“MANSCAPED has become synonymous with the groin, and while we have expanded our product offerings to include everything a man needs for head-to-toe grooming, the importance of proper below-the-waist hygiene and specifically, testicular health, remain a core component of our brand,” said Paul Tran, Founder and CEO of MANSCAPED. “As such, working with the Testicular Cancer Society and bringing awareness to the importance of early detection and self-screening has been an inherent part of our mission since early on. We’re excited to further shed light on this noteworthy cause through this innovative launch.”
Wrapped in purple accents representative of testicular cancer’s awareness color, The Lawn Mower 4.0 TCS Special Edition features all the benefits of MANSCAPED’s original best-selling trimmer, including SkinSafe™ technology to help reduce the risk of cuts and nicks, a 7,000 RPM motor, wireless charging, waterproof functionality, LED spotlight, and travel lock. Designed by the brand’s talented in-house product development and creative teams for this special cause, and fittingly during Testicular Cancer Awareness Month, the trimmer also features a purple power status indicator light, co-branded TCS packaging, and educational inserts about how to properly check yourself.
The limited-edition tool, which retails for $89.99, is available for purchase on manscaped.com until sold out. Learn more about MANSCAPED’s mission to promote men’s health and hygiene around the world and its ongoing work with TCS here.
To kick off Testicular Cancer Awareness Month, and further promote the launch of The Lawn Mower 4.0 TCS Special Edition, MANSCAPED launched a one-of-a-kind brand stunt on April 2nd at the iconic Wall Street Charging Bull in New York City. With a nod to the longstanding tradition of rubbing the bull’s family jewels for good luck, MANSCAPED invited participants to check the bull’s lower region for any unusual lumps or bumps to raise awareness for testicular cancer, complete with prizes, giveaways and, of course, education on self-checks.
On November 23, 2021, MANSCAPED announced its entry into a definitive business combination agreement with Bright Lights Acquisition Corp. (Nasdaq: BLTS) (“Bright Lights”). Upon the closing of the business combination, which is expected in the second quarter of 2022, the combined company will be named Manscaped Holdings, Inc. MANSCAPED intends to apply to list the common shares of the combined company on the Nasdaq under the new ticker symbol, “MANS.”
About MANSCAPED
Founded by Paul Tran in 2016, San Diego, California-based MANSCAPED™ is the global men’s lifestyle consumer brand and male grooming category creator trusted by over five million men worldwide. The product range includes a diversified line of premium tools, formulations, and accessories that are intelligently designed to introduce and elevate a whole new self-care routine for men. MANSCAPED offers a one-stop-shop at manscaped.com and direct-to-consumer shipping in 38 countries, spanning the United States, Canada, Australia, New Zealand, the United Kingdom, the European Union, Norway, Switzerland, Singapore, South Africa, the United Arab Emirates, and the Kingdom of Saudi Arabia. Select products and unique bundles can also be found on Amazon with Prime and pickup options available. Retail placement includes Target, Best Buy, and Macy’s stores throughout the U.S. and Hairhouse locations in Australia. For more information, visit the website or follow on Facebook, Instagram, Twitter, TikTok, and YouTube.
Additional Information and Where to Find It
This press release relates to a proposed transaction between Bright Lights and MANSCAPED. This press release does not constitute an offer to sell or exchange, or the solicitation of an offer to buy or exchange, any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. In connection with the Transactions described herein, Bright Lights or Bright Lights Parent Corp. intends to file relevant materials with the SEC, including a registration statement on Form S-4, which will include a proxy statement/prospectus. The proxy statement/prospectus will be sent to all Bright Lights stockholders. Bright Lights or Bright Lights Parent Corp. will also file other documents regarding the proposed transactions with the SEC. Before making any voting or investment decision, investors and security holders of Bright Lights are urged to read the registration statement, the proxy statement/prospectus and all other relevant documents filed or that will be filed with the SEC in connection with the proposed transactions as they become available because they will contain important information about the proposed transactions.
Investors and security holders will be able to obtain free copies of the proxy statement/prospectus and all other relevant documents filed or that will be filed with the SEC by Bright Lights or Bright Lights Parent Corp. through the website maintained by the SEC at www.sec.gov or by directing a request to Bright Lights via email at info@brightlightsacquisition.com or calling 310-421-1472.
No Offer or Solicitation
This press release is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the potential transactions and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of Bright Lights or MANSCAPED, nor shall there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act.
Participants in the Solicitation
Bright Lights and MANSCAPED and their respective directors and executive officers, under SEC rules, may be deemed to be participants in the solicitation of proxies of Bright Lights’ shareholders in connection with the business combination. Investors and security holders may obtain more detailed information regarding the names and interests in the business combination of Bright Lights’ directors and officers in Bright Lights’ filings with the SEC, including Bright Lights’ Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the SEC on March 14, 2022. To the extent that holdings of Bright Lights’ securities have changed from the amounts reported in Bright Lights’ Annual Report on Form 10-K, such changes have been or will be reflected on Statements of Changes in Beneficial Ownership on Form 4 filed with the SEC. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of proxies to Bright Lights’ shareholders in connection with the business combination as set forth in the proxy statement/prospectus filed as part of the Registration Statement on Form S-4 for the business combination, which has been filed by Bright Lights Parent Corp. with the SEC.
