REG - Revel Collective PLC - Update on Strategic Review and Formal Sale Process

Revel CollectiveAnnouncement

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RNS Number : 2065M  Revel Collective PLC (The)  19 December 2025

THIS ANNOUNCEMENT IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR
DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM
THE UNITED STATES, CANADA, JAPAN, AUSTRALIA, NEW ZEALAND, THE REPUBLIC OF
SOUTH AFRICA, THE REPUBLIC OF IRELAND OR ANY OTHER JURISDICTION WHERE TO DO SO
WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT
JURISDICTION. PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THIS
ANNOUNCEMENT.

 

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND SHALL NOT CONSTITUTE AN
OFFER TO SELL OR ISSUE OR THE SOLICITATION OF AN OFFER TO BUY, SUBSCRIBE FOR
OR OTHERWISE ACQUIRE ANY NEW ORDINARY SHARES OF REVOLUTION BARS GROUP PLC IN
THE UNITED STATES, CANADA, JAPAN, NEW ZEALAND, AUSTRALIA, THE REPUBLIC OF
SOUTH AFRICA, THE REPUBLIC OF IRELAND OR ANY OTHER JURISDICTION IN WHICH SUCH
RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

 

THIS IS NOT AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE
2.7 OF THE TAKEOVER CODE (THE "CODE") AND THERE CAN BE NO CERTAINTY THAT AN
OFFER WILL BE MADE, NOR AS TO THE TERMS ON WHICH ANY OFFER MIGHT BE MADE.

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.

 

FOR IMMEDIATE RELEASE

 

 

 

The Revel Collective Plc

(the "Company" and, together with its subsidiaries, the "Group")

 

Update on Strategic Review and Formal Sale Process

Update on 2025 Annual Report

 

The Revel Collective plc, a leading operator of premium bars and gastro pubs,
trading mainly under the Revolution, Revolución de Cuba and Peach Pubs
brands, provides an update on the strategic review and Formal Sale Process,
which was launched on 24 October 2025.

Since the launch of The Formal Sale Process, the Group has engaged with a
significant number of potential acquirers of the businesses it operates.
Presently, a number of credible parties are actively engaged in diligence and
discussions with the Group in relation to the Group's business and assets or
the shares in certain Group companies.

At the current time, the transactions being contemplated would not be expected
to deliver any return to shareholders.  Negotiations are ongoing, with the
continuing support of the Group's bank, however, there can be no certainty on
the timing of any transactions.  Furthermore, there can be no guarantee that
these negotiations will result in any transactions.

The option of an equity fundraising has been considered but the Board has
concluded it does not have the necessary support for such a transaction.

 

Delay in Publication of 2025 Annual Report

 

As stipulated by Rule 19 of the AIM Rules for Companies, the Company is
required to publish its Annual Report for the financial year ended 28 June
2025 by 28 December 2025.  In light of the ongoing sales process, the Board
has now determined that the audit of its 2025 results will not be able to be
concluded and publication of its Annual Report will not therefore occur by 28
December 2025. Consequently, trading in the Company's ordinary shares on AIM
is expected to be suspended with effect from 7.30 a.m. on 29 December 2025
pending publication of the Company's Annual Report.

 

19 December 2025

 

Enquiries:

 The Revel Collective plc                                                    Tel: 0161 330 3876

 Rob Pitcher, CEO

 Matthew Fowler, CFO

 Cavendish Capital Markets Limited (Financial and Rule 3 Adviser, Nominated  Tel: 020 7220 0500
 Adviser and Broker)

 Matt Goode / Teddy Whiley (Corporate Finance)

 Tim Redfern (Corporate Broking)

 FTI Consulting (M&A Adviser)                                                Tel: 020 3727 1000

 Iain Reilly

 Marcus Cheng
 Team Lewis (Financial PR)                                                   Tel: 020 7802 2617/020 7802 2657

 Justine Warren/Tim Pearson

Inside Information

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulation
(EU) no. 596/2014 (as it forms part of domestic law by virtue of the European
Union (Withdrawal) Act 2018). On the publication of this announcement via a
Regulatory Information Service, this inside information is now considered to
be in the public domain. The person responsible for making this announcement
on behalf of the Company is Rob Pitcher, CEO.

 

Notice related to financial adviser

Cavendish Capital Markets Limited ("Cavendish"), which is authorised and
regulated by the FCA in the United Kingdom, is acting exclusively for the
Company and for no one else in connection with the subject matter of this
Announcement and will not be responsible to anyone other than the Company for
providing the protections afforded to its clients or for providing advice in
relation to the subject matter of this announcement. Neither Cavendish nor any
of its subsidiaries, affiliates or branches owes or accepts any duty,
liability or responsibility whatsoever (whether direct, indirect,
consequential, whether in contract, in tort, under statute or otherwise) to
any person who is not a client of Cavendish in connection with this
announcement, any statement or other matter or arrangement referred to herein
or otherwise.

