Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

 

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934

For the month of August 2024

Commission File Number 001-41836

Birkenstock Holding plc

 

(Translation of registrant’s name into English)

 

1-2 Berkeley Square

London W1J 6EA

United Kingdom
(Address of principal executive office)

 

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 ☒ Form 40-F ☐

 

 

 

 

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Explanatory Note

 

On August 29, 2024, Birkenstock Holding plc issued a press release reporting its third quarter fiscal year 2024 financial results. A copy of the press release is furnished as Exhibit 99.1 to this Report on Form 6-K and incorporated by reference herein.

 

The information in this Report on Form 6-K (including Exhibit 99.1 hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

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Exhibit Index

 

Exhibit Number	Description
99.1	Press Release of Birkenstock Holding plc, dated August 29, 2024.

 

3

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SIGNATURES

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.

 

		Birkenstock Holding plc
Date: August 29, 2024		By:/s/ Ruth Kennedy______________
		Name: Ruth Kennedy
		Title: Director

 

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PRESS RELEASE		MEDIA CONTACT Birkenstock Holding plc [e-mail]
LONDON, UNITED KINGDOM || AUGUST 29, 2024

 

 

BIRKENSTOCK REPORTS RECORD THIRD QUARTER REVENUE, UP 19% Year-over-year, driven by continued STRONG and growing CONSUMER DEMAND

 

 

Birkenstock Holding plc (“BIRKENSTOCK”, the “Company” or “we”, NYSE: BIRK) today announces financial results for the third quarter of fiscal 2024, ended June 30, 2024. The Company reports record third quarter 2024 revenue and year-over-year growth of 19% on a reported and constant currency basis, driven by continued strong and growing consumer demand for its products across all segments, channels and categories.

 

Financial highlights for the fiscal third quarter 2024 ended June 30, 2024, (compared to the fiscal third quarter 2023 ended June 30, 2023, unless otherwise stated):

 

•

Revenue of EUR 565 million, an increase of 19% on a reported basis and constant currency basis

•

Strong double-digit revenue growth across all segments including revenue growth of 15% in the Americas, 19% in Europe and 41% in APMA on a constant currency basis

•

DTC revenue growth of 14% and B2B revenue growth of 23% on a constant currency basis

•

Gross profit margin of 59.5%, down 220 basis points from 61.7% due to the temporary impact of production capacity expansion combined with the increase in B2B share compared to a year ago

•

Net profit of EUR 75 million, up 18% from EUR 63 million; EPS of EUR 0.40, up 15% from EUR 0.35

•

Adjusted Net profit of EUR 92 million, up 14%, and Adjusted EPS of EUR 0.49, up 11%

•

Adjusted EBITDA of EUR 186 million, up 15% year-over-year; Adjusted EBITDA margin of 33.0%, down 140 basis points from 34.4% a year ago, the majority of which related to the temporary Gross profit margin impact of production capacity expansion, incremental public company costs and investments in retail expansion, partially offset by an increase in B2B share compared to a year ago

 

1	BIRKENSTOCK HOLDING PLC || press release || August 29, 2024

 

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•

Cash flows from operating activities of EUR 281 million, compared to EUR 237 million a year ago, resulting in a net leverage ratio of 2.1x LTM EBITDA as of June 30, 2024

•

Confirming fiscal 2024 guidance for revenue growth for 20% in constant currency and Adjusted EBITDA margin of 30-30.5%.

Oliver Reichert, CEO of BIRKENSTOCK Group and Member of the Board of Directors of the Company: “Our results for the third quarter of 2024 once again demonstrate the strength of our business model and our ability to achieve the growth and profitability goals we set out for you during our IPO and recent secondary offering roadshow. We achieved the highest quarterly revenue in our history, driven by unbreakable and growing demand across all segments, channels and categories. As a Superbrand we are gaining the attention of our key retail partners and their consumers, who are becoming increasingly selective and more intentional in their spending. They are also looking for more physical touch-points with the products. Our Q3 results demonstrate our ability to meet consumer demand and align with shopping patterns while maintaining our disciplined engineered distribution approach, which remains our guiding principle. We remain confident in our ability to deliver on our medium to long-term objectives for mid-to-high teens revenue growth, gross profit margin of 60% and Adjusted EBITDA margin of over 30%.”

