Investor Presentation • Mar 23, 2022
Investor Presentation
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March 23, 2022
Dream Big, Pay Small
This presentation, which includes oral statements made or videos shown at the presentation hereof, any question and answer session and any written or oral material discussed or distributed during the meeting to present this document or otherwise in connection with it (this "Presentation") contains confidential information regarding MAX Stock Ltd. ("MAX" or "the Company") and is being provided on a strictly confidential basis. This Presentation has been prepared by MAX for information purposes only and may not be used in making any investment decision. This Presentation is strictly confidential and may not be copied, reproduced, redistributed or passed on, in whole or in part, or disclosed, directly or indirectly, to any other person or published or for any purpose. This Presentation is not intended fordistribution to, or use by any person or entity in, any jurisdiction or country where such distribution or use would be contrary to local law or regulation. This Presentation was prepared solely based on information obtained from MAX and public sources (including data obtained by MAX from industry publications and surveys) on or prior to the date hereof and has not been independently verified. MAX may not have access to the facts and assumptions underlying the numerical data, market data and other information included in such surveys. This Presentation only contains summary information and no representation or warranty, express or implied, is or will be made in relation to and no reliance should be placed on the fairness, accuracy, correctness or completeness of the information or opinions contained in this Presentation.
Except where otherwise indicated herein, the information provided in the presentation is based on matters as they exist as ofthe date of preparation of this presentation and not as of any future date, and will not be updated or otherwise revised to reflect information that subsequently becomes available, or circumstances existing or changes occurring after the date hereof.
This presentation contains forward-looking statements within the meaning of Section 27a of the Securities act, Section 21E of the U.S. Securities Exchange Act of 1934, and the Safe Harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, that relate to our current expectations and views of future events. These statements relate to events that involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. in some cases, forward-looking statements can be identified by the use of forward-looking terminology such as "may," "will," "should," "expect," "anticipate," "target," "project," "estimate," "intend," "continue" or "believe," or the negatives thereof or other variations thereon or comparable terminology.
Actual events or results or the actual performance of Max may differ materially from those reflected or contemplated in any suchforward-looking statements. No representation or warranty is made as to future performance or any forward-looking statement. Certain market data information in this presentation is based on management's estimates. Max believes its estimates to be accurate as of the date of this presentation. However, this information may prove to be inaccurate because of the method by which Max obtained some of the data for its estimates or because this information cannot always be verified dueto the limits on the availability and reliability of raw data.
Statements contained in this Presentation may relate to the historical experience of our founders, managers and directors. The historical results of our founders', managers' and directors' past investments, companies or funds affiliated with them is not necessarily indicative of the future performance of Max.
This Presentation does not constitute and is not intended to form part of any offer, or the solicitation of any offer, to buy, subscribe for or sell any securities in MAX or any subsidiary of MAX and nothing in this Presentation shall in any way constitute or form part of any legal agreement or be relied on in connection with, any contract, commitment or investment decision. Each recipient of the information contained in this Presentation is responsible for making its own independent assessment of the business, financial condition, prospects, status and affairs of MAX. No person shall have any right of action against MAX or any other person in relation to the accuracy or completeness of the information contained in the Presentation.
This Presentation and the information contained herein are not a solicitation of an offer to buy securities or an offer for the sale of securities in Israel, in the United States or in any other jurisdiction in which such solicitation or offer are not allowed. MAX has not and does not expect to register any securities that it may offer under the United States SecuritiesAct of 1933, or the securities laws of any state of the United States or any other jurisdiction, and any such securities may not be offered or sold in the United States absent registration under the Securities Act or an available exemption from registration.
This Presentation does not constitute a prospectus for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of June 14, 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC. This Presentation is only addressed to and directed at persons in member states of the European Economic Area (the "EEA") who are "qualified investors" within the meaning of Article 2(e) of the Prospectus Regulation ("Qualified Investors"). In addition, in the United Kingdom, this Presentation is only being distributed to and is directed only at Qualified Investors who (i) have professional experience in matters relating to investments who fall within the definition of "investment professionals" under Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order") or (ii) are high net worth entities and fall within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "Relevant Persons"). This Presentation and its contents must not be acted on or relied upon (i) in the United Kingdom, by persons who are not Relevant Persons or (ii) in any member state of the EEA (other than the United Kingdom), by persons who are not Qualified Investors. The communication of this Presentation (i) in the United Kingdom to persons who are not Relevant Persons or (ii) in any member state of the EEA (other than the UnitedKingdom) to persons who are not Qualified Investors is unauthorized and may contravene applicable law. Nothing in this Presentation constitutes investment advice and any recommendations that may be contained herein have not been based upon a consideration of the investment objectives, financial situation or particular needs of any specific recipient. If you have received this Presentation and you are (i) in the EEA (other than the United Kingdom) and are not a Qualified Investor or (ii) in the United Kingdom and are not a Relevant Person, you must return it immediately to MAX. By attending this Presentation and/or receiving this document, you are agreeing to the terms and conditions set forth above.
This presentation includes certain financial measures not presented in accordance with International Financial Reporting Standards ("IFRS"), including Adjusted EBITDA. These financial measures are not measures of financial performance in accordance with IFRS and may exclude items that are significant in understanding and assessing the Company's financial results. Therefore, these measures should not be considered in isolation or as an alternative to net loss or other measures of profitability, liquidity or performance under IFRS. You should be aware that the Company's presentation of these measures may not be comparable to similarly titled measures used by other companies, which may be defined and calculated differently. See the appendix for a reconciliation of certain of these non-IFRS measures to the most directly comparable IFRS measure.
The trademarks included herein are the property of the owners thereof and are used for reference purposes only. Such use should not be construed as an endorsement of the products or services of the Company or the proposed offering.
We are Israel 's leading extreme value retailer





