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VOL. 8 · MUSIC · ENTERTAINMENT · CELEBRITIES · BUSINESS
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OWNERSHIP ECONOMICS · 6 min

Who Owns Rhode Now? e.l.f. Beauty's $1 Billion Bet Is Already Beating Its Own Numbers

Hailey Bieber built Rhode without a beauty incubator and sold control of it to a public cosmetics company in 2025. The earn-out clause written into that $1 billion deal is already paying out early — because Rhode is beating the growth targets e.l.f. modeled for it.

— By Authority Daily · OCTOBER 03, 2026 —
Hailey Bieber at the 2026 WWD Style Awards
Photo: Kevin Paul, CC BY 4.0

Hailey Bieber doesn’t own Rhode anymore. e.l.f. Beauty does — all of it, since August 5, 2025, when the two companies closed a deal worth up to $1 billion. What makes the sale worth revisiting more than a year later isn’t the headline price. It’s that e.l.f.’s own numbers now show the deal’s riskiest part — the part that pays Bieber more money if Rhode keeps growing — already paying out faster than e.l.f. itself projected.

What e.l.f. actually bought

e.l.f. Beauty and Bieber signed a merger agreement on May 28, 2025 and consummated the acquisition that August, per e.l.f.’s own SEC filings. The entity being acquired was Rhode’s legal structure, HRBeauty, LLC. The price: up to $1 billion, split into two very different kinds of money.

The first $800 million was unconditional — $600 million in cash plus roughly $200 million in newly issued e.l.f. shares, paid at closing regardless of what happened next. The remaining $200 million is an earn-out, and e.l.f.’s filings describe it in two tranches: up to $100 million if Rhode hits agreed revenue projections over the three years following the close, and another $100 million on top of that if Rhode beats them. e.l.f. priced the $800 million closing payment at roughly 3.8 times Rhode’s $212 million in net sales for the 12 months ending March 31, 2025 — the kind of multiple that only makes sense if the buyer is confident growth won’t stall the moment the founder stops being the sole operator.

What Hailey Bieber actually owns

Bieber launched Rhode on June 15, 2022 with Michael D. Ratner and Lauren Ratner — no outside beauty incubator, no retail partner lined up in advance, three products. She funded most of it herself rather than raising a round from institutional investors, which is unusual for a brand that scaled this fast, and multiple outlets have reported she held majority control going into the sale.

What that majority actually was, in percentage terms, has never been confirmed by Bieber, Ratner, or e.l.f. Vogue Business has reported the figure at 51%; other coverage has floated estimates as wide as 50 to 70 percent. None of those numbers comes from a filing — Rhode was private until the sale, with no obligation to disclose a cap table, and e.l.f.’s own merger filings describe aggregate consideration, not a per-shareholder breakdown. So the honest answer is: a majority, size unconfirmed. Readers chasing an exact dollar figure for what Bieber personally made should be skeptical of any specific number attached to that math — it’s multiplying a real $800 million against an unconfirmed percentage, which is speculation wearing a filing’s credibility.

The earn-out clause already kicking in

The more interesting story is what’s happened since the ink dried. In e.l.f.’s fiscal fourth-quarter 2026 results, reported May 20, 2026, the company disclosed a $57.6 million upward fair-value adjustment to the earn-out liability it carries for Rhode — accounting language for “we now expect to owe more than we modeled,” and e.l.f. said plainly that the adjustment was driven by Rhode’s revenue outperforming the growth thresholds written into the merger agreement.

The underlying numbers back that up. Rhode contributed $113 million to e.l.f.’s fourth-quarter net sales alone, and e.l.f. has projected roughly $300 million in annualized Rhode revenue, growing about 40% year over year — well ahead of the brand’s pre-acquisition $212 million trailing-twelve-month pace. CEO Tarang Amin credited “rhode and Naturium” (e.l.f.’s other recent acquisition) with “particularly strong results” in the same release. One investing outlet covering the quarter put it more bluntly: Rhode’s Sephora debut was the brand’s biggest launch in Sephora’s history across North America and the UK.