 

Fiscal third quarter 2024 results demonstrate continued strong and growing consumer demand

BIRKENSTOCK reports record third quarter revenue of EUR 565 million, up 19% compared to fiscal third quarter 2023 on a constant currency basis, continuing its track record of strong double-digit revenue growth. Top-line growth was the result of strong consumer demand supported by new production capacity and category expansion. Revenue growth benefited from increased sales of closed-toe silhouettes, which grew at over twice the brand average and closed-toe penetration increased 400 basis points year-over-year.

During the fiscal third quarter, BIRKENSTOCK saw strong growth across all segments and channels and continued to benefit from significant geographic expansion, increased usage occasions and distribution white space. The Company opened 7 new owned stores, bringing the total number of owned retail stores to 64.

B2B revenue grew 23% year-over-year as wholesale demand, supported by strong sell-through, remains very high. Over 90% of B2B growth came from within existing doors as key retail partners continue to expand the breadth and depth of their BIRKENSTOCK offerings to meet growing consumer demand. DTC revenue grew 14% on a constant currency basis in the fiscal third quarter 2024 against a very strong fiscal third quarter 2023 (which grew 26% from the fiscal third quarter 2022), resulting in a DTC penetration rate of 40%.

Broad-based double-digit revenue growth across all segments and channels

In the Americas, strong consumer momentum and demand for the brand continued to drive record sales in the fiscal third quarter of 2024. BIRKENSTOCK delivered constant currency revenue growth of 15% in the third quarter, supported by continued growth in both the B2B and DTC channels. B2B growth was driven by over 25% growth in key department store partners, many of whom drove meaningful brand exposure with 250-year anniversary in-store highlight executions and allocated increased space in support of the initiatives.

In Europe, BIRKENSTOCK continues to see market-leading growth and share gains across the region. Revenue in Europe grew 19% on a constant currency basis, driven by strong demand in both the B2B and DTC channels. Better alignment with key retail partners led to increased orders and better sell-through performance throughout the region, with

 

2	BIRKENSTOCK HOLDING PLC || press release || August 29, 2024

 

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particular strength in France and Benelux, where distributor partners were recently phased out and replaced by healthy direct distribution.

In the APMA region, BIRKENSTOCK achieved revenue growth of 41% on a constant currency basis for the fiscal third quarter 2024, due to strong, emergent consumer demand throughout the region. The Company opened 4 new owned stores, including 3 in India and 1 in Japan, bringing the total in the APMA region to 23. Additionally, the Company added 10 new mono-brand partner stores.

Investing in production capacity to meet consumer demand and expand footprint

BIRKENSTOCK invested EUR 15 million in capital expenditures in the quarter, bringing the total year-to-date to EUR 50 million. As previously communicated, the ongoing capacity expansion, including the new Pasewalk production facility, provides the Company with the bandwidth and flexibility to expand its footprint into underpenetrated segments and categories. The Company estimates the temporary impact of this investment reduced gross profit margin and Adjusted EBITDA margin by 120 basis points in the third quarter.

BIRKENSTOCK continues to have a strong balance sheet with cash and cash equivalents of EUR 404 million and net leverage of 2.1x as of June 30, 2024. On May 28, 2024, the Company announced its subsidiaries' refinancing of the existing term loans and the replacement of the undrawn ABL facility with a new revolving credit facility, including the repayment of approximately USD 50 million, which was completed on August 2, 2024. The Company notified its lenders earlier this week of its intention to repay an additional USD 100 million on September 3, 2024. The Company remains committed to further deleveraging its balance sheet with free cash flow and has a stated target of 2x net leverage by the end of the calendar year.

Financial outlook

The Company confirms its fiscal 2024 guidance for revenue growth of approximately 19% on a reported basis and 20% on a constant currency basis and an Adjusted EBITDA margin of 30-30.5%. The Company reiterates its medium to long-term profitability objectives for Gross profit margin of approximately 60% and Adjusted EBITDA margin over 30%.

