UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO SECTION 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of November 2023
Commission File Number: 001-39880
MYT NETHERLANDS PARENT B.V.
(Exact Name of Registrant as Specified in its Charter)
Einsteinring 9
85609 Aschheim/Munich
Germany
+49 89 127695-614
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form
40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
On November 28, 2023, MYT Netherlands Parent B.V. will hold a
conference call regarding its unaudited financial results for the first fiscal quarter ended September 30, 2023. A copy of the quarterly
report for the first quarter of fiscal 2024 is furnished as Exhibit 99.1 hereto.
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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MYT Netherlands Parent B.V. |
|
|
|
|
|
|
By: |
/s/ Martin Beer |
|
Name: |
Dr. Martin Beer |
|
Title: |
Chief Financial Officer |
Date: November 28, 2023
Exhibit 99.1
INTERIM
REPORT
For
the three months ended September 30, 2023
MYT
Netherlands Parent B.V.
Einsteinring
9
85609
Aschheim/Munich
Germany
INDEX
FINANCIAL RESULTS AND KEY OPERATING METRICS |
[3] |
UNAUDITED INTERIM CONDENSED CONSOLIDATED Financial Statements |
[6] |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
[26] |
Quantitative and Qualitative Disclosures about Market Risk |
[42] |
Legal Proceedings |
[42] |
MYT Netherlands Parent B.V.
Financial Results and Key Operating Metrics
(Amounts in € millions)
We review a number of operating and financial
metrics, including the following business and non-IFRS metrics, to evaluate our business, measure our performance, identify trends affecting
our business, formulate business plans and make strategic decisions.
We present Adjusted EBITDA, Adjusted Operating
Income, and Adjusted Net Income, and their corresponding margins as a percentage of net sales, because they are frequently used by analysts,
investors and other interested parties to evaluate companies in our industry. Further, we believe these measures are helpful in highlighting
trends in our operating results, because they exclude the impact of items that are outside the control of management or not reflective
of our ongoing operations and performance.
Adjusted EBITDA, Adjusted Operating Income, and
Adjusted Net Income have limitations, because they exclude certain types of expenses. Furthermore, other companies in our industry may
calculate similarly titled measures differently than we do, limiting their usefulness as comparative measures.
We use Adjusted EBITDA, Adjusted Operating Income,
and Adjusted Net Income, and their corresponding margins, as additional information only. You are encouraged to evaluate each adjustment
and the reasons we consider it appropriate for additional analysis.
| |
Three
Months Ended |
| |
| |
| |
|
| |
September 30,
2022 | |
September 30,
2023 | |
Change
in % / BPs |
(in millions) (unaudited) | |
| |
| |
|
Gross
Merchandise Value (GMV) (1) | |
€ 197.9 | |
€ 204.1 | |
3.1% |
Active
customer (LTM in thousands) (1), (2) | |
800 | |
865 | |
8.2% |
Total
orders shipped (LTM in thousands) (1), (2) | |
1,839 | |
2,027 | |
10.2% |
Net sales | |
€ 175.9 | |
€ 187.8 | |
6.8% |
Gross profit | |
€ 87.8 | |
€ 79.8 | |
(9.1%) |
Gross
profit margin(3) | |
49.9% | |
42.5% | |
(740 BPs) |
Operating Loss | |
€ (0.9) | |
€ (13.2) | |
1443.4% |
Operating
Loss margin(3) | |
(0.5%) | |
(7.0%) | |
(650 BPs) |
Net Loss | |
€ (3.8) | |
€ (11.9) | |
211.7% |
Net
Loss margin(3) | |
(2.2%) | |
(6.3%) | |
(410 BPs) |
Adjusted
EBITDA(4) | |
€ 12.7 | |
€ (0.8) | |
(106.6%) |
Adjusted
EBITDA margin(3) | |
7.2% | |
(0.4%) | |
(760 BPs) |
Adjusted
Operating Income (Loss)(4) | |
€ 10.1 | |
€ (4.2) | |
(141.8%) |
Adjusted
Operating Income (Loss) margin(3) | |
5.8% | |
(2.3%) | |
(810 BPs) |
Adjusted
Net Income (Loss)(4) | |
€ 7.2 | |
€ (2.9) | |
(140.9%) |
Adjusted
Net Income (Loss) margin(3) | |
4.1% | |
(1.6%) | |
(570 BPs) |
| (1) | Definition of GMV, Active customer and Total orders shipped can be found on page 30. |
| (2) | Active customers and total orders shipped are calculated based on orders shipped from our sites during the last twelve months (LTM)
ended on the last day of the period presented. |
| (3) | As a percentage of net sales. |
| (4) | EBITDA, adjusted EBITDA, adjusted Operating Income, adjusted net income are measures not defined under IFRS. For further information
about how we calculate these measures and limitations of its use, see page 30. |
MYT Netherlands Parent B.V.
Financial Results and Key Operating Metrics
(Amounts in € millions)
The following tables set forth the reconciliations
of net loss to EBITDA to adjusted EBITDA, operating loss to adjusted operating income (loss) and net loss to adjusted net income (loss),
and their corresponding margins as a percentage of net sales:
| |
Three
Months Ended |
| |
| |
| |
|
| |
September 30,
2022 | |
September 30,
2023 | |
Change
in % |
(in millions) (unaudited) | |
| |
| |
|
Net loss | |
€ (3.8) | |
€ (11.9) | |
211.7% |
Finance
expenses, net | |
€ 0.4 | |
€ 1.0 | |
170.7% |
Income
tax expense (benefit) | |
€ 2.6 | |
€ (2.3) | |
(189.4%) |
Depreciation
and amortization | |
€ 2.5 | |
€ 3.4 | |
33.3% |
thereof
depreciation of right-of use assets | |
€ 1.7 | |
€ 2.4 | |
37.5% |
EBITDA | |
€ 1.7 | |
€ (9.8) | |
(676.2%) |
Other
transaction-related, certain legal and other expenses (1) | |
€ 1.5 | |
€ 2.4 | |
67.5% |
Share-based
compensation (2) | |
€ 9.5 | |
€ 6.5 | |
(32.1%) |
Adjusted EBITDA | |
€ 12.7 | |
€ (0.8) | |
(106.6%) |
| |
| |
| |
Reconciliation to Adjusted
EBITDA Margin | |
| |
| |
Net Sales | |
€ 175.9 | |
€ 187.8 | |
6.8% |
Adjusted EBITDA margin | |
7.2% | |
(0.4%) | |
(760 BPs) |
| |
Three
Months Ended |
| |
| |
| |
|
| |
September 30,
2022 | |
September 30,
2023 | |
Change
in % |
(in
millions) (unaudited) | |
| |
| |
|
Operating loss | |
€ (0.9) | |
€ (13.2) | |
1443.4% |
Other
transaction-related, certain legal and other expenses (1) | |
€ 1.5 | |
€ 2.4 | |
67.5% |
Share-based
compensation (2) | |
€ 9.5 | |
€ 6.5 | |
(32.1%) |
Adjusted Operating Income (loss) | |
€ 10.1 | |
€ (4.2) | |
(141.8%) |
| |
| |
| |
Reconciliation to Adjusted
Operating Income Margin | |
| |
| |
Net Sales | |
€ 175.9 | |
€ 187.8 | |
6.8% |
Adjusted Operating Income (Loss)
margin | |
5.8% | |
(2.3%) | |
(810 BPs) |
MYT Netherlands Parent B.V.
Financial Results and Key Operating Metrics
(Amounts in € millions)
| |
Three
Months Ended |
| |
| |
| |
|
| |
September 30,
2022 | |
September 30,
2023 | |
Change
in % |
(in millions) (unaudited) | |
| |
| |
|
Net loss | |
€
(3.8) | |
€
(11.9) | |
211.7% |
Other
transaction-related, certain legal and other expenses (1) | |
€ 1.5 | |
€ 2.4 | |
67.5% |
Share-based
compensation (2) | |
€ 9.5 | |
€ 6.5 | |
(32.1%) |
Adjusted Net Income (loss) | |
€ 7.2 | |
€ (2.9) | |
(140.9%) |
| |
| |
| |
|
Reconciliation to Adjusted
Net Income Margin | |
| |
| |
|
Net Sales | |
€ 175.9 | |
€ 187.8 | |
6.8% |
Adjusted Net Income (Loss) margin | |
4.1% | |
(1.6%) | |
(570 BPs) |
| (1) | Other transaction-related, certain legal and other expenses represent (i) professional fees, including advisory and accounting
fees, related to potential transactions, (ii) certain legal and other expenses incurred outside the ordinary course of our business
and (iii) other non-recurring expenses incurred in connection with the costs of establishing our new central warehouse in Leipzig,
Germany. |
| (2) | Certain members of management and supervisory board members have been granted share-based compensation for which the share-based compensation
expense will be recognized upon defined vesting schedules in the future periods. Our methodology to adjust for share-based compensation
and subsequently calculate Adjusted EBITDA, Adjusted Operating Income and Adjusted Net Income includes both share-based compensation expense
connected to the IPO and share-based compensation expense recognized in connection with grants under the Long-Term Incentive Plan (LTI)
for the Mytheresa Group key management members and share-based compensation expense due to Supervisory Board Members Plans. We do not
consider share-based compensation expense to be indicative of our core operating performance. For further information about how we calculate
these measures and limitations of its use including a reconciliation of amounts under our former methodology to our current methodology,
see our annual report on Form 20-F filed on September 14, 2023. |
MYT NETHERLANDS
PARENT B.V. – UNAUDITED CONDENSED CONSOLIDATED
INTERIM
FINANICAL STATEMENTS
INDEX |
Page |
|
|
Unaudited Condensed Consolidated Statements of Profit and Comprehensive Income |
[7] |
|
|
Unaudited Condensed Consolidated Statements of Financial Position |
[8] |
|
|
Unaudited Condensed Consolidated Statements of Changes in Equity |
[9] |
|
|
Unaudited Condensed Consolidated Statements of Cash Flows |
[10] |
|
|
Notes to the Interim Condensed Consolidated Financial Statements |
[11] |
MYT Netherlands Parent B.V.
Unaudited Condensed Consolidated Statements
of Profit and Comprehensive Income
(Amounts in € thousands, except share
and per share data)
| |
|
|
|
Three Months Ended |
| |
|
|
|
| |
|
(in €
thousands) | |
Note |
|
|
September 30, 2022 | |
September 30, 2023 |
| |
|
|
|
| |
|
Net sales | |
7 |
| |
175,890 | |
|
187,779 |
Cost of sales,
exclusive of depreciation and amortization | |
8 |
| |
(88,095) | |
|
(107,978) |
Gross profit | |
|
| |
87,795 | |
|
79,800 |
Shipping and payment cost | |
|
| |
(24,029) | |
|
(28,312) |
Marketing expenses | |
|
| |
(25,354) | |
|
(23,699) |
Selling, general and administrative
expenses | |
|
| |
(37,643) | |
|
(38,428) |
Depreciation and amortization | |
|
| |
(2,547) | |
|
(3,396) |
Other income,
net | |
|
| |
926 | |
|
874 |
Operating loss | |
|
| |
(853) | |
|
(13,161) |
Finance income | |
|
| |
4 | |
|
1 |
Finance costs | |
|
| |
(376) | |
|
(1,009) |
Finance
costs, net | |
9 |
| |
(372) | |
|
(1,008) |
Loss before income taxes | |
|
| |
(1,225) | |
|
(14,169) |
Income tax
(expense) benefit | |
10 |
| |
(2,581) | |
|
2,307 |
Net loss | |
|
| |
(3,806) | |
|
(11,862) |
Cash Flow Hedge | |
|
| |
(3,059) | |
|
(1,744) |
Income Taxes related to Cash Flow
Hedge | |
|
| |
854 | |
|
487 |
Foreign currency translation | |
|
| |
(25) | |
|
(13) |
Other
comprehensive loss | |
|
| |
(2,230) | |
|
(1,270) |
Comprehensive
loss | |
|
| |
(6,036) | |
|
(13,132) |
| |
|
| |
| |
|
|
Basic & diluted earnings per share | |
|
| € |
(0.04) | |
€ |
(0.14) |
Weighted
average ordinary shares outstanding (basic and diluted) – in millions(1) | |
|
| |
86.5 | |
|
86.8 |
| (1) | In accordance with IAS 33, includes contingently issuable shares that are fully vested and can be converted
at any time for no consideration. For further details, refer to note 13. |
The accompanying notes are an integral part of
these condensed consolidated interim financial statements.
MYT Netherlands Parent B.V.
Unaudited Condensed Consolidated Statements
of Financial Position
(Amounts in € thousands)
(in €
thousands) | |
Note | |
June 30,
2023 | |
September 30,
2023 |
Assets | |
| |
| |
|
Non-current assets | |
| |
| |
|
Intangible assets
and goodwill | |
| |
155,283 | |
155,169 |
Property and equipment | |
| |
37,227 | |
39,419 |
Right-of-use assets | |
| |
54,797 | |
52,392 |
Deferred tax assets | |
| |
59 | |
1,372 |
Other non-current
assets | |
12 | |
6,573 | |
6,679 |
Total
non-current assets | |
| |
253,939 | |
255,030 |
Current assets | |
| |
| |
|
Inventories | |
| |
360,262 | |
378,625 |
Trade and other receivables | |
| |
7,521 | |
6,908 |
Other assets | |
12 | |
42,113 | |
36,194 |
Cash and
cash equivalents | |
| |
30,136 | |
7,497 |
Total
current assets | |
| |
440,031 | |
429,224 |
Total
assets | |
| |
693,971 | |
684,254 |
| |
| |
| |
|
Shareholders’ equity
and liabilities | |
| |
| |
|
Subscribed capital | |
| |
1 | |
1 |
Capital reserve | |
13 | |
529,775 | |
536,253 |
Accumulated Deficit | |
| |
(83,855) | |
(95,716) |
Accumulated
other comprehensive income | |
| |
1,509 | |
239 |
Total
shareholders’ equity | |
| |
447,430 | |
440,777 |
| |
| |
| |
|
Non-current liabilities | |
| |
| |
|
Provisions | |
| |
2,646 | |
2,673 |
Lease liabilities | |
| |
49,518 | |
47,383 |
Deferred
tax liabilities | |
| |
726 | |
- |
Total
non-current liabilities | |
| |
52,889 | |
50,057 |
Current liabilities | |
| |
| |
|
Borrowings | |
9 | |
- | |
16,393 |
Tax liabilities | |
| |
24,073 | |
20,713 |
Lease liabilities | |
| |
8,155 | |
8,577 |
Contract liabilities | |
| |
11,414 | |
4,450 |
Trade and other payables | |
| |
71,085 | |
73,815 |
Other liabilities | |
| |
78,924 | |
69,471 |
Total
current liabilities | |
| |
193,652 | |
193,421 |
Total
liabilities | |
| |
246,541 | |
243,477 |
Total
shareholders’ equity and liabilities | |
| |
693,971 | |
684,254 |
The accompanying notes are an integral part of
these interim condensed consolidated financial statements.
MYT Netherlands Parent B.V.
Unaudited Condensed Consolidated Statements
of Changes in Equity
(Amounts in € thousands)
(in € thousands) | |
Subscribed
capital | |
Capital
reserve | |
Accumulated
deficit | |
Hedging
reserve | |
Foreign
currency
translation
reserve | |
Total
shareholders’
equity |
Balance as of July 1, 2022 | |
1 | |
498,872 | |
(68,734) | |
- | |
1,528 | |
431,667 |
Net loss | |
- | |
- | |
(3,806) | |
- | |
- | |
(3,806) |
Other comprehensive loss | |
- | |
- | |
- | |
(2,205) | |
(25) | |
(2,230) |
Comprehensive loss | |
- | |
- | |
(3,806) | |
(2,205) | |
(25) | |
(6,036) |
Share options exercised | |
- | |
1,077 | |
- | |
- | |
- | |
1,077 |
Share-based compensation | |
- | |
9,544 | |
- | |
- | |
- | |
9,544 |
Balance as of September 30, 2022 | |
1 | |
509,494 | |
(72,540) | |
(2,205) | |
1,503 | |
436,252 |
| |
| |
| |
| |
| |
| |
|
Balance as of July 1, 2023 | |
1 | |
529,775 | |
(83,855) | |
- | |
1,509 | |
447,430 |
Net loss | |
- | |
- | |
(11,862) | |
- | |
- | |
(11,862) |
Other comprehensive loss | |
- | |
- | |
- | |
(1,257) | |
(13) | |
(1,270) |
Comprehensive loss | |
- | |
- | |
(11,862) | |
(1,257) | |
(13) | |
(13,132) |
Share-based compensation | |
- | |
6,478 | |
- | |
- | |
- | |
6,478 |
Balance as of September 30, 2023 | |
1 | |
536,253 | |
(95,716) | |
(1,257) | |
1,496 | |
440,777 |
The accompanying notes are an integral part of
these interim condensed consolidated financial statements.
