MYTHERESA(MYTE) - 2025 Q3 - Quarterly Report

Financial Performance and Key Operating Metrics Overview of Key Metrics and Non-IFRS Measures LuxExperience B.V. uses various operating and financial metrics, including non-IFRS measures like Adjusted EBITDA, Adjusted Operating Income, and Adjusted Net Income, to assess business performance and identify trends - The company uses Adjusted EBITDA, Adjusted Operating Income, Adjusted Net Income, and their respective margins as supplementary information to evaluate business, measure performance, identify trends, formulate business plans, and make strategic decisions[4][5][7] - These non-IFRS measures exclude certain types of expenses and may differ across companies, thus having limitations for comparison[6] Summary of Key Operating and Financial Metrics For the three and nine months ended March 31, 2025, LuxExperience B.V. saw GMV and net sales growth, but a slight decline in active customers and orders, while Adjusted EBITDA, Adjusted Operating Income, and Adjusted Net Income significantly improved Key Operating and Financial Metrics (as of March 31, 2025) | Metric | March 31, 2024 (3 months) | March 31, 2025 (3 months) | Change (3 months) | March 31, 2024 (9 months) | March 31, 2025 (9 months) | Change (9 months) | | :-------------------------------- | :--------------------- | :--------------------- | :------------------- | :--------------------- | :--------------------- | :------------------- | | Operating Metrics: | | | | | | | | GMV (million Euros) | € 251.9 | € 261.3 | 3.8% | € 674.3 | € 722.6 | 7.2% | | Active Customers (LTM, thousand people) | 862 | 837 | (2.9%) | 862 | 837 | (2.9%) | | Total Orders Shipped (LTM, thousand orders) | 2,065 | 2,055 | (0.5%) | 2,065 | 2,055 | (0.5%) | | Financial Metrics: | | | | | | | | Net Sales (million Euros) | € 233.6 | € 242.5 | 3.8% | € 617.7 | € 667.2 | 8.0% | | Gross Profit (million Euros) | € 101.3 | € 108.5 | 7.2% | € 278.7 | € 310.8 | 11.5% | | Gross Margin | 43.4% | 44.8% | 140 BPs | 45.1% | 46.6% | 150 BPs | | Operating Loss (million Euros) | € (2.1) | € (5.4) | (155.6%) | € (20.4) | € (38.0) | (86.6%) | | Net Loss (million Euros) | € (3.3) | € (5.5) | (65.4%) | € (21.3) | € (33.7) | (58.2%) | | Adjusted Non-IFRS Metrics: | | | | | | | | Adjusted EBITDA (million Euros) | € 8.9 | € 9.3 | 5.5% | € 15.2 | € 28.4 | 86.7% | | Adjusted EBITDA Margin | 3.8% | 3.9% | 10 BPs | 2.5% | 4.3% | 180 BPs | | Adjusted Operating Income (million Euros) | € 5.0 | € 5.5 | 9.7% | € 4.1 | € 16.6 | 303.2% | | Adjusted Net Income (million Euros) | € 3.8 | € 5.4 | 42.7% | € 3.2 | € 21.4 | 572.9% | Reconciliation of Non-IFRS Measures The company provides detailed reconciliations from net loss to EBITDA and Adjusted EBITDA, operating loss to Adjusted Operating Income, and net loss to Adjusted Net Income, primarily by excluding transaction-related, legal, and share-based compensation expenses Reconciliation of Net Loss to Adjusted EBITDA (million Euros) | Metric | March 31, 2024 (3 months) | March 31, 2025 (3 months) | Change | March 31, 2024 (9 months) | March 31, 2025 (9 months) | Change | | :--------------------------------------- | :--------------------- | :--------------------- | :------- | :--------------------- | :--------------------- | :------- | | Net Loss | (3.3) | (5.5) | (65.4%) | (21.3) | (33.7) | (58.2%) | | Finance Costs, Net | 1.3 | 1.0 | (24.4%) | 3.5 | 4.1 | 18.8% | | Income Tax Benefit | (0.1) | (0.9) | (973.5%) | (2.6) | (8.4) | (230.6%) | | Depreciation and Amortization | 3.9 | 3.9 | 0.2% | 11.1 | 14.9 | 34.4% | | EBITDA | 1.8 | (1.5) | (186.8%) | (9.2) | (23.1) | (149.3%) | | Other Transaction-Related, Specific Legal and Other Expenses | 4.1 | 7.4 | 79.2% | 10.2 | 38.3 | 277.4% | | Share-Based Compensation | 3.0 | 3.5 | 17.7% | 14.3 | 13.2 | (8.1%) | | Adjusted EBITDA | 8.9 | 9.3 | 5.5% | 15.2 | 28.4 | 86.7% | Reconciliation of Operating Loss to Adjusted Operating Income (million Euros) | Metric | March 31, 2024 (3 months) | March 31, 2025 (3 months) | Change | March 31, 2024 (9 months) | March 31, 2025 (9 months) | Change | | :--------------------------------------- | :--------------------- | :--------------------- | :------- | :--------------------- | :--------------------- | :------- | | Operating Loss | (2.1) | (5.4) | (155.6%) | (20.4) | (38.0) | (86.6%) | | Other Transaction-Related, Specific Legal and Other Expenses | 4.1 | 7.4 | 79.2% | 10.2 | 38.3 | 277.4% | | Share-Based Compensation | 3.0 | 3.5 | 17.7% | 14.3 | 13.2 | (8.1%) | | Impairment Loss on Property and Equipment | - | - | N/A | - | 3.1 | N/A | | Adjusted Operating Income | 5.0 | 5.5 | 9.7% | 4.1 | 16.6 | 303.2% | Reconciliation of Net Loss to Adjusted Net Income (million Euros) | Metric | March 31, 2024 (3 months) | March 31, 2025 (3 months) | Change | March 31, 2024 (9 months) | March 31, 2025 (9 months) | Change | | :--------------------------------------- | :--------------------- | :--------------------- | :------- | :--------------------- | :--------------------- | :------- | | Net Loss | (3.3) | (5.5) | (65.4%) | (21.3) | (33.7) | (58.2%) | | Other Transaction-Related, Specific Legal and Other Expenses | 4.1 | 7.4 | 79.2% | 10.2 | 38.8 | 282.3% | | Share-Based Compensation | 3.0 | 3.5 | 17.7% | 14.3 | 13.2 | (8.1%) | | Impairment Loss on Property and Equipment | - | - | N/A | - | 3.1 | N/A | | Adjusted Net Income | 3.8 | 5.4 | 42.7% | 3.2 | 21.4 | 572.9% | Unaudited Interim Condensed Consolidated Financial Statements Index to Financial Statements This section provides an index to the unaudited interim condensed consolidated financial statements, including the statements of profit and loss, financial position, changes in equity, cash flows, and notes - The index to financial statements lists the unaudited condensed consolidated statements of profit and loss and comprehensive income, financial position, changes in equity, cash flows, and notes to the interim condensed consolidated financial