% of 2021 NIS revenue and YoY growth

* Defined as categories that acconted for over 10% of revenue (in value terms) in 2021, 2020 or 2019. Arts & Crafts presented on slide although not defined as a core category.


Ori Max Founder & CEO

Shlomo Cohen Deputy CEO

Nir Dagan Chief Financial Officer

Ifat Nir-Katz General Counsel and Corporate Secretary

Talia Sessler Chief Corporate Development and Investor Relations Officer

Oz Corsia Chief Trade Officer

Roy Ben-Nun Chief Overseas Operations

Eran Tsairi Chief Logistics Officer

Maya Goldin Chief HR Officer

Chen Goldfarb Director of IT

Moran Ironi Director of Marketing

Ofir Edri Stores General Manger


9





(2021 Results Measured vs. 2019 numbers)
| Metric | Long-Term Target | Commentary | |
|---|---|---|---|
| Unit Growth | 3 – 5 New Max Stores Annually (Potential to double SqM long-term) |
Four new owned stores in 2021 (two stores, net (2) ); + one franchised store. Three signed contracts for 2022 (two stores, net (3) ), two of which already opened |
|
| (1) Annual Revenue Growth |
Low-to-Mid Teens |
'19-'21 CAGR of 14.7% | |
| Annual SSS | 3% | '19-'21 CAGR of 10.2% | |
| Adjusted EBITDA Margin Expansion |
~200bps | +100bps vs. 2019 | |
| (4) Adj. annual EPS Growth |
18% - 20% |
'19-'21 CAGR of 19.2% | |
| (1) Excluding one-time bulk operations (in 2020). (2) Two new stores (Rishon and Dimona) replaced two other existing stores, which were then closed. |
(3) Kfar Saba is expected to replace an existing store.
(4) EPS attributable to shareholders and adjusted for share- based payments (SBC), one-time bulk operations (in 2020) and issuance costs (in 2020).