 

 

3	BIRKENSTOCK HOLDING PLC || press release || August 29, 2024

 

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Conference call information

BIRKENSTOCK will host a call to discuss fiscal third quarter 2024 results on August 29, 2024, at 8:00 a.m. Eastern Time (1:00 p.m. British Summer Time). A webcast of the call will be accessible on the Company’s Investor Relations website at https://www.birkenstock-holding.com. To join the phone line, please dial 1-888-506-0062 (US) or 1-973-528-0011 (International). The access code for the call is 344410. To access the phone line replay after the conclusion of the call, please dial 1-877-481-4010 (US) or 1-919-882-2331 (International). The access code for the replay is 50923. An archive of the webcast will also be available on BIRKENSTOCK’s Investor Relations website.

 

 

ABOUT BIRKENSTOCK

Birkenstock Holding plc is the ultimate parent Company of Birkenstock Group B.V. & Co. KG and its subsidiaries (the "Birkenstock Group"). BIRKENSTOCK is a global brand which embraces all consumers regardless of geography, gender, age and income and which is committed to a clear purpose - encouraging proper foot health. Deeply rooted in studies of the biomechanics of the human foot and backed by a family tradition of shoemaking that can be traced back to 1774, BIRKENSTOCK is a timeless «super brand» with a brand universe that transcends product categories and ranges from entry-level to luxury price points while addressing the growing need for a conscious and active lifestyle. Function, quality and tradition are the core values of the Zeitgeist brand which features products in the footwear, sleep systems and natural cosmetics categories. BIRKENSTOCK is the inventor of the footbed and has shaped the principle of walking as intended by nature ("Naturgewolltes Gehen").

INVESTOR & MEDIA CONTACT

Birkenstock Holding plc

[e-mail]

 

4	BIRKENSTOCK HOLDING PLC || press release || August 29, 2024

 

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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

Certain statements in this press release may constitute “forward-looking” statements and information within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Such forward-looking statements relate to our current expectations and views of future events, including our current expectations and views with respect to, among other things, our operations and financial performance. In particular, such forward-looking statements include statements relating to our fiscal year 2024 outlook. Forward-looking statements include all statements that do not relate to matters of historical fact. In some cases, you can identify these forward-looking statements by the use of words such as “anticipate,” “believe,” “could,” “expect,” “should,” “plan,” “intend,” “estimate” and “potential,” “aim,” “anticipate,” “assume,” “continue,” “could,” “expect,” “forecast,” “guidance,” “intend,” “may,” “ongoing,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” “would” or similar words or phrases, or the negatives of those words or phrases. The forward-looking statements contained in this press release are based on the Company’s management’s current expectations and are not guarantees of future performance. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward- looking statements. Our actual results could differ materially from those expected in our forward-looking statements for many reasons, including: our dependence on the image and reputation of the BIRKENSTOCK brand; the intense competition we face from both established companies and newer entrants into the market; our ability to execute our DTC growth strategy and risks associated with our e-commerce platforms; our ability to adapt to changes in consumer preferences and attract new customers; harm to our brand and market share due to counterfeit products; our ability to successfully operate and expand retail stores; losses and liabilities arising from leased and owned real estate; risks relating to our non-footwear products; failure to realize expected returns from our investments in our businesses and operations; our ability to adequately manage our acquisitions, investments or other strategic initiatives; our ability to manage our operations at our current size or manage future growth effectively; our dependence on third parties for our sales and distribution channels; risks related to the conversion of wholesale distribution markets to owned and operated markets and risks related to productivity or efficiency initiatives; operational challenges relating to the distribution of our products; deterioration or termination of relationships with major wholesale partners; global or regional health events such as the COVID-19 pandemic; seasonality, weather conditions and climate change; adverse events influencing the sustainability of our supply chain or our relationships with major suppliers or increases in raw materials or labor costs; our ability to effectively manage inventory; unforeseen business interruptions and other operational problems at our production facilities; disruptions to our shipping and delivery arrangements; failure to attract and retain key employees and deterioration of relationships with employees, employee representative bodies and stakeholders; risks relating to our intellectual property rights; risks relating to regulations governing the use and processing of personal data; disruption and security breaches affecting information technology systems; natural disasters, public health crises, political crises, civil unrest and other catastrophic events beyond our control; economic conditions impacting consumer spending, such as inflation; currency exchange rate fluctuations; risks related to litigation, compliance and regulatory matters; risks and costs related to corporate responsibility and ESG matters; inadequate insurance coverage, or increased insurance costs; tax- related risks; risks related to our indebtedness; risks related to our status as a foreign private issuer and a “controlled company”; and the factors described in the sections titled “Cautionary Statement Regarding Forward-Looking Statements” and “Risk Factors” in our Annual Report on Form 20-F filed with the Securities and Exchange Commission on January 18, 2024 as updated by our reports on Form 6-K that update, supplement or supersede such information. Any forward-looking statement made by us in this press release speaks only as of the date of this press release and is expressly qualified in its entirety by the cautionary statements included in this press release. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments, or otherwise, except as required by law.