statements[18] Unaudited Condensed Consolidated Statements of Profit & Loss and Comprehensive Income For the three and nine months ended March 31, 2025, LuxExperience B.V. reported increased net sales but expanded operating and net losses, with a corresponding rise in basic and diluted loss per share Condensed Consolidated Statements of Profit & Loss and Comprehensive Income (thousand Euros) | Metric | March 31, 2024 (3 months) | March 31, 2025 (3 months) | March 31, 2024 (9 months) | March 31, 2025 (9 months) | | :--------------------------------------- | :--------------------- | :--------------------- | :--------------------- | :--------------------- | | Net Sales | 233,568 | 242,508 | 617,664 | 667,194 | | Cost of Sales (exclusive of depreciation and amortization) | (132,290) | (133,976) | (338,964) | (356,443) | | Gross Profit | 101,277 | 108,532 | 278,700 | 310,751 | | Operating Loss | (2,106) | (5,422) | (20,355) | (38,006) | | Finance Costs, Net | (1,283) | (969) | (3,488) | (4,143) | | Net Loss | (3,320) | (5,493) | (21,307) | (33,704) | | Basic and Diluted Loss per Share | € (0.04) | € (0.06) | € (0.25) | € (0.39) | Unaudited Condensed Consolidated Statements of Financial Position As of March 31, 2025, LuxExperience B.V.'s total assets slightly increased compared to June 30, 2024, while total equity decreased and total liabilities rose, mainly due to increased borrowings and other liabilities Condensed Consolidated Statements of Financial Position (thousand Euros) | Metric | June 30, 2024 | March 31, 2025 | | :----------------------- | :------------- | :------------- | | Assets | | | | Total Non-Current Assets | 253,643 | 250,612 | | Total Current Assets | 442,867 | 445,934 | | Total Assets | 696,511 | 696,546 | | Equity and Liabilities | | | | Total Equity | 435,643 | 415,948 | | Total Non-Current Liabilities | 43,282 | 40,066 | | Total Current Liabilities | 217,585 | 240,532 | | Total Liabilities | 260,867 | 280,598 | | Total Equity and Liabilities | 696,511 | 696,546 | - As of March 31, 2025, current liabilities saw borrowings increase from 0 to 25,000 thousand Euros and other liabilities from 95,235 thousand Euros to 116,415 thousand Euros[27] Unaudited Condensed Consolidated Statements of Changes in Equity As of March 31, 2025, LuxExperience B.V.'s total equity decreased from 435,643 thousand Euros on July 1, 2024, to 415,948 thousand Euros, primarily due to accumulated net losses and other comprehensive losses Condensed Consolidated Statements of Changes in Equity (thousand Euros) | Metric | Balance as of July 1, 2023 | Balance as of March 31, 2024 | Balance as of July 1, 2024 | Balance as of March 31, 2025 | | :--------------------------------------- | :---------------- | :---------------- | :---------------- | :---------------- | | Share Capital | 1 | 1 | 1 | 1 | | Capital Reserve | 529,775 | 544,096 | 546,913 | 561,150 | | Accumulated Losses | (87,856) | (109,163) | (112,767) | (146,471) | | Accumulated Other Comprehensive Income | 1,509 | 1,496 | 1,496 | 1,268 | | Total Equity | 443,429 | 436,083 | 435,643 | 415,948 | | Net Loss | (21,307) | (21,307) | (33,704) | (33,704) | | Share-Based Compensation | 14,321 | 14,321 | 13,155 | 13,155 | Unaudited Condensed Consolidated Statements of Cash Flows For the nine months ended March 31, 2025, LuxExperience B.V. saw reduced cash outflows from operating and investing activities, a slight decrease in cash inflows from financing activities, and an increase in cash and cash equivalents Condensed Consolidated Statements of Cash Flows (thousand Euros) | Metric | March 31, 2024 (9 months) | March 31, 2025 (9 months) | | :--------------------------------------- | :--------------------- | :--------------------- | | Net Loss | (21,307) | (33,704) | | Net Cash Outflow from Operating Activities | (26,389) | (13,881) | | Net Cash Outflow from Investing Activities | (9,411) | (2,261) | | Net Cash Inflow from Financing Activities | 16,230 | 15,208 | | Cash and Cash Equivalents at End of Period | 10,587 | 14,240 | - Net cash outflow from operating activities decreased by 12,508 thousand Euros, primarily due to an increase in other liabilities[34] - Net cash outflow from investing activities decreased by 7,150 thousand Euros, mainly due to reduced expenditures on property and equipment and intangible assets[34] Notes to the Interim Condensed Consolidated Financial Statements This section provides detailed notes to the interim condensed consolidated financial statements, covering corporate information, basis of preparation, economic impacts, accounting policies, key judgments, comparative data revisions, segment information, net sales, cost of sales, SG&A, finance costs, income taxes, property and equipment, other assets, share-based compensation, financial instruments, and post-reporting period events Corporate Information LuxExperience B.V., formerly MYT Netherlands Parent B.V., is a Dutch limited liability company operating a global luxury fashion digital platform through Mytheresa Group GmbH, with MYT Holding LLC holding 77.0% of its shares as of March 31, 2025 - The company changed its name to LuxExperience B.V. on May 1, 2025, and operates a global luxury fashion digital platform through its subsidiary Mytheresa Group GmbH[36][38] - As of March 31, 2025, MYT Holding LLC held 77.0% of the company's shares, with MYT Ultimate Parent LLC as the ultimate controlling party[39] Basis of Preparation The interim condensed consolidated financial statements are prepared in accordance with IAS 34, presented in Euros on a historical cost basis, and assume the company's continued operation as a going concern - The interim condensed consolidated financial statements are prepared in accordance with IAS 34, "Interim Financial Reporting," and presented in Euros on a historical cost basis[40][42] - Management believes the LuxExperience Group has sufficient resources to continue as a going concern for the foreseeable future[43] Trade