Strong performance in 2021 on top of exceptional growth and profitabilty in 2020, which was positively impacted by COVID
| +6.5% | 38.8% | +10.2% | 7.0% | NIS 70mm |
|---|---|---|---|---|
| SSSG | Gross Margins (1) | Revenue growth (1) | EPS growth | Dividend paid in |
| On top of historic +11.5% in 2020 |
-80bps vs. 2019 Despite disruption in global supply chain and increased |
On top of historic +19.4% in 2020* |
NIS 0.59 in adjusted EPS (2) attributable to shareholders |
2021 NIS 0.49 per share |
| +21.5% vs. 2019 | -10bps vs. 2020 (1) freight costs |
+31.7% vs. 2019 |
(1) Excluding one-time bulk operations in 2020.
(2) EPS adjusted for stock-based compensation (SBC), one-time bulk operation in 2020 and IPO costs in 2020.



Adjusted EBITDA pre IFRS 16 = EBIT + D&A + other costs (including IPO costs in 2020) + stock-based compensation (SBC) + one-time bulk operation (in 2020) + IFRS 16.
– Strong two-year stacked growth (vs. Q4'19) and two-year CAGRs
– Q4'20 revenue reflected an abnormal growth of 53.9% vs. Q4'19 and SSSG of 43%. Growth in Q4'20 was positively impacted by Israeli regulations, which allowed essential businesses (such as some of Company's stores) to remain open during lockdowns
| SSSG | Revenue growth | Gross Margins | Adj. EBITDA (1) | Adj. EPS (2) |
|---|---|---|---|---|
| +22% vs. Q4'19 -17.1% vs. Q4'20 |
+36.6% vs. Q4'19 -11.2% vs. Q4'20 '19-'21 CAGR of 16.9% |
38.9% Up 80 bps vs. Q4'20 Down 100 bps vs. Q4'19 |
NIS 33.4mm Pre IFRS 16 -22.2% vs. Q4'20 +61.8% vs. Q4'19 '19-'21 CAGR of 27.2% |
NIS 0.12 Adjusted EPS attributable to shareholders -17.5% vs. Q4'20 +44.2% vs. Q4'19 '19-'21 CAGR of 20.1% |
(1) Adjusted EBITDA pre IFRS 16 = EBIT + D&A + other costs (including IPO costs in 2020) + stock-based compensation (SBC) + one-time bulk operation (in 2020) + IFRS 16. 18
(2) EPS adjusted for stock-based compensation (SBC), one-time bulk operation in 2020 and IPO costs in 2020.



(1) Adjusted EBITDA pre IFRS 16 = EBIT + D&A + other costs (including IPO costs in 2020) + stock-based compensation (SBC) + one-time bulk op
(2) EPS adjusted for stock-based compensation (SBC), one-time bulk operation in 2020 and IPO costs in 2020.

(1) Adjusted EBITDA pre IFRS 16 = EBIT + D&A + other costs (including IPO costs in 2020) + stock-based compensation (SBC) + one-time bulk operation (in 2020) + IFRS 16.
(NIS mm, except per share data; Two-Year Stacked Growth )

(1) Adjusted EBITDA pre IFRS 16 = EBIT + D&A + other costs (including IPO costs in 2020) + stock-based compensation (SBC) + one-time bulk operation (in 2020) + IFRS 16.
(2) Adjusted EPS defined as EPS + Net Share-based Payment + Issuance Costs - Onetime Bulk Operation.