 

FTI Financial Services Limited ("FTI Consulting") which is authorised and
regulated by the Financial Conduct Authority and is acting exclusively for the
Company with respect to a potential transaction and will not be responsible to
anyone other than the Company. Neither FTI Consulting nor any of its
subsidiaries, affiliates or branches owes or accepts any duty, liability, or
responsibility whatsoever (whether direct, indirect, consequential, whether in
contract, in tort, under statute or otherwise) to any person who is not a
client of FTI Consulting in connection with this announcement, any statement
or other matter or arrangement referred to herein or otherwise.

 

Important information

This announcement is not intended to, and does not, constitute or form part of
any offer, invitation or the solicitation of an offer to purchase, otherwise
acquire, subscribe for, sell or otherwise dispose of, any securities whether
pursuant to this announcement or otherwise.

 

This announcement (including any information incorporated by reference in this
announcement) contains statements about the Company that are or may be deemed
to be forward looking statements. Without limitation, any statements preceded
or followed by or that include the words "targets", "plans", "believes",
"expects", "aims", "intends", "will", "may", "anticipates", "estimates",
"projects" or words or terms of similar substance or the negative thereof, may
be forward looking statements.

 

These forward-looking statements are not guarantees of future performance.
Such forward-looking statements involve known and unknown risks and
uncertainties that could significantly affect expected results and are based
on certain key assumptions. Many factors could cause actual results to differ
materially from those projected or implied in any forward-looking statements.
Due to such uncertainties and risks, readers should not rely on such
forward-looking statements, which speak only as of the date of this
announcement. The Company disclaims any obligation or responsibility to update
publicly or review any forward-looking or other statements contained in this
announcement, except as required by applicable law.

 

The distribution of this announcement in jurisdictions outside the United
Kingdom may be restricted by law and therefore persons into whose possession
this announcement comes should inform themselves about, and observe, such
restrictions. Any failure to comply with the restrictions may constitute a
violation of the securities law of any such jurisdictions.

Disclosure requirements of the Takeover Code

Under Rule 8.3(a) of the Takeover Code, any person who is interested in one
per cent. or more of any class of relevant securities of an offeree company or
of any securities exchange offeror (being any offeror other than an offeror in
respect of which it has been announced that its offer is, or is likely to be,
solely in cash) must make an Opening Position Disclosure following the
commencement of the offer period and, if later, following the announcement in
which any securities exchange offeror is first identified.

 

An Opening Position Disclosure must contain details of the person's interests
and short positions in, and rights to subscribe for, any relevant securities
of each of (i) the offeree company and (ii) any securities exchange
offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a)
applies must be made by no later than 3.30 p.m. (London time) on the 10th
business day following the commencement of the offer period and, if
appropriate, by no later than 3.30 p.m. (London time) on the 10th business day
following the announcement in which any securities exchange offeror is first
identified. Relevant persons who deal in the relevant securities of the
offeree company or of a securities exchange offeror prior to the deadline for
making an Opening Position Disclosure must instead make a Dealing Disclosure.

 

Under Rule 8.3(b) of the Takeover Code, any person who is, or becomes,
interested in one per cent. or more of any class of relevant securities of the
offeree company or of any securities exchange offeror must make a Dealing
Disclosure if the person deals in any relevant securities of the offeree
company or of any securities exchange offeror. A Dealing Disclosure must
contain details of the dealing concerned and of the person's interests and
short positions in, and rights to subscribe for, any relevant securities of
each of (i) the offeree company and (ii) any securities exchange offeror, save
to the extent that these details have previously been disclosed under Rule 8.
A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by
no later than 3.30 p.m. (London time) on the business day following the date
of the relevant dealing.

 

If two or more persons act together pursuant to an agreement or understanding,
whether formal or informal, to acquire or control an interest in relevant
securities of an offeree company or a securities exchange offeror, they will
be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by
any offeror and Dealing Disclosures must also be made by the offeree company,
by any offeror and by any persons acting in concert with any of them (see
Rules 8.1, 8.2 and 8.4).

 

Details of the offeree and offeror companies in respect of whose relevant
securities Opening Position Disclosures and Dealing Disclosures must be made
can be found in the Disclosure Table on the Panel's website at
www.thetakeoverpanel.org.uk, including details of the number of relevant
securities in issue, when the offer period commenced and when any offeror was
first identified. You should contact the Panel's Market Surveillance Unit on
+44 (0)20 7638 0129 if you are in any doubt as to whether you are required to
make an Opening Position Disclosure or a Dealing Disclosure.

 

Publication on a website

In accordance with Rule 26.1 of the Takeover Code, a copy of this announcement
will be made available (subject to certain restrictions relating to persons
resident in restricted jurisdictions) on The Company's website
at www.therevelcollective.com (http://www.therevelcollective.com) by no later
than 12 noon (London time) on the first business day following the date of
this announcement. For the avoidance of doubt, the content of the website
referred to in this announcement is not incorporated into and does not form
part of this announcement.

 

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