Mar 7, 2023
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In The Style to be sold for just £1.2m, Frisby still on board, but stock exchange listing to end

Mar 7, 2023

Womenswear e-tailer In The Style reported the results of its strategic review on Tuesday and it means a proposed sale of the business a name change, board changes and a cancellation of its stock market listing.

In The Style Group

So clearly, there are turbulent times ahead for the business that sells influencer-led fashion collections.

At a headline level, it has agreed to sell itself for £1.2 million. The alternative may well have been an administration filing.

It’s a big comedown from its March 2021 stock exchange float that saw it valued at £105 million, although the share price has fallen 95% since then.

So first, let’s look at the full details of the deal. The company said it has reached a “conditional agreement to sell its only operating subsidiary, In The Style Fashion Limited (ITSFL), for a total cash consideration of £1.2 million”.

Despite having had “positive engagement with several potentially interested parties” during the view period, some of the parties made proposals “that were not deemed by the board to be deliverable on an acceptable timescale. None of the proposals involved an offer for the whole company”.   

But it received “a deliverable offer for ITSFL” from Jaswinder Singh’s Baaj Capital LLP , a UK-based, private family office. This offer included a pre-condition that founder Adam Frisby agreed to take an equity position in ITS Holdings 2023 Limited (known as Bidco). This is a newly established company formed for the purposes of the sale. The Frisby stake would be equivalent to his current holding in the company and he will also become CEO of ITSFL on completion of the proposed sale.

The independent directors intend to recommend that shareholders approve the sale. Non-executive directors Nancy Cruickshank, Adam Bellamy and Matthew Scaife will also step down from the board on completion without pay in lieu of notice.

The company name will be changed to Itsum plc on completion “to avoid any confusion with the In The Style brand and to reflect the company becoming a cash shell”.

Chairman Jim Sharp said: “Following a thorough review of different strategic options with our advisers and interactions with numerous parties, the independent directors have unanimously concluded that it is in the best interests of the company, its shareholders and its stakeholders to sell In The Style Fashion Limited to Bidco.

“The independent directors therefore believe that under the new ownership structure — with Adam's continued leadership and Baaj's backing — the In The Style brand can continue to build on its potential whilst protecting the interests of the group's employees, suppliers and other stakeholders.”

Assuming the deal goes through as expected, it's yet another disappointing end to what had been an upbeat stock market story for a fashion business. Smaller fashion companies have had mixed fortunes by listing on the stock exchange over the years and many end up being bought out by larger companies or being taken private individual businesses. The same is happening to maternity wear specialist Seraphine at the moment.

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