Policy and Tariff Risk Changes in trade policies, treaties, and tariffs could increase operating costs, disrupt supply chains, weaken financial position, and negatively impact customer sentiment and product demand - Changes in trade policies, treaties, and tariffs could increase operating costs, disrupt supply chains, weaken financial position, and potentially suppress customer sentiment and product demand[45] - Escalating trade tensions could lead to an economic slowdown or recession, significantly negatively impacting sales performance, cash flows, and overall operating results[46] Impacts of Economic Uncertainties Global economic uncertainties, including geopolitical conflicts and inflation, may affect LuxExperience Group's business and sales, with high interest rates and customer uncertainty potentially leading to a recession, though management does not anticipate long-term adverse effects - Global economic uncertainties, including the wars in Ukraine and the Middle East and other geopolitical factors, may affect LuxExperience Group's business activities and future sales[47] - Inflationary pressures have impacted customer prices and company costs, with high interest rates and customer uncertainty potentially leading to a recession and negatively affecting customer demand[48] - Management expects these negative impacts to persist for the three and nine months ended March 31, 2025, but currently does not anticipate long-term adverse effects[49] Significant Accounting Policies LuxExperience Group's accounting policies applied in the interim condensed consolidated financial statements are consistent with those in the fiscal year 2024 consolidated financial statements - LuxExperience Group's accounting policies applied in the interim condensed consolidated financial statements are the same as those in the fiscal year 2024 consolidated financial statements[50] Critical Accounting Judgments and Estimates The preparation of interim condensed consolidated financial statements requires management judgments, estimates, and assumptions consistent with those in the fiscal year 2024 consolidated financial statements, which are continuously reviewed - Management judgments, estimates, and assumptions required for preparing the interim condensed consolidated financial statements are the same as those in the fiscal year 2024 consolidated financial statements and are continuously reviewed[51][52] Revision of Comparative Figures The company revised comparative figures for the three and nine months ended March 31, 2024, to correct a measurement error under IFRS 15 for certain expired vouchers, impacting net sales, gross profit, losses, and equity - The company revised comparative figures for the three and nine months ended March 31, 2024, to correct a measurement error under IFRS 15 for certain expired vouchers[53] - The revision resulted in a decrease in net sales and gross profit by 328 thousand Euros and 1,038 thousand Euros, respectively, for the three and nine months ended March 31, 2024, with a corresponding increase in operating loss, net loss, and comprehensive loss[53] - Basic and diluted earnings per share decreased by 0.01 Euro and 0.02 Euro, respectively, with a corresponding reduction in accumulated losses and equity[53] Segment Information LuxExperience Group reports two segments, online operations and retail stores, based on internal reporting and CODM assessment, using segment EBITDA for performance measurement, with online business contributing the vast majority of net sales and EBITDA - LuxExperience Group identifies online operations and retail stores as separate operating segments and uses segment EBITDA to measure performance[54][55] Segment Net Sales and EBITDA (thousand Euros) | Metric | March 31, 2024 (3 months) | March 31, 2025 (3 months) | March 31, 2024 (9 months) | March 31, 2025 (9 months) | | :---------------- | :--------------------- | :--------------------- | :--------------------- | :--------------------- | | Online Business: | | | | | | Net Sales | 230,452 | 239,363 | 606,878 | 656,290 | | Segment EBITDA | 11,565 | 13,844 | 22,859 | 39,640 | | Retail Store Business: | | | | | | Net Sales | 3,115 | 3,145 | 10,786 | 10,904 | | Segment EBITDA | 937 | 712 | 3,536 | 3,172 | | Consolidated Total: | | | | | | Net Sales | 233,568 | 242,508 | 617,664 | 667,194 | | Segment EBITDA | 12,502 | 14,556 | 26,395 | 42,812 | - Corporate administrative expenses, other transaction-related expenses, and share-based compensation expenses are not allocated to specific segments and are presented in the consolidated reconciliation[58][59] Net Sales and Geographic Information LuxExperience Group's revenue primarily comes from global online operations, with retail store revenue from Germany, and Europe (excluding Germany) and the US being key sales regions, while no single customer accounts for over 10% of net sales - LuxExperience Group generates revenue globally through its online business, with retail store revenue originating from Germany[60] Net Sales by Geographic Region (thousand Euros) | Region | March 31, 2024 (3 months) | Share | March 31, 2025 (3 months) | Share | March 31, 2024 (9 months) | Share | March 31, 2025 (9 months) | Share | | :------------------- | :--------------------- | :--- | :--------------------- | :--- | :--------------------- | :--- | :--------------------- | :--- | | Germany | 32,209 | 13.8% | 31,429 | 13.0% | 94,165 | 15.2% | 90,668 | 13.6% | | United States | 52,529 | 22.5% | 54,589 | 22.5% | 127,783 | 20.7% | 141,614 | 21.2% | | Europe (excluding Germany) | 88,382 | 37.8% | 98,943 | 40.8% | 240,287 | 38.9% | 277,774 | 41.6% | | Rest of World | 60,447 | 25.9% | 57,547 | 23.7% | 155,429 | 25.2% | 157,138 | 23.6% | | Total | 233,568 | 100.0% | 242,508 | 100.0% | 617,664 | 100.0% | 667,194 | 100.0% | - Net sales primarily derive from luxury goods sales and service commissions from the Curated Platform Model (CPM), with service commissions