• 24 Sep 25
 

Beauty Tech Group - Launch of Intermediaries Offer



RNS Number : 6938A
The Beauty Tech Group PLC
24 September 2025
 

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

 

THIS ANNOUNCEMENT AMOUNTS TO A FINANCIAL PROMOTION FOR THE PURPOSES OF SECTION 21 OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 ("FSMA") AND HAS BEEN APPROVED BY RETAIL BOOK LIMITED WHICH IS AUTHORISED AND REGULATED BY THE FINANCIAL CONDUCT AUTHORITY (FRN 994238) ("RETAILBOOK"). THIS FINANCIAL PROMOTION IS NOT INTENDED TO BE INVESTMENT ADVICE.

 

This announcement is an advertisement for the purposes of Rule 3.3.2 of the Prospectus Regulation Rules made by the Financial Conduct Authority (the "FCA") under section 73A of FSMA. This announcement is not a prospectus and not an offer of shares or any other securities for sale and investors should not subscribe for or purchase any shares or securities referred to in this announcement except on the basis of the information in the final prospectus (the "Prospectus"), including the risk factors set out therein, that has been published by The Beauty Tech Group plc, to be inserted as the holding company of Project Glow Topco Limited (the "Company", the "The Beauty Tech Group" or "TBTG" and, together with its subsidiaries, the "Group") in relation to the offer (the "Offer") for sale of existing and new ordinary shares in the capital of the Company and admission ("Admission") of the ordinary shares in the Company (the "Shares") to trading on London Stock Exchange plc's main market for listed securities and to listing in the equity shares (commercial companies) category of the official list of the FCA (the Offer and Admission together, the "Transaction"). Terms used in this announcement and not defined in this announcement shall have the meanings given to them in the Prospectus.

 

 

24 September 2025

 

The Beauty Tech Group plc

 

Launch of Intermediaries Offer

 

·     

Following the Announcement of Publication of Price Range Prospectus published earlier today in connection with its initial public offering, The Beauty Tech Group plc announces the launch of the Intermediaries Offer (the "Intermediaries Offer") via RetailBook;

·     

Investors can take part through RetailBook's partner network of retail brokers, wealth managers and investment platforms (subject to such partners' participation);

·     

Applications for Shares in the Intermediaries Offer through those partners can be made from tax efficient savings vehicles such as ISAs or SIPPs, as well as General Investment Accounts ("GIAs");

·     

There is a minimum application size of £500 per investor in the Intermediaries Offer;

·     

No commission will be charged by RetailBook to investors on applications for Shares in the Intermediaries Offer;

·     

Brokers wishing to offer their customers access to the Intermediaries Offer should contact partners@retailbook.com;

·     

For more information on how to participate in the Intermediaries Offer, please click here.

 

 

The Intermediaries Offer

 

The Intermediaries Offer is being made on the basis outlined in the Prospectus.

 

The terms and conditions of the Intermediaries Offer are contained in the 'Terms and Conditions of the Intermediaries Offer' set out in Part 9 of the Prospectus.

 

Further information on Group and its business is set out in the Prospectus, which will shortly be available on the Company's website at https://www.thebeautytechgroup.com/, subject to certain access restrictions, the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism and from participating retail brokers, wealth managers and investment platforms, subject to applicable securities laws or regulations.

 

 

Expected Intermediaries Offer Timetable         

 

Latest time and date for receipt of Intermediary orders under the Intermediaries Offer

4.30 p.m. on 2 October 2025

Announcement of the Offer Price through a Regulatory Information Service, publication of the Pricing Statement and notification of allocations of Shares(1)

7.00 a.m. on 3 October 2025

Commencement of conditional dealings in Shares on the London Stock Exchange(2)(3)

8.00 a.m. on 3 October 2025

Admission and commencement of unconditional dealings in Shares on the London Stock Exchange

8.00 a.m. on 8 October 2025

CREST accounts credited in respect of Shares acquired in the Offer in uncertificated form

As soon as reasonably practicable on 8 October 2025

Despatch of definitive share certificates (where applicable)

Within 10 Business Days after Admission

Each of the times and dates in the above timetable is subject to change. Any such change will be publicly announced by the Company through a Regulatory Information Service. References to times are to London time.

