Result of AGM and Update on Trading

Released : 22 Jun 2023 17:00

RNS Number : 6467Dboohoo group plc22 June 2023

For Immediate Release

22 June 2023

 boohoo group plc

("boohoo" or the "Group")

Result of Annual General Meeting and Update on Trading

boohoo (AIM: BOO), a leading online fashion group, announces that all resolutions were passed on a poll at the Group's Annual General Meeting ("AGM") held today, 22 June 2023. The Group also provides the below trading update following its AGM earlier today.

AGM Result

RESOLUTION

VOTES
FOR

%

VOTES
AGAINST

%

VOTES
TOTAL

VOTES WITHELD

1

Report and accounts

789,430,645

99.90%

795,442

0.10%

790,226,087

721,429

2

Remuneration report

533,822,735

67.52%

256,805,264

32.48%

790,627,999

319,517

3

Re-elect Shaun McCabe

789,239,330

99.82%

1,407,843

0.18%

790,647,173

300,343

4

Re-elect Tim Morris

745,618,754

94.30%

45,028,067

5.70%

790,646,821

300,695

5

Re-elect John Lyttle

789,308,432

99.83%

1,365,366

0.17%

790,673,798

273,718

6

Re-appoint Alistair McGeorge

789,446,661

99.85%

1,197,946

0.15%

790,644,607

302,909

7

Re-appoint John Goold

785,918,909

99.40%

4,726,012

0.60%

790,644,921

302,595

8

Re-appoint auditors

790,311,369

99.95%

386,530

0.05%

790,697,899

249,617

9

Auditor's remuneration

790,275,108

99.94%

442,574

0.06%

790,717,682

229,834

10

Political donations

784,023,036

99.15%

6,699,785

0.85%

790,722,821

224,695

11*

Disapplication of pre-emption rights - general

786,550,345

99.48%

4,114,938

0.52%

790,665,283

282,233

12*

Disapplication of pre-emption rights - financing

745,392,218

94.27%

45,278,135

5.73%

790,670,353

277,163

13*

Purchase of own shares

788,272,330

99.69%

2,488,910

0.31%

790,761,240

186,276

*Special Resolution

Notes

1.     Proxy appointments which gave discretion to the Chairman of the AGM have been included in the "For" total for the appropriate resolution.

2.     Votes "For" and "Against" any resolution are expressed as a percentage of votes validly cast for that resolution.

3.     A "Vote withheld" is not a vote in law and is not counted in the calculation of the percentage of shares voted "For" or "Against".

4.     The number of shares in issue on 22 June 2023 was 1,268,444,763 with no shares in treasury.

The Board notes that while Resolution 2 was approved, which gave shareholders the opportunity to cast an advisory vote on the Directors Remuneration Report for the year ended 28 February 2023, 32.48% of the votes cast were votes against Resolution 2.

Over the coming months, the Board will reflect on the result of Resolution 2, and the Remuneration Committee looks forward to ongoing engagement with the Group's shareholders as it continues to shape the Group's future remuneration policy.

The full text of the resolutions is set out in the Notice of Meeting dated 19 May 2023 which is available atwww.boohooplc.com.

Update on Trading

The Group's execution of its Back to growth strategy continues apace and guidance remains unchanged from that issued previously in May, with an expectation to return to profitable growth in the second half of the financial year as a result of the anticipated benefits from investments being made across price, product and proposition. This is expected to improve Adjusted EBITDA year on year and the Group continues to focus on maintaining its strong balance sheet.

Enquiries

boohoo group plc

Shaun McCabe, Chief Financial Officer

Tel: +44 (0)161 233 2050

Alistair Davies, Investor Relations

Tel: +44 (0)161 233 2050

Clara Melia, Investor Relations

Tel: +44 (0)20 3289 5520

Mark Mochalski, Investor Relations

Tel: +44 (0)20 3239 6289

Zeus - Nominated adviser and joint broker

Dan Bate / James Edis

Tel: +44 (0)161 831 1512

Benjamin Robertson

Tel: +44 (0)20 3829 5000

Jefferies - Joint broker

Ed Matthews

Tel: +44 (0)20 7029 8000

Harry Le May

Tel: +44 (0)20 7029 8000

Buchanan - Financial PR adviser

[email protected]

Richard Oldworth / Toto Berger / Verity Parker

Tel: +44 (0)20 7466 5000

About boohoo group plc

"Leading the fashion eCommerce market"

Founded in Manchester in 2006, boohoo is an inclusive and innovative global brand targeting young, value-orientated customers, pushing boundaries to bring its customers up-to-date and inspirational fashion, 24/7.

In 2017, the group extended its customer offering through the acquisitions of the vibrant fashion brand PrettyLittleThing and free-thinking brand Nasty Gal. In March 2019, the group acquired the MissPap brand, in August 2019 the Karen Millen and Coast brands and in June 2020 the Warehouse and Oasis brands, all complementary to the group's scalable, multi-brand platform. In January 2021, the group acquired the intellectual property assets of Debenhams, with the goal of transforming a leading UK fashion and beauty retailer into a digital department store and marketplace through a new capital-light and low-risk operating model. In February 2021, the group acquired the intellectual property assets of UK brands Dorothy Perkins, Wallis and Burton. As at 28 February 2023, the boohoo group had 18 million active customers across all its brands around the world.

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