accounting for less than 10% of total net sales[62] Cost of Sales, exclusive of depreciation and amortization Cost of sales (exclusive of depreciation and amortization) primarily includes the cost of goods sold and inventory write-downs, with inventory write-downs increasing significantly for the period ended March 31, 2025 Inventory Write-downs (thousand Euros) | Metric | March 31, 2024 (3 months) | March 31, 2025 (3 months) | March 31, 2024 (9 months) | March 31, 2025 (9 months) | | :----------------- | :--------------------- | :--------------------- | :--------------------- | :--------------------- | | Inventory Write-downs | (819) | (1,772) | (5,361) | (7,107) | - Inventory write-downs are recognized when net realizable value falls below carrying amount, estimated as expected selling price less costs to sell[65] Selling, General and Administrative Expenses Selling, General and Administrative (SG&A) expenses significantly increased for the period ended March 31, 2025, primarily driven by a substantial rise in other transaction-related, specific legal, and other expenses - For the three months ended March 31, 2025, SG&A expenses increased by 7,766 thousand Euros; for the nine-month period, they increased by 32,065 thousand Euros[66] - The increase in SG&A expenses was primarily driven by other transaction-related, specific legal, and other expenses, amounting to 7,367 thousand Euros and 38,256 thousand Euros for the three and nine-month periods, respectively[66] Finance Costs, Net As of March 31, 2025, LuxExperience B.V.'s net finance costs decreased for the three-month period but increased for the nine-month period, mainly due to interest expenses on the revolving credit facility (RCF), from which the company drew 25 million Euros Finance Costs, Net (thousand Euros) | Metric | March 31, 2024 (3 months) | March 31, 2025 (3 months) | March 31, 2024 (9 months) | March 31, 2025 (9 months) | | :--------------------------------------- | :--------------------- | :--------------------- | :--------------------- | :--------------------- | | Interest Expense on Revolving Credit Facility | (566) | (337) | (1,268) | (2,157) | | Interest Expense on Leases | (719) | (632) | (2,224) | (1,986) | | Total Finance Costs | (1,285) | (969) | (3,491) | (4,143) | | Other Interest Income | 2 | 0 | 3 | (0) | | Finance Costs, Net | (1,283) | (969) | (3,488) | (4,143) | - As of March 31, 2025, the company had drawn 25 million Euros in cash from its 75 million Euro Revolving Credit Facility (RCF), with an additional 8.6 million Euros used for guarantees[67] Income Taxes As of March 31, 2025, LuxExperience B.V.'s effective tax rate significantly increased, with income tax benefits primarily driven by deferred and current tax benefits, influenced by non-deductible share-based compensation and expected positive annual pre-tax income under German tax law Effective Tax Rate (%) | Period | March 31, 2024 (3 months) | March 31, 2025 (3 months) | March 31, 2024 (9 months) | March 31, 2025 (9 months) | | :------- | :--------------------- | :--------------------- | :--------------------- | :--------------------- | | Effective Tax Rate | 2.0% | 14.1% | 10.6% | 20.0% | - For the nine months ended March 31, 2025, the income tax benefit was primarily driven by 7.2 million Euros in deferred tax benefits and 1.2 million Euros in current tax benefits[69] - Changes in the effective tax rate and tax expenses were primarily influenced by non-deductible share-based compensation (SBC) expenses and the application of a positive tax rate to losses due to expected positive annual pre-tax income under German tax law[70] Property and Equipment As of March 31, 2025, LuxExperience B.V.'s property and equipment value decreased, mainly due to a 3.1 million Euro impairment loss recognized under IAS 36 for assets at the Heimstetten distribution center, which closed in August 2024 - As of March 31, 2025, property and equipment decreased from 43,653 thousand Euros on June 30, 2024, to 37,892 thousand Euros[72] - Depreciation and amortization includes an impairment loss of 3.1 million Euros, recognized under IAS 36 for property and equipment used at the Heimstetten distribution center, which closed in August 2024[72] Other Assets As of March 31, 2025, LuxExperience B.V.'s other current and non-current assets remained relatively stable, with current assets primarily comprising assets from returns, prepaid expenses, and receivables, and non-current assets mainly consisting of non-current prepaid expenses and deposits Other Current Assets Breakdown (thousand Euros) | Metric | June 30, 2024 | March 31, 2025 | | :----------------------- | :------------- | :------------- | | Assets from Returns | 13,205 | 11,962 | | Prepaid Expenses | 4,233 | 4,625 | | DDP Duty Refunds | 14,352 | 7,619 | | Other Current Assets | 9,696 | 13,597 | | Total | 45,306 | 45,263 | Other Non-Current Assets Breakdown (thousand Euros) | Metric | June 30, 2024 | March 31, 2025 | | :----------------------- | :------------- | :------------- | | Non-Current Deposits | 1,431 | 1,583 | | Non-Current Prepaid Expenses | 6,112 | 5,990 | | Total | 7,572 | 7,573 | Share-based Compensation LuxExperience B.V. implemented various share-based compensation plans, including IPO-related "Alignment Awards" and "Catch-up Awards," annual Supervisory Board member plans, and Long-Term Incentive (LTI) plans with time-vesting and non-market performance-vesting RSUs and stock options, along with an Employee Stock Purchase Plan (ESPP) - The company implemented the 2020 Omnibus Incentive Compensation Plan, granting share-based compensation to key management personnel and Supervisory Board members, including IPO-related "Alignment Awards" (stock options) and "Catch-up Awards" (phantom shares)[76][77][78] - Annual plans include Restricted Stock Units (RSUs) for Supervisory Board members and a Long-Term Incentive (LTI) plan for key management personnel, with LTI comprising