 

Notes:

(1)           The Pricing Statement will not automatically be sent to persons who receive the Prospectus, but it will (subject to certain

restrictions) be available in electronic format on the Company's website at https://www.thebeautytechgroup.com/. If the Offer Price is set above or below the Indicative Price Range or the Indicative Price Range is revised such that the value of the Offer differs to that set out in the Prospectus, the Company will make an announcement via a Regulatory Information Service and prospective investors may have a right to withdraw their application for Offer Shares. In such circumstances, the Pricing Statement would not be published until the period for exercising such withdrawal rights has ended. The expected date of publication of the Pricing Statement would be extended and the arrangements for withdrawing offers to purchase Offer Shares would be contained in the announcement.

(2)           It should be noted that, if Admission does not occur, all conditional dealings will be of no effect and any such dealings will be at the sole risk of the parties concerned

(3)           Prospective investors who apply for Sale Shares in the Intermediaries Offer should consult their Intermediary as to when they will be sent documents in respect of any Sale Shares they have been allocated and when they may commence dealing in any such Sale Shares

 

Eligibility for the Intermediaries Offer

 

To be eligible to participate in the Intermediaries Offer, applicants must be a customer of a participating partner. Eligible retail investors wishing to subscribe for or purchase Shares should contact their investment platform, retail broker or wealth manager to confirm if they are participating in the Intermediaries Offer. Some partners may only accept applications from existing customers.

 

There is a minimum application size of £500 per investor.

 

Investors should make their own investigations into the merits of an investment in the Company. Nothing in this announcement amounts to a recommendation to invest in the Company or amounts to investment, taxation or legal advice.

 

It should be noted that an application for Shares and investment in the Company carries a number of risks. Investors should take independent advice from a person experienced in advising on investment in securities such as the Shares if they are in any doubt.

 

An investment in the Company will place capital at risk. The value of your investment in the Company and any income from it is not guaranteed and can go down as well as rise due to stock market and currency movements. When you sell your investment, you may get back less than the amount originally invested.

 

Neither past performance nor any forecasts should be considered a reliable indicator of future results.

 

This announcement should be read in its entirety. In particular, the information in the "Important Notices" section of this announcement should be read and understood.

 

 

Enquiries

 

FTI Consulting (Public Relations adviser to TBTG) Alex Beagley

Harriet Jackson

Matthew Young

Amy Goldup

 

T: +44 (0) 20 3727 1000

tbtg@fticonsulting.com

RetailBook

Michael Ward

James Deal

 

capitalmarkets@retailbook.com

 

 

Further information on the Company can be found on its website at https://www.thebeautytechgroup.com/.

 

Important Notices

 

The contents of this announcement, which has been prepared by and is the sole responsibility of the Company, have been approved by RetailBook solely for the purposes of section 21(2)(b) of FSMA.

 

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance should be placed for any purposes whatsoever on the information contained in this announcement or its accuracy, fairness or completeness, including (without limitation) in connection with any contract or commitment or investment decision whatsoever.

 

This announcement is not for publication, distribution or release, in whole or in part, directly or indirectly, in or into the United States of America. This announcement is not an offer of securities for sale into the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States, except pursuant to an applicable exemption from the registration requirements under the Securities Act. No public offering of securities is being made in the United States.

 

This announcement is not for publication, distribution or release, in whole or in part, directly or indirectly, in or into Australia, the Republic of South Africa, Japan, Canada, New Zealand or any other country outside of the United Kingdom where such distribution may lead to a breach of any legal or regulatory requirement (each a "Restricted Jurisdiction"). The Shares have not been, and will not be, registered under the applicable securities laws of (and clearances have not been, and will not be, obtained from the relevant securities authorities or commissions of) any Restricted Jurisdiction. There will be no public offer of the Shares or any other securities in any Restricted Jurisdiction. The distribution of this announcement in or into (or to persons or residents in, or citizens of) jurisdictions outside of the United Kingdom may be restricted by law and persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions. Any failure to comply with these restrictions may constitute a violation of the laws of the relevant jurisdiction.

