Carlyle Group Inc. has taken control of the United Kingdom’s Very Group, a leading online retailer with annual revenues exceeding £2 billion. The transaction, valued at approximately $2.6 billion, was completed through a debt‑for‑equity swap in which Carlyle converted several hundred million pounds of its existing debt into a controlling stake. Carlyle has been a lender to Very Group since 2021, and the conversion gives it majority ownership while leaving the company’s existing shareholders with a minority position.
Very Group’s most recent financial year, ending June 28 2025, delivered record earnings. Group revenue fell 1.8 % to £2.09 billion, but adjusted EBITDA rose 15.9 % to £307.1 million, a record 14.7 % margin. The performance was driven by higher‑margin categories: home sales grew 9.9 %, beauty 5.2 % and toys 4.3 %, while fashion, sports and electricals slipped 3.7 % and 2 % respectively. Cost discipline and a shift toward profitable segments underpinned the margin expansion.
Carlyle’s acquisition aligns with its strategy of building consumer platforms with strong digital growth potential. By converting debt into equity, Carlyle leverages its existing financial relationship to gain control while providing Very Group with a stronger capital base. The move is expected to enable further investment in technology and customer experience, areas that Carlyle has identified as key growth drivers for its consumer‑retail portfolio.
Robbie Feather, Very Group’s CEO, said the backing from Carlyle and International Media Investments (IMI) gives the company a stronger foundation to execute its strategy and increase investment in technology and customer experience. Nadhim Zahawi, the group’s non‑executive chair, will work with Carlyle on a multi‑year plan. The partnership is expected to accelerate Very Group’s digital transformation and support its long‑term growth objectives.
The acquisition comes at a time when the UK online retail market is expanding, projected to exceed £125 billion in 2024 and continue growing in 2025. Private‑equity involvement in UK retail has increased, and Very Group’s history—from its Littlewoods roots to a modern e‑commerce platform—makes it a significant asset for Carlyle’s consumer‑retail expansion. The deal positions Carlyle to deepen its footprint in a high‑growth market while providing Very Group with the resources to sustain its profitability trajectory.
The transaction is expected to strengthen Carlyle’s consumer‑retail portfolio and give Very Group the financial flexibility to invest in technology and customer experience. While the deal’s exact terms remain undisclosed, the debt‑for‑equity structure and Carlyle’s strategic focus suggest a long‑term partnership aimed at driving growth and operational efficiency in a competitive retail environment.
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