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 January 2025

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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Segment Disclosure

 

During the first quarter of the fiscal year ending September 30, 2025, Birkenstock Holding plc (the “Company”) and together with its subsidiaries, "BIRKENSTOCK", has changed the structure of its internal organization due to operational advantages and complementary benefits between the regions in which it operates, which has resulted in changes to the Company’s operating and reportable segments.

 

Prior to this change, the Company had four operating segments based on its regional hubs: Americas; Europe; Asia, the South Pacific and Australia (“ASPA”); and the Middle East, Africa and India (“MEAI”). These operating segments were reported as three reportable segments: Americas; Europe; and Asia Pacific, Middle East, Africa (“APMA”).

 

From the first quarter of the fiscal year ending September 30, 2025, the Company has merged the Middle East and Africa regions (previously within MEAI) with the Europe operating segment to create a new operating segment referred to as Europe, Middle East, and Africa (“EMEA”). The India region (previously within MEAI) has been merged with the ASPA operating segment to create a new operating segment referred to as Asia-Pacific (“APAC”). As a result, the MEAI operating segment ceased to exist. No changes were made to the composition of the Americas operating segment.

 

Following these changes, the Company’s three new operating and reportable segments going forward are:

(1)

Americas,

(2)

EMEA, and

(3)

APAC.

 

The Company is furnishing this Form 6-K to provide investors with recast segment summary historical financial information and segment historical data that is consistent with its new reportable segments. The segments follow the accounting principles described in the Company’s Annual Report on Form 20-F for the fiscal year ended September 30, 2024. The schedules in Exhibit 99.1 furnished with this Form 6-K provide recast unaudited summary financial information and other data according to the new reportable segments for the previously reported fiscal years ended September 30, 2024 and 2023, and the previously reported quarterly financial information for the quarterly periods included in the fiscal year ended September 30, 2024.

 

In every region the Company believes in teams on the ground, close to its fans and partners. In the newly created EMEA segment, the Company intends to build a strong segment respecting the cultural diversity and business dynamics of all markets in the EMEA region. In Europe, known to be a complex market, BIRKENSTOCK considers diversity as a key driver of its growth strategy. Deepening the Company’s connection with its teams in Middle East and Africa ("MEA") is expected to further drive growth in the region. With regards to the newly created APAC segment, BIRKENSTOCK believes that the new structure with the two most populous countries in the world - China and India – under one roof, better reflects the growth dynamics of its largest white space region. The new structure is expected to improve alignment between its operational local teams and management.

 

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. The information furnished in this Form 6-K should be read in conjunction with the Company’s previously filed SEC reports and is presented for informational purposes only. This information in no way amends or restates

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the Company’s previously reported consolidated statements for any period. In this regard, none of the information furnished in this Form 6-K changes the Company’s previously reported total assets, total equity and liabilities or earnings per share, and the information does not reflect any subsequent information or events, other than as required to reflect the changes in reportable segments as described above.

 

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Exhibit Index

 

Exhibit Number	Description
99.1	Recast Segment Information of Birkenstock Holding plc.

 

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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: January 16, 2025		By:/s/ Ruth Kennedy_____________
		Name: Ruth Kennedy
		Title: Director

 

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Exhibit 99.1

 

 

Birkenstock Holding plc
Recast Financial Information -

Segment Revenue, Adjusted EBITDA, EBITDA and Net Profit

(Unaudited, in thousands of Euros)

 

Selected financial data by segment (unaudited)

Fiscal year ended September 30, 2024

										Year ended September 30, 2024
(In thousands of Euros)		Americas				EMEA				APAC				Total Reportable Segments				Corporate / Other				Total
Net Profit (loss)																							191,602
Add (Less):
Income tax expenses (benefit)																							102,180
Finance cost, net																							127,300
Depreciation and amortization																							101,291
EBITDA			—				—				—				—				—				522,373
Add (Less) Adjustments:
Realized and unrealized FX gains / losses (1)																							19,641
IPO-related costs (2)																							7,460
Share-based compensation expenses (3)																							3,591
Secondary Offering related costs (4)																							1,890
Adjusted EBITDA			301,266				230,840				53,199				585,304				(30,349	)			554,955
Revenue			943,710				687,891				168,807				1,800,408				4,282				1,804,690

 

(1)

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.