Why e.l.f. needed this bet to work

The earn-out outperforming isn’t just good news for Bieber — it’s covering for a problem on e.l.f.’s core business that has nothing to do with Rhode. Roughly 75% of e.l.f.’s own supply chain runs through China, and the company’s weighted average tariff rate climbed toward 60% in fiscal 2026, adding more than $50 million in annual costs and forcing e.l.f. to raise prices across its core lineup starting August 1, 2025. Rhode, by contrast, is manufactured primarily in Italy and South Korea — insulated from the exact tariff exposure squeezing the rest of e.l.f.’s business. e.l.f.’s stock still dropped about 13% in May 2026 on tariff uncertainty, even with Rhode’s numbers beating target and the quarter otherwise topping expectations.

That’s the actual shape of the trade e.l.f. made: paying up to $1 billion for a founder-run brand with no venture capital overhang and a different manufacturing footprint than its own, in exchange for growth that’s now arriving faster than the earn-out math assumed it would.

The takeaway

Deals like this one are usually read as a single number — $1 billion, case closed. The more useful read is the earn-out, because it’s the one part of the price that isn’t fixed: it only grows if the thing e.l.f. bought keeps performing without the founder running day-to-day operations. One quarter in, by e.l.f.’s own accounting, that’s exactly what’s happening — which is either very good news for Hailey Bieber’s eventual total payout, or a reminder that beating a merger agreement’s growth thresholds and building something that outlasts its founder’s direct control are two different tests, and Rhode has so far only been graded on the first one.

More ownership breakdowns: who actually owns SKIMS, the Fenty Beauty math behind Rihanna’s stake and Selena Gomez’s two very different cap tables.

Frequently asked questions

Who owns Rhode now? e.l.f. Beauty, Inc., a publicly traded cosmetics company (NYSE: ELF), owns rhode outright. It completed the acquisition of HRBeauty, LLC — rhode’s legal entity — on August 5, 2025, under a merger agreement signed May 28, 2025, per e.l.f.’s own SEC filings. Hailey Bieber no longer controls the company; she stayed on as founder, chief creative officer and head of innovation, and also became a strategic advisor to e.l.f.

How much did e.l.f. Beauty pay for Rhode? Up to $1 billion. e.l.f.’s SEC filings break it down as $800 million paid at closing — $600 million in cash and roughly $200 million in newly issued e.l.f. stock — plus a contingent earn-out of up to $200 million, split into a $100 million tranche for rhode hitting agreed revenue projections over three years and another $100 million for exceeding them. The $800 million closing price valued rhode at roughly 3.8 times its $212 million in net sales for the 12 months ending March 31, 2025.

How much of Rhode did Hailey Bieber own before the sale? It was never officially disclosed. Bieber funded rhode primarily with her own money after launching it in June 2022 with Michael D. Ratner and Lauren Ratner, rather than raising institutional venture capital, and is widely reported to have held majority control. Vogue Business has reported her stake at 51%; other outlets have floated a range as wide as 50 to 70 percent without a confirmed figure. Neither Bieber nor e.l.f. has published the actual split.

Is Rhode doing well under e.l.f. Beauty? By e.l.f.’s own numbers, yes, faster than the company modeled. In its fiscal Q4 2026 results (reported May 20, 2026), e.l.f. recorded a $57.6 million upward fair-value adjustment on what it owes under rhode’s earn-out, attributing it directly to rhode’s revenue outperforming the growth thresholds set in the merger agreement. Rhode contributed $113 million to e.l.f.’s Q4 net sales, and e.l.f. has projected roughly $300 million in annualized rhode revenue, growing about 40% year over year.

What does Hailey Bieber do at Rhode and e.l.f. Beauty now? She remains rhode’s founder and holds the titles of chief creative officer and head of innovation, overseeing creative direction, product development and marketing. She also became a strategic advisor to e.l.f. Beauty as part of the deal. CEO Tarang Amin said at the time that rhode was “ready for rocketship growth”; Bieber called the deal “an incredible opportunity to elevate and accelerate our ability to reach more of our community.”

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