MYT Netherlands Parent B.V.
Unaudited Condensed Consolidated Statements
of Cash Flows
(Amounts in € thousands)
| |
| |
Three months ended September 30, |
(in € thousands) | |
Note | |
2022 | |
2023 |
| |
| |
| |
|
Net loss | |
| |
(3,806) | |
(11,862) |
Adjustments for | |
| |
| |
|
Depreciation and amortization | |
| |
2,547 | |
3,396 |
Finance costs, net | |
| |
372 | |
1,008 |
Share-based compensation | |
| |
9,544 | |
6,341 |
Income tax expense (benefit) | |
| |
2,581 | |
(2,307) |
Change in operating assets and liabilities | |
| |
| |
|
Increase in inventories | |
| |
(32,053) | |
(18,364) |
Decrease in trade and other receivables | |
| |
2,130 | |
618 |
Decrease in other assets | |
| |
29,619 | |
6,003 |
Decrease in other liabilities | |
| |
(10,936) | |
(11,309) |
Decrease in contract liabilities | |
| |
(4,405) | |
(6,964) |
(Decrease) increase in trade and other payables | |
| |
(10,253) | |
2,729 |
Income taxes paid | |
| |
(5,207) | |
(2,607) |
Net cash used in operating activities | |
| |
(19,866) | |
(33,317) |
Expenditure for property and equipment and intangible assets | |
| |
(5,092) | |
(3,107) |
Net cash (used in) investing activities | |
| |
(5,092) | |
(3,107) |
Interest paid | |
| |
(372) | |
(1,008) |
Proceeds from borrowings | |
| |
- | |
16,393 |
Proceeds from exercise of option awards | |
| |
1,077 | |
- |
Payment of lease liabilities | |
| |
(1,371) | |
(1,645) |
Net cash inflow (outflow) from financing activities | |
| |
(667) | |
13,740 |
Net decrease in cash and cash equivalents | |
| |
(25,625) | |
(22,684) |
Cash and cash equivalents at the beginning of the period | |
| |
113,507 | |
30,136 |
Effects of exchange rate changes on cash and cash equivalents | |
| |
10 | |
46 |
Cash and cash equivalents at end of the period | |
| |
87,891 | |
7,497 |
The accompanying notes are an integral part of
these interim condensed consolidated financial statements.
MYT Netherlands Parent B.V.
(the “Company”, together with its subsidiaries, “Mytheresa Group”) is a private company with limited liability
incorporated by MYT Holding LLC under the laws of the Netherlands on May 31, 2019. The statutory seat of the Company is in Amsterdam,
the Netherlands. The registered office address of the Company is Einsteinring 9, 85609 Aschheim, Germany. The Company is registered at
the trade register of the German Chamber of Commerce under number 261084.
The Company is a holding company.
Through its subsidiary Mytheresa Group GmbH (“MGG”), Mytheresa Group operates a digital platform for the global luxury fashion
consumer, in addition to its flagship retail store and men’s location in Munich. Mytheresa Group started as one of the first multi-brand
luxury boutiques in Germany and launched its online business in 2006. Mytheresa Group provides customers with a highly curated selection
of products, access to exclusive capsule collections, in-house produced content, and a personalized, memorable shopping experience.
As
of September 30, 2023, 78.2% of the shares of the Company were held by MYT Holding LLC, USA. The ultimate controlling party
of Mytheresa Group is MYT Ultimate Parent LLC, USA as of September 30, 2023.
The interim consolidated financial
statements of Mytheresa Group were authorized for issue by the Management Board on November 28,
2023.
These interim condensed consolidated
financial statements as of and for the three months ended September 30, 2022 and 2023 were prepared in accordance with International
Accounting Standard 34 ‘Interim Financial Reporting’, as issued by the International Accounting Standards Board (“IASB”).
The interim condensed consolidated financial statements should be read in conjunction with the annual consolidated financial and notes
thereto included in the Company’s Annual Report on Form 20-F for the year ended June 30, 2023, which have been prepared
in accordance with International Financial Reporting Standards (“IFRS”) as issued by the IASB, taking into account the recommendations
of the International Financial Reporting Standards Interpretations Committee (“IFRIC”).
Mytheresa Group’s fiscal
year ends June 30. All intercompany transactions are eliminated during the preparation of the interim condensed consolidated financial
statements.
The interim condensed consolidated
financial statements have been prepared on a historical cost basis, unless otherwise stated. The interim condensed consolidated financial
statements are presented in Euro (“€”), which is Mytheresa Group’s functional currency. All amounts are rounded
to the nearest thousands, except when otherwise indicated. Due to rounding, differences may arise when individual amounts or percentages
are added together.
The interim condensed consolidated financial statements are prepared
under the assumption that the business will continue as a going concern. Management believes that Mytheresa Group has adequate resources
to continue operations for the foreseeable future, as discussed in the section titled, “Liquidity and Capital Resources”.
Fluctuations
in the results of operations for the three months ended September 30, 2022 and 2023 may be related to seasonality in Mytheresa Group’s
business, such as shifts in overall sale seasons. Seasonality in Mytheresa Group’s business thus does not follow that of
traditional retailers, such as the typical concentration of net sales in the holiday quarter since the business is worldwide.
| 3. | Impacts to the consolidated financial statements due to economic recession, inflation and war in Ukraine
as well as in the Middle East. |
Although the persistent COVID-19
pandemic has had a substantial impact on the global economy, Mytheresa Group has not yet experienced material declines in revenue, deterioration
in net assets, or other material adverse effects from the pandemic. The COVID-19 situation is now easing in the US and Europe and China
also successfully exited the Zero-COVID strategy.
As of the reporting date,
the Group has maintained operational stability, experiencing no major disruptions in its supply chain, logistics, or partnerships. The
global economic uncertainties, exacerbated by the war in Ukraine and Middle East and other geopolitical factors, may impact the Group's
business activities and future sales.
The inflationary pressures
are affecting customer prices, and Mytheresa Group considers expected increases in recommended retail prices from suppliers in its pricing
strategy. Despite the luxury product market showing resilience to inflation-induced demand shifts, the Group is not immune to increased
cost inflation in various aspects of its business model. Furthermore, macro-economic factors such as rising interest rates may contribute
to a potential recession in certain markets, leading to a temporary negative impact on overall customer demand and sentiment.
These economic uncertainties,
coupled with the effects of geopolitical events, may pose challenges to Mytheresa Group's brand partners, customers, and other business
activities. The negative effect of these economic uncertainties were visible in this quarter and are expected to continue or might even
increase. Nevertheless, the current stance is that the management does not anticipate any long-term adverse effects from the ongoing uncertainties
in the global economy, although vigilance and adaptability remain crucial in navigating these complex conditions.
| 4. | Significant accounting policies |
The
accounting policies applied by Mytheresa Group in these interim condensed consolidated financial statements are the same as those applied
by Mytheresa Group in its consolidated financial statements for fiscal year 2023.
| 5. | Critical accounting judgments and key estimates and assumptions |
The
preparation of Mytheresa Group’s interim condensed consolidated financial statements in accordance with IFRS requires management
to make judgments, estimates and assumptions that affect the reported amounts of net sales, expenses, assets and liabilities, and the
accompanying note disclosures. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment
to the carrying amount of assets or liabilities affected in future periods. The estimates and underlying assumptions are subject to continuous
review.
In
preparing the interim condensed consolidated financial statements, the significant judgments made by management in applying Mytheresa
Group’s accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated
financial statements for fiscal year 2023.
In
line with the management approach, the operating segments were identified on the basis of Mytheresa Group’s internal reporting and
how our chief operating decision maker (CODM), assesses the performance of the business. Mytheresa Group collectively identifies
its Chief Executive Officer and Chief Financial Officer as the CODM. On this basis, Mytheresa Group identifies its online operations and
retail store as separate operating segments. Segment EBITDA is used to measure performance, because management believes that this information
is the most relevant in evaluating the respective segments relative to other entities that operate in the retail business.
Segment EBITDA is defined
as operating income excluding depreciation and amortization.
Assets are not allocated to
the different business segments for internal reporting purposes.
The following is a reconciliation
of the Company’s segment EBITDA to consolidated net income.
| |
Three months ended September 30, 2022 (restated)* |
(in € thousands) | |
Online | |
Retail Stores | |
Segments total | |
Reconciliation(1) | |
IFRS
consolidated |
Net Sales | |
171,746 | |
4,144 | |
175,890 | |
- | |
175,890 |
Segment EBITDA | |
15,455 | |
1,477 | |
16,932 | |
(15,237) | |
1,695 |
Depreciation and amortization | |
| |
| |
| |
| |
(2,547) |
Finance costs, net | |
| |
| |
| |
| |
(372) |
Income tax expense | |
| |
| |
| |
| |
(2,581) |
Net loss | |
| |
| |
| |
| |
(3,806) |
| (1) | Reconciliation relates to corporate administrative expenses of €4,235 thousand, which have not been allocated to the online operations
or the retail stores, as well as €1,458 thousand related to Other transaction-related, certain legal and other expenses and share-based
compensation of €9,544 thousand during the three months ended September 30, 2022. |
| |
Three months ended September 30, 2023 |
(in € thousands) | |
Online | |
Retail Stores | |
Segments total | |
Reconciliation(1) | |
IFRS
consolidated |
Net Sales | |
183,906 | |
3,873 | |
187,779 | |
- | |
187,779 |
Segment EBITDA | |
1,292 | |
1,367 | |
2,659 | |
(12,424) | |
(9,764) |
Depreciation and amortization | |
| |
| |
| |
| |
(3,396) |
Finance costs, net | |
| |
| |
| |
| |
(1,008) |
Income tax benefit | |
| |
| |
| |
| |
2,307 |
Net loss | |
| |
| |
| |
| |
(11,862) |
| (1) | During the three months ended September 30, 2023, there were €3,503 thousand in corporate administrative
expenses that were not assigned to either the online operations or retail stores. Additionally, there were €2,442 thousand related
to Other transaction-related, certain legal and other expenses and Share-based compensation expense totaling €6,478 thousand. |
* Prior to Q2 of fiscal year 2023, share-based
compensation expense connected to the IPO was not allocated to any segment, while other share-based compensation expense was allocated
to the Online segment. In Q2 of fiscal year 2023, to make the presentation consistent with common practice in the industry and comparable
to Mytheresa Group peers, management now excludes all share-based compensation expense from the segments. Management has restated prior
year amounts. The effect on the Online segment EBITDA was an increase of €1,458 thousand for the three months ended September 2022.
All share-based payment expenses are now included within the Reconciliation column.
| 7. | Net Sales and geographic information |
Mytheresa Group earns revenues
worldwide through its online operations, while all revenue associated with the two retail stores is earned in Germany. Geographic location
of online revenue is determined based on the location of delivery to the end customer. Mytheresa Group generates revenue from the sale
of merchandise shipped to customers as well as from commissions for the rendering of services in connection with the Curated Platform
Model (CPM).
The following table provides
Mytheresa Group's net sales by geographic location:
| |
For the three months ended September 30, |
(in € thousands) | |
2022 | |
2023 |
Germany | |
29,022 | |
16.5% | |
29,049 | |
15.5% |
United States | |
28,090 | |
16.0% | |
36,204 | |
19.3% |
Europe (excluding Germany) (*) | |
68,474 | |
38.9% | |
75,581 | |
40.2% |
Rest of the world | |
50,305 | |
28.6% | |
46,945 | |
25.0% |
| |
175,890 | |
100.0% | |
187,779 | |
100.0% |
(1) No individual country other than Germany
and the United States accounted for more than 10% of net sales.
(*) Including United Kingdom.
All amounts classified within
net sales are derived from the sale of luxury goods and rendering of services. Net sales related to rendering of services is below 10%
of total net sales. No single customer accounted for more than 10% of Mytheresa Group’s net sales in any of the periods presented.
Substantially, all long-lived assets are located in Germany.
Net sales recognized from
contract liabilities were €2,627 thousand for the three months ended September 30, 2022 and €3,858 thousand for the three
months ended September 30, 2023.
Application of hedge accounting
for the three months ended September 30, 2023 resulted in a €24 thousand decrease to net sales and for the three months ended
September 30, 2022 a decrease of €394 thousand.
| 8. | Cost of sales, exclusive of depreciation and amortization |
During the three months ended
September 30, 2022 and 2023, inventory write-downs classified as Cost of sales, exclusive of depreciation and amortization were incurred
in the amount €222 thousand and €3,826 thousand, respectively. The increase in fiscal year 2023 mirrors the increase in inventory.
Inventory is written down when its net realizable value is below its carrying amount. Mytheresa Group estimates net realizable value as
the amount at which inventories are expected to be sold, taking into consideration fluctuations in selling prices due to seasonality,
less estimated costs necessary to complete the sale.
| 9. | Finance income (costs), net |
The following table provides
Mytheresa Group's Finance income (costs), net:
| |
Three Months Ended September 30, |
(in € thousands) | |
2022 | |
2023 |
Interest expenses on revolving credit facility | |
(93) | |
(256) |
Interest expenses on leases | |
(283) | |
(754) |
Total Finance costs | |
(376) | |
(1,009) |
| |
| |
|
Other interest income | |
4 | |
1 |
Total Finance income | |
4 | |
1 |
Finance costs, net | |
(372) | |
(1,008) |
Mytheresa Group used €16.4
million cash under the €60.0 million Revolving Credit Facilities as of September 30, 2023.
In
accordance with IAS 34 (Interim Financial Reporting) income tax (expense) benefit for the condensed consolidated interim financial statements
is calculated on the basis of the average annual tax rate that is expected for the entire fiscal year, adjusted for the tax effect of
certain items recognized in the full interim period. As such, the effective tax rate in the interim financial statements may differ from
management’s best estimate of the effective rate.
| |
Three Months Ended September 30, |
(in %) | |
2022 | |
2023 |
Effective tax rate | |
(210.6%) | |
16.3% |
The
change in effective tax rate for the three months ended September 30, 2022 and 2023 results from share-based payments programs for
which the expenses are non-deductible for tax purposes. In accordance with German tax law, it is anticipated that there will be a positive
annual income before income taxes. The resulting positive tax rate will be applied to the loss before income taxes for the three months
ended September 30, 2023, leading to a calculated tax income.
| 11. | Property and equipment |
Property and equipment increased
from €37,227 thousand as of June 30, 2023 by €2,192 thousand to €39,419 thousand as of September 30, 2023 mainly
due to an increase in leasehold improvements for the new warehouse in Leipzig, Germany. Operation in the warehouse in Leipzig started
in September 2023. €29 million assets have been placed in service. Mytheresa Group expects
to incur additional capital expenditure to purchase equipment of around €9 million. These commitments are expected to be settled
in fiscal year 2024.
