ANNOUNCEMENT OF APPLICATION FOR ADMISSION TO THE AQSE GROWTH MARKET

Date: 27/05/2022

APPLICANT NAME:

Silverwood Brands Plc (the “Company”)

APPLICANT REGISTERED OFFICE, PRINCIPAL PLACE OF BUSINESS (IF DIFFERENT) AND TELEPHONE NUMBER:

Registered Office:

200 Strand,

London

United Kingdom WC2R 1DJ

Principal Place of Business:

Unit 7 Westergate Business Centre, Westergate Road, Brighton, BN2 4QN

Telephone Number:

01273 623123

DIRECTORS AND PROPOSED DIRECTORS (IF APPLICABLE):

Andrew Gerrie (Executive Director)

In 1994 Andrew co-founded the Lush group of companies, and then co-managed the business alongside the other founders.

Today Lush generates just under £1bn in retail sales from approx. 1,000 stores and online channels, supported by 8 manufacturing facilities across the globe.

Andrew has been Non-Executive Chairman of Hotel Chocolat Group plc since 2015 and holds stakes in several consumer businesses, including: Salako Products Limited, Amador Limited and Ginger Teleporter Limited.

Andrew holds a B.Com degree from Auckland University, New Zealand.

Paul Hodgins (Non-Executive Director)

Paul is CEO and co-founder of Ginger Teleporter Ltd, a leading British micro e-mobility operator. Prior to Ginger Teleporter Ltd, he spent 12 years in the telecommunications industry and had a wide variety of roles in product development, operations, customer experience, and marketing in Virgin Media. Paul led major organisational transformation in customer installations, introduction of wi-fi, voice of the customer, and B2B commercial analytics.

Paul has also been a local government councillor for over 15 years and was former Leader and Cabinet Member of the London Borough of Richmond upon Thames. He is an experienced entrepreneur with a proven ability to identify and develop disruptive technologies at an early stage, having founded and sold one of the first UK internet streaming companies well before the emergence of today's major streaming services.

Paul started his career in Sony's R&D labs in Tokyo, following his Masters Degree in Electrical Engineering from the University of Toronto and a Bachelors from Queen's University. Paul also has an MBA from the London Business School.

Andrew Tone (Executive Director)

Andrew has been based in Japan since 1995 where he has built numerous businesses.  In 1998 he co-founded and grew the Lush group’s Japanese business to $160M in turnover with 160 stores. He also built manufacturing facilities that supported much of the Lush group’s business in Asia and created a buying business in Hong Kong that sourced and provided material logistics for other members of the Lush group.

In 2005, Andrew created a brand incubation business in Hong Kong to focus on building consumer brand concepts. Through that venture he co-founded the skincare brand Steam Cream Limited, which he runs today.

In addition to the beauty industry, Andrew has built and sold a marketing technologies business he founded in 1999 and sold in 2004.

James Wilson (Non-Executive Director)

Shortly after gaining his Masters Degree in Engineering from Durham University, James joined the pan-european equity team at Aviva Investors, where he also gained the CFA designation and covered a number of sectors which included consumer brands.

In 2013, James joined Phoenix Asset Management and became a partner shortly after. He has since represented Phoenix on the board of Hornby PLC and Dignity PLC. He now manages The Huginn Fund which looks to invest in robust businesses both in the UK and abroad. The Huginn Fund portfolio has extensive investments in branded jewellery, luxury, and other consumer products.

Angus Thirlwell (Board Adviser)

Angus co-founded Hotel Chocolat plc in 1993 and serves as its CEO. He has a particular focus on brand strategy, product and channel models, and marketing.

Angus attended Cranfield School of Management Business Growth Programme and is a committee member for the Academy of Chocolate.

APPLICANT SECTOR:

Equity Investment Instruments

DESCRIPTION OF THE APPLICANT AND ITS ACTIVITIES:

The Company was an enterprise company when floated, it is now a holding company used to identify investment opportunities and acquisitions of consumer facing brands including, but not limited to, in the food, organic food, wellness, lifestyle and leisure sectors. The Company’s first portfolio company is Balmonds Skincare Limited, a manufacturer of cosmetic skincare products primarily aimed at consumers suffering from skin conditions such as eczema, psoriasis and dermatitis. 

NAME OF AQSE CORPORATE ADVISER:

VSA Capital Limited

NUMBER, CLASS AND PAR VALUE OF SECURITIES TO BE ADMITTED:

11,531,347 Ordinary Shares of 10 pence each

SECURITIES IN PUBLIC HANDS AS A PERCENTAGE OF THE TOTAL NUMBER OF SECURITIES IN ISSUE (excluding securities held in treasury):

28.7%.

SHAREHOLDERS HOLDING MORE THAN FIVE PER CENT OF THE APPLICANT’S SHARE CAPITAL OR VOTING RIGHTS PRE- AND POST-ADMISSION:

*There are no warrants outstanding for this Company, and these are the final numbers of shares held by the largest shareholders following before and after Admission.

**Silver Americum is a beneficial holding of Andrew Gerrie

TIMETABLE FOR ANY OFFER OF TRANSFERABLE SECURITIES TO THE PUBLIC:

N/A

THE EXPECTED ADMISSION DATE:

Admission is expected to occur on or around 15 June 2022

WEBSITE ADDRESS WHERE INVESTOR INFORMATION WILL BE AVAILABLE FOR INSPECTION:

www.silverwoodbrands.com

In respect of a fast-track applicant, the following information should also be included:

NAME OF MARKET ON WHICH THE APPLICANT’S SECURITIES ARE CURRENTLY TRADED:

AQSE Growth Market

ARRANGEMENTS FOR THE SETTLEMENT OF TRANSACTIONS IN THE APPLICANT’S SECURITIES:

Ordinary Shares are to be credited to accounts via CREST on admission which is expected to occur on or around 15 June 2022.

DETAILS OF ANY LOCK-IN ARRANGEMENTS:

The Directors have agreed not to dispose of any interest in their Ordinary Shares for a period of 12 months from admission. In addition, the Directors have undertaken to the Company and to VSA Capital not to dispose of their Ordinary Shares for a period of 12 months after the end of the Lock-In period. The Directors’ Lock-In Agreement also contains covenants given by the Directors to use their reasonable endeavours to ensure 90 that any persons deemed to be connected with them also adhere to the terms of the Lock-In Agreements.

DETAILS OF THE LEGAL OR REGULATORY REQUIREMENTS IN THE APPLICANT’S HOME COUNTRY REGARDING THE CONDUCT OF TAKEOVERS AND THE ACQUISITION OF SIGNIFICANT VOTING RIGHTS TO WHICH THE APPLICANT IS SUBJECT:

The Takeover Panel has agreed to grant a Waiver, under Rule 9 of the Takeover Code.

In respect of an update to a prior application announcement, the date of the original announcement should also be disclosed as follows:

UPDATE TO A PRIOR APPLICATION ANNOUNCEMENT RELEASED ON:

N/A