 

5	BIRKENSTOCK HOLDING PLC || press release || August 29, 2024

 

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Non-IFRS Financial Information

This press release includes “non-IFRS measures” that are financial measures that either exclude or include amounts that are not excluded or included in the most directly comparable measures calculated and presented in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS”). Specifically, we make use of the non-IFRS financial measures Adjusted EBITDA, Adjusted EBITDA Margin, Constant Currency Revenue, Adjusted EPS, Adjusted Net profit, Net leverage and Net debt, which are not recognized measures under IFRS and should not be considered as alternatives to net income (loss), as a measure of financial performance or any other performance measure derived in accordance with IFRS.

We discuss non-IFRS financial measures in this press release because they are a basis upon which our management assesses our performance, and we believe they reflect underlying trends and are indicators of our business. Additionally, we believe that such non-IFRS financial measures and similar measures are widely used by securities analysts, investors and other interested parties as a means of evaluating a Company’s performance.

Our non-IFRS financial measures may not be comparable to similarly titled measures used by other companies. Our non-IFRS financial measures have limitations as analytical tools, as they do not reflect all the amounts associated with our results of operations as determined in accordance with IFRS. Our non-IFRS financial measures should not be considered in isolation, nor should they be regarded as a substitute for, or superior to, measures calculated and presented in accordance with IFRS. A reconciliation is provided in the tables accompanying this press release for each non-IFRS financial measure in this press release to the most directly comparable financial measure stated in accordance with IFRS. A reconciliation is not provided for any forward-looking non-IFRS financial measures as such a reconciliation is not available without unreasonable efforts.

 

 

6	BIRKENSTOCK HOLDING PLC || press release || August 29, 2024

 

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Birkenstock Holding plc

Consolidated Statements of Profit

(Unaudited, In thousands of Euros, except share and per share information)

 

		Nine months ended June 30,								Three months ended June 30,
		2024				2023				2024				2023
Revenue			1,348,926				1,117,368				564,758				473,195
Cost of sales			(556,973	)			(436,532	)			(228,833	)			(181,129	)
Gross profit			791,953				680,836				335,925				292,066
Operating expenses
Selling and distribution expenses			(365,824	)			(309,521	)			(149,185	)			(136,654	)
General administration expenses			(81,754	)			(86,836	)			(27,377	)			(32,312	)
Foreign exchange gain (loss)			(21,295	)			(51,350	)			(4,157	)			(3,596	)
Other income (expense), net			473				2,452				267				(1,493	)
Profit (loss) from operations			323,553				235,581				155,473				118,011
Finance cost, net			(108,017	)			(81,358	)			(44,578	)			(26,694	)
Profit (loss) before tax			215,536				154,223				110,895				91,317
Income tax expense			(76,399	)			(50,914	)			(36,255	)			(28,215	)
Net profit (loss)			139,137				103,309				74,640				63,102
Earnings per share
Basic			0.74				0.57				0.40				0.35
Diluted			0.74				0.57				0.40				0.35
Shares			187,522,182				182,721,369				187,827,437				182,721,369

 

 