| FY 2019 |
FY 2020 |
FY 2021 |
|
|---|---|---|---|
| Revenue from sales |
735,582 | 879,213 | 963,472 |
| / from commissions fees Revenue |
5,968 | 6,482 | 12,801 |
| Total Revenue, onetime excluding bulk operation |
741,550 | 885,695 | 976,273 |
| YoYgrowth | 19.4% | 10.2% | |
| from onetime operation Revenue bulk |
124,800 | ||
| Total Revenue |
741,550 | 1,010,495 | 976,273 |
| YoYgrowth | 36.3% | -3.4% | |
| Gross profit onetime operation) (Excluding bulk |
293,547 | 344,589 | 379,273 |
| ofRevenue (Excluding onetime bulk operation) % |
39.6% | 38.9% | 38.8% |
| Gross profit operation onetime bulk |
14,344 | ||
| ofRevenue % |
11.5% | ||
| S&M | 164,683 | 170,167 | 207,440 |
| G&A | 26,566 | 33,782 | 43,772 |
| Total SG&A |
191,249 | 203,949 | 251,212 |
| Less: SBC |
(2,345) | (15,502) | |
| SG&A SBC excluding |
191,249 | 201,604 | 235,710 |
| ofRevenue, bulk excluding onetime operation % |
25.8% | 22.8% | 24.1% |
| ofRevenue % |
25.8% | 20.0% | 24.1% |
| Other income |
(733) | (1,224) | (1,613) |
| Other expenses, net |
1,499 | 5,479 | 1,100 |
| EBIT | 101,532 | 150,729 | 128,574 |
| ofRevenue % |
13.7% | 14.9% | 13.2% |
| Adj. EBIT SBC, onetime other) (exc. and |
102,298 | 142,985 | 143,563 |
| ofRevenue, excluding onetime bulk operation % |
13.8% | 16.1% | 14.7% |
| 2019 FY |
2020 FY |
FY 2021 |
|
|---|---|---|---|
| Interest expenses, net |
10,397 | 19,282 | 17,116 |
| Interest expenses onetime bulk operation |
13,276 | ||
| EBT | 91,135 | 118,171 | 111,458 |
| Adj. EBT SBC, onetime other) (exc, and |
91,901 | 123,703 | 126,447 |
| Taxes | 20,861 | 30,542 | 28,909 |
| GAAP Net Income |
70,274 | 87,629 | 82,549 |
| ofRevenue % |
9.5% | 8.7% | 8.5% |
| SBC, onetime other) Adj. Net Income (exc, and |
70,274 | 93,226 | 98,051 |
| ofRevenue, bulk excluding onetime operation % |
9.5% | 10.5% | 10.0% |
| Net Income - Attributable to shareholders |
58,892 | 72,647 | 68,197 |
| Income - Attributable to non-controlling interests Net |
11,382 | 14,982 | 14,352 |
| GAAP Net Income |
70,274 | 87,629 | 82,549 |
| Net Income Adjustments: |
|||
| of Total one-time operation net income adjustments, net taxes - bulk |
(822) | ||
| SBC | 1,806 | 15,502 | |
| / IPO costs Issuance expenses |
4,613 | ||
| Total Net Income Adjustments: |
0 | 5,597 | 15,502 |
| Adjusted Income - Attributable to shareholders Net |
58,892 | 78,244 | 83,699 |
| to Adjusted Net Income - Attributable non-controlling interests |
11,382 | 14,982 | 14,352 |
| Adjusted Net Income |
70,274 | 93,226 | 98,051 |
| Basic Shares O/S |
142,345 | 142,345 | 142,345 |
| EPS, attributable to shareholders |
0.41 | 0.51 | 0.48 |
| EPS attributable Adj. to shareholders |
0.41 | 0.55 | 0.59 |
| 2019 FY |
2020 FY |
FY 2021 |
|
|---|---|---|---|
| Net Income |
70,274 | 87,629 | 82,549 |
| Interest Expense, Plus net |
10,397 | 32,558 | 17,116 |
| Income Taxes Plus |
20,861 | 30,542 | 28,909 |
| D&A Plus |
38,891 | 45,347 | 52,428 |
| Other Expense Plus |
766 | 4,255 | (513) |
| EBITDA Other Expenses) Post IFRS 16 (exc. |
141,189 | 200,331 | 180,489 |
| SBC Plus |
