to be made by or on behalf of Zeus, Panmure
Liberum and/or any of their respective affiliates and/or by any of their
respective representatives in connection with the Company or the Planned
Fundraise and any responsibility and liability whether arising in tort,
contract or otherwise therefore is expressly disclaimed by each of the
Company, Zeus and Panmure Liberum. No representation or warranty, express or
implied, is made by Zeus, Panmure Liberum and/or any of their respective
affiliates and/or any of their respective representatives as to the accuracy,
fairness, verification, completeness or sufficiency of the information or
opinions contained in this Announcement or any other written or oral
information made available to or publicly available to any interested party or
their respective advisers, and any liability therefore is expressly disclaimed
by each of the Company, Zeus and Panmure Liberum.
The distribution of this Announcement in certain jurisdictions may be
restricted by law. No action has been taken by the Company, Zeus or Panmure
Liberum or any of their respective affiliates, or any of its or their
respective directors, officers, partners, employees, advisers and/or agents
that would permit an offering of such shares or possession or distribution of
this Announcement or any other offering or publicity material relating to such
shares in any jurisdiction where action for that purpose is required. Persons
into whose possession this Announcement comes are required to inform
themselves about, and to observe, such restrictions.
The contents of this Announcement are not to be construed as financial, legal,
business or tax advice. If you do not understand the contents of this
Announcement you should consult an authorised financial adviser, legal
adviser, business adviser or tax adviser for financial, legal, business or tax
advice.
The information in this Announcement may not be forwarded or distributed to
any other person and may not be reproduced in any manner whatsoever. Any
forwarding, distribution, dissemination, reproduction, or disclosure of this
information in whole or in part is unauthorised. Persons (including, without
limitation, nominees and trustees) who have a contractual or other legal
obligation to forward a copy of this Announcement should seek appropriate
advice before taking any action. Persons distributing any part of this
Announcement must satisfy themselves that it is lawful to do so. Failure to
comply with this directive may result in a violation of the Securities Act or
the applicable laws of other jurisdictions.
Further information in respect of the Company can be found on the Company's
website accessible at https://www.debenhamsgroup.com/ (including copies of its
latest annual report and audited accounts).
Neither the content of the Company's website nor any website accessible by
hyperlinks on the Company's website is incorporated in, or forms part of, this
Announcement.
The directors of the Company have taken all reasonable care to ensure that the
facts stated in this Announcement are true and accurate in all material
respects, and that there are no other facts the omission of which would make
misleading any statement in the Announcement, whether of facts or of opinion.
All the directors accept responsibility accordingly. It should be remembered
that the price of securities and the income from them can go down as well as
up.
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