time-vesting and non-market performance-vesting RSUs and stock options[80][85][91] Recognized Share-based Compensation Expenses (thousand Euros) | Expense Category | March 31, 2024 (9 months) | March 31, 2025 (9 months) | | :----------------------- | :--------------------- | :--------------------- | | Total Share-based Compensation Expense | 14,321 | 13,090 | | Of which: Stock Options (Alignment Awards) | 10,506 | 4,178 | | Of which: Stock Options (LTI) | 680 | 2,722 | | Of which: Restricted Stock Units | 3,135 | 5,819 | Financial Instruments and Financial Risk Management LuxExperience B.V. discloses the carrying and fair values of its financial assets and liabilities, including derivative financial instruments (hedge accounting), as of March 31, 2025, and reports a negative cash flow hedge reserve without netting financial instruments Financial Instruments (as of March 31, 2025, thousand Euros) | Metric | Carrying Amount | IFRS 9 Category | | :--------------------------------------- | :------------- | :----------- | | Financial Assets: | | | | Non-Current Deposits | 1,583 | Amortized Cost | | Trade and Other Receivables | 13,607 | Amortized Cost | | Cash and Cash Equivalents | 14,240 | Amortized Cost | | Derivative Instruments (Hedge Accounting) | 189 | N/A | | Financial Liabilities: | | | | Borrowings | 25,000 | Amortized Cost | | Lease Liabilities (Non-Current) | 37,094 | N/A | | Lease Liabilities (Current) | 7,929 | N/A | | Trade and Other Payables | 69,712 | Amortized Cost | | Derivative Instruments (Hedge Accounting) | 560 | N/A | - As of March 31, 2025, the company recorded a negative cash flow hedge reserve of 268 thousand Euros[118] - Forward foreign exchange contracts are valued based on the present value of future cash flows, with fair value considered Level 2 fair value[114] Events After Reporting Period Post-reporting period, LuxExperience B.V. acquired 100% of YOOX Net-a-Porter Group S.p.A. (YNAP) on April 23, 2025, by issuing 49,741,342 new shares to Richemont, representing 33% of the acquirer's fully diluted share capital, and subsequently rebranded to LuxExperience B.V. with a new ticker "LUXE" and announced a new senior leadership team - LuxExperience B.V. completed the acquisition of 100% of YOOX Net-a-Porter Group S.p.A. (YNAP) on April 23, 2025[119] - As consideration, the company issued 49,741,342 new shares to Richemont, representing 33% of the acquirer's fully diluted share capital, with a fair value of 364.7 million Euros for the transaction consideration[119] - The company changed its name to LuxExperience B.V. on May 1, 2025, and listed on the New York Stock Exchange under the ticker symbol "LUXE", reflecting its vision to become a leading global luxury multi-brand digital platform[125] Management's Discussion and Analysis of Financial Condition and Results of Operations Introduction and Forward-Looking Statements This section discusses LuxExperience B.V.'s financial condition and operating results, including forward-looking statements based on current plans, expectations, and beliefs, which involve risks and uncertainties where actual results may differ materially - This discussion and analysis contains forward-looking statements, involving risks and uncertainties, where actual results may differ materially from expectations[127][128] Overview of Business and Economic Factors LuxExperience Group operates a global luxury digital platform through Mytheresa, maintaining operational stability despite global economic uncertainties, geopolitical conflicts, inflation, and high interest rates, which are expected to persist but without long-term adverse effects, and its business exhibits seasonality different from traditional retailers - LuxExperience Group operates a global luxury digital platform through Mytheresa, offering a highly curated selection of luxury brand products across women's wear, men's wear, kids' wear, lifestyle, and fine jewelry[129][162] - Macroeconomic factors such as global economic uncertainties, geopolitical conflicts, inflationary pressures, and high interest rates have negatively impacted business activities and customer demand, which are expected to persist, but management does not anticipate long-term adverse effects[130][133][134] - The company's business experiences seasonal fluctuations, but due to its global operations, it differs from traditional retailers' concentrated holiday quarter sales patterns[135] Recent Developments LuxExperience B.V. acquired YOOX Net-a-Porter Group S.p.A. (YNAP) on April 23, 2025, rebranded to LuxExperience B.V. with the ticker "LUXE" on May 1, 2025, and announced a new senior leadership team to execute its transformation strategy - LuxExperience B.V. completed the acquisition of YOOX Net-a-Porter Group S.p.A. (YNAP) on April 23, 2025, with YNAP transferred with 555 million Euros in net cash and no financial debt[136] - The company changed its name to LuxExperience B.V. on May 1, 2025, and listed on the New York Stock Exchange under the ticker symbol "LUXE"[137] - The company announced a new combined senior leadership team to execute its transformation strategy and drive growth and profitability[138] Key Operating and Financial Metrics This section details LuxExperience B.V.'s key operating and financial metrics, including GMV, active customers, orders, average order value, net sales, gross profit, operating and net losses, and adjusted non-IFRS measures, which are used to assess business progress, allocate investments, and evaluate performance Key Operating and Financial Metrics (as of March 31, 2025) | Metric | March 31, 2024 (3 months) | March 31, 2025 (3 months) | March 31, 2024 (9 months) | March 31, 2025 (9 months) | | :-------------------------------- | :--------------------- | :--------------------- | :--------------------- | :--------------------- | | GMV (million Euros) | € 251.9 | € 261.3 | € 674.3 | € 722.6 | | Active Customers (LTM, thousand people) | 862 | 837 | 862 | 837 | | Total Orders Shipped (LTM, thousand orders) | 2,065 | 2,055 | 2,065 | 2,055 | | Average Order Value (LTM) | 692 | 753 | 692 | 753 | | Net Sales (million Euros) | € 233.6 | € 242.5 | € 617.7 | € 667.2 | | Gross Profit (million Euros) | € 101.3 | € 108.5 | € 278.7 | € 310.8 | | Operating Loss (million Euros) | € (2.1) | € (5.4) | € (20.4) | € (38.0) | | Net Loss (million Euros) | € (3.3) | € (5.5) | € (21.3) | € (33.7) | | Adjusted EBITDA (million Euros) | € 8.9 | € 9.3 | € 15.2 | € 28.4 | | Adjusted Operating Income (million Euros) | € 5.0 | € 5.5 | € 4.1 | € 16.6 | | Adjusted Net Income (million Euros) | € 3.8 | € 5.4 | € 3.2 | € 21.4 | - GMV, active customers, total orders shipped, and average order value are operating metrics calculated based on data from the last twelve months (LTM)[139] - Adjusted EBITDA, Adjusted Operating Income, and Adjusted Net Income are non-IFRS financial measures used to assess business performance, excluding items beyond management's control or not reflecting core operating performance[139] Factors Affecting our Performance LuxExperience B.V.'s performance is influenced by economic trends, brand awareness, luxury brand partnerships, online luxury market growth, category expansion, inventory management, and investments in operations and infrastructure, requiring effective management to sustain growth and profitability - Overall economic conditions and changes in consumer behavior significantly impact the company's business, with positive economic conditions fostering consumption and economic weakness potentially having a negative impact[158] - The company continuously invests in brand marketing activities to expand brand awareness and relies on long-term partnerships with top luxury fashion brands[159][160] - The online luxury market is expected to continue growing, and the company seizes market opportunities by expanding into categories such as men's wear, kids' wear, and lifestyle products[161][162] - The company utilizes customer data and buyer expertise for inventory management and plans to invest in operations, fulfillment capabilities, and logistics infrastructure to enhance efficiency and support business growth[163][164] - The Curated Platform Model (CPM) integrates direct retail operations with brand partners, offering scalable desirable products, improving capital efficiency, and increasing revenue and profit[166] Components of our Results of Operations This section defines LuxExperience B.V.'s operating performance components, including net sales, cost of sales (exclusive of depreciation and amortization), gross profit, shipping and payment costs, marketing expenses, selling, general and administrative expenses, depreciation and amortization, other income (expense) net, and finance costs net, explaining their main constituents and influencing factors - Net sales include revenue from sales of apparel, bags, shoes, accessories, fine jewelry, and other categories, as well as shipping revenue and duties paid, net of promotional discounts and returns, typically recognized upon delivery to the end customer[167] - Cost of sales (exclusive of depreciation and amortization) includes the cost of goods sold (net of trade discounts) and inventory write-downs, related to changes in net sales and inventory write-downs[168] - Selling, general and administrative expenses include personnel costs (salaries, benefits, etc.) and general administrative expenses (IT, rent, consulting, insurance, share-based compensation, other transaction-related expenses, etc.)[172] - Finance costs net include interest expenses on the Revolving Credit Facility (RCF) and leases[175][176] Detailed Results of Operations This section provides a detailed analysis of LuxExperience B.V.'s operating results for the three and nine months ended March 31, 2025, covering changes and drivers for GMV, net sales, cost of sales, gross profit, shipping and payment costs, marketing expenses, SG&A, depreciation and amortization, net finance costs, and income tax (expense) benefit Consolidated Statements of Profit & Loss For the three and nine months ended March 31, 2025, LuxExperience B.V. experienced growth in net sales but also an expansion of both operating and net losses Consolidated Statements of Profit & Loss (thousand Euros) | Metric | March 31, 2024 (3 months) | March 31, 2025 (3 months) | March 31, 2024 (9 months) | March 31, 2025 (9 months) | | :--------------------------------------- | :--------------------- | :--------------------- | :--------------------- | :--------------------- | | Net Sales | 233,568 | 242,508 | 617,664 | 667,194 | | Cost of Sales (exclusive of depreciation and amortization) | (132,290) | (133,976) | (338,964) | (356,443) | | Gross Profit | 101,277 | 108,532 | 278,700 | 310,751 | | Operating Loss | (2,106) | (5,422) | (20,355) | (38,006) | | Finance Costs, Net | (1,283) | (969) | (3,488) | (4,143) | | Net Loss | (3,320) | (5,493) | (21,307) | (33,704) | Performance Ratios For the three and nine months ended March 31, 2025, LuxExperience B.V. improved its gross margin, reduced adjusted shipping and payment costs as a percentage of GMV, but saw an increase in marketing expenses and adjusted SG&A as a percentage of GMV Performance Ratios (as % of GMV/Net Sales) | Metric | March 31, 2024 (3 months) | March 31, 2025 (3 months) | March 31, 2024 (9 months) | March 31, 2025 (9 months) | | :--------------------------------------- | :--------------------- | :--------------------- | :--------------------- | :--------------------- | | GMV | 100.0% | 100.0% | 100.0% | 100.0% | | Net Sales as % of GMV | 92.7% | 92.8% | 91.6% | 92.3% | | Cost of Sales as % of GMV | (52.5%) | (51.3%) | (50.3%) | (49.3%) | | Gross Profit as % of Net Sales | 43.4% | 44.8% | 45.1% | 46.6% | | Adjusted Shipping and Payment Costs as % of GMV | (15.3%) | (14.0%) | (14.7%) | (13.8%) | | Marketing Expenses as % of GMV | (9.2%) | (10.2%) | (10.4%) | (11.3%) | | Adjusted