 

This announcement may contain forward-looking statements, which relate, inter alia, to the Group's proposed strategy, plans and objectives. Forward-looking statements are sometimes identified by the use of terminology such as (but not limited to) "believes", "expects", "may", "will", "could", "shall", "risk", "intends", "estimates", "aims", "plans", "predicts", "continues", "assumes", "positions" or "anticipates" or the negatives thereof, other variations thereon or comparable terminology. By its very nature, such forward-looking information requires the Company to make assumptions that may or may not materialise. Although the Directors consider that these assumptions are reasonable, such forward-looking statements may involve known and unknown risks, uncertainties, assumptions and other important factors beyond the control of the Company that could cause the actual performance or achievements of the Group to be materially different from such forward-looking statements. Past performance is not a reliable indicator of future results and, in particular, past performance of the Group cannot be relied upon as a guide to future performance. Forward-looking statements speak only as of the date they are made. Accordingly, you should not rely on any forward-looking statements and the Company and RetailBook expressly disclaim any obligation to disseminate any updates or revisions to such forward-looking statements. No statement in this announcement is intended as a profit forecast or a profit estimate and no statement in this announcement should be interpreted to mean that earnings per share for the current or future financial periods would necessarily match or exceed historical published earnings per share. As a result, you are cautioned not to place any undue reliance on such forward-looking statements. Neither the Company nor anyone else is under any obligation to update or keep current the information contained in this announcement.

 

No representation or warranty, express or implied, is given by or on behalf of the Company, RetailBook or any of their directors, officers, partners, employees, advisers, agents, affiliates, representatives or any other persons as to the accuracy, fairness, completeness, verification or sufficiency of the information or opinions contained in this announcement, that any forward-looking statements will come to pass or prove to be correct, or for any other statement made or purported to be made by them, or on their behalf, in connection with the Company, the Shares or the Transaction and nothing in this announcement will be relied upon as a promise or representation in this respect, whether as to the past or future. Save in the case of fraud, no liability is accepted for any errors, omissions or inaccuracies in any of the information or opinions in this announcement or for any loss, cost or damage suffered or incurred howsoever arising, directly or indirectly, from any use of this announcement or otherwise in connection with the subject matter of this announcement. Accordingly, each of the Company, RetailBook and each of their respective affiliates, branches, associates, subsidiary and parent undertakings and the subsidiary undertakings of their parent undertakings, and their respective directors, officers, unlimited partners, agents and employees, disclaims, to the fullest extent permitted by applicable law, all and any responsibility or liability, whether arising in tort, contract or otherwise (save as referred to above), which it might otherwise have in respect of this announcement or any such statement.

 

Any subscription for or purchase of Shares in the Offer should be made solely on the basis of information contained in the Prospectus. The information in this announcement is subject to change. Before subscribing for or purchasing any Shares, persons viewing this announcement should ensure that they fully understand and accept the risks which are set out in the Prospectus. This announcement shall not constitute, or form part of, any offer or invitation to sell, or any solicitation of any offer to acquire, any Shares or any other securities, 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, or act as any inducement to enter into, any contract or commitment whatsoever.

 

Potential investors should not base their financial decision on this announcement. Acquiring investments to which this announcement relates may expose an investor to a significant risk of losing all of the amount invested. Persons considering making investments should consult an authorised person specialising in advising on such investments. This announcement does not constitute a recommendation concerning the Offer or to subscribe for or purchase Shares or any other securities. The value of shares can decrease as well as increase. Potential investors should consult a professional adviser as to the suitability of the Offer for the person concerned. Nothing contained herein constitutes or should be construed as investment, tax, financial, accounting or legal advice or a representation that any investment or strategy is suitable or appropriate to your individual circumstances.

 

RetailBook is a proprietary technology platform owned and operated by Retail Book Limited (registered address at 10 Queen Street Place, London EC4R 1AG). RetailBook is authorised and regulated in the United Kingdom by the Financial Conduct Authority (FRN 994238).

    

For the avoidance of doubt, the contents of the Company's websites, or any website directly or indirectly linked to the Company's websites, are not incorporated by reference into, and do not form part of, this announcement.

 

No other documents or materials are incorporated into, or form part of, this financial promotion and RetailBook has not carried out any verification or due diligence in respect of any such other documents.

 

 

 

END

 

 

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