Bike24 Holding AG

Quarterly Report • May 3, 2023

WE KEEP YOU RIDING

QUARTERLY STATEMENT Q1 MARCH 31, 2023

Table of Contents

At a glance	3
Business Performance	4
Revenue and Earnings Situation	5
Net assets and Financial Position	6
Forecast	8

Consolidated Financial Statements

Condensed consolidated interim statements of profit or loss
and other comprehensive income or Loss	10
Condensed consolidated interim statements of Financial Position	11
Condensed consolidated interim statements of Cash flows	12
Condensed consolidated interim statements of changes in equity	13

At a glance	Q1
Group Revenues1	– 10.5%
	EUR 55.3 m
Adjusted EBITDA Margin1	– 10.9 pp
	–4.7%
Free Cash Flow1	+121.3%
	EUR 1.0 m
Cash and Cash Equivalents2	– 7.7%
	EUR 20.7 m
Active Customers3	+ 16.2%
	970,936
Average Shopping Basket Size	– 6.8%
	EUR 139
Number of Orders	– 5.9%
	394,545
Repeat Orders	–4.7 pp
	69.5%
Average Number of Orders per Active Customer	– 18.48%
	0.41
1

Compared to March 31, 2022 2Compared to December 31, 2022 3 Last twelve months

Business Performance

The challenging macroeconomic environment and the persistently subdued consumer sentiment continued in the first quarter of 2023. High inventory levels in all market segments led to increased promotional activities, which in turn led to margin pressure.

Revenues of EUR 55.3 million were achieved in the first quarter of 2023, a decrease of 10.5% compared to the same quarter of the previous year. The previous year's quarter was not affected by overcapacities and only to a minor extent by the current macroeconomic turmoil. The localized markets Spain, France and Italy recorded an average growth of 109% to EUR 8.7 million, with France (+ 165%) and Italy (+ 138%) in particular recording above average results.

Inventory increased by 1.9% to EUR 85.9 million compared to December 31, 2022, mainly due to seasonal merchandise that usually arrives in the first and third quarter of the year.

As at the reporting date March 31, 2023 the number of active customers was 971 thousand, an increase of 16.2% compared to the previous year's reporting date. In the rolling twelve-month period, the average number of orders per active customer was 1.8 as of the reporting date (previous year: 2.1), while the average total annual order volume per active customer was EUR 263, compared to EUR 303 in the previous year. This is mainly due to the high number of new customers. The number of orders fell slightly by 5.9% to 395 thousand in the reporting period, with 69.5% (3M 2022: 74.3%) of orders coming from returning customers.

The return rate was again moderate at 17.6% after 17.8% in the first quarter of the previous year.

Revenue and Earnings Situation

BIKE24 generated revenues of EUR 55.3 million in the first three months of 2023. This 10.5% decline in sales compared to the same period of the previous year (3M 2022: EUR 61.8 million) is mainly due to the poor general consumer sentiment. Due to heavily promotional activities across the Industry, the gross margin decreased by 6.8 percentage points (pp) to 21.5% in the three-month period.

Other operating expenses increased to EUR 9.0 million (2022: EUR 7.7 million). The reason for this increase is, among other things, a significant rise in consulting costs, which relate to the implementation of the new ERP system as well as expenses for the extension of the syndicated loan agreement.

Earnings before interest, taxes, depreciation and amortization (EBITDA) decreased by EUR 6.8 million to EUR – 3.6 million (3M 2022: EUR 3.2 million). Adjusted for extraordinary expenses of EUR 1.0 million, which mainly include expenses related to the implementation of the new ERP system as well as expenses for the extension of the syndicated loan agreement, earnings before interest, taxes, depreciation and amortization (adjusted EBITDA) were EUR –2.6 million compared to EUR 3.8 million in the same period of the previous year. This corresponds to an adjusted EBITDA margin of –4.7% (2022: 6.2%). The (unadjusted) operating result (EBIT) was EUR – 7.5 million compared to EUR –0.5 million in 2022.

The extension of the loan agreement led to a modification of the contractual payments due to changed conditions, which is reflected in the interest expense by a one-off effect of EUR 2.3 million. After deducting interest and taxes, the Group generated a net result of EUR – 10.0 million compared to EUR –0.6 million in the first three months of 2022.

Net Assets and Financial Position

Net assets

The Group's total assets decreased by 0.4% to EUR 338.5 million as of March 31, 2023 compared to EUR 339.9 million as of December 31, 2022.