Details of other assets consist
of the following:
(in € thousands) | |
June 30, 2023 | |
September 30, 2023 |
Right of return assets | |
11,301 | |
7,799 |
Current VAT receivables | |
1,446 | |
- |
Prepaid expenses | |
3,788 | |
3,034 |
Receivables against payment service providers | |
662 | |
781 |
Advanced payments | |
2,347 | |
1,638 |
Deposits | |
15 | |
14 |
Receivables from brand partners | |
87 | |
75 |
DDP duty drawbacks (1)) | |
16,520 | |
16,350 |
Other current assets (2) | |
5,946 | |
6,504 |
| |
42,113 | |
36,194 |
| (1) | The position is related to DDP duty drawbacks for international customs. |
| (2) | Other current assets consist mostly of creditors with debit balances. |
Details of other non-current
assets consist of the following:
(in € thousands) | |
June 30, 2023 | |
September 30, 2023 |
Other non-current receivables | |
30 | |
38 |
Non-current deposits | |
552 | |
556 |
Non-current prepaid expenses (1) | |
5,990 | |
6,085 |
| |
6,573 | |
6,679 |
| (1) | This
amount relates mostly to prepayments made to Climate Partner, an organization that invests
in certain Gold Standard Projects, to offset our carbon emissions and reduce our overall
carbon footprint. |
| 13. | Share-based compensation |
| a) | Description of share-based compensation arrangements |
In connection with the Initial
Public Offering (“IPO”) of MYT Netherlands Parent B.V. in January 2021, we adopted the 2020 Plan (MYT Netherlands Parent
B.V. 2020 Omnibus Incentive Compensation Plan), under which we granted equity-based awards to selected key management members and supervisory
board members on January 20, 2021. Selected key management members were granted an IPO related award package. This package consists
of the “Alignment Grant” and the “Restoration Grant”. Furthermore, restricted shares were granted to supervisory
board members as part of the annual plan. Additionally, the Compensation Committee of the Supervisory Board decides annually about a Long-Term
Incentive Plan (LTI). As of July 1, 2021, 2022 and 2023 the LTI was granted to certain key management members consisting of restricted
share units (“RSUs”) with time and performance obligations and for the LTI granted on July 1, 2023 certain stock options
were granted to selected key management members. Mytheresa Group established an Employee Share Purchase Plan, with the intent to encourage
long-term relationship with the company and its employees. Pursuant to paragraphs 21(g) and 24 of IAS 33, as certain shares are fully
vested and contingently issuable for no consideration, they are treated as outstanding and included in the calculation of both basic and
diluted earnings per share.
| i) | IPO Related One-Time Award Package |
Alignment Grant
Under
this share-based payment program, options were granted to selected key management members. The options vest and become exercisable with
respect to 25 % on each on the first four anniversaries of the grant date (January 20, 2021). After vesting, each option grants the
right to purchase one American Depositary Share (each, an“ADS”) at a predefined exercise price per share. The vested
options can be exercised up to 10 years after the grant date. The granted options are divided into three different tranches which have
varying exercise prices. Overall, 6,478,761 options were granted to 21 key management members. The amount recognized as share-based compensation
expense under this program is based on a weighted average historical share price of 31 USD. Please also refer to the sectiontitled, “b)
Measurement of fair values”.
Restoration Grant
Under this share-based payment
program, phantom shares were granted to selected key management members. Each phantom share represents the right of the grantee to receive
one ADS in exchange for a phantom share. The granted phantom share vested immediately on the grant date and can be converted into an ADS
at any time but are subject to transfer restrictions after conversion. Up to 25% of the granted phantom shares can be transferred after
conversion at any time after the second anniversary of the grant date. The remaining 75% of the granted phantom shares can be transferred
after conversion if certain conditions are met or at the fourth anniversary of the grant date at latest. The phantom shares can be converted
into ADSs up to 10 years after the grant date. Overall, 1,875,677 phantom shares were granted to 21 key management members. The amount
recognized as share-based compensation expense under this program is based on a weighted average historical share price of 31 USD. Please
also refer to b) Measurement of fair values.
The following table summarizes the main features of the one-time award
package:
Type of arrangement |
|
Alignment Award |
|
Restoration Award |
|
|
|
|
|
Type of Award |
|
Share Options |
|
Phantom Shares |
Date of first grant |
|
January 20, 2021 |
|
January 20, 2021 |
Number granted |
|
6,478,761 |
|
1,875,677 |
Vesting conditions |
|
25% graded vesting of the granted share options in each of the next four years of service from grant date |
|
The restoration awards are fully vested on the Grant Date. |
| ii) | Other One-Time Award Package |
Sign-On RSU Award
Under this share-based payment
program, a certain number of RSUs were granted to a management member. Each RSU represents the right to receive an ADS (and the ordinary
shares represented thereby) of MYT Netherlands Parent B.V. upon vesting, based on the closing price per ADS on the New York Stock Exchange
on the start date. Subject to Employee’s continued employment with the Company, the RSUs will become fully vested on the twelve-month
anniversary of date the employee commenced employment. As the Sign-on RSU Awards are not subject to an exercise price, the grant date
fair value amounts to USD 31.90, the closing share price of the grant date.
The following table summarizes the main features of the sign-on award:
Type of arrangement |
|
Sign-On
RSU Award |
|
|
|
Type of Award |
|
Restricted Shares Units |
Date of first grant |
|
June 1, 2021 |
Number granted |
|
6,269 |
Vesting conditions |
|
The restricted shares units vested in full on May 31, 2022. |
Supervisory Board Members
Plan
Under this share-based payment
program a certain number of restricted share awards was granted to supervisory board members. The ADSs (and the shares represented thereby)
issued on the grant date pursuant to the restricted share award are subject to forfeiture in the event that grantee resigns or is removed
from the supervisory board prior to the vesting date. The granted equity instruments vested on December 31, 2021. As the restricted
share awards are not subject to an exercise price, the grant date fair value amounts to USD 31, the closing share price on the first trading
day.
As of July 1, 2021, two
Supervisory Board Members have been granted a certain number of restricted share awards. The ADSs (and the shares represented thereby)
issued on the grant date pursuant to the restricted share award are subject to forfeiture in the event that grantee resigns or is removed
from the supervisory board prior to the vesting date. The granted equity instruments vested on June 30, 2022. As the restricted share
awards are not subject to an exercise price, the grant date fair value amounts to USD 30.68, the closing share price of the grant date.
As of February 9, 2022,
four Supervisory Board Members have been granted a certain number of restricted share awards. The ADSs (and the shares represented thereby)
issued on the grant date pursuant to the restricted share award are subject to forfeiture in the event that grantee resigns or is removed
from the supervisory board prior to the vesting date. The granted equity instruments vested on February 9, 2023. As the restricted
share awards are not subject to an exercise price, the grant date fair value amounts to USD 16.02, the closing share price on the grant
date.
As of July 1, 2022, one
Supervisory Board Member has been granted a certain number of restricted share awards. The ADSs (and the shares represented thereby) issued
on the grant date pursuant to the restricted share award are subject to forfeiture in the event that grantee resigns or is removed from
the supervisory board prior to the vesting date. The granted equity instruments vested on June 30, 2023. As the restricted share
awards are not subject to an exercise price, the grant date fair value amounts to USD 9.68, the closing share price on the grant date.
As of May 8, 2023, 67,264
RSUs were granted to four Supervisory Board Members. Each RSU represents the right to receive an ADS (and the ordinary shares represented
thereby) of MYT Netherlands Parent B.V. upon vesting, based on the deemed value of award on grant date. The total number of RSU’s
will vest on May 8, 2024. As the RSUs are not subject to an exercise price, the grant date fair value amounts to USD 4.46, the closing
share price of the grant date.
The following table summarizes the main features
of the annual plan:
Type of arrangement |
|
Supervisory Board Members plan |
|
|
|
Type of Award |
|
Restricted Shares / Restricted Share Units |
Date of first grant |
|
January 20, 2021 |
|
July 1, 2021 |
|
February 9, 2022 |
|
July 1, 2022 |
|
May 8, 2023 |
Number granted |
|
15,384 |
|
7,393 |
|
22,880 |
|
11,467 |
|
67,264 |
Vesting conditions |
|
The restricted shares vested in full on December 31, 2021. |
|
The restricted shares vested in full on June 30, 2022. |
|
The restricted shares vested in full on February 8, 2023. |
|
The restricted shares vested in full on June 30, 2023 |
|
The restricted shares Units are scheduled to vest in full on May 8, 2024 |
Long-Term Incentive Plan
As of July 1, 2021, 171,164
restricted share units (“RSUs”) were granted to selected key management members. Each restricted share unit (“RSU”)
represents the right to receive an ADS (and the ordinary shares represented thereby) of MYT Netherlands Parent B.V. upon vesting, based
on the deemed value of award on grant date.
Out of the granted RSUs, 62,217
RSUs; “time-vesting RSUs” will be subject to a time-based vesting and 108,947 RSUs; “non-market performance RSUs”
will be subject to a time and performance-based vesting. One-third (1/3) of the time-vesting RSUs awarded will vest in substantially equal
installments on each of June 30, 2022, June 30, 2023 and June 30, 2024, subject to continued service on such vesting dates.
The non-market performance
RSUs will vest after 3 years on June 30, 2024 and contain a performance condition that will determine the number of shares awardable
at the end of the performance period pursuant to the respective vested restricted share units. The performance condition is based upon
the three-year cumulative gross profit target. Potential award levels range from 25-200% of the grant depending on the achievement of
a gross profit target over the three-year period. As the RSUs are not subject to an exercise price, the grant date fair value amounts
to USD 30.68 for 170,221 RSUs and USD 22.38 for 943 RSUs, the closing share price of the grant date.
As of July 1, 2022, 674,106
RSUs were granted to selected key management members. Each RSU represents the right to receive an ADS (and the ordinary shares represented
thereby) of MYT Netherlands Parent B.V. upon vesting, based on the deemed value of award on grant date.
Out of the granted RSUs, 255,754
RSUs; “time-vesting RSUs” will be subject to a time-based vesting and 418,352 RSUs; “non-market performance RSUs”
will be subject to a time and performance-based vesting. One-third (1/3) of the time-vesting RSUs awarded will vest in substantially equal
installments on each of June 30, 2023, June 30, 2024 and June 30, 2025, subject to continued service on such vesting dates.
The non-market performance
RSUs will vest after 3 years on June 30, 2025 and contain a performance condition that will determine the number of shares awardable
at the end of the performance period pursuant to the respective vested restricted share units. The performance condition is based upon
the three-year cumulative gross profit target. Potential award levels range from 25-200% of the grant depending on the achievement of
a gross profit target over the three-year period. As the RSUs are not subject to an exercise price, the grant date fair value amounts
to USD 9.68 for 674,106 RSUs.
As of July 1, 2023, 3,113,125
RSUs were granted to selected key management members. Each RSU represents the right to receive an ADS (and the ordinary shares represented
thereby) of MYT Netherlands Parent B.V. upon vesting, based on the deemed value of award on grant date. As the LTI awarded on July 1,
2023 was subject to approval by the shareholders, the grant date was the date of the Annual General Meeting (AGM) when approval was obtained
on November 8, 2023. Out of the granted RSUs, 1,696,022 RSUs; “time-vesting RSUs” will be subject to a time-based vesting
and 1,417,103 RSUs; “non-market performance RSUs” will be subject to a time and performance-based vesting. One-third (1/3)
of the time-vesting RSUs awarded will vest in substantially equal installments on each of June 30, 2024, June 30, 2025 and June 30,
2026, subject to continued service on such vesting dates.
The non-market performance
RSUs will vest after 3 years on June 30, 2026 and contain a performance condition that will determine the number of shares awardable
at the end of the performance period pursuant to the respective vested restricted share units. Potential award levels range from 25-200%
of the grant depending on the achievement of a GMV growth and an adjusted EBITDA margin target over the three-year period. The targets
set for these stock options are in line with our budget and expected to be 100% achievable. As the RSUs are not subject to an exercise
price, the grant date fair value amounts to USD 3.41 for 3,113,125 RSUs, which was approved in the AGM on November 8, 2023.
Additionally, 2,923,280 stock
options were granted to selected key management members. One third (1/3) of the options vest and become exercisable on each on the first
three anniversaries of the service commencement date. After vesting, each option grants the right to purchase one share at a price of
USD 4.00. The vested options can be exercised up to 10 years after the service commencement date. The granted options are divided into
three different tranches which have varying grant date fair value. As the stock options awarded on July 1, 2023 were subject to approval
by the shareholders, the grant date is the date of the AGM when approval was obtained on November 8, 2023.
The following table summarizes the main features
of the annual plan:
Type of
arrangement |
|
Key Management Members
Long-Term Incentive Plan |
|
|
|
|
|
|
|
|
|
Type of Award |
|
Time-vesting RSUs |
Non-market performance RSUs |
Time-vesting RSUs |
Non-market performance RSUs |
Time-vesting RSUs |
Non-market performance RSUs |
Stock Options |
Service commencement date |
|
July 1, 2021 |
July 1, 2021 |
July 1, 2022 |
July 1, 2022 |
July 1, 2023 |
July 1, 2023 |
July 1, 2023 |
Grant date |
|
July 1, 2021 |
July 1, 2021 |
July 1, 2022 |
July 1, 2022 |
November 8, 2023 |
November
8, 2023 |
November
8, 2023 |
Number granted |
|
62,217 |
108,947 |
255,754 |
418,352 |
1,696,022 |
1,417,103 |
2,923,280 |
Vesting conditions |
|
Graded vesting of 1/3 of the time
vesting RSUs over the next three years. |
3 year’s services from grant date and achievement of a certain level of cumulative gross profit. |
Graded vesting of 1/3 of the time vesting RSUs over
the next three years. |
3 year’s services from grant date and achievement of a certain level of cumulative gross profit. |
Graded vesting of 1/3 of the time vesting RSUs over
the next three years. |
3 year’s services from service commencement date and achievement of a certain level of cumulative GMV growth and adjusted EBITDA margin. |
Graded vesting of 1/3 of the granted share options in each of the next three years of service from service commencement date |
Employee Share Purchase
Program (ESPP)
On May 29, 2023, the
Company commenced its first open enrollment period for its Employee Share Purchase Program (“ESPP”), which was approved by
the shareholders on October 27, 2022, at the Company’s annual general meeting. The objective of the ESPP is to allow employees
of the Company (or any of its subsidiaries) to participate in the growth of the Company and to promote long-term corporate engagement
by offering eligible employees the opportunity to acquire American Depositary Shares representing shares in the capital of the Company,
at a discount, subject to the terms of the ESPP. The discount is fixed to one-fourth of the investment by the participant. The discount
is implemented by increasing the number of shares with one-third (e.g. a participant receives four ADSs for the price of three ADSs).
The expense that was recorded in equity, displaying the contribution of Mytheresa to the employees, amounted to €28 thousand. 29,641
shares were issued in the program. The grant date fair value amounts to USD 4.00.
| b) | Measurement of fair values |
Alignment Grant
The fair value of the employee
share options has been measured using the Black-Scholes formula. The inputs used in the measurement of the fair values at grant date of
the equity-settled share-based payment plans were as follows.
Black Scholes Model - Weighted Average Values |
|
Tranche I |
|
Tranche II |
|
Tranche III |
|
|
|
|
|
|
|
Weighted average fair value |
|
$ 25.42 |
|
$ 22.93 |
|
$ 20.68 |
Exercise price |
|
$ 5.79 |
|
$ 8.68 |
|
$ 11.58 |
Weighted average share price |
|
$ 31.00 |
|
$ 31.00 |
|
$ 31.00 |
Expected volatility |
|
60% |
|
60% |
|
60% |
Expected life |
|
2.32 years |
|
2.32 years |
|
2.32 years |
Risk free rate |
|
0.0% |
|
0.0% |
|
0.0% |
Expected dividends |
|
- |
|
- |
|
- |
Expected volatility has been
based on an evaluation of the historical volatility of publicly traded peer companies, particularly over the historical period commensurate
with the expected term.
Stock Options from Long-Term
Incentive Plan
The fair value of the employee
share options has been measured using the Black-Scholes formula. The inputs used in the measurement of the fair values at grant date of
the equity-settled share-based payment plans were as follows.
Black Scholes Model - Weighted Average Values |
|
|
|
|
|
Weighted average fair value |
|
$ 0.76 |
Exercise price |
|
$ 4.00 |
Weighted average share price |
|
$ 3.41 |
Expected volatility |
|
47.54% |
Expected life |
|
1.65 years |
Risk free rate |
|
2.98% |
Expected dividends |
|
- |
Expected volatility has been
based on an evaluation of the historical volatility of publicly traded peer companies, particularly over the historical period commensurate
with the expected term.
Restoration Grant
As the phantom shares granted
under the Restoration Award are not subject to an exercise price, the grant date fair value amounts to USD 31, the closing share price
on the first trading day.
| c) | Share-based compensation expense recognized |
Amounts recognized for share
based payment programs were as follows:
|
|
Three Months Ended
September 30, |
(in € thousands) |
|
2022 |
|
2023 |
|
|
|
|
|
Classified within capital reserve (beginning of year) |
|
128,628 |
|
156,971 |
Expense related to: |
|
9,544 |
|
6,478 |
Share Options (Alignment Grant) |
|
8,440 |
|
4,740 |
Share Options (LTI) |
|
|
|
244 |
Restricted Shares |
|
108 |
|
68 |
Restricted Share Units |
|
996 |
|
1,426 |
Classified within capital reserve (end of year) |
|
136,690 |
|
163,450 |
| d) | Reconciliation of outstanding share options |
The number and weighted-average
exercise prices of share options under the share option programs described under the Alignment award were as follows.
|
|
|
|
Alignment
award |
|
|
|
|
Options |
|
Wtd. Average
Exercise Price (USD) |
June 30, 2022 |
|
|
|
6,478,761 |
|
8.30 |
forfeited |
|
|
|
- |
|
N/A |
exercised |
|
|
|
186,073 |
|
5.79 |
September 30, 2022 |
|
|
|
6,292,688 |
|
8.37 |
|
|
|
|
|
|
|
June 30, 2023 |
|
|
|
6,197,415 |
|
8.55 |
forfeited |
|
|
|
- |
|
N/A |
exercised |
|
|
|
- |
|
N/A |
September 30, 2023 |
|
|
|
6,197,415 |
|
8.55 |
The range of exercise prices
for the share options outstanding as of June 30, 2023 is between 5.79 USD and 11.58 USD. The average remaining contractual life is
7.25 years.