Selling, General and Administrative Expenses as % of GMV | (12.2%) | (13.0%) | (14.0%) | (13.6%) | | Adjusted Depreciation and Amortization as % of GMV | (1.5%) | (1.5%) | (1.6%) | (1.6%) | | Adjusted Operating Income as % of Net Sales | 2.1% | 2.3% | 0.7% | 2.5% | Gross Merchandise Value (GMV) Analysis For the three and nine months ended March 31, 2025, LuxExperience B.V.'s GMV grew by 3.8% and 7.2%, respectively, primarily driven by an increase in Average Order Value (AOV) - For the three months ended March 31, 2025, GMV increased by 9.5 million Euros (3.8%); for the nine-month period, it increased by 48.2 million Euros (7.2%)[179] - GMV growth was primarily driven by an increase in Average Order Value (AOV)[179] Net Sales Analysis For the three and nine months ended March 31, 2025, LuxExperience B.V.'s net sales grew by 3.8% and 8.0%, respectively, with the nine-month growth outpacing GMV due to stronger performance from wholesale brands over Curated Platform Model (CPM) brands and CPM commissions being less than 10% of net sales - For the three months ended March 31, 2025, net sales increased by 8.9 million Euros (3.8%); for the nine-month period, they increased by 49.5 million Euros (8.0%)[180] - Net sales growth for the nine-month period outpaced GMV, primarily due to stronger performance from wholesale brands over Curated Platform Model (CPM) brands, and CPM commissions being less than 10% of net sales[180] Cost of Sales Analysis For the three and nine months ended March 31, 2025, LuxExperience B.V.'s cost of sales (exclusive of depreciation and amortization) increased by 1.3% and 5.2%, respectively, aligning with GMV and net sales growth but at a lower rate, leading to an improved gross margin - For the three months ended March 31, 2025, cost of sales (exclusive of depreciation and amortization) increased by 1.7 million Euros (1.3%); for the nine-month period, it increased by 17.5 million Euros (5.2%)[182] - The growth in cost of sales is consistent with the trends in GMV and net sales, but at a lower growth rate, leading to an improved gross margin[182] Gross Profit Analysis For the three and nine months ended March 31, 2025, LuxExperience B.V.'s gross profit grew by 7.2% and 11.5%, respectively, with gross margin improving by 140 basis points and 150 basis points, primarily due to a higher proportion of full-price sales - For the three months ended March 31, 2025, gross profit increased by 7.3 million Euros (7.2%); for the nine-month period, it increased by 32.1 million Euros (11.5%)[183] - Gross margin improved by 140 basis points for the three-month period and 150 basis points for the nine-month period, primarily driven by a higher proportion of full-price sales[183] Shipping and Payment Costs Analysis For the three and nine months ended March 31, 2025, LuxExperience B.V.'s shipping and payment costs decreased by 6.8% and 0.4%, respectively, with the percentage of GMV declining due to an increase in Average Order Value (AOV) - For the three months ended March 31, 2025, shipping and payment costs decreased by 2.7 million Euros (6.8%); for the nine-month period, they decreased by 0.5 million Euros (0.4%)[184] - Shipping and payment costs as a percentage of GMV decreased from 15.6% to 14.0% for the three-month period and from 14.8% to 13.8% for the nine-month period, primarily driven by an increase in Average Order Value (AOV)[184] Marketing Expenses Analysis For the three and nine months ended March 31, 2025, LuxExperience B.V.'s marketing expenses increased by 14.9% and 16.2%, respectively, with the percentage of net sales and GMV rising due to increased marketing activities and events aimed at attracting new high-potential customers and retaining top existing clients - For the three months ended March 31, 2025, marketing expenses increased by 3.4 million Euros (14.9%); for the nine-month period, they increased by 11.3 million Euros (16.2%)[187] - Marketing expenses as a percentage of net sales and GMV increased, primarily driven by increased marketing activities and events to attract new customers and retain existing ones[188] Selling, General and Administrative Expenses Analysis For the three and nine months ended March 31, 2025, LuxExperience B.V.'s Selling, General and Administrative (SG&A) expenses increased by 20.9% and 27.3%, respectively, primarily driven by a significant rise in other transaction-related, specific legal, and other expenses, though adjusted SG&A as a percentage of GMV decreased for the nine-month period after excluding share-based compensation and these special expenses - For the three months ended March 31, 2025, SG&A expenses increased by 7.8 million Euros (20.9%); for the nine-month period, they increased by 32.1 million Euros (27.3%)[189] - The increase in SG&A expenses was primarily driven by other transaction-related, specific legal, and other expenses, amounting to 7.4 million Euros and 38.3 million Euros for the three and nine-month periods, respectively[189] - Excluding share-based compensation and special expenses, adjusted SG&A expenses as a percentage of GMV decreased from 14.0% to 13.6% for the nine-month period[192] Depreciation and Amortization Analysis For the three months ended March 31, 2025, LuxExperience B.V.'s depreciation and amortization expenses remained constant, but for the nine-month period, they increased by 34.4%, primarily due to a 3.1 million Euro impairment loss on property and equipment related to the closure of the Heimstetten distribution center - For the three months ended March 31, 2025, depreciation and amortization expenses remained constant; for the nine-month period, they increased by 3.8 million Euros (34.4%)[195] - The increase for the nine-month period was primarily driven by a 3.1 million Euro impairment loss on property and equipment related to the closure of the Heimstetten distribution center[195] Finance Costs, Net Analysis For the three months ended March 31, 2025, LuxExperience