National Storage Mechanism | Additional information

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES (INCLUDING ITS TERRITORIES AND DEPENDENCIES, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA) (COLLECTIVELY, THE "UNITED STATES"), CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA, NEW ZEALAND OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OR BREACH OF ANY APPLICABLE LAW

Virgin Wines UK plc

("Virgin Wines", the "Company" or the "Group")

PLACING AND PROPOSED ADMISSION TO TRADING ON AIM

Virgin Wines (AIM:VINO), one of the UK's largest direct-to-consumer online wine retailers, announces its proposed admission to trading on AIM (the "Admission") and its placing conditional on Admission (the "Placing") of 6,615,413 new ordinary shares (the "New Shares") and 17,731,286 existing ordinary shares (the "Sale Shares") of 1 pence each ("Ordinary Shares"), both at a price of 197 pence per share (the "Placing Price") with institutional and other investors. The Placing of the Sale Shares will raise gross proceeds of £34.9 million for the selling shareholders and the Placing of New Shares will raise gross proceeds of £13.0 million for the Company.

The Company has today published its Admission Document and will apply for Admission. The full terms and conditions of the Placing and Admission are set out in the Admission Document.

Liberum Capital Limited ("Liberum") is acting as Nominated Adviser and sole broker in relation to the Admission.

Key highlights

•	Based on the Placing Price, the market capitalisation of the Company will be approximately £110 million on Admission;
•	On Admission, the Company will have 55,837,560 Ordinary Shares in issue and a free float of approximately 43.6 per cent;
•	The Placing of the New Shares is expected to raise gross proceeds of £13.0 million for the Company;
•	The Placing of the Sale Shares is expected to raise gross proceeds of £34.9 million for the selling shareholders;
•	The Placing attracted strong support from high quality institutional investors and was significantly over-subscribed;
•	On Admission, four Venture Capital Trusts advised by Mobeus Equity Partners LLP will own approximately 36.1 per cent via Rapunzel Newco Ltd and senior management will own approximately 20.3 per cent. of the issued Ordinary Shares;
•	The Company intends to use the net proceeds of the Placing together with some of its existing cash resources to repay preference shares and existing loan notes;
•	Admission and commencement of dealings on AIM are expected to take place at 8.00 am on 2 March 2021 under the ticker VINO; and
•	The Company's ISIN is GB00BN33TR63 and its SEDOL is BN33TR6.

Jay Wright, Chief Executive Officer of Virgin Wines, said:

"We are delighted by the strong support we have received from blue-chip institutional investors and that the Placing was significantly over-subscribed. Our Admission to AIM will provide us with the platform to execute our ambitious growth plans, as we leverage our key strengths to continue to take market share and drive shareholder value. We welcome our new shareholders to the Company and are looking forward to our future as a public company and the opportunities it will bring for everyone involved with Virgin Wines."

Enquiries:

Virgin Wines UK plc	Via Hudson Sandler
John Risman, Non-Executive Chairman Jay Wright, CEO Graeme Weir, CFO
Liberum Capital Limited (Nominated Adviser and Sole Broker)	Tel: +44 20 3100 2222
Clayton Bush James Greenwood John Fishley Christopher Whitaker
Hudson Sandler (Public Relations)	virginwines@hudsonsandler.com
Alex Brennan Dan de Belder Lucy Wollam

Notes to editors:

Virgin Wines is one of the UK's largest direct-to-consumer online wine retailers. It is an award-winning business which has a reputation for supplying and curating high quality products, excellent levels of customer service and innovative ways of retailing. The Group is the exclusive licensee of the Virgin Wines brand in the UK and Ireland from Virgin Enterprises Limited, a Virgin group company and owner of the Virgin brand.

Important notices:

Liberum Capital Limited ("Liberum") which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively for the Company and no-one else in connection with Admission. Liberum will not regard any other person as its client in relation to Admission and will not be responsible to anyone other than the Company for providing the regulatory protections afforded to its clients, nor for providing advice in relation to the contents of this announcement or any transaction, arrangement or other matter referred to herein.

This announcement is not for publication or distribution, in whole or in part, directly or indirectly, in or into the United States, Australia, Canada, the Republic of Africa, New Zealand, Japan or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. This announcement does not contain or constitute an offer of, or the solicitation of an offer to buy or subscribe for, the securities referred to herein to any person in any jurisdiction, including the United States, Australia, Canada, the Republic of South Africa, New Zealand or Japan or in any jurisdiction to whom or in which such offer or solicitation is unlawful.

The securities referred to herein may not be offered or sold, transferred or delivered directly or indirectly, in the United States unless registered under the US Securities Act or offered in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act or any other applicable securities laws of the United States and in accordance with any applicable securities laws of any state or other jurisdiction of the United States. The securities referred to herein have not been and will not be registered under the US Securities Act or under the applicable securities laws of Australia, Canada, the Republic of South Africa, New Zealand or Japan. There will be no public offer of the Ordinary Shares in the United States, Australia, Canada, the Republic of South Africa, New Zealand or Japan. Subject to certain exceptions, the Ordinary Shares referred to herein may not be offered or sold in Australia, Canada, the Republic of South Africa, New Zealand or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada, the Republic of South Africa, New Zealand or Japan.

Certain figures contained in this announcement have been subject to rounding adjustments. Accordingly, in certain instances, the sum or percentage change of the numbers contained in this announcement may not conform exactly with the total figure given.

Forward-looking statements:

This announcement includes statements that are, or may be deemed to be, ''forward-looking statements''. These forward-looking statements can be identified by the use of forward-looking terminology, including the terms ''believes'', ''estimates'', ''anticipates'', ''expects'', ''intends'', ''plans'', ''may'', ''will'' or ''should'' or, in each case, their negative or other variations or comparable terminology. All statements other than statements of historical fact included in this announcement are forward-looking statements. They appear in a number of places throughout this announcement and include statements regarding the Directors' or the Group's intentions, beliefs or current expectations.

By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future and therefore are based on current beliefs and expectations about future events. Forward-looking statements are not guarantees of future performance and the Group's actual operating results and financial condition, and the development of the industry in which it operates may differ materially from those made in or suggested by the forward-looking statements contained in this announcement. In addition, even if the Group's operating results, financial condition and liquidity, and the development of the industry in which the Group operates are consistent with the forward- looking statements contained in this announcement, those results or developments may not be indicative of results or developments in subsequent periods. Accordingly, prospective investors should not rely on these forward-looking statements.

These forward-looking statements speak only as of the date of this announcement. The Company and Liberum expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward looking statements contained herein to reflect any change in the Company's expectations with regard thereto, any new information or any change in events, conditions or circumstances on which any such statements are based, unless required to do so by law or any appropriate regulatory authority.