(2)

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

(3)

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

(4)

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

Fiscal year ended September 30, 2023

										Year ended September 30, 2023
(In thousands of Euros)		Americas				EMEA				APAC				Total Reportable Segments				Corporate / Other				Total
Net Profit (loss)																							75,022
Add (Less):
Income tax expenses (benefit)																							78,630
Finance cost, net																							107,036
Depreciation and amortization																							83,413
EBITDA			—				—				—				—				—				344,101
Add (Less) Adjustments:
Realized and unrealized FX gains / losses (1)																							36,056
IPO-related costs (2)																							30,603
Share-based compensation expenses (3)																							65,393
Other (4)																							6,553
Adjusted EBITDA			291,712				175,526				36,369				503,607				(20,901	)			482,706
Revenue			804,690				561,805				120,126				1,486,621				5,289				1,491,911

 

 

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(1)

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.

(2)

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

(3)

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

(4)

Represents non-recurring expenses that we do not consider representative of the operating performance of the business, primarily comprised of relocation expenses of € 4.6 million for fiscal 2023, restructuring expenses of €2.0 million for fiscal 2023.

Three months ended September 30, 2024

		Three months ended September 30, 2024
(In thousands of Euros)		Americas				EMEA				APAC				Total Reportable Segments				Corporate / Other				Total
Net Profit (loss)																							52,464
Add (Less):
Income tax expenses (benefit)																							25,781
Finance cost, net																							19,283
Depreciation and amortization																							29,098
EBITDA			—				—				—				—				—				126,626
Add (Less) Adjustments:
Realized and unrealized FX gains / losses (1)																							(1,654	)
Adjusted EBITDA			66,693				55,452				14,222				136,367				(11,394	)			124,973
Revenue			225,346				181,796				47,947				455,088				675				455,763

 

(1)

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.

Three months ended June 30, 2024

		Three months ended June 30, 2024
(In thousands of Euros)		Americas				EMEA				APAC				Total Reportable Segments				Corporate / Other				Total
Net Profit (loss)																							74,640
Add (Less):
Income tax expenses (benefit)																							36,255
Finance cost, net																							44,578
Depreciation and amortization																							24,809
EBITDA			—				—				—				—				—				180,282
Add (Less) Adjustments:
Realized and unrealized FX gains / losses (1)																							4,157
Secondary Offering related costs (2)																							1,890
Adjusted EBITDA			89,922				88,232				18,126				196,280				(9,952	)			186,329
Revenue			282,865				229,048				52,044				563,957				801				564,758

 

(1)

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.

(2)

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

 

2	BIRKENSTOCK HOLDING PLC || RECAST FINANCIAL INFORMATION

 

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Three months ended March 31, 2024

		Three months ended March 31, 2024
(In thousands of Euros)		Americas				EMEA				APAC				Total Reportable Segments				Corporate / Other				Total
Net Profit (loss)																							71,652
Add (Less):
Income tax expenses (benefit)																							33,470
Finance cost, net																							27,389
Depreciation and amortization																							24,137
EBITDA			—				—				—				—				—				156,648
Add (Less) Adjustments:
Realized and unrealized FX gains / losses (1)																							5,483
IPO-related costs (2)																							166
Adjusted EBITDA			93,097				62,689				9,996				165,783				(3,486	)			162,297
Revenue			254,046				189,519				36,732				480,297				947				481,244

 

(1)

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.

(2)

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

Three months ended December 31, 2023

		Three months ended December 31, 2023
(In thousands of Euros)		Americas				EMEA				APAC				Total Reportable Segments				Corporate / Other				Total
Net Profit (loss)																							(7,154	)
Add (Less):
Income tax expenses (benefit)																							6,674
Finance cost, net																							36,050
Depreciation and amortization																							23,247
EBITDA			—				—				—				—				—				58,817
Add (Less) Adjustments:
Realized and unrealized FX gains / losses (1)																							11,655
IPO-related costs (2)																							7,294
Share-based compensation expenses (3)																							3,591
Adjusted EBITDA			51,553				24,466				10,855				86,874				(5,518	)			81,356
Revenue			181,453				87,528				32,084				301,065				1,859				302,924

 

(1)

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.