B.V.'s net finance costs decreased by 24.4%, but for the nine-month period, they increased by 18.8%, mainly due to higher utilization of the Revolving Credit Facility (RCF), with the nine-month period also including a 0.5 million Euro RCF agreement amendment fee - For the three months ended March 31, 2025, net finance costs decreased by 0.3 million Euros (24.4%); for the nine-month period, they increased by 0.7 million Euros (18.8%)[197] - The increase in net finance costs for the nine-month period was primarily due to higher utilization of the Revolving Credit Facility (RCF)[197] - Finance costs for the nine-month period also included a 0.5 million Euro RCF agreement amendment fee, incurred to permit the business combination[198] Income Tax (Expense) Benefit Analysis For the nine months ended March 31, 2025, LuxExperience B.V.'s income tax benefit was primarily driven by 7.2 million Euros in deferred tax benefits and 1.2 million Euros in current tax benefits, with changes in the effective tax rate influenced by non-deductible share-based compensation expenses and the application of a positive tax rate to losses under German tax law due to expected positive annual pre-tax income - For the nine months ended March 31, 2025, the income tax benefit was primarily driven by 7.2 million Euros in deferred tax benefits and 1.2 million Euros in current tax benefits[199] - Changes in the effective tax rate and tax expenses were primarily influenced by non-deductible share-based compensation (SBC) expenses and the application of a positive tax rate to losses due to expected positive annual pre-tax income under German tax law[200] Liquidity and Capital Resources LuxExperience B.V.'s liquidity primarily stems from cash generated by operations, existing cash and cash equivalents, and a 75 million Euro revolving credit facility (RCF), from which 25 million Euros were drawn as of March 31, 2025, with reduced cash outflows from operating and investing activities and slightly decreased financing cash inflows, and the company expects sufficient liquidity for the next twelve months - The company's primary sources of liquidity are cash generated from operating activities, existing cash and cash equivalents, and a 75 million Euro Revolving Credit Facility (RCF)[202] - As of March 31, 2025, the company had drawn 25 million Euros in cash from the RCF, with an additional 8.6 million Euros used for guarantees[202] Summary of Consolidated Cash Flow Data (thousand Euros) | Metric | March 31, 2024 (3 months) | March 31, 2025 (3 months) | March 31, 2024 (9 months) | March 31, 2025 (9 months) | | :--------------------------------------- | :--------------------- | :--------------------- | :--------------------- | :--------------------- | | Net Cash Flow from Operating Activities | (11,622) | 18,726 | (26,389) | (13,881) | | Net Cash Outflow from Investing Activities | (4,855) | (553) | (9,411) | (2,261) | | Net Cash Flow from Financing Activities | 20,546 | (17,703) | 16,230 | 15,208 | - The company expects its existing cash balance, cash flows from operating activities, and financing arrangements under the RCF to be sufficient to meet its operating needs for the next twelve months[206] Quantitative and Qualitative Disclosures About Market Risk Interest Rate Risk LuxExperience B.V.'s cash and cash equivalents are primarily held in short-term deposits, thus their fair value is not significantly affected by interest rate changes, and the company does not expect interest rates to materially impact its operating results - The fair value of the company's cash and cash equivalents is not significantly affected by changes in interest rates due to the short-term nature of these instruments[213] - The company does not expect interest rates to have a material impact on its operating results[213] Foreign Exchange Risk LuxExperience B.V.'s revenue, denominated in eight currencies with significant portions in Euros, US Dollars, and British Pounds, is susceptible to foreign exchange rate fluctuations, which the company mitigates through hedging five major currencies, though not entirely eliminating risk, and with hedging contracts typically under one year - The company's revenue is denominated in eight currencies, with significant portions in Euros, US Dollars, and British Pounds, making revenue susceptible to foreign exchange rate fluctuations[214] - To mitigate foreign exchange risk, the company hedges five major currencies, but hedging strategies cannot completely eliminate risk, and hedging contracts typically have a term of less than one year[215] - Approximately 90% of the company's purchases are denominated in Euros, and about 95% of its employees are located in Germany or other Eurozone countries, thus cost of sales and operating expenses are less affected by foreign exchange risk[214] Recent Accounting Pronouncements For a detailed discussion of recent accounting pronouncements, please refer to LuxExperience B.V.'s consolidated financial statements - For a detailed discussion of recent accounting pronouncements, please refer to the company's consolidated financial statements[216] Legal Proceedings Legal Proceedings Overview LuxExperience B.V. is occasionally involved in legal proceedings and claims, but management believes no current litigation will materially adversely affect the company's business, operating results, cash flows, or financial condition, though future litigation may be necessary to protect its legal rights - The company is involved in legal proceedings and claims from time to time, but management believes no current litigation will materially adversely affect the company's business, operating results, cash flows, or financial condition[218] - The company may need to take additional legal action in the future to enforce its intellectual property and contractual rights, protect confidential information, or determine the validity and scope of others' proprietary rights[218]