This press release is not a substitute for any registration statement or for any other document that Bright Lights or MANSCAPED may file with the SEC in connection with the business combination. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders may obtain free copies of other documents filed with the SEC by Bright Lights through the website maintained by the SEC at www.sec.gov. INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN APPROVED OR DISAPPROVED BY THE SEC OR ANY OTHER REGULATORY AUTHORITY NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING OR THE ACCURACY OR ADEQUACY OF THE INFORMATION CONTAINED HEREIN. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
Caution concerning forwarding-looking statements
Certain statements included in this press release contain management’s intentions, plans, assumptions and expectations for the future and are not historical facts, all of which are forward-looking statements within the meaning of Section 27A of the Securities Act of 1993 and Section 21E of the Securities Exchange Act of 1934 as well as for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “might,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,” “outlook” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements include, but are not limited to, statements regarding estimates and forecasts of other financial and performance metrics and projections of market opportunity. These statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of MANSCAPED’s management and are not predictions of actual performance. The following include some but not all of the factors that could cause actual results or events to differ materially from those anticipated, including the failure to recognize the anticipated benefits of the business combination which may be affect by, among other things, competition and our ability to grow and manage growth profitability and retain our key employees, negative publicity impacting our brand and reputation, which may adversely impact our operating results; our limited operating history, which may make it difficult to successfully execute our strategic initiatives and accurately evaluate future risks and challenges; failed marketing campaigns, which may cause us to incur costs without attracting new customers or realizing higher revenue; failure to attract new customers or retain existing customers; risks related to the use of social media platforms, including dependence of third-party platforms; decrease in success of the direct to consumer revenue channel; loss of one or more of our key suppliers or manufacturers; shifts in customer spending; lack of interest in new products or changes in brand perception upon evolving consumer preferences and tastes; loss of confidential data from customers and employees, which may subject us to litigation, liability or reputational damage; failure to successfully integrate into new international markets; risks of product liability suits or product recalls; risks related to COVID-19 pandemic, including supply chain disruptions or increased shipping costs. There may be additional risks that neither Bright Lights nor MANSCAPED presently know or that Bright Lights and MANSCAPED currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect Bright Lights’ and MANSCAPED’s expectations, plans or forecasts of future events and views as of the date of this press release. Bright Lights and MANSCAPED anticipate that subsequent events and developments will cause Bright Lights’ and MANSCAPED’s assessments to change. However, while Bright Lights and MANSCAPED may elect to update these forward-looking statements at some point in the future, Bright Lights and MANSCAPED specifically disclaim any obligation to do so. These forward-looking statements should not be relied upon as representing Bright Lights’ and MANSCAPED’s assessments as of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements. For additional information about the factors that could cause actual results to differ materially from forward-looking statements, please see the documents filed or to be filed with the Securities and Exchange Commission, including the proxy statement/prospectus filed as part of the Registration Statement on Form S-4 for the business combination, which has been filed by Bright Lights Parent Corp. with the SEC.
Non-GAAP Financial Measures
To evaluate the performance of our business, we rely on both our results of operations recorded in accordance with GAAP and certain non-GAAP financial measures, including Adjusted EBITDA. This measure, as defined below, is not defined or calculated under principles, standards, or rules that comprise GAAP. Accordingly, the non-GAAP financial measures we use and refer to should not be viewed as a substitute for performance measures derived in accordance with GAAP or as a substitute for a measure of liquidity. Our definition of Adjusted EBITDA described below is specific to our business and you should not assume that it is comparable to similarly titled financial measures of other companies. We define Adjusted EBITDA as net income (loss) before interest, provision for income taxes, depreciation and amortization expense, equity-based compensation, transaction expenses, and foreign currency translation. When used in conjunction with GAAP financial measures, we believe that Adjusted EBITDA is a useful supplemental measure of operating performance because it facilitates comparisons of historical performance by excluding non-cash items such as equity-based payments and other amounts not directly attributable to our primary operations, such as one-time transaction-related expenditures. Adjusted EBITDA is also a key metric used internally by our management to evaluate performance and develop internal budgets and forecasts. Adjusted EBITDA has limitations as an analytical tool and should not be considered in isolation or as a substitute for analyzing our results as reported under GAAP and may not provide a complete understanding of our operating results as a whole. Some of these limitations are (i) it does not reflect changes in, or cash requirements for, our working capital needs, (ii) it does not reflect our interest expense or the cash requirements necessary to service interest or principal payments on our debt, (iii) it does not reflect our tax expense or the cash requirements to pay our taxes, (iv) it does not reflect historical capital expenditures or future requirements for capital expenditures or contractual commitments, (v) although equity-based compensation expenses are non-cash charges, we rely on equity compensation to compensate and incentivize employees, directors, and certain consultants, and we may continue to do so in the future and (vi) although depreciation, amortization and impairments are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future and this non-GAAP measure does not reflect any cash requirements for such replacements.