Non-current assets decreased by 0.7% to EUR 217.8 million compared to EUR 219.3 million as of December 31, 2022. Investments in non-current assets, which mainly relate to intangible assets, amounted to EUR 2.3 million. This was offset by depreciation and amortization expenses of EUR 3.9 million.

At EUR 120.7 million, current assets are in line with the level as of December 31, 2022 (EUR 120.6 million). Within current assets, the increase in new seasonal stock led to a rise in inventories of EUR 1.6 million, from EUR 84.3 million to EUR 85.9 million. At EUR 20.7 million, cash and cash equivalents were slightly below the level of EUR 22.4 million at the comparable reporting date December 31, 2022.

On March 24, 2023, the existing syndicated loan agreement was extended under new conditions until December 31, 2024. Quarterly regular repayments are to be made on the revolving facility from December 31, 2023. Therefore, as of March 31, 2023, EUR 4.0 million is recognised as a current liability to banks, the remaining loan amount is recognised as a non-current liability.

In the area of current liabilities, trade payables increased by EUR 7.3 million to EUR 14.6 million. Due to a lower amount of goods received towards the end of the year, as it is customary in the industry, liabilities as of December 31, 2022 were comparatively low. As of March 31, 2023, the trade payables correspond to an ordinary level.

Other financial liabilities remained constant at EUR 1.8 million. Other liabilities, which mainly relate to provisions for personnel costs and VAT liabilities to foreign tax authorities, decreased by EUR 0.7 million to EUR 14.9 million. Due to the reclassification of liabilities to banks to non-current liabilities, current liabilities were EUR 27.9 million below the level of the comparative reporting date and amounted to EUR 37.7 million as of March 31, 2023.

Equity decreased slightly by 4.6% to EUR 207.7 million compared to EUR 217.8 million as of December 31, 2022. The equity ratio decreased to 61.4% (December 31, 2022: 64.1%).

Net Assets and Financial Position

Financial Position

BIKE24 generated a positive operating cash flow of EUR 1.1 million from operating activities in the first three months of 2023, compared to EUR – 3.8 million in the same period of the previous year. This was achieved despite the negative result of EUR 10.0 million in the current quarter through optimized trade working capital. The seasonal increase in inventories was significantly lower than in the first quarter of the previous year due to improved inventory management.

At EUR 2.3 million, the cash outflow for investing activities was below the previous year's figure of EUR 3.3 million. The investments in the first three months of 2023 mainly relate to intangible assets, in particular own work capitalised for the webshop and other software.

BIKE24 recorded a cash outflow of EUR 0.4 million from financing activities after a cash inflow of EUR 39.0 million in the same period of the previous year. The cash outflow relates exclusively to the payment of lease liabilities. The cash inflow in the same quarter of the previous year relates to the utilisation of a loan in the amount of EUR 39.0 million.

As of the balance sheet date, cash and cash equivalents amounted to EUR 20.7 million compared to EUR 22.4 million at the end of fiscal year 2022, so that sufficient solvency is ensured. Furthermore, BIKE24 has a credit line with a total volume of EUR 50.0 million, of which EUR 40.0 million had been utilized as of March 31, and a further EUR 1.5 million is reserved under a guarantee.

Forecast

In February 2023, the localization of the online shop for the Netherlands, Belgium and Luxembourg was successfully completed. However, the current economic environment continues to be characterised by the war in Ukraine, raw material shortages, price increases, rising interest rates and disruptions in supply chains.

Despite the ongoing challenges, the company is confident that the existing overcapacities in the cycling market will normalize in the second half of 2023, enabling a positive effect on margins towards the fourth quarter. The company's guidance of sales growth between 0 and 10% and a positive adjusted EBITDA margin of 0 to 3.5% remains unchanged.