The number and weighted-average
exercise prices of share options under the share option programs described in Long-Term Incentive Plan for share options were as follows.
|
|
|
|
Alignment
award |
|
|
|
|
Options |
|
Wtd. Average
Exercise Price (USD) |
June 30, 2023 |
|
|
|
- |
|
- |
Granted |
|
|
|
2,923,280 |
|
0.76 |
September 30, 2023 |
|
|
|
2,923,280 |
|
0.76 |
| 14. | Financial instruments and financial risk management |
Additional disclosures on financial instruments
The following table shows
the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy.
The table excludes fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount
reasonably approximates fair value.
Financial instruments as of
June 30, 2023 were as follows:
|
|
Year ended June 30, 2023 |
(in € thousands) |
|
Carrying
amount |
|
Categories
outside of
IFRS 9 |
|
Category in
accordance with
IFRS 9 |
|
Fair
value |
|
Fair value
hierarchy
level |
Financial assets |
|
|
|
|
|
|
|
|
|
|
Trade and other receivables |
|
7,521 |
|
- |
|
Amortized cost |
|
- |
|
- |
Cash and cash equivalents |
|
30,136 |
|
- |
|
Amortized cost |
|
- |
|
- |
Other assets |
|
42,113 |
|
19,474 |
|
|
|
|
|
|
thereof deposits |
|
15 |
|
- |
|
Amortized cost |
|
- |
|
- |
thereof other financial assets |
|
22,623 |
|
- |
|
Amortized cost |
|
- |
|
|
Financial liabilities |
|
|
|
|
|
|
|
|
|
|
Non-current financial liabilities |
|
|
|
|
|
|
|
|
|
|
Lease liabilities |
|
49,518 |
|
49,518 |
|
N/A |
|
- |
|
- |
Current financial liabilities |
|
|
|
|
|
|
|
|
|
|
Lease liabilities |
|
8,155 |
|
8,155 |
|
N/A |
|
- |
|
- |
Trade and other payables |
|
71,085 |
|
- |
|
Amortized cost |
|
- |
|
- |
Other liabilities |
|
78,924 |
|
59,345 |
|
|
|
|
|
|
thereof other financial liabilities |
|
19,580
|
|
- |
|
Amortized cost |
|
- |
|
|
Financial instruments as of
September 30, 2023 were as follows:
|
|
September 30, 2023 |
(in € thousands) |
|
Carrying
amount |
|
Categories
outside of
IFRS 9 |
|
Category in
accordance with
IFRS 9 |
|
Fair
value |
|
Fair value
hierarchy
level |
Financial assets |
|
|
|
|
|
|
|
|
|
|
Trade and other receivables |
|
6,908 |
|
- |
|
Amortized cost |
|
- |
|
- |
Cash and cash equivalents |
|
7,497 |
|
- |
|
Amortized cost |
|
- |
|
- |
Other assets |
|
36,194 |
|
12,768 |
|
|
|
|
|
|
thereof deposits |
|
14 |
|
- |
|
Amortized cost |
|
- |
|
- |
thereof Derivatives (Hedge
Accounting) |
|
187 |
|
- |
|
N/A |
|
187 |
|
Level 2 |
thereof other financial assets |
|
23,225 |
|
- |
|
Amortized cost |
|
- |
|
- |
Financial liabilities |
|
|
|
|
|
|
|
|
|
|
Non-current financial liabilities |
|
|
|
|
|
|
|
|
|
|
Lease liabilities |
|
47,383 |
|
47,383 |
|
N/A |
|
- |
|
- |
Current financial liabilities |
|
|
|
|
|
|
|
|
|
|
Borrowings |
|
16,393 |
|
|
|
Amortized cost |
|
- |
|
- |
Lease liabilities |
|
8,577 |
|
8,577 |
|
N/A |
|
- |
|
- |
Trade and other payables |
|
73,815 |
|
- |
|
Amortized cost |
|
- |
|
- |
Other liabilities |
|
69,471 |
|
53,775 |
|
|
|
|
|
|
thereof Derivatives (Hedge
Accounting) |
|
1,931 |
|
- |
|
N/A |
|
1,931 |
|
Level 2 |
thereof other financial liabilities |
|
13,766 |
|
- |
|
Amortized cost |
|
- |
|
- |
Foreign exchange forwards
are valued according to their present value of future cash flows based on forward exchange rates at the balance sheet date. The fair values
of these instruments are also considered as level 2 fair values.
There were no transfers between
the different levels of the fair value hierarchy as of June 30, 2023 and September 30, 2023. Mytheresa Group’s policy
is to recognize transfers into and transfers out of fair value hierarchy levels as at the end of the reporting period.
As Mytheresa Group does not
meet the criteria for offsetting, no financial instruments are netted.
As of September 30, 2023,
Mytheresa Group has recorded negative €1,257 thousand net in cash flow hedge reserve. Would hedge accounting not have been applied,
the amount would have been recorded in profit or loss immediately. The remaining portion of other comprehensive income is related to translation
differences of balance sheet items denominated in foreign currencies in prior periods. For more details please refer to Mytheresa Group’s
annual consolidated financial statements for fiscal 2023.
MANAGEMENT’S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
You should read the following
discussion and analysis of our financial condition and results of operations together with the consolidated financial statements and related
notes that are included elsewhere in this report. This discussion contains forward-looking statements based upon current plans, expectations
and beliefs that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking
statements as a result of various factors, including those set forth under ‘‘Risk Factors’’ in the annual report
on Form 20-F filed on September 14, 2023 and in other parts of this report. Our fiscal year ends on June 30. Throughout
this report, all references to quarters and years are to our fiscal quarters and fiscal years unless otherwise noted.
Special Note Regarding Forward-Looking Statements
This Quarterly Report contains
forward-looking statements that involve risks, uncertainties, and assumptions that, if they never materialize or prove incorrect, could
cause our results to differ materially from those expressed or implied by such forward-looking statements. The statements contained in
this Quarterly Report that are not purely historical, including without limitation statements in the following discussion and analysis
of financial condition and results of operations regarding our projected financial position and results, business strategy, plans, and
objectives of our management for future operations, are forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933, as amended (the “Securities Act”), Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), and the Private Securities Litigation Reform Act of 1995. Forward-looking statements are often identified by the use of words
such as, but not limited to, “anticipate,” “believe,” “can,” “continue,” “could,”
“estimate,” “expect,” “intend,” “may,” “might,” “plan,” “project,”
“seek,” “should,” “target,” “will,” “would,” and similar expressions or variations
intended to identify forward-looking statements. These statements are based on the beliefs and assumptions of our management, which are
in turn based on information currently available to management. Such forward-looking statements are subject to risks, uncertainties, and
other important factors that could cause actual results and the timing of certain events to differ materially from future results expressed
or implied by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited
to, those discussed in the section titled “Risk Factors” included in the annual report on Form 20-F filed on September 14,
2023. Furthermore, such forward-looking statements speak only as of the date of this report. Except as required by law, we undertake no
obligation to update any forward-looking statements to reflect events or circumstances after the date of such statements.
Overview
Mytheresa is a leading luxury
e-commerce platform for the global luxury consumer shipping to over 130 countries. We offer one of the finest edits in luxury, curated
from more than 200 of the world’s most coveted brands of womenswear, menswear, kidswear and lifestyle products. Our story began
over three decades ago with the opening of Theresa, in Munich, one of the first multi-brand luxury boutiques in Germany, followed by the
launch of the digital platform Mytheresa in 2006. Today, we provide a unique digital experience that combines exclusive product and content
offerings with a differentiated global customer service, leading technology and analytical platforms, as well as high quality service
operations. Our more than 30 years of market insights and long-standing relationships with the world’s leading luxury brands, such
as Bottega Veneta, Burberry, Dolce&Gabbana, Gucci, Loewe, Loro Piana, Moncler, Prada, Saint Laurent, Valentino, and many more, have
established Mytheresa as a global authority in luxury goods.
Although the persistent COVID-19
pandemic has had a substantial impact on the global economy, Mytheresa Group has not yet experienced material declines in revenue, deterioration
in net assets, or other material adverse effects from the pandemic. The COVID-19 situation is now easing in the US and Europe and China
also successfully exited the Zero-COVID strategy.
As of the reporting date,
the Group has maintained operational stability, experiencing no major disruptions in its supply chain, logistics, or partnerships. The
global economic uncertainties, exacerbated by the war in Ukraine and Middle East and other geopolitical factors, may impact the Group's
business activities and future sales.
The inflationary pressures
are affecting customer prices, and Mytheresa Group considers expected increases in recommended retail prices from suppliers in its pricing
strategy. Despite the luxury product market showing resilience to inflation-induced demand shifts, the Group is not immune to increased
cost inflation in various aspects of its business model. Furthermore, macro-economic factors, such as rising interest rates may contribute
to a potential recession in certain markets, leading to a temporary negative impact on overall customer demand and sentiment.
These economic uncertainties,
coupled with the effects of geopolitical events, may pose challenges to Mytheresa Group's brand partners, customers, and other business
activities. Nevertheless, the current stance is that the management does not anticipate any long-term adverse effects from the ongoing
uncertainties in the global economy, although vigilance and adaptability remain crucial in navigating these complex conditions.
Key Operating and Financial Metrics
We use the following operating
and financial metrics to assess the progress of our business, make decisions on where to allocate time and investments and assess the
near-term and longer-term performance of our business:
|
|
Three Months Ended |
|
|
|
(in thousands) |
|
September 30, 2022 |
|
September 30, 2023 |
|
|
|
|
|
Gross Merchandise Value (GMV) (1) |
|
€ 197,858 |
|
€ 204,066 |
Active customer (LTM in thousands)(2) |
|
800 |
|
865 |
Total orders shipped (LTM in thousands)(2) |
|
1,839 |
|
2,027 |
Average order value (LTM)(2) |
|
626 |
|
660 |
Net sales |
|
€ 175,890 |
|
€ 187,779 |
Gross profit |
|
€ 87,795 |
|
€ 79,800 |
Gross profit margin |
|
49.9% |
|
42.5% |
Operating loss |
|
€ (853) |
|
€ (13,161) |
Operating loss margin |
|
(0.5%) |
|
(7.0%) |
Net loss |
|
€ (3,806) |
|
€ (11,862) |
Net loss margin |
|
(2.2%) |
|
(6.3%) |
Adjusted EBITDA(3) |
|
€ 12,697 |
|
€ (844) |
Adjusted EBITDA margin(3) |
|
7.2% |
|
(0.4%) |
Adjusted Operating Income (Loss)(3) |
|
€ 10,149 |
|
€ (4,240) |
Adjusted Operating Income (Loss) margin(3) |
|
5.8% |
|
(2.3%) |
Adjusted Net Income (Loss)(3) |
|
€ 7,196 |
|
€ (2,941) |
Adjusted Net Income (Loss) margin(3) |
|
4.1% |
|
(1.6%) |
| (1) | Gross Merchandise Value (“GMV”) is an operative measure and means
the total Euro value of orders processed, either as principal or as agent. GMV is inclusive of product value, shipping and duty. It is
net of returns, value added taxes, applicable sales taxes and cancellations. GMV does not represent revenue earned by us. |
| (2) | Active customers, total orders shipped and average order value are calculated
based on the GMV of orders shipped from our sites during the last twelve months (LTM) ended on the last day of the period presented. |
| (3) | Adjusted EBITDA, Adjusted Operating Income and Adjusted Net Income, and their
corresponding margins as a percentage of net sales, are measures that are not defined under IFRS. We use these financial measures to evaluate
the performance of our business. We present Adjusted EBITDA, Adjusted Operating Income and Adjusted Net Income, and their corresponding
margins, because they are used by our management and frequently used by analysts, investors and other interested parties to evaluate companies
in our industry. Further, we believe these measures are helpful in highlighting trends in our operating results, because they exclude
the impact of items, that are outside the control of management or not reflective of our ongoing core operations and performance. Adjusted
EBITDA, Adjusted Operating Income and Adjusted Net Income have limitations, because they exclude certain types of expenses. Furthermore,
other companies in our industry may calculate similarly titled measures differently than we do, limiting their usefulness as comparative
measures. We use Adjusted EBITDA, Adjusted Operating Income and Adjusted Net Income, and their corresponding margins, as supplemental
information only. You are encouraged to evaluate each adjustment and the reasons we consider it appropriate for supplemental analysis.
Adjusted EBITDA, Adjusted Operating Income and Adjusted Net Income in the current and prior periods presented have been changed to reflect
our updated methodology in adjusting for share-based compensation. |
The following tables set forth the reconciliations
of net income to EBITDA and adjusted EBITDA, operating income to adjusted operating income and net income to adjusted net income and their
corresponding margins as a percentage of net sales:
|
|
Three Months Ended |
|
|
|
(in € thousands) |
|
September 30, 2022 |
|
September 30, 2023 |
|
|
|
|
|
Net loss |
|
(3,806) |
|
(11,862) |
Finance income, net |
|
372 |
|
1,008 |
Income tax expense (benefit) |
|
2,581 |
|
(2,307) |
Depreciation and amortization |
|
2,547 |
|
3,396 |
thereof depreciation of right-of use assets |
|
1,722 |
|
2,367 |
EBITDA |
|
1,696 |
|
(9,764) |
Other transaction-related, certain legal and
other expenses(1) |
|
1,458 |
|
2,442 |
Share-based compensation(2) |
|
9,544 |
|
6,478 |
Adjusted EBITDA |
|
12,698 |
|
(844) |
|
|
|
|
|
Reconciliation to Adjusted EBITDA Margin |
|
|
|
|
Net Sales |
|
175,890 |
|
187,779 |
Adjusted EBITDA margin |
|
7.2% |
|
(0.4%) |
|
|
Three Months Ended |
|
|
|
(in € thousands) |
|
September 30, 2022 |
|
September 30, 2023 |
|
|
|
|
|
Operating loss |
|
(853) |
|
(13,161) |
Other transaction-related, certain legal and
other expenses(1) |
|
1,458 |
|
2,442 |
Share-based compensation(2) |
|
9,544 |
|
6,478 |
Adjusted Operating Income (Loss) |
|
10,148 |
|
(4,240) |
|
|
|
|
|
Reconciliation to Adjusted Operating Income (Loss) Margin |
|
|
|
|
Net Sales |
|
175,890 |
|
187,779 |
Adjusted Operating Income (Loss) margin |
|
5.8% |
|
(2.3%) |
|
|
Three Months Ended |
|
|
|
(in € thousands) |
|
September 30, 2022 |
|
September 30, 2023 |
|
|
|
|
|
Net loss |
|
(3,806) |
|
(11,862) |
Other transaction-related, certain legal and
other expenses (1) |
|
1,458 |
|
2,442 |
Share-based compensation (2) |
|
9,544 |
|
6,478 |
Adjusted Net Income (Loss) |
|
7,196 |
|
(2,941) |
|
|
|
|
|
Reconciliation to Adjusted Net Income (Loss)Margin |
|
|
|
|
Net Sales |
|
175,890 |
|
187,779 |
Adjusted Net Income (Loss) margin |
|
4.1% |
|
(1.6%) |
| (1) | Other transaction-related, certain legal and other expenses represent (i) professional fees, including advisory and accounting
fees, related to potential transactions, (ii) certain legal and other expenses incurred outside the ordinary course of our business
and (iii) other non-recurring expenses incurred in connection with the costs of establishing our new central warehouse in Leipzig,
Germany. |
| (2) | Certain members of management and supervisory board members have been granted share-based compensation for which the share-based compensation
expense will be recognized upon defined vesting schedules in the future periods. Our methodology to adjust for share-based compensation
and subsequently calculate Adjusted EBITDA, Adjusted Operating Income and Adjusted Net Income includes both share-based compensation expense
connected to the IPO and share-based compensation expense recognized in connection with grants under the Long-Term Incentive Plan (LTI)
for the Mytheresa Group key management members and share-based compensation expense due to Supervisory Board Members Plans. We do not
consider share-based compensation expense to be indicative of our core operating performance. |
The following table sets forth the separate components
of share-based compensation:
|
|
Three Months Ended |
|
|
|
(in € thousands) |
|
September 30, 2022 |
|
September 30, 2023 |
|
|
|
|
|
IPO related share-based compensation |
|
8,440 |
|
4,740 |
Long-Term Incentive Plan |
|
996 |
|
1,670 |
Supervisory Board Members Plan |
|
108 |
|
68 |
Share-based compensation |
|
9,544 |
|
6,478 |
Gross Merchandise
Value (GMV)
GMV is an operative measure
and means the total Euro value of orders processed, including the value of orders processed on behalf of others for which we earn a commission.