(2)

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

(3)

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

 

3	BIRKENSTOCK HOLDING PLC || RECAST FINANCIAL INFORMATION

 

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Comparison Revenue by segment

	Twelve months ended September 30,
(In thousands of Euros)	2024				2023				Change				% Change
Americas		943,710				804,690				139,020				17	%
EMEA		687,891				561,805				126,085				22	%
APAC		168,807				120,126				48,681				41	%
Total Reportable Segment		1,800,408				1,486,621				313,787				21	%
Corporate/Other		4,282				5,290				(1,008	)			-19	%
Total		1,804,690				1,491,911				312,779				21	%
	Three months ended September 30,
(In thousands of Euros)	2024				2023				Change				% Change
Americas		225,346				187,238				38,108				20	%
EMEA		181,796				153,222				28,574				19	%
APAC		47,947				32,624				15,323				47	%
Total Reportable Segment		455,089				373,084				82,006				22	%
Corporate/Other		675				1,459				(784	)			-54	%
Total		455,764				374,543				81,222				22	%
	Three months ended June 30,
(In thousands of Euros)	2024				2023				Change				% Change
Americas		282,865				244,102				38,763				16	%
EMEA		229,048				191,089				37,959				20	%
APAC		52,044				36,904				15,139				41	%
Total Reportable Segment		563,957				472,096				91,860				19	%
Corporate/Other		801				1,099				(298	)			-27	%
Total		564,758				473,196				91,562				19	%
	Three months ended March 31,
(In thousands of Euros)	2024				2023				Change				% Change
Americas		254,046				213,551				40,494				19	%
EMEA		189,519				151,378				38,141				25	%
APAC		36,732				29,284				7,448				25	%
Total Reportable Segment		480,297				394,213				86,084				22	%
Corporate/Other		947				1,470				(523	)			-36	%
Total		481,244				395,683				85,561				22	%
	Three months ended December 31,
(In thousands of Euros)	2024				2023				Change				% Change
Americas		181,453				159,799				21,654				14	%
EMEA		87,528				66,117				21,411				32	%
APAC		32,084				21,313				10,771				51	%
Total Reportable Segment		301,065				247,229				53,836				22	%
Corporate/Other		1,859				1,261				598				47	%
Total		302,924				248,490				54,434				22	%

 

Non-IFRS Financial Measures

We report our financial results in accordance with IFRS; however, management believes that certain non-IFRS financial measures provide useful information in measuring the operating performance and financial condition of the Company and therefore uses them to make decisions. Management believes this information presents helpful comparisons of financial performance between periods by excluding the effect of certain non-recurring items.

We use non-IFRS financial measures, such as Adjusted EBITDA to supplement financial information presented in accordance with IFRS. We believe that excluding certain items from our IFRS results allows management to better understand our consolidated financial performance from period-to-period and better project our future consolidated financial performance as forecasts are developed at a level of detail different from that used to prepare IFRS-based financial measures. Moreover, we believe these non-IFRS financial measures provide our stakeholders with useful

 

4	BIRKENSTOCK HOLDING PLC || RECAST FINANCIAL INFORMATION

 

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information to help them evaluate our operating results by facilitating an enhanced understanding of our operating performance and enabling them to make more meaningful period-to-period comparisons.

These measures do not have a standardized meaning prescribed by IFRS and therefore they may not be comparable to similarly titled measures presented by other companies, and they should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with IFRS.

Adjusted EBITDA is defined as net profit for the period adjusted for income tax expense, finance cost net, depreciation and amortization, further adjusted for the effect of events such as:

•

Share-based compensation expenses relating to the management investment plan;

•

Relocation expenses relating to the move of our products from a warehouse to a different provider which are considered non-recurring expenses and not representative of the operating performance of the business;

•

Restructuring expenses not relating to the operating performance of the business;

•

IPO-related costs consisting of consulting as well as legal fees;

•

Costs associated with the secondary offering on behalf of the selling shareholder; and

•

Realized and unrealized foreign exchange gain (loss).

 

5	BIRKENSTOCK HOLDING PLC || RECAST FINANCIAL INFORMATION

 

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