Dresden, May 2, 2023

Andrés Martin-Birner Timm Armbrust CEO CEO

CONSOLIDATED FINANCIAL STATEMENTS

JANUARY 1, 2023 – MARCH 31, 2023

IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS), AS ADOPTED BY THE EUROPEAN UNION FOR THE BIKE24 HOLDING AG

I. Condensed consolidated interim statements of profit or loss and other comprehensive income or loss

in EUR k	January 1, 2023 – March 31, 2023 unaudited	January 1, 2022 – March 31, 2022 unaudited
Revenue and other income
Revenue	55,266	61,761
Other income	39	30
Total income	55,305	61,791
Operating expenses
Personnel expenses	– 6,471	– 6,595
Expenses for merchandise, consumables and supplies	–43,373	–44,267
Impairment loss on trade receivables	– 103	– 78
Other expenses	–8,987	– 7,659
Depreciation and amortization	– 3,854	– 3,654
Total expenses	–62,787	–62,255
Earnings before interest and taxes (EBIT)	– 7,482	–463
Finance income and expenses
Finance expenses	– 3,110	– 312
Finance expense, net	–3,110	–312
Earnings before taxes (EBT)	– 10,592	– 776
Income tax income	543	189
Result for the period	– 10,049	– 587
Other comprehensive result	–	–
Total comprehensive result	– 10,049	– 587

II. Condensed consolidated interim statements of Financial Position

in EUR k	March 31, 2023 unaudited	December 31, 2022 audited
Assets
Intangible assets	125,191	126,461
Goodwill	56,753	56,753
Property, plant and equipment	35,849	36,088
Financial assets	6	6
Total non-current assets	217,798	219,307
Inventories	85,868	84,298
Other assets	9,148	8,724
Income tax assets	2,224	2,224
Trade and other receivables	2,779	2,978
Cash and cash equivalents	20,654	22,375
Total current assets	120,672	120,598
Total assets	338,471	339,905
Equity
Subscribed capital	44,165	44,165
Capital reserves	179,975	180,007
Retained Loss	– 16,459	– 6,410
Total Equity	207,681	217,762
Liabilities
Liabilities to banks	37,552	–
Other financial liabilities	16,991	17,449
Provisions	422	412
Deferred tax liabilities	38,138	38,681
Total non-current liabilities	93,103	56,541
Liabilities to banks	4,864	39,503
Other financial liabilities	1,814	1,803
Provisions	1,583	1,492
Other liabilities	14,888	15,590
Trade payables	14,537	7,215
Total current liabilities	37,686	65,602
Total liabilities	130,789	122,143
Total equity and liabilities	338,471	339,905

III. Condensed consolidated interim statements of Cash flows

in EUR k	January 1, 2023 – March 31, 2023 unaudited	January 1, 2022 – March 31, 2022 unaudited
Cash flows from operating activities
Result for the period	– 10,049	– 587
Adjustments for:
– Depreciation and amortization	3,854	3,654
– Finance expenses	3,110	312
– Income tax income	– 543	– 189
– Share-based compensation income (expenses)	– 32	479
– Employee stock expenses	–	2
Result after adjustments	–3,660	3,672
Changes in:
– Inventories	– 1,570	– 11,394
– Trade and other reveivables	200	296
– Other assets	–424	– 1,943
– Trade and other payables	7,322	5,683
– Other liabilities	– 702	1,187
– Provisions	102	52
Cash generated from operating activities	1,269	– 2,447
Interest paid	– 197	– 113
Income tax paid	0	– 1,251
Net cash increase (+)/decrease (–) from operating activities	1,072	–3,810
Cash flows from investing activities
Acquisition of property, plant and equipment	–859	– 2,237
Acquisition of intangible assets	– 1,487	– 1,039
Net cash used in investing activities	– 2,345	–3,275
Cash flows from financing activities
Proceeds from transactions with owners	–	352
Proceeds from liabilities to banks	–	39,000
Payment of lease liabilities	–447	– 386
Net cash increase (+)/decrease (–) from financing activities	–447	38,965
Net increase (+)/decrease (–) in cash and cash equivalents	– 1,721	31,880
Cash and cash equivalents at the beginning of the period	22,375	10,086
Cash and cash equivalents at the end of the period	20,654	41,966

IV. Condensed consolidated interim statements of changes in equity

in EUR k	Subscribed capital unaudited	Capital reserve unaudited	Retained Loss unaudited	Total equity unaudited
Balance as of January 1, 2023	44,165	180,007	–6,410	217,762
Share-based compensation	–	– 32	–	– 32
Result for the period	–	–	– 10,049	– 10,049
Comprehensive loss	–	–	–	–
Total comprehensive result	–	–32	– 10,049	– 10,081
Balance as of March 31, 2023	44,165	179,975	– 16,459	207,681

CONTACT

Bike24 Holding AG, Breitscheidstraße 40, 01237 Dresden

ir@bike24.ne^t