GMV is inclusive of product value, shipping and duty. It is net of returns, value added taxes and cancellations. GMV does not represent
revenue earned by us. We use GMV as an indicator for the usage of our platform that is not influenced by the mix of direct sales and commission
sales. The indicators we use to monitor usage of our platform include, among others, active customers, total orders shipped and GMV.
Active
Customers
We define an active customer
as a unique customer account from which an online purchase was made across our sites at least once in the preceding twelve-month period.
In any particular period, we determine our number of active customers by counting the total number of unique customers who have made at
least one purchase across our sites in the preceding twelve-month period, measured from the last date of such period. We view the number
of active customers as a key indicator of our growth, the reach of our website, consumer awareness of our value proposition and the desirability
of our product assortment. We believe our number of active customers drives both net sales and our appeal to brand partners.
Total Orders Shipped
We
define total orders shipped as an operating metric used by management, which is calculated as the total number of online customer orders
shipped to our customers during the twelve months ended on the last day of the period presented. We view total orders as a key
indicator of the velocity of our business and an indication of the desirability of our products. Total orders shipped and total orders
recognized as net sales in any given period may differ slightly due to orders that are in transit at the end of any particular period.
Average
Order Value
We define average order value
as an operating metric used by management, which is calculated as our total GMV from online orders shipped from our sites during the twelve
months ended on the last day of the period presented divided by the total online orders shipped during the same twelve-month period. We
believe our consistent high average order value reflects our commitment to price integrity and the luxury nature of our products. Average
order value may fluctuate due to a number of factors, including merchandise mix and new product categories.
Adjusted EBITDA and
Adjusted EBITDA margin
Adjusted
EBITDA is a non-IFRS financial measure that we calculate as net income before finance expense (net), taxes, and depreciation and amortization,
adjusted to exclude Other transaction-related, certain legal and other expenses and Share-based compensation expense. Adjusted
EBITDA margin is a non-IFRS financial measure which is calculated in relation to net sales.
Adjusted Operating Income
and Adjusted Operating Income margin
Adjusted
Operating Income is a non-IFRS financial measure that we calculate as operating income, adjusted to exclude Other transaction-related,
certain legal and other expenses and Share-based compensation expense. Adjusted Operating Income margin is a non-IFRS financial
measure which is calculated in relation to net sales.
Adjusted Net Income
and Adjusted Net Income margin
Adjusted
Net Income is a non-IFRS financial measure that we calculate as net income, adjusted to exclude Other transaction-related, certain legal
and other expenses and Share-based compensation expense. Adjusted Net Income margin is a non-IFRS financial measure which is calculated
in relation to net sales.
Adjusted EBITDA, Adjusted
Operating Income and Adjusted Net Income and their corresponding margins as a percentage of net sales are key measures used by management
to evaluate our operating performance, generate future operating plans and make strategic decisions regarding the allocation of capital.
In particular, the exclusion of certain expenses in calculating Adjusted EBITDA, Adjusted Operating Income and Adjusted Net Income facilitates
operating performance comparisons on a period-to-period basis and excludes items that we do not consider to be indicative of our core
operating performance.
Adjusted selling, general
and administrative and Adjusted selling, general and administrative cost ratio
Adjusted selling, general
and administrative is a non-IFRS financial measure that we calculate as selling, general and administrative adjusted to exclude Other
transaction-related, certain legal and other expenses and Share-based compensation expense. Adjusted selling, general and administrative
cost ratio is a non-IFRS measure which is calculated in relation to GMV.
Factors Affecting our Performance
To
analyze our business performance, determine financial forecasts and help develop long-term strategic plans, we focus on the factors described
below. While each of these factors presents significant opportunity for our business, collectively, they also pose important challenges
that we must successfully address in order to sustain our growth, improve our operating results and achieve and maintain our profitability,
including those discussed below and in the section of our annual report on the Form 20-F titled ‘‘Risk Factors’’.
Overall
Economic Trends
The overall economic environment
and related changes in consumer behavior have a significant impact on our business. Though it is generally more muted in our high net
worth customer cohort versus a broader demographic, positive conditions in the broader economy promote customer spending on our website,
while economic weakness, which generally results in a reduction of customer spending, may have a negative effect on customer spend. Global
macroeconomic factors can affect customer spending patterns, and consequently our results of operations. These include, but are not limited
to, employment rates, trade negotiations, availability of credit, inflation, recession, interest rates and fuel, regional military conflicts
and energy costs. In addition, during periods of low unemployment, we generally experience higher labor costs.
Growth
in Brand Awareness
We will continue to invest
in brand marketing activities to expand brand awareness. As we build our customer base, we will launch additional brand marketing campaigns,
host events and develop in-house product content to attract new customers to our platform. If we fail to cost-effectively promote our
brand or convert impressions into new customers, our net sales growth and profitability may be adversely affected.
Luxury
Brand Partners
Our business model relies
on providing our customers access to a curated assortment of top luxury brands. We believe our longstanding relationships with top luxury
fashion brands represent a competitive advantage. We employ a rigorous framework and deep buying expertise, informed by customer data,
to meticulously buy and curate an exclusive assortment on our website. As we grow, we strive to maintain our exclusive relationships while
forming new relationships with up and coming brands to the extent there is customer demand for such brands. However, if we are unsuccessful
in maintaining these relationships or developing new relationships, our business and results of operations may be adversely affected.
Growth
of Online Luxury
According
to the 2022 Bain Study, the online penetration of luxury personal goods is expected to increase from 22% to 30% from 2021 to 2025. The
growth in online will be driven by online platforms taking share from traditional retailers, driven by consumer preference for online
shopping and the ease afforded by multibrand sites. In response to the shift online, the luxury market is innovating and evolving with
new niche collections and customization options. Mytheresa has a long history of being at the forefront of this dialogue experimenting
with brand partners through relevant brand collaborations and exclusive product offerings. However, if we fail to capture the future online
spending shift with relevant product or if our competitors engage in promotional activity over multiple seasons, our customer growth may
decelerate and our results of operations may be adversely affected. The global luxury market, inclusive of luxury apparel, accessories,
beauty and hard goods, is expected to accelerate
further reaching €530-570 billion by 2030, more than double its size in 2020, according to Bain & Company’s Luxury
Goods Worldwide Market Monitor (Spring 2023) (the “2023 Bain Study”).
Growth
in Men’s, Kidswear and Life
In
2019 we launched Mytheresa Kids, and in January 2020, we launched Mytheresa Men to expand our curated offering to these large and
underserved categories. We believe there is a lack of curated online multi-brand offerings in both categories which we can capture through
our differentiated value proposition. We have built out full buying, marketing and merchandising teams, leveraged our brand relationships
and are supporting these categories with exclusive capsules, experiences and content. We believe we can curate and assort collections
for men, as we have done with women’s, expanding our value proposition to these new categories. We launched the new category
Life in May 2022, extending Mytheresa’s renowned multi-brand shopping approach into all aspects of luxury lifestyle. Life presents
the most elevated selection of home décor and other lifestyle products, further deepening the relationship with our high value
customers that have a passion for luxury design in their wardrobes as well as their homes. Being the only curated luxury online platform
to combine womenswear, menswear, kidswear and now lifestyle products, makes us a truly unique and engaging destination for luxury shoppers.
In the fourth quarter of fiscal 2023 we launched exclusive partnership with Bucherer.
Inventory
Management
We utilize our customer data
and collaborate with brand partners to assort a highly relevant assortment of products for our customers. The expertise of our buyers
and our data help us gauge demand and product architecture to optimize our inventory position. Through analyzing customer feedback and
real-time customer purchase behavior, we are able to efficiently predict demand, sizing and colorways beyond the insights of our buyers.
This minimizes our portfolio risk and increases our sell-through. As we scale, our buying process will be further enhanced through the
growth in our global data repository and our ability to leverage data science as part of the buying process. Additionally, our investments
in different facets of our inventory offering fluctuate alongside shifting consumer trends and the fundamental needs of our business.
Investment
in our Operations and Infrastructure
As we enhance our offering
and grow our customer base, we will incur additional expenses. Our future investments in operations, like our investments in the new warehouse
in Leipzig, and infrastructure will be informed by our understanding of global luxury trends and the needs of our platform. As we continue
to scale, we will be required to support our online offering with additional personnel. We will invest capital in inventory, fulfillment
capabilities, and logistics infrastructure as we drive efficiencies in our business, localize our offering, enter new categories and partner
with new brands. We will also actively monitor our fulfillment capacity needs, investing in capacity and automation in a selective manner.
Curated
Platform Model (CPM)
CPM
integrates Mytheresa Group with brand partners’ direct retail operations which provides access to highly desirable products at scale,
improves capital efficiency and is accretive to top- and bottom-line. The products are selected by Mytheresa Group out of a much larger
brand retail collection. Through the CPM, we are able to directly maintain the customer relationship and manage the fulfilment
of the order up to the shipment to the end customer. Early season deliveries are aligned with retail channels. In addition, Mytheresa
receives regular in-season replenishment of core as well as seasonal products. The product is delivered to the Mytheresa Group warehouse;
however, the inventory is owned by the brand partner until it is delivered to a customer. Unsold merchandise will either be returned to
the brand partner by the end of the season or carried forward for the new season. Mytheresa Group acts as an agent, with the CPM platform
fees recorded as net sales.
Components of our Results of Operations
Net sales
consist of revenues earned
from sales of clothing, bags, shoes, accessories, fine jewelry and other categories through our sites and our flagship retail store and
our recently opened men´s store, as well as shipping revenue and delivery duties paid when applicable, net of promotional discounts
and returns. The platform fees originating from the curated
platform model are also included in our net sales.
Revenue is generally recognized upon delivery to the end customer. Changes in our reported net sales are mainly driven by growth in the
number of our active customers, changes in average order value, the total number of orders shipped and fees in relation to our curated
platform model.
Cost of sales, exclusive
of depreciation and amortization
includes the cost of merchandise
sold, net of trade discounts, in addition to inventory write-offs and delivery costs of product from our brand partners. These costs fluctuate
with changes in net sales and changes in inventory write-offs due to inventory aging. For CPM revenue, we do not incur cost of sales as
the purchase price of the goods sold is borne by the CPM brand partner.
Gross profit
as a percentage of our net
sales is referred to as gross profit margin. Gross Profit is equal to our net sales reduced by cost of sales, exclusive of depreciation
and amortization. The gross profit margin may fluctuate with the degree of promotional intensity in the industry.
Shipping and payment
costs
consist primarily of shipping
fees paid to our delivery providers, packaging costs, delivery duties paid for international sales and payment processing fees paid to
third parties. Shipping and payment costs fluctuate based on the number of orders shipped and net sales. General increases are due to
a higher share of international sales and a higher share of countries where the company bears all customs duties for the customer, for
example in the USA.
Marketing expenses
primarily consist of online
advertising costs aimed towards acquiring new customers, including fees paid to our advertising affiliates, marketing to existing customers,
and other marketing costs, which include events productions, communication, and development of creative content. We expect marketing expenses
to stay stable as a percentage of net sales and GMV in the medium term.
Selling, general and
administrative expenses
include personnel costs and
other types of general and administrative expenses. Personnel costs, which constitute the largest percentage of selling, general and administrative
expenses, include salaries, benefits, and other personnel-related costs for all departments within the Company, including fulfillment
and marketing operations, creative content production, IT, buying, and general corporate functions. General and administrative expenses
include IT expenses, rent expenses for leases not capitalized under IFRS 16, consulting services, insurance costs, Share-based compensation
expense as well as Other transaction-related, certain legal and other expenses. Although selling, general and administrative expenses
will increase as we grow, we expect these expenses to decrease as a percentage of net sales or GMV in the medium term.
Depreciation and amortization
include the depreciation of
property and equipment, including right-of-use assets capitalized under IFRS 16, leasehold improvements, and amortization of technology
and other intangible assets.
Other income (expense),
net
principally consists of gains
or losses from foreign currency fluctuations, gains or losses on disposal of property, plant, and equipment and other miscellaneous expenses
and income.
Finance cost (income),
net
in fiscal 2023 and fiscal
2024 consist of our finance costs related to interest expense on our leases as well as on our Revolving Credit Facilities with Commerzbank
Aktiengesellschaft (“Commerzbank”) and UniCredit Bank AG (“UniCredit”) (together, our “Revolving Credit
Facilities”). As of September 30, 2023 we used €16.4 million cash under the €60.0 million Revolving Credit Facilities.
Results of Operations
|
|
Three Months Ended |
|
|
|
(in € thousands) |
|
September 30, 2022 |
|
September 30, 2023 |
|
|
|
|
|
Net sales |
|
175,890 |
|
187,779 |
Cost of sales, exclusive of depreciation and amortization |
|
(88,095) |
|
(107,978) |
Gross profit |
|
87,795 |
|
79,800 |
Shipping and payment cost |
|
(24,029) |
|
(28,312) |
Marketing expenses |
|
(25,354) |
|
(23,699) |
Selling, general and administrative expenses |
|
(37,643) |
|
(38,428) |
Depreciation and amortization |
|
(2,547) |
|
(3,396) |
Other income, net |
|
926 |
|
874 |
Operating loss |
|
(853) |
|
(13,161) |
Finance costs, net |
|
(372) |
|
(1,008) |
Loss before income taxes |
|
(1,225) |
|
(14,169) |
Income tax (expense) benefit |
|
(2,581) |
|
2,307 |
Net loss |
|
(3,806) |
|
(11,862) |
Percentages are in relation
to GMV; Gross Profit and Adjusted Operating income (loss) percentages are in relation to Net Sales.
|
|
Three Months Ended |
|
|
|
|
|
|
|
September 30, 2022 |
|
September 30, 2023 |
|
|
|
|
|
|
|
Gross Merchandise Value (GMV) |
|
197,858 |
100.0% |
|
204,066 |
100.0% |
|
|
|
|
|
|
|
Net sales |
|
175,890 |
88.9% |
|
187,779 |
92.0% |
Cost of sales, exclusive of depreciation and amortization |
|
(88,095) |
(44.5%) |
|
(107,978) |
(52.9%) |
Gross profit |
|
87,795 |
49.9% |
|
79,800 |
42.5% |
Shipping and payment cost |
|
(24,029) |
(12.1%) |
|
(28,312) |
(13.9%) |
Marketing expenses |
|
(25,354) |
(12.8%) |
|
(23,699) |
(11.6%) |
Adjusted Selling, general and administrative expenses |
|
(26,641) |
(13.5%) |
|
(29,507) |
(14.5%) |
Depreciation and amortization |
|
(2,547) |
(1.3%) |
|
(3,396) |
(1.7%) |
Other Income, net |
|
926 |
0.5% |
|
874 |
0.4% |
Adjusted Operating Income (Loss) |
|
10,149 |
5.8% |
|
(4,240) |
(2.3%) |
|
|
|
|
|
|
|
|
Gross Merchandise
Value (GMV)
(in € thousands) |
|
Three Months Ended |
|
|
|
|
|
|
|
|
|
|
|
September 30,
2022 |
|
September 30,
2023 |
|
Change
Absolute |
|
Change
in % / BPs |
|
|
|
|
|
|
|
|
|
Gross Merchandise Value (GMV) |
|
197,858 |
|
204,066 |
|
6,208 |
|
3.1% |
GMV
increased by €6.2 million, or 3.1% from €197.9 million to €204.1 million for the three months ended September 30,
2023 as compared to the three months ended September 30, 2022. For the first quarter of fiscal 2024 GMV growth is primarily
due to the fact that we were able to grow active customers on the base of strong customer retention and top customer growth. Nevertheless,
the GMV growth for the three months ended September 30, 2023 was affected by overall economic trends, such as inflation, recessionary
trends as well as political tension all around the world. GMV indicates the total amount of merchandise that our customers transact on
our platform, and it reveals the depth of our customer relationships Seven fashion brands had switched from the wholesale model to CPM
as of September 30, 2023 and 2022.