7	BIRKENSTOCK HOLDING PLC || press release || August 29, 2024

 

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Birkenstock Holding plc

Condensed Consolidated Statements of Financial Position

(Unaudited, In thousands of Euros)

 

		June 30,				September 30,
		2024				2023
Assets
Non-current assets
Goodwill			1,581,085				1,593,917
Intangible assets (other than goodwill)			1,681,432				1,705,736
Property, plant and equipment			312,452				286,053
Right-of-use assets			162,929				122,984
Other assets			37,285				38,234
Total non-current assets			3,775,183				3,746,924
Current assets
Inventories			619,125				595,092
Right to return assets			2,319				1,132
Trade and other receivables			201,488				91,764
Current tax assets			8,968				10,361
Other current assets			30,774				37,789
Cash and cash equivalents			404,347				344,408
Total current assets			1,267,021				1,080,546
Total assets			5,042,204				4,827,470
Shareholders' equity and liabilities
Shareholders' equity			2,641,222				2,400,589
Non-current liabilities
Loans and borrowings			1,325,221				1,815,695
Tax receivable agreement liability			353,557			—
Lease liabilities			138,561				103,049
Provisions for employee benefits			2,933				2,716
Other provisions			2,255				2,074
Deferred tax liabilities			124,841				109,794
Deferred income			13,672				10,634
Other liabilities			4,766				4,338
Total non-current liabilities			1,965,806				2,048,300
Current liabilities
Loans and borrowings			17,140				37,343
Lease liabilities			34,733				27,010
Trade and other payables			146,762				123,012
Accrued liabilities			35,013				38,645
Other financial liabilities			6,553				7,085
Other provisions			30,487				36,495
Contract liabilities			10,374				7,018
Tax liabilities			132,309				83,332
Deferred income			-				2,680
Other current liabilities			21,805				15,961
Total current liabilities			435,176				378,581
Total liabilities			2,400,982				2,426,881
Total shareholders' equity and liabilities			5,042,204				4,827,470

 

 

8	BIRKENSTOCK HOLDING PLC || press release || August 29, 2024

 

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Birkenstock Holding plc

Consolidated Statements of Cash Flows

(Unaudited, In thousands of Euros)

 

		Nine months ended June 30,								Three months ended June 30,
Cash flows from operating activities		2024				2023				2024				2023
Net income (loss)			139,137				103,309				74,640				63,102
Adjustments to reconcile net profit (loss) to net cash flows from operating activities
Depreciation and amortization			72,193				61,807				24,808				21,233
Change in expected credit loss			(540	)			1,088				(411	)			32
Finance cost, net			108,017				81,358				44,579				26,694
Net exchange differences			21,295				51,350				4,157				3,095
Non-cash operating items			1,993				18,141				(402	)			14,761
Income tax expense			76,399				50,914				36,254				28,215
Income tax paid			(8,772	)			(2,753	)			1,381				(3,675	)
MIP personal income tax paid			(11,426	)			-				-				-
Changes in Working capital:
- Inventories			(29,859	)			(68,891	)			36,043				20,188
- Right to return assets			(1,191	)			(491	)			(913	)			(1,653	)
- Trade and other receivables			(97,891	)			(91,887	)			11,249				19,549
- Trade and other payables			24,220				29,060				24,199				32,709
- Accrued liabilities			(3,340	)			12,870				4,469				4,733
- Other current financial liabilities			1,119				(9,693	)			255				(1,127	)
- Other current provision			(5,852	)			(6,552	)			9,130				382
- Contract liabilities			3,330				11,118				455				9,022
- Prepayments			(4,397	)			-				3,835				-
- Other			1,658				225				7,752				(368	)
Net cash flows provided by operating activities			286,093				240,973				281,481				236,893
Cash flows from investing activities
Interest received net of taxes withheld			3,501				-				1,337				-
Purchases of property, plant and equipment			(49,525	)			(78,166	)			(14,594	)			(27,869	)
Proceeds from sale of property, plant and equipment			20				926				20				370
Purchases of intangible assets			(6,130	)			(2,770	)			(3,826	)			(2,042	)
Proceeds from sale of intangible assets			-				29				-				29
Receipt of government grant			8,739				-				-				-
Net cash flows (used in) investing activities			(43,395	)			(79,981	)			(17,063	)			(29,512	)
Cash flows from financing activities
IPO Proceeds, net of transaction costs			449,214				-				0				-
Repayment of loans and borrowings			(526,048	)			(50,924	)			(770	)			(47,080	)
Interest paid			(73,592	)			(90,292	)			(24,140	)			(31,660	)
Payments of lease liabilities			(25,461	)			(21,825	)			(8,804	)			(8,161	)
Interest portion of lease liabilities			(6,036	)			(4,217	)			(2,109	)			(1,853	)
Net cash flows (used in) financing activities			(181,923	)			(167,258	)			(35,822	)			(88,754	)
Net increase (decrease) in cash and cash equivalents			60,775				(6,266	)			228,596				118,628
Cash and cash equivalents at beginning of period			344,408				307,078				175,728				171,663
Net foreign exchange difference			(836	)			(11,203	)			23				(681	)
Cash and cash equivalents at end of period			404,347				289,609				404,347				289,609