2,345 | 15,502 | |
| IFRS Minus 16 |
(40,662) | (45,680) | (53,110) |
| Adjusted EBITDA SBC Other Expenses) Pre IFRS (exc. and 16 |
100,527 | 156,996 | 142,881 |
| Onetime operation bulk |
(14,344) | ||
| Adjusted EBITDA Pre Onetime SBC IFRS 16 (exc. bulk operation, and |
|||
| Other Expenses) |
100,527 | 142,652 | 142,881 |
| ofRevenue, onetime bulk excluding operation % |
13.6% | 16.1% | 14.6% |
| Q4 2019 |
Q4 2020 |
Q4 2021 |
|
|---|---|---|---|
| from Revenue sales |
177,796 | 273,973 | 238,592 |
| / from Revenue commissions fees |
1,546 | 2,111 | 6,478 |
| Total Revenue |
179,342 | 276,084 | 245,070 |
| YoYgrowth | 53.9% | -11.2% | |
| Gross profit, onetime operation excluding bulk |
71,482 | 105,226 | 95,291 |
| of Revenue % |
39.9% | 38.1% | 38.9% |
| S&M | 42,686 | 52,078 | 57,825 |
| G&A | 7,430 | 13,624 | 10,989 |
| Total SG&A |
50,116 | 65,702 | 68,814 |
| Less: SBC |
(2,345) | (3,900) | |
| SG&A SBC excluding |
50,116 | 63,357 | 64,914 |
| of Revenue % |
27.9% | 22.9% | 26.5% |
| Other income |
(264) | (126) | |
| Other expenses |
308 | 199 | 1,100 |
| GAAP EBIT |
21,322 | 39,451 | 25,377 |
| of Revenue % |
11.9% | 14.3% | 10.4% |
| EBIT Adj. SBC, onetime other) (exc. and |
21,366 | 41,869 | 30,377 |
| of Revenue % |
11.9% | 15.2% | 12.4% |
| Q4 2019 |
Q4 2020 |
Q4 2021 |
|
|---|---|---|---|
| Interest expenses, net |
2,461 | 7,545 | 5,167 |
| EBT | 18,861 | 31,906 | 20,210 |
| Adj. EBT SBC, onetime other) (exc, and |
18,905 | 34,324 | 25,210 |
| Taxes | 3,946 | 8,429 | 4,006 |
| GAAP Net Income |
14,915 | 23,477 | 16,204 |
| ofRevenue % |
8.3% | 8.5% | 6.6% |
| SBC, onetime Adj. Net Income (exc, and other) |
14,915 | 25,415 | 20,104 |
| ofRevenue % |
8.3% | 9.2% | 8.2% |
| shareholders Net income attributable to |
12,411 | 19,458 | 13,755 |
| Net income attributable to non-controlling interests |
2,504 | 4,019 | 2,449 |
| 14,915 | 23,477 | 16,204 | |
| Net Income Adjustments: |
|||
| SBC | 1,806 | 3,900 | |
| / Costs Issuance IPO Expenses |
132 | ||
| Total Net Adjustments Income |
0 | 1,938 | 3,900 |
| Adjusted Net Income - Attributable to shareholders |
12,411 | 21,396 | 17,655 |
| Adjusted Net Income Attributable to non-controlling interests - |
2,504 | 4,019 | 2,449 |
| Adjusted Net Income |
14,915 | 25,415 | 20,104 |
| Basic Shares O/S |
142,345 | 142,345 | 142,345 |
| EPS, attributable to shareholders |
0.09 | 0.14 | 0.10 |
| EPS to Adj. attributable shareholders |
0.09 | 0.15 | 0.12 |
| Q4 2019 |
Q4 2020 |
Q4 2021 |
|
|---|---|---|---|
| Net Income |
14,915 | 23,477 | 16,204 |
| Interest Expense, net Plus |
2,461 | 7,545 | 5,167 |
| Income Taxes Plus |
3,946 | 8,429 | 4,006 |
| D&A Plus |
10,209 | 13,643 | 14,657 |
| Other Expense Plus |
44 | 73 | 1,100 |
| EBITDA Post IFRS (exc. Other Expenses) 16 |
31,575 | 53,167 | 41,134 |
| SBC Plus |
2,345 | 3,900 | |
| IFRS Minus 16 |
(10,943) | (12,590) | (11,651) |
| EBITDA SBC Other Adjusted Pre IFRS (exc. and Expenses) 16 |
20,632 | 42,922 | 33,383 |
| ofRevenue % |
11.5% | 15.5% | 13.6% |
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