Net sales
(in € thousands) |
|
Three Months Ended |
|
|
September 30,
2022 |
|
September 30,
2023 |
|
Change
Absolute |
|
Change
in % / BPs |
|
|
|
|
|
|
|
|
|
Net sales |
|
175,890 |
|
187,779 |
|
11,888 |
|
6.8% |
Gross Merchandise Value (GMV) |
|
197,858 |
|
204,066 |
|
6,208 |
|
3.1% |
Net sales percentage of GMV |
|
88.9% |
|
92.0% |
|
|
|
310 BPs |
Net sales increased from €175.9
million for the three months ended September 30, 2022 to €187.8 million for the three months ended September 30, 2023.
In the three months ending September 30, 2023, net sales increase by 6.8%. The higher net sales growth compared to the GMV growth
is due to several wholesale brands performing better than individual CPM brands. Performance of CPM brands is only reflected with the
commission we receive in net sales. The share of commission from the CPM is below 10% of net sales.
Cost of
sales, exclusive of depreciation and amortization
(in € thousands) |
|
Year Ended |
|
|
September 30,
2022 |
|
September 30,
2023 |
|
Change
Absolute |
|
Change
in % / BPs |
|
|
|
|
|
|
|
|
|
Cost of sales, exclusive of depreciation and amortization |
|
(88,095) |
|
(107,978) |
|
(19,884) |
|
22.6% |
Percentage of Net sales |
|
(50.1%) |
|
(57.5%) |
|
|
|
(740 BPs) |
Percentage of GMV |
|
(44.5%) |
|
(52.9%) |
|
|
|
(840 BPs) |
Cost of sales, exclusive of
depreciation and amortization for the three months ended September 30, 2023 increased by €19.9 million, or 22.6%, compared to
the three months ended September 30, 2022. The increase during the periods presented resulted mostly from an increase in total orders
shipped and a lower gross profit margin achieved on those orders. For the last twelve months, our total orders shipped increased from
1.84 million to 2.0 million, or 10.2%. For three months ended September 30, 2023, cost of sales, exclusive of depreciation and amortization
as a percentage of net sales increased from 50.1% to 57.5% compared to the same period in 2022.
Gross profit
(in € thousands) |
|
Three Months Ended |
|
|
September 30,
2022 |
|
September 30,
2023 |
|
Change
Absolute |
|
Change
in % / BPs |
|
|
|
|
|
|
|
|
|
Gross profit |
|
87,795 |
|
79,800 |
|
(7,995) |
|
(9.1%) |
Percentage of Net sales |
|
49.9% |
|
42.5% |
|
|
|
(740 BPs) |
Percentage of GMV |
|
44.4% |
|
39.1% |
|
|
|
(530 BPs) |
For the three months ended
September 30, 2023 gross profit was at €79.8 million, a decrease of €8.0 million or 9.1% year-over-year. For that period
the gross profit margin in relation to net sales decreased to 42.5% in the three months ended September 30, 2023 compared to the
previous fiscal year with 49.9%. This decrease of 740 basis points was mostly due to gross profit margin slippage, an exceptional provision
for expected inventory depreciation and financial effects driven mostly by a stronger performance of several wholesale brands in relation
to individual CPM brands. We still witness an unusual level of promotions as competitors are trying to balance their inventory levels.
Consequently, our full price share in relation to our sale activities continues to be lower than anticipated leading to a decrease in
gross profit margin of around 400bps, in line what we saw in the preceding quarters. If certain wholesale brands perform better than individual
CPM brands, then the gross margin decreases mathematically as only the commission with CPM brands is accounted for in net sales with a
100% gross profit margin.
Shipping
and payment costs
(in € thousands) |
|
Three Months Ended |
|
|
September 30,
2022 |
|
September 30,
2023 |
|
Change
Absolute |
|
Change
in % / BPs |
|
|
|
|
|
|
|
|
|
Shipping and payment cost |
|
(24,029) |
|
(28,312) |
|
(4,283) |
|
17.8% |
Percentage of Net sales |
|
(13.7%) |
|
(15.1%) |
|
|
|
(140 BPs) |
Percentage of GMV |
|
(12.1%) |
|
(13.9%) |
|
|
|
(180 BPs) |
Shipping
and payment costs increased by €4.3 million, or 17.8%, from €24.0 million for the three months ended September 30, 2022
to €28.3 million for the three months ended September 30, 2023. The increase in the shipping and payment cost ratio from 12.1%
to 13.9% in the first quarter of FY 24 stems from an increasing share of countries where we pay all the duties for the customer and our
growing sales presence outside Europe and a change in our estimate for expected DDP duty drawbacks. Excluding the DDP costs, the
shipping and payment cost ratio increased only marginally by 70 bps, from 8.6% to 9.3%. The shipping and payment cost ratio of 13.9% is
the same as in the preceding Q4 of fiscal year 2023, and consistent with expectations for the full fiscal year 2024.
Marketing expenses
(in € thousands) |
|
Three Months Ended |
|
|
September 30,
2022 |
|
September 30,
2023 |
|
Change
Absolute |
|
Change
in % / BPs |
|
|
|
|
|
|
|
|
|
Marketing expenses |
|
(25,354) |
|
(23,699) |
|
1,655 |
|
(6.5%) |
Percentage of Net sales |
|
(14.4%) |
|
(12.6%) |
|
|
|
180 BPs |
Percentage of GMV |
|
(12.8%) |
|
(11.6%) |
|
|
|
120 BPs |
Marketing expenses decreased
from €25.4 million for the three months ended September 30, 2022 to €23.7 million for the three months ended September 30,
2023.
The marketing cost ratio in
relation to net sales and GMV decreased significantly as we reduced promotional activity towards aspirational customers, to focus on continuing
our marketing efforts on the most promising new customer acquisition and top customer retention strategies and aligned our marketing efforts
with the overall market sentiment.
Selling,
general and administrative expenses
(in € thousands) |
|
Three Months Ended |
|
|
September 30,
2022 |
|
September 30,
2023 |
|
Change
Absolute |
|
Change
in % / BPs |
|
|
|
|
|
|
|
|
|
Selling, general and administrative expenses |
|
(37,643) |
|
(38,428) |
|
(784) |
|
2.1% |
Percentage of Net sales |
|
(21.4%) |
|
(20.5%) |
|
|
|
90 BPs |
Percentage of GMV |
|
(19.0%) |
|
(18.8%) |
|
|
|
20 BPs |
The total selling, general
and administrative (SG&A) expenses increased by €0.8 million from €37.6 million in three months ended September 30,
2022 to €38.4 million in three months ended September 30, 2023. The Mytheresa Group recognized Share-based compensation expense
for the three months ended September 30, 2023 of €6.5 million and €9.5 million for the prior period.
The SG&A cost ratio in
relation to net sales decreased by 40 BPs and increased by 30 BPs in relation to GMV compared to the previous period.
(in € thousands) |
|
Three Months Ended |
|
|
September 30,
2022 |
|
September 30,
2023 |
|
Change
Absolute |
|
Change
in % / BPs |
|
|
|
|
|
|
|
|
|
Personnel expenses |
|
(30,170) |
|
(31,066) |
|
(895) |
|
3.0% |
thereof fulfilment personnel expense |
|
5,587 |
|
6,521 |
|
934 |
|
16.7% |
Percentage of Net sales |
|
(17.2%) |
|
(16.5%) |
|
|
|
70 BPs |
Percentage of GMV |
|
(15.2%) |
|
(15.2%) |
|
|
|
0 BPs |
|
|
|
|
|
|
|
|
|
General and administrative expenses |
|
(7,473) |
|
(7,362) |
|
111 |
|
(1.5%) |
Percentage of Net sales |
|
(4.2%) |
|
(3.9%) |
|
|
|
30 BPs |
Percentage of GMV |
|
(3.8%) |
|
(3.6%) |
|
|
|
20 BPs |
Selling, general and administrative expenses |
|
(37,643) |
|
(38,428) |
|
(784) |
|
2.1% |
|
|
|
|
|
|
|
|
|
|
(in € thousands) |
|
Three Months Ended |
|
|
September 30,
2022 |
|
September 30,
2023 |
|
Change
Absolute |
|
Change
in % / BPs |
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative expenses |
|
(37,643) |
|
(38,428) |
|
(784) |
|
2.1% |
|
Share-based compensation (1) |
|
9,544 |
|
6,478 |
|
(3,066) |
|
(32.1%) |
|
Other transaction-related, certain legal and
other expenses (2) |
|
1,458 |
|
2,442 |
|
984 |
|
67.5% |
|
Adjusted SG&A |
|
(26,641) |
|
(29,507) |
|
(2,866) |
|
10.8% |
|
Percentage of Net sales |
|
(15.1%) |
|
(15.7%) |
|
|
|
(60 BPs) |
|
Percentage of GMV |
|
(13.5%) |
|
(14.5%) |
|
|
|
(100 BPs) |
|
| (1) | Certain members of management and supervisory board members have been granted share-based compensation for which the share-based compensation
expense will be recognized upon defined vesting schedules in the future periods. Our methodology to adjust for share-based compensation
and subsequently calculate Adjusted EBITDA, Adjusted Operating Income and Adjusted Net Income includes both share-based compensation expense
connected to the IPO and share-based compensation expense recognized in connection with grants under the Long-Term Incentive Plan (LTI)
for the Mytheresa Group key management members and share-based compensation expense due to Supervisory Board Members Plans. We do not
consider share-based compensation expense to be indicative of our core operating performance. For further information about how we calculate
these measures and limitations of its use including a reconciliation of amounts under our former methodology to our current methodology,
see below. |
| (2) | Other transaction-related, certain legal and other expenses represent (i) professional fees, including advisory and accounting
fees, related to potential transactions, (ii) certain legal and other expenses incurred outside the ordinary course of our business
and (iii) other non-recurring expenses incurred in connection with the costs of establishing our new central warehouse in Leipzig,
Germany. |
The following table sets forth the reconciliation
of our former methodology for adjusting IPO related share-based compensation to our current methodology for adjusting share-based compensation.
|
|
Three Months Ended |
|
|
|
(in € thousands) |
|
September 30, 2022 |
|
September 30, 2023 |
|
|
|
|
|
IPO related share-based compensation |
|
8,440 |
|
4,740 |
Long-Term Incentive Plan (1) |
|
996 |
|
1,670 |
Supervisory Board Members Plan (1) |
|
108 |
|
68 |
Share-based compensation |
|
9,544 |
|
6,478 |
________________________________________
| (1) | Our methodology to adjust for share-based compensation and subsequently calculate Adjusted EBITDA, Adjusted Operating Income and Adjusted
Net Income has changed. Prior to Q2 of fiscal year 2023, MYT Netherlands Parent B.V. and its subsidiaries (“Mytheresa Group”)
only adjusted for share-based compensation expense connected to the IPO. As of fiscal year 2023 we also adjusted for share-based compensation
expense recognized in connection with grants under the Long-Term Incentive Plan (LTI) for the Mytheresa Group key management members and
share-based compensation expense due to Supervisory Board Members Plans. Therefore, starting with fiscal year 2023, Adjusted EBITDA, Adjusted
Operating Income and Adjusted Net Income have been adjusted for all share-based compensation expense to make the presentation consistent
with common practice in the industry and comparable to Mytheresa Group peers. Therefore, Adjusted EBITDA, Adjusted Operating Income and
Adjusted Net Income in current and prior periods presented have been changed to reflect this consistent presentation. We do not consider
share-based compensation expense to be indicative of our core operating performance. |
Excluding the Share-based
compensation expense and other transaction-related costs, certain legal and other expenses, the adjusted SG&A expenses as a percentage
of net sales increased for the three months ended September 30, 2023 from 15.1% to 15.7% compared to the prior year period.
(in € thousands) |
|
Three Months Ended |
|
|
|
|
|
|
|
|
|
|
|
September 30, 2022 |
|
September 30, 2023 |
|
Change Absolute |
|
Change
in % / BPs |
|
|
|
|
|
|
|
|
|
Personnel expenses |
|
(30,170) |
|
(31,066) |
|
(895) |
|
3.0% |
Share-based compensation |
|
9,544 |
|
6,478 |
|
(3,066) |
|
(32.1%) |
Total Personnel expenses excl. SBC |
|
(20,626) |
|
(24,587) |
|
(3,961) |
|
19.2% |
Percentage of Net sales |
|
(11.7%) |
|
(13.1%) |
|
|
|
(140 BPs) |
Percentage of GMV |
|
(10.4%) |
|
(12.0%) |
|
|
|
(160 BPs) |
The increase in personnel
expenses for the three months ended September 30, 2023 is mainly driven by an increase of fulfilment personnel expenses, due to an
increase of full time employees Overall, personnel expenses excluding share-based compensation expense as a percentage of net sales increased
from 11.7% to 13.1% and for GMV increased from 10.4% to 12.0% for the three months ended September 30, 2023 compared to three months
ended September 30, 2022.
Other general and administrative
expenses decreased by €0.1 million, from €7.5 million during the three months ended September 30, 2022 to €7.4 million
during the three months ended September 30, 2023.
Depreciation
and amortization
|
|
|
|
|
|
|
|
|
(in € thousands) |
|
Three Months Ended |
|
|
September 30,
2022 |
|
September 30,
2023 |
|
Change
Absolute |
|
Change
in % / BPs |
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
(2,547) |
|
(3,396) |
|
(849) |
|
33.3% |
Percentage of Net sales |
|
(1.4%) |
|
(1.8%) |
|
|
|
(40 BPs) |
Percentage of GMV |
|
(1.3%) |
|
(1.7%) |
|
|
|
(40 BPs) |
Depreciation and amortization
expenses, increased from €2.5 million for the three months ended September 30, 2022 to €3.4 million for the three months
ended September 30, 2023, mostly due to higher depreciation in right of use assets related to the new warehouse in Leipzig, Germany.
Finance
income (costs), net
(in € thousands) |
|
Three Months Ended |
|
|
September 30,
2022 |
|
September 30,
2023 |
|
Change
Absolute |
|
Change
in % / BPs |
|
|
|
|
|
|
|
|
|
Interest expenses on revolving credit facilities |
|
(93) |
|
(256) |
|
(163) |
|
174.2% |
Interest expenses on leases |
|
(283) |
|
(754) |
|
(471) |
|
166.4% |
Total Finance costs |
|
(376) |
|
(1,009) |
|
(633) |
|
168.3% |
|
|
|
|
|
|
|
|
|
Other interest income |
|
4 |
|
1 |
|
(3) |
|
(74.3%) |
Total Finance income |
|
4 |
|
1 |
|
(3) |
|
(74.3%) |
Finance costs, net |
|
(372) |
|
(1,008) |
|
(636) |
|
170.7% |
Percentage of Net sales |
|
(0.2%) |
|
(0.5%) |
|
|
|
(30 BPs) |
Percentage of GMV |
|
(0.2%) |
|
(0.5%) |
|
|
|
(30 BPs) |
Total interest and other expenses
on our Revolving Credit Facilities was €0.3 million during the three months ended 2023.
Total interest expense on
leases recognized under IFRS 16 was €0.3 million and €0.8 million during the three months ended September 30, 2022 and
2023. The increase is mainly related to the warehouse in Leipzig, Germany.
Other interest income was
€0.1 million during the three months ended September 30, 2023.
Income tax
expense
(in € thousands) |
|
Three Months Ended |
|
|
September 30,
2022 |
|
September 30,
2023 |
|
Change
Absolute |
|
Change
in % / BPs |
|
|
|
|
|
|
|
|
|
Income tax expense |
|
(2,581) |
|
2,307 |
|
4,888 |
|
(189.4%) |
Percentage of Net sales |
|
(1.5%) |
|
1.2% |
|
|
|
270 BPs |
Percentage of GMV |
|
(1.3%) |
|
1.1% |
|
|
|
240 BPs |
Income tax income results
mainly from positive IAS 12 current income taxes of €2.7 million. In accordance with tax law, it is anticipated that there will be
a positive annual result for fiscal 2024. The resulting positive tax rate will be applied to the negative IFRS result in Q1, leading to
tax income.
Income
tax (expense) income include the current income taxes which are calculated based on the respective local taxable income and local
tax rules for the period. For further information see Note 10.
Liquidity and Capital Resources
Our primary requirements for
liquidity and capital are to finance working capital, capital expenditures and general corporate purposes, including income taxes. Our
capital expenditures consist primarily of investments in our new warehouse in Leipzig, capital improvements to our facilities and headquarters
and IT licenses.