 

 

9	BIRKENSTOCK HOLDING PLC || press release || August 29, 2024

 

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Birkenstock Holding plc

 

Reconciliation of Revenue

(Unaudited, In thousands of Euros)

 

 

		Nine months ended June 30,												Constant Currency Growth [%]
		2024				2023				Growth [%]
B2B			843,527				697,400				21	%			22	%
DTC			501,792				416,138				21	%			23	%
Corporate / Other			3,607				3,830				(6	)%			(6	)%
Total Revenue			1,348,926				1,117,368				21	%			22	%
Americas			718,364				617,452				16	%			18	%
Europe			473,081				386,044				23	%			22	%
APMA			153,874				110,042				40	%			44	%
Corporate / Other			3,607				3,830				(6	)%			(6	)%
Total Revenue			1,348,926				1,117,368				21	%			22	%

 

		Three months ended June 30,												Constant Currency Growth [%]
		2024				2023				Growth [%]
B2B			340,593				275,655				24	%			23	%
DTC			223,364				196,441				14	%			14	%
Corporate / Other			801				1,099				(27	)%			(27	)%
Total Revenue			564,758				473,195				19	%			19	%
Americas			282,865				244,101				16	%			15	%
Europe			217,405				181,274				20	%			19	%
APMA			63,687				46,721				36	%			41	%
Corporate / Other			801				1,099				(27	)%			(27	)%
Total Revenue			564,758				473,195				19	%			19	%

 

		Nine months ended June 30,				Three months ended June 30,
		2024				2024
Total Revenue			1,348,926				564,758
USD impact			9,175				(2,929	)
CAD impact			1,721				403
Other currencies impact			2,813				1,410
Total Revenue @ constant currencies			1,362,634				563,641
Revenue growth @ constant currencies			22	%			19	%

 

 

 

10	BIRKENSTOCK HOLDING PLC || press release || August 29, 2024

 

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Birkenstock Holding plc

Reconciliation of Net profit to Adjusted Net profit

(Unaudited, In thousands of Euros, except share and per share information)

 

		Nine months ended June 30,								Three months ended June 30,
		2024				2023				2024				2023
Net profit (loss)			139,137				103,309				74,640				63,102
Add (Less) Adjustments:
Share-based compensation expenses(1)			3,591				18,085				-				14,817
Relocation expenses(2)			-				3,502				-				(268	)
Restructuring expenses(3)			-				1,953				-				-
IPO-related costs(4)			7,460				14,739				-				5,247
Secondary offering related costs(5)			1,890				-				1,890				-
Realized and unrealized FX gains / losses(6)			21,295				51,350				4,157				3,596
Release of capitalized transaction costs(7)			26,858				-				16,310				-
Tax adjustment(8)			(14,627	)			(10,920	)			(5,127	)			(6,073	)
Adjusted Net profit (loss)			185,603				182,018				91,870				80,421
Adj. Earnings per share
Basic			0.99				1.00				0.49				0.44
Diluted			0.99				1.00				0.49				0.44
Shares			187,522,182				182,721,369				187,827,437				182,721,369

 

(1) Represents share-based compensation expenses relating to the management investment plan.