Our primary sources of liquidity
are cash generated from our operations, available cash and cash equivalents and our Revolving Credit Facilities, which have a combined
line of credit of €60 million. We typically draw, if needed, on our Revolving Credit Facilities as a result of seasonal volatility
in our business. We have utilized bank borrowings amounting to €16.4 million at quarter-end for working capital purposes from our
revolving credit line.
As of September 30, 2023,
our cash and cash equivalents were €7.5 million. As of September 30, 2023, approximately 82% of our cash and cash equivalents
were held in Germany, of which approximately 4%, 12% and 8% were denominated in British Pounds, U.S. Dollars and Swiss Francs respectively.
No other currency held in Germany accounted for more than 20 % of our cash and cash equivalents. Approximately 18% of our cash and cash
equivalents were held outside of Germany, with the majority held in the United States in US Dollars and in the United Kingdom in British
Pounds.
During the three months ended
September 30, 2023, we were in compliance with all covenants for the Revolving Credit Facilities.
Our ability to make principal
and interest payments on our Revolving Credit Facilities, in addition to funding planned capital expenditures, will depend on our ability
to generate cash in the future. Our future ability to generate cash from operations is, to a certain extent, subject to general economic,
financial, competitive, regulatory and other conditions. Based on our current level of operations we believe that our existing cash balances
and expected cash flows generated from operations, as well as our financing arrangements under the Revolving Credit Facilities, are sufficient
to meet our operating requirements for at least the next twelve months.
The following table shows
summary of consolidated cash flow information for the three months ended September 30, 2022 and 2023:
|
|
Three Months Ended September 30, |
|
|
|
|
|
(in € thousands) |
|
2022 (unaudited) |
|
2023 (unaudited) |
|
|
|
|
|
Consolidated Statement of Cash Flow Data: |
|
|
|
|
Net cash outflow from operating activities |
|
(19,866) |
|
(33,317) |
Net cash outflow from investing activities |
|
(5,092) |
|
(3,107) |
Net cash change from financing activities |
|
(667) |
|
13,740 |
Net cash (outflow) inflow from operating activities
During the three months ended
September 30, 2023, net cash flow from operating activities decreased by €13.5 million to a cash out flow of €33.3 million,
as compared to a cash outflow of €19.9 million for the three months ended September 30, 2022. The decrease of €13.5 million
was caused primarily by an increase of inventory by €27 million.
Net cash outflow from investing activities
Cash outflow in investing
activities were €5.1 million and €3.1 million for the three months ended September 30, 2022 and 2023, respectively. This
change results from € 2.1 million increase of office equipment and other investments done for the warehouse in Leipzig.
Net cash (outflow)
inflow from financing activities
Net
cash outflow for financing activities during the three months ended September 30, 2022 was €1 million, as compared to
an inflow of €13.7 million for the three months ended September 30, 2023. The change results from the use of the revolving credit
facilities of €16.4 million.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
MARKET RISK
Interest Rate Risk
The fair value of our cash
and cash equivalents that were held primarily in cash deposits would not be significantly affected by either an increase or decrease in
interest rates due to the short-term nature of these instruments. We do not expect that interest rates will have a material impact on
our results of operations.
Foreign Exchange Risk
We generate revenues in eight
currencies, including the Euro, U.S. Dollar and Pound Sterling. While most of our sales are dominated in Euros, we have a significant
amount of sales denominated in U.S. Dollars and Pound Sterling. As a result, our revenue may be subject to fluctuations due to changes
in foreign currency exchange rates, particularly changes in U.S. Dollars and Pound Sterling. Our foreign exchange risk is less pronounced
for Cost of sales, exclusive of depreciation and amortization and operating expenses. Approximately 90% of our purchases are denominated
in Euros and approximately 95% of our employees are located in Germany or other Eurozone countries.
To reduce our foreign currency
exposure risk, we hedge our foreign currency exposure in five major currencies, including the U.S. Dollar and Pound Sterling. Our hedging
strategy does not eliminate our foreign currency risk entirely and our hedging contracts typically have a duration of less than one year.
Recent Accounting Pronouncements
For detailed discussion on recent accounting pronouncements,
see our consolidated financial statements.
LEGAL PROCEEDINGS
From time to time, we are
involved in legal proceedings and subject to claims that arise in the ordinary course of business. Although the results of legal proceedings
and claims cannot be predicted with certainty, we believe we are not currently party to any legal proceedings which, if determined adversely
to us, would individually or taken together have a material adverse effect on our business, operating results, cash flows or financial
condition. We also pursue litigation to protect our legal rights and additional litigation may be necessary in the future to enforce our
intellectual property and our contractual rights, to protect our confidential information or to determine the validity and scope of the
proprietary rights of others.
Exhibit 99.2
Q1 FY24
Results:
Mytheresa
grows +7% in Net Sales in the first quarter
| · | Solid Growth with Net Sales growing +12.0% on a constant currency basis (+6.8% on an IFRS basis)
and GMV growth +8.0% on a constant currency basis (+3.1% on an IFRS basis) despite challenging macro environment |
| · | US Market Outperformance with excellent Net Sales growth of +28.9% and +56.1% growth of US Top
Customer numbers |
| · | Continued global Top Customers Growth with number of top customers growing by +19.0% in Q1 FY24 |
| · | New record high of Average Order Value LTM increasing by +5.4% to €660 in Q1 FY24 |
| · | Exclusive collaborations with Loro Piana, Loewe, The Row and Brunello Cucinelli |
MUNICH, Germany (November 28, 2023) –
MYT Netherlands Parent B.V. (NYSE: MYTE) (“Mytheresa” or the “Company”), the parent company of Mytheresa Group
GmbH, today announced financial results for its first quarter fiscal year 2024 ended September 30, 2023. The luxury multi-brand digital
platform reported solid financial performance for the first quarter FY24, delivering growth and only a small net loss amidst challenging
market conditions.
Mytheresa first quarter highlights include
a strong double-digit revenue growth in the United States, global Top Customer business growth and the opening of the new state-of-the
art distribution center at the airport in Leipzig increasing the speed of shipment globally as one of the main customer benefits.
Michael Kliger, Chief Executive Officer of
Mytheresa, said, “We are pleased with our results in a very difficult macro environment. With our positive revenue growth and
a small Adj. EBITDA loss, we demonstrated the fundamental strength of our business model compared to peers. As expected we saw a continued
slow-down in demand with aspirational customers across all geographies and a high promotional intensity in the market.”
Kliger continued, “We achieved strong
double-digit revenue growth in the United States, grew again our business with our global top customers over-proportionally and managed
to mitigate significant margin pressures with cost reductions. With our resilient business model and our focus on the high-spending,
wardrobe-building customers we will be best positioned to benefit and accelerate when market conditions improve.”
FINANCIAL HIGHLIGHTS FOR THE FIRST QUARTER
ENDED SEPTEMBER 30, 2023
| · | Net sales increase of 12.0% on a constant currency basis (6.8% on an IFRS basis) year-over-year to
€187.8 million |
| · | GMV growth of 8.0% on a constant currency basis (3.1% on an IFRS basis) to €204.1 million in Q1 FY24 as compared to €197.9
million in the prior year period |
| · | Gross Profit margin of 42.5% |
| · | Slightly negative Adjusted EBITDA margin of -0.4% as anticipated and fully reflected in the guidance
for full FY24 |
KEY BUSINESS HIGHLIGHTS
| · | Exclusive launch of Bucherer Fine Jewellery online as part of the overall partnership with Bucherer and
the strategic expansion of the fine jewelry assortment with 30 new additional brands in the next months |
| · | Launch of exclusive capsule collections and pre-launches in collaboration with Loewe, Brunello Cucinelli,
The Row, Missoni, Manolo Blahnik, Loro Piana and many more |
| · | Unique money can’t buy experiences in collaboration with Rabanne in Cadaqués (Spain), Erdem
in Chicago (US) and Magda Butrym in Warsaw (Poland) |
| · | Opening of the second truly immersive physical luxury shopping destination in partnership with Flamingo
Estate: The Holiday House in Los Angeles |
| · | Strong Average Order Value LTM increasing to €660 in Q1 FY24 |
| · | Strong growth of number of Top Customers with +19.0% in Q1 FY24 vs. Q1 FY23 |
| · | Operational scaling with the successful start of operations in the new central distribution center in
Leipzig, Germany |
For the full fiscal year ending June 30,
2024, we confirm our guidance at the lower end of the ranges:
| · | GMV and Net Sales growth in the range of 8% to 13% |
| · | Gross Profit growth in the range of 8% to 13% |
| · | Adjusted EBITDA margin in the range of 3% and 5% |
We expect a stronger H2 vs. H1 in FY24 as the
market environment improves and the full leverage of major infrastructure investments boost the business.
The foregoing forward-looking statements reflect
Mytheresa’s expectations as of today's date. Given the number of risk factors, uncertainties and assumptions discussed below, actual
results may differ materially. Mytheresa does not intend to update its forward-looking statements until its next quarterly results announcement,
other than in publicly available statements.
CONFERENCE CALL AND WEBCAST INFORMATION
Mytheresa will host a conference call to discuss
its first quarter of fiscal year 2024 financial results on November 28, 2023 at 8:00am Eastern Time. Those wishing to participate
via webcast should access the call through Mytheresa’s Investor Relations website at https://investors.mytheresa.com.
Those wishing to participate via the telephone may dial in at +1 (888) 550-5658 (USA). The participant access code will be 4922601. The
conference call replay will be available via webcast through Mytheresa’s Investor Relations website. The telephone replay will
be available from 11:00am Eastern Time on November 28, 2023, through December 5, 2023, by dialing +1 (800) 770-2030 (USA).
The replay passcode will be 4922601. For specific international dial-ins please see here.
FORWARD LOOKING STATEMENTS
This press release contains “forward-looking
statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended, including statements relating to the impact of the COVID-19 global pandemic; the impact of restrictions
on use of identifiers for advertisers (IDFA); future sales, expenses, and profitability; future development and expected growth of our
business and industry; our ability to execute our business model and our business strategy; having available sufficient cash and borrowing
capacity to meet working capital, debt service and capital expenditure requirements for the next twelve months; and
projected capital
spending. In some cases, you can identify forward-looking statements by the following words: “anticipate,” “believe,”
“continue,” “could,” “estimate,” “expect,” “intend,” “may,” “ongoing,”
“plan,” “potential,” “predict,” “project,” “should,” “will,” “would”
or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. These
statements are only predictions. Actual events or results may differ materially from those stated or implied by these forward-looking
statements. In evaluating these statements and our prospects, you should carefully consider the factors set forth below.
We undertake no obligation to update any forward-looking
statements made in this press release to reflect events or circumstances after the date of this press release or to reflect new information
or the occurrence of unanticipated events, except as required by law.
The achievement or success of the matters covered
by such forward-looking statements involves known and unknown risks, uncertainties and assumptions. If any such risks or uncertainties
materialize or if any of the assumptions prove incorrect, our results could differ materially from the results expressed or implied by
the forward-looking statements we make.
You should not rely upon forward-looking statements
as predictions of future events. Forward-looking statements represent our management’s beliefs and assumptions only as of the date
such statements are made.
Further information on these and other factors
that could affect our financial results is included in filings we make with the U.S. Securities and Exchange Commission (“SEC”)
from time to time, including the section titled “Risk Factors” included in the form 20-F filed on September 14, 2022
under Rule 424(b)(4) of the Securities Act. These documents are available on the SEC’s website at www.sec.gov and on the SEC Filings section of the Investor Relations section of our website at: https://investors.mytheresa.com.
ABOUT NON-IFRS FINANCIAL MEASURES AND OPERATING
METRICS
Our non-IFRS financial measures include:
| · | Adjusted EBITDA is a non-IFRS financial measure that we calculate as net income before finance expense (net), taxes, and depreciation
and amortization, adjusted to exclude Other transaction-related, certain legal and other expenses and Share-based compensation expense.
Adjusted EBITDA Margin is a non-IFRS financial measure which is calculated in relation to net sales. |
| · | Adjusted Operating Income is a non-IFRS financial measure that we calculate as operating income,
adjusted to exclude Other transaction-related, certain legal and other expenses and Share-based compensation expense. Adjusted Operating
Income Margin is a non-IFRS financial measure which is calculated in relation to net sales. |
| · | Adjusted Net Income is a non-IFRS financial measure that we calculate as net income, adjusted to
exclude Other transaction-related, certain legal and other expenses and Share-based compensation expense. Adjusted Net Income Margin is
a non-IFRS financial measure which is calculated in relation to net sales. |
| · | Net Sales Growth on a constant currency basis is a non-IFRS financial measure that is calculated
by translating current period financial data at the prior year average exchange rates applicable to the local currency in which the transactions
are denominated, excluding effects from hedge accounting. We use constant currency information to provide us with a picture of underlying
business dynamics, excluding currency effect. Constant currency metrics are |
calculated using the average foreign exchange rates during
the corresponding period in the prior fiscal year applicable to the local currency in which the transactions are denominated so as to
calculate what our results would have been had exchange rates remained stable from one fiscal year to the next. These calculations do
not include the effects of hedge accounting or any other macroeconomic effect such as local currency inflation effects or any price adjustment
to compensate local currency inflation or devaluations. Constant currency information is not a measure calculated in accordance with IFRS.
While we believe that constant currency information may be useful to investors in understanding and evaluating our results of operations
in the same manner as our management, our use of constant currency metrics has limitations as an analytical tool, and you should not consider
it in isolation, or as an alternative to, or a substitute for analysis of our financial results as reported under IFRS. Further, other
companies, including companies in our industry, may report the impact of fluctuations in foreign currency exchange rates differently,
which may reduce the value of our constant currency information as a comparative measure.
We are not able to forecast net income (loss)
on a forward-looking basis without unreasonable efforts due to the high variability and difficulty in predicting certain items that affect
net income (loss), including, but not limited to, Income taxes and Interest expense and, as a result, are unable to provide a reconciliation
to forecasted Adjusted EBITDA.
Gross Merchandise Value (GMV) is an operative
measure and means the total Euro value of orders processed. GMV is inclusive of merchandise value, shipping and duty. It is net of returns,
value added taxes and cancellations. GMV does not represent revenue earned by us. We use GMV as an indicator for the usage of our platform
that is not influenced by the mix of direct sales and commission sales. The indicators we use to monitor usage of our platform include,
among others, active customers, total orders shipped and GMV.
ABOUT MYTHERESA
Mytheresa is one of the leading global luxury
e-commerce platforms shipping to over 130 countries. Founded as a boutique in 1987, Mytheresa launched online in 2006 and offers ready-to-wear,
shoes, bags and accessories for womenswear, menswear and kidswear. In 2022, Mytheresa expanded its luxury offering to home décor
and lifestyle products with the launch of the category “Life”. The highly curated edit of over 200 brands focuses on true
luxury brands such as Bottega Veneta, Burberry, Dolce&Gabbana, Gucci, Loewe, Loro Piana, Moncler, Prada, Saint Laurent, Valentino,
and many more. Mytheresa’s unique digital experience is based on a sharp focus on high-end luxury shoppers, exclusive product and
content offerings, leading technology and analytical platforms as well as high quality service operations. The NYSE listed company reported
€855.8 million GMV in fiscal year 2023 (+15% vs. FY22).
For more information and updated Mytheresa campaign
imagery, please visit https://investors.mytheresa.com.
Investor Relations Contacts
Mytheresa.com GmbH
Stefanie Muenz
phone: +49 89 127695-1919
email: investors@mytheresa.com |
Solebury Strategic Communications
Maria Lycouris / Carly Grant
phone: +1 800 929 7167
email: investors@mytheresa.com |
Media Contacts for public relations and business press
Mytheresa.com GmbH
Sandra Romano
mobile: +49 152 54725178
phone: +49 89 127695-236
email: sandra.romano@mytheresa.com |
|
Source: MYT Netherlands Parent B.V.
MYT Netherlands Parent B.V.