(2) Represents relocation expenses which are considered non-recurring expenses and not representative of the operating performance of the business.

(3) Represents restructuring expenses which are considered non-recurring expenses and not representative of the operating performance of the business.

(4) Represents IPO-related costs, which include consulting as well as legal fees.

(5) Represents costs associated with the secondary offering on behalf of the selling shareholder. The secondary offering was completed on June 28, 2024.

(6) Represents the primarily non-cash impact of foreign exchange rates within profit (loss). We do not consider these gains and losses representative of operating performance of the business because they are primarily driven by fluctuations in the USD to Euro foreign exchange rate on intercompany receivables for inventory and intercompany loans.

(7) Three months ended June 30, 2024: Represents capitalized transaction costs of the existing term loans and ABL facility. Due to a new financing agreement (effective August 2, 2024) and replacement of the existing term loans and ABL facility, transaction costs were fully amortized through Finance cost, net, during the third quarter of fiscal 2024. Nine months ended June 30, 2024: Further impact of €11 million from the early repayment of USD 450 million to the USD Term Loan B in the first quarter of fiscal 2024.

(8) Represents income tax effects for the adjustments as outlined above, except for unrealized foreign exchange gain (loss) and share-based compensation expenses since these have not been treated as tax deductible in the initial tax calculation.

 

11	BIRKENSTOCK HOLDING PLC || press release || August 29, 2024

 

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Birkenstock Holding plc

 

Reconciliation of Net profit to EBITDA and Adjusted EBITDA

(Unaudited, In thousands of Euros, except share and per share information)

 

		Nine months ended June 30,								Three months ended June 30,
		2024				2023				2024				2023
Net profit (loss)			139,137				103,309				74,640				63,102
Add:
Income tax expense			76,399				50,914				36,255				28,215
Finance cost, net			108,017				81,358				44,578				26,694
Depreciation and amortization			72,193				61,807				24,809				21,233
EBITDA			395,746				297,388				180,282				139,244
Add Adjustments:
Share-based compensation expenses(1)			3,591				18,085				-				14,817
Relocation expenses(2)			-				3,502				-				(268	)
Restructuring expenses(3)			-				1,953				-				-
IPO-related costs(4)			7,460				14,739				-				5,247
Secondary offering related costs(5)			1,890				-				1,890				-
Realized and unrealized FX gains / losses(6)			21,295				51,350				4,157				3,596
Adjusted EBITDA			429,982				387,017				186,329				162,636

 

(1) Represents share-based compensation expenses relating to the management investment plan.

(2) Represents relocation expenses which are considered non-recurring expenses and not representative of the operating performance of the business.

(3) Represents restructuring expenses which are considered non-recurring expenses and not representative of the operating performance of the business.

(4) Represents IPO-related costs, which include consulting as well as legal fees.

(5) Represents costs associated with the secondary offering on behalf of the selling shareholder. The secondary offering was completed on June 28, 2024.

(6) Represents the primarily non-cash impact of foreign exchange rates within profit (loss). We do not consider these gains and losses representative of operating performance of the business because they are primarily driven by fluctuations in the USD to Euro foreign exchange rate on intercompany receivables for inventory and intercompany loans.

 

 

Birkenstock Holding plc

Reconciliation of Net debt and Net leverage

(Unaudited, In thousands of Euros)

 

		June 30,				September 30,
		2024				2023
Loans and borrowings (Non-current)			1,325,221				1,815,695
+ USD Term Loan (Current)			3,061				7,347
+ Lease liabilities (Non-current)			138,561				103,049
+ Lease liabilities (Current)			34,733				27,010
- Cash and cash equivalents			(404,347	)			(344,408	)
Net debt			1,097,229				1,608,693
Adjusted EBITDA (LTM)			525,671				482,706
Net leverage			2.1	x			3.3	x

 

 

12	BIRKENSTOCK HOLDING PLC || press release || August 29, 2024

 

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