Financial Results and Key Operating Metrics
(Amounts in € millions)
|
Three Months Ended |
|
|
|
|
|
|
|
September 30,
2022 |
|
September 30,
2023 |
|
Change
in % / BPs |
|
|
|
|
|
|
(in millions) (unaudited) |
|
|
|
|
|
Gross Merchandise Value (GMV) (1) |
€ 197.9 |
|
€ 204.1 |
|
3.1% |
Active customer (LTM in thousands) (1), (2) |
800 |
|
865 |
|
8.2% |
Total orders shipped (LTM in thousands) (1), (2) |
1,839 |
|
2,027 |
|
10.2% |
Net sales |
€ 175.9 |
|
€ 187.8 |
|
6.8% |
Gross profit |
€ 87.8 |
|
€ 79.8 |
|
(9.1%) |
Gross profit margin(3) |
49.9% |
|
42.5% |
|
(740 BPs) |
Operating Loss |
€ (0.9) |
|
€ (13.2) |
|
1443.4% |
Operating Loss margin(3) |
(0.5%) |
|
(7.0%) |
|
(650 BPs) |
Net Loss |
€ (3.8) |
|
€ (11.9) |
|
211.7% |
Net Loss margin(3) |
(2.2%) |
|
(6.3%) |
|
(410 BPs) |
Adjusted EBITDA(4) |
€ 12.7 |
|
€ (0.8) |
|
(106.6%) |
Adjusted EBITDA margin(3) |
7.2% |
|
(0.4%) |
|
(760 BPs) |
Adjusted Operating Income (Loss)(4) |
€ 10.1 |
|
€ (4.2) |
|
(141.8%) |
Adjusted Operating Income (Loss) margin(3) |
5.8% |
|
(2.3%) |
|
(810 BPs) |
Adjusted Net Income (Loss)(4) |
€ 7.2 |
|
€ (2.9) |
|
(140.9%) |
Adjusted Net Income (Loss) margin(3) |
4.1% |
|
(1.6%) |
|
(570 BPs) |
| (1) | Definition of GMV, Active customer and Total orders shipped can be found on page 30 in our quarterly report. |
| (2) | Active customers and total orders shipped are calculated based on orders shipped from our sites during the last twelve months (LTM)
ended on the last day of the period presented. |
| (3) | As a percentage of net sales. |
| (4) | EBITDA, adjusted EBITDA, adjusted Operating Income, adjusted net income are measures not defined under IFRS. For further information
about how we calculate these measures and limitations of its use, see page 30 in our quarterly report. |
MYT Netherlands Parent B.V.
Financial Results and Key Operating Metrics
(Amounts in € millions)
The following tables set forth the reconciliations
of net income to adjusted EBITDA, operating income to adjusted operating income and net income to adjusted net income, and their corresponding
margins as a percentage of net sales:
|
Three Months Ended |
|
|
|
|
|
|
|
September 30,
2022 |
|
September 30,
2023 |
|
Change
in % |
|
|
|
|
|
|
(in millions) (unaudited) |
|
|
|
|
|
Net loss |
€ (3.8) |
|
€ (11.9) |
|
211.7% |
Finance expenses, net |
€ 0.4 |
|
€ 1.0 |
|
170.7% |
Income tax expense (benefit) |
€ 2.6 |
|
€ (2.3) |
|
(189.4%) |
Depreciation and amortization |
€ 2.5 |
|
€ 3.4 |
|
33.3% |
thereof depreciation of
right-of use
assets
|
€ 1.7 |
|
€ 2.4 |
|
37.5% |
EBITDA |
€ 1.7 |
|
€ (9.8) |
|
(676.2%) |
Other transaction-related,
certain legal and other expenses (1) |
€ 1.5 |
|
€ 2.4 |
|
67.5% |
Share-based compensation (2) |
€ 9.5 |
|
€ 6.5 |
|
(32.1%) |
Adjusted EBITDA |
€ 12.7 |
|
€ (0.8) |
|
(106.6%) |
|
|
|
|
|
|
Reconciliation to Adjusted EBITDA Margin |
|
|
|
|
|
Net Sales |
€ 175.9 |
|
€ 187.8 |
|
6.8% |
Adjusted EBITDA margin |
7.2% |
|
(0.4%) |
|
(760 BPs) |
|
Three Months Ended |
|
|
|
|
|
|
|
September 30,
2022 |
|
September 30,
2023 |
|
Change
in % |
|
|
|
|
|
|
(in millions) (unaudited) |
|
|
|
|
|
Operating loss |
€ (0.9) |
|
€ (13.2) |
|
1443.4% |
Other transaction-related,
certain legal and
other expenses (1)
|
€ 1.5 |
|
€ 2.4 |
|
67.5% |
Share-based compensation (2) |
€ 9.5 |
|
€ 6.5 |
|
(32.1%) |
Adjusted Operating Income (loss) |
€ 10.1 |
|
€ (4.2) |
|
(141.8%) |
|
|
|
|
|
|
Reconciliation to Adjusted Operating Income Margin |
|
|
|
|
|
Net Sales |
€ 175.9 |
|
€ 187.8 |
|
6.8% |
Adjusted Operating Income (Loss) margin |
5.8% |
|
(2.3%) |
|
(810 BPs) |
|
Three Months Ended |
|
|
|
|
|
|
|
September 30,
2022 |
|
September 30,
2023 |
|
Change
in % |
|
|
|
|
|
|
(in millions) (unaudited) |
|
|
|
|
|
Net loss |
€ (3.8) |
|
€ (11.9) |
|
211.7% |
Other transaction-related,
certain legal and
other expenses (1)
|
€ 1.5 |
|
€ 2.4 |
|
67.5% |
Share-based compensation (2) |
€ 9.5 |
|
€ 6.5 |
|
(32.1%) |
Adjusted Net Income (loss) |
€ 7.2 |
|
€ (2.9) |
|
(140.9%) |
|
|
|
|
|
|
Reconciliation to Adjusted Net Income Margin |
|
|
|
|
|
Net Sales |
€ 175.9 |
|
€ 187.8 |
|
6.8% |
Adjusted Net Income (Loss) margin |
4.1% |
|
(1.6%) |
|
(570 BPs) |
| (1) | Other transaction-related, certain legal and other expenses represent (i) professional fees, including advisory and accounting
fees, related to potential transactions, (ii) certain legal and other expenses incurred outside the ordinary course of our business
and (iii) other non-recurring expenses incurred in connection with the costs of establishing our new central warehouse in Leipzig,
Germany. |
| (2) | Certain members of management and supervisory board members have been granted share-based compensation for which the share-based compensation
expense will be recognized upon defined vesting schedules in the future periods. Our methodology to adjust for share-based compensation
and subsequently calculate Adjusted EBITDA, Adjusted Operating Income and Adjusted Net Income includes both share-based compensation expenses
connected to the IPO and share-based compensation expenses recognized in connection with grants under the Long-Term Incentive Plan (LTI)
for the Mytheresa Group key management members and share-based compensation expenses due to Supervisory Board Members Plans. We do not
consider share-based compensation expenses to be indicative of our core operating performance. For further information about how we calculate
these measures and limitations of its use including a reconciliation of amounts under our former methodology to our current methodology,
see our annual report on Form 20-F filed on September 14, 2023. |
MYT Netherlands Parent B.V.
Key Operating Metrics
(Amounts in € millions)
The following table sets forth the reconciliations net sales to growth
of net sales on a constant currency basis:
|
Three Months Ended |
|
|
|
|
|
|
|
September 30,
2022 |
|
September 30,
2023 |
|
Year-over-Year
Change
in % |
|
|
|
|
|
|
(in millions) (unaudited) |
|
|
|
|
|
Net Sales |
€ 175.9 |
|
€ 187.8 |
|
6.8% |
Foreign Exchange Impact(1) |
€ 4.8 |
|
€ (3.8) |
|
|
Net Sales at Constant Currency |
€ 171.1 |
|
€ 191.5 |
|
12.0% |
| (1) | Foreign Exchange Impact means translating current period financial data using the average foreign exchange rates during the corresponding
period in the prior fiscal year applicable to the local currency in which the transactions are denominated so as to calculate what our
results would have been had exchange rates remained stable from one fiscal year to the next. These calculations do not include the effects
from hedge accounting or any other macroeconomic effect such as local currency inflation effects or any price adjustment to compensate
local currency inflation or devaluations. |
MYT Netherlands Parent B.V.
Unaudited Condensed Consolidated Statements
of Profit and Comprehensive Income
(Amounts in € thousands, except share
and per share data)
|
|
|
Three Months Ended |
|
|
|
|
(in € thousands) |
|
|
September 30, 2022 |
|
September 30, 2023 |
|
|
|
|
|
|
Net sales |
|
|
175,890 |
|
187,779 |
Cost of sales, exclusive of depreciation and amortization |
|
|
(88,095) |
|
(107,978) |
Gross profit |
|
|
87,795 |
|
79,800 |
Shipping and payment cost |
|
|
(24,029) |
|
(28,312) |
Marketing expenses |
|
|
(25,354) |
|
(23,699) |
Selling, general and administrative expenses |
|
|
(37,643) |
|
(38,428) |
Depreciation and amortization |
|
|
(2,547) |
|
(3,396) |
Other income, net |
|
|
926 |
|
874 |
Operating loss |
|
|
(853) |
|
(13,161) |
Finance income |
|
|
4 |
|
1 |
Finance costs |
|
|
(376) |
|
(1,009) |
Finance income (costs), net |
|
|
(372) |
|
(1,008) |
Loss before income taxes |
|
|
(1,225) |
|
(14,169) |
Income tax (expense) benefit |
|
|
(2,581) |
|
2,307 |
Net loss |
|
|
(3,806) |
|
(11,862) |
Cash Flow Hedge |
|
|
(3,059) |
|
(1,744) |
Income Taxes related to Cash Flow Hedge |
|
|
854 |
|
487 |
Foreign currency translation |
|
|
(25) |
|
(13) |
Other comprehensive loss |
|
|
(2,230) |
|
(1,270) |
Comprehensive loss |
|
|
(6,036) |
|
(13,132) |
|
|
|
|
|
|
Basic & diluted earnings per share |
|
€ |
(0.04) |
€ |
(0.14) |
Weighted average ordinary shares outstanding
(basic and diluted) – in millions(1)
|
|
|
86.5 |
|
86.8 |
| (1) | In accordance with IAS 33, includes contingently issuable shares that are fully vested and can be converted at any time for no consideration.
For further details, refer to note 13 of our quarterly report. |
MYT Netherlands Parent B.V.
Unaudited Condensed Consolidated Statements
of Financial Position
(Amounts in € thousands)
(in € thousands) |
|
|
June 30, 2023 |
|
September 30, 2023 |
Assets |
|
|
|
|
|
Non-current assets |
|
|
|
|
|
Intangible assets and goodwill |
|
|
155,283 |
|
155,169 |
Property and equipment |
|
|
37,227 |
|
39,419 |
Right-of-use assets |
|
|
54,797 |
|
52,392 |
Deferred tax assets |
|
|
59 |
|
1,372 |
Other non-current assets |
|
|
6,573 |
|
6,679 |
Total non-current assets |
|
|
253,939 |
|
255,030 |
Current assets |
|
|
|
|
|
Inventories |
|
|
360,262 |
|
378,625 |
Trade and other receivables |
|
|
7,521 |
|
6,908 |
Other assets |
|
|
42,113 |
|
36,194 |
Cash and cash equivalents |
|
|
30,136 |
|
7,497 |
Total current assets |
|
|
440,031 |
|
429,224 |
Total assets |
|
|
693,971 |
|
684,254 |
|
|
|
|
|
|
Shareholders’ equity and liabilities |
|
|
|
|
|
Subscribed capital |
|
|
1 |
|
1 |
Capital reserve |
|
|
529,775 |
|
536,253 |
Accumulated Deficit |
|
|
(83,855) |
|
(95,716) |
Accumulated other comprehensive income |
|
|
1,509 |
|
239 |
Total shareholders’ equity |
|
|
447,430 |
|
440,777 |
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
Provisions |
|
|
2,646 |
|
2,673 |
Lease liabilities |
|
|
49,518 |
|
47,383 |
Deferred tax liabilities |
|
|
726 |
|
- |
Total non-current liabilities |
|
|
52,889 |
|
50,057 |
Current liabilities |
|
|
|
|
|
Borrowings |
|
|
- |
|
16,393 |
Tax liabilities |
|
|
24,073 |
|
20,713 |
Lease liabilities |
|
|
8,155 |
|
8,577 |
Contract liabilities |
|
|
11,414 |
|
4,450 |
Trade and other payables |
|
|
71,085 |
|
73,815 |
Other liabilities |
|
|
78,924 |
|
69,471 |
Total current liabilities |
|
|
193,652 |
|
193,421 |
Total liabilities |
|
|
246,541 |
|
243,477 |
Total shareholders’ equity and liabilities |
|
|
693,971 |
|
684,254 |
MYT Netherlands Parent B.V.
Unaudited Condensed Consolidated Statements
of Changes in Equity
(Amounts in € thousands)
(in € thousands) |
|
Subscribed capital |
|
Capital reserve |
|
Accumulated deficit |
|
Hedging reserve |
|
Foreign currency translation reserve |
|
Total shareholders’ equity |
Balance as of July 1, 2022 |
|
1 |
|
498,872 |
|
(68,734) |
|
- |
|
1,528 |
|
431,667 |
Net loss |
|
- |
|
- |
|
(3,806) |
|
- |
|
- |
|
(3,806) |
Other comprehensive loss |
|
- |
|
- |
|
- |
|
(2,205) |
|
(25) |
|
(2,230) |
Comprehensive loss |
|
- |
|
- |
|
(3,806) |
|
(2,205) |
|
(25) |
|
(6,036) |
Share options exercised |
|
- |
|
1,077 |
|
- |
|
- |
|
- |
|
1,077 |
Share-based compensation |
|
- |
|
9,544 |
|
- |
|
- |
|
- |
|
9,544 |
Balance as of September 30, 2022 |
|
1 |
|
509,494 |
|
(72,540) |
|
(2,205) |
|
1,503 |
|
436,252 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of July 1, 2023 |
|
1 |
|
529,775 |
|
(83,855) |
|
- |
|
1,509 |
|
447,430 |
Net loss |
|
- |
|
- |
|
(11,862) |
|
- |
|
- |
|
(11,862) |
Other comprehensive loss |
|
- |
|
- |
|
- |
|
(1,257) |
|
(13) |
|
(1,270) |
Comprehensive loss |
|
- |
|
- |
|
(11,862) |
|
(1,257) |
|
(13) |
|
(13,132) |
Share-based compensation |
|
- |
|
6,478 |
|
- |
|
- |
|
- |
|
6,478 |
Balance as of September 30, 2023 |
|
1 |
|
536,253 |
|
(95,716) |
|
(1,257) |
|
1,496 |
|
440,777 |
MYT Netherlands Parent B.V.
Unaudited
Condensed Consolidated Statements of Cash Flows
(Amounts in € thousands)
|
|
|
Three months ended September 30, |
(in € thousands) |
|
|
2022 |
|
2023 |
|
|
|
|
|
|
Net loss |
|
|
(3,806) |
|
(11,862) |
Adjustments for |
|
|
|
|
|
Depreciation and amortization |
|
|
2,547 |
|
3,396 |
Finance (income) costs, net |
|
|
372 |
|
1,008 |
Share-based compensation |
|
|
9,544 |
|
6,341 |
Income tax expense (benefit) |
|
|
2,581 |
|
(2,307) |
Change in operating assets and liabilities |
|
|
|
|
|
Increase in inventories |
|
|
(32,053) |
|
(18,364) |
Decrease in trade and other receivables |
|
|
2,130 |
|
618 |
Decrease in other assets |
|
|
29,619 |
|
6,003 |
Decrease in other liabilities |
|
|
(10,936) |
|
(11,309) |
Decrease in contract liabilities |
|
|
(4,405) |
|
(6,964) |
(Decrease) increase in trade and other payables |
|
|
(10,253) |
|
2,729 |
Income taxes paid |
|
|
(5,207) |
|
(2,607) |
Net cash used in operating activities |
|
|
(19,866) |
|
(33,317) |
Expenditure for property and equipment and intangible assets |
|
|
(5,092) |
|
(3,107) |
Net cash (used in) investing activities |
|
|
(5,092) |
|
(3,107) |
Interest paid |
|
|
(372) |
|
(1,008) |
Proceeds from borrowings |
|
|
- |
|
16,393 |
Proceeds from exercise of option awards |
|
|
1,077 |
|
- |
Payment of lease liabilities |
|
|
(1,371) |
|
(1,645) |
Net cash inflow (outflow) from financing activities |
|
|
(667) |
|
13,740 |
Net decrease in cash and cash equivalents |
|
|
(25,625) |
|
(22,684) |
Cash and cash equivalents at the beginning of the period |
|
|
113,507 |
|
30,136 |
Effects of exchange rate changes on cash and cash equivalents |
|
|
10 |
|
46 |
Cash and cash equivalents at end of the period |
|
|
87,891 |
|
7,497 |
Grafico Azioni MYT Netherlands Parent BV (NYSE:MYTE)
Storico
Da Set 2024 a Ott 2024
Grafico Azioni MYT Netherlands Parent BV (NYSE:MYTE)
Storico
Da Ott 2023 a Ott 2024