Quarterly Report • Nov 11, 2024
Quarterly Report
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CORPORATE INFORMATION
Suwen was founded in Istanbul in 2003 by a team manufacturing for the world's leading underwear brands. In 2005, it started its first sales in multi-department stores, and after opening its first store with its own brand in 2007, it entered a rapid growth process. In addition to the founding partners, in 2017 Suwen partnered with Taxim Capital ("Intilux S.àr .l"), a private equity investment fund that aims to become a partner by providing growth capital to Turkey's mid-sized companies with potential, and took important steps towards institutionalization. Suwen went public in April 2022 and is currently traded on Borsa Istanbul.
Operating in the Turkish women's underwear, homewear and beachwear sector, Suwen has been developing underwear products since its establishment, casual wear products since 2012, beachwear products since 2014 and socks and accessories since 2016 with its own designers. As of 2023, Suwen has added cosmetics and perfumery products to its portfolio. Suwen sells in Turkey and in an increasing number of export markets with its strong store network and e-commerce channel, mainly through cooperation with domestic manufacturers.
Suwen products are offered for sale through retail, e-commerce and wholesale channels. The second major sales channel of Suwen, whose main sales channel currently consists of retail stores, and which is expected to play an important role in its future growth, is its own e-commerce platform at www.suwen.com.tr, which was established in 2019, and third-party e-commerce sales platforms.
According to the 2021 Sector Report of the independent consultancy company Deloitte, Suwen, which is the fastest growing Women's Underwear retail brand in Turkey according to the increase in the number of stores among the top 5 brands among underwear store chains, has become an increasingly accessible brand with 175 stores in 49 cities of Turkey as of September 30, 2024. In 2022, Suwen hit the ground running in the overseas market, opened 2 stores in Cyprus and 7 stores in Romania with its 9 retailers abroad and reached a total number of 193 stores.
This Interim Report has been prepared in accordance with the CMB Communiqué No. II-14.1 and is the Interim Report of the Board of Directors for the accounting period January 1, 2024 - September 30, 2024. Suwen Tekstil Sanayi Pazarlama A.Ş. and its subsidiary Suwen Lingerie S.R.L. will be collectively referred to as "Group", "Company" or "Suwen" in this report.
As of September 30, 2024, Suwen's total number of personnel is 1.083 (it was 1.005 as of December 31, 2023).
| Reporting Period | : 01.01.2024 - 30.09.2024 |
|---|---|
| Trade name | : Suwen Tekstil Sanayi Pazarlama Anonim Şirketi |
| Trade registry number | : 502674 |
| Tax No. | : 330 049 9555 |
| Registered Capital Ceiling | : TRY 300.000.000 |
| Issued Capital | : TRY 224.000.000 |
| Head Office Address | : Tatlısu Mahallesi Göksu Cad. No: 41/1 Ümraniye/Istanbul |
| : [email protected] | |
| Website Address | : www.suwencompany.com |
To respond to our customers' needs and demands with honesty, transparency, and without compromising on quality; to meet their expectations and always focus on creating value in our relationships with all our stakeholders. With the awareness of being a publicly traded company, transforming our business processes with a focus on sustainability; and transparently sharing our areas for improvement in this regard with all our investors are among our primary goals.
To continue offering women comfortable and high-quality products that they can use in every phase of their lives. To strengthen our position as a company that makes a difference by providing our customers with high-quality, feel-good products that offer alternatives suitable for their lifestyles. In line with this understanding, to make Suwen a global brand as Turkey's fastest-growing women's underwear, lingerie, and homewear brand, with our expanding international operations. To become a globally recognized brand in the industry that represents confident Turkish women.
The Company's paid-in capital as of 30.09.2024 is TRY 224.000.000 and the shareholding structure is presented in the table below.
The Company's shares are divided into two groups: Group (A) and Group (B). In accordance with the Company's Articles of Association, Group (A) shares, which constitute 9% of the total capital, have certain privileges.
| 30.06.2024 | Share Group | Number of Shares | Share Amount | Share Percentage |
|---|---|---|---|---|
| Intilux S.à. r.l. | B | 31.675.000 | 31.675.000 | 14,14% |
| Ziraat Portföy (Ü.S.F) | B | 20.501.467 | 20.501.467 | 9,15% |
| Birol Sümer | A | 6.000.000 | 6.000.000 | 2,68% |
| Birol Sümer | B | 17.409.164 | 17.409.164 | 7,77% |
| Ali Bolluk | A | 6.000.000 | 6.000.000 | 2,68% |
| Ali Bolluk | B | 17.241.664 | 17.241.664 | 7,70% |
| Özcan Sürmer | A | 6.000.000 | 6.000.000 | 2,68% |
| Özcan Sürmer | B | 17.561.106 | 17.561.106 | 7,84% |
| Çiğdem Ferda Sümer | A | 2.000.000 | 2.000.000 | 0,89% |
| Çiğdem Ferda Sümer | B | 6.113.048 | 6.113.048 | 2,73% |
| Other | B | 93.498.551 | 93.498.551 | 41,74% |
| TOTAL | 224.000.000 | 224.000.000 | 100% |
| Full Name/Title of Partner | (TRY) Share in Capital | Share in Capital (%) |
|---|---|---|
| Birol Sümer | 23.409.164 | 10.45% |
| Intilux Sarl | 31.675.000 | 14,14% |
| Ali Bolluk | 23.241.664 | 10,38% |
| Özcan Sümer | 23.561.106 | 10,52% |
| Çiğdem Ferda Sümer | 8.113.048 | 3,62% |
| Ziraat Portföy Üçüncü Serbest Fon | 20.501.467 | 9,15% |
| Other | 93.498.551 | 41,74% |
| TOTAL | 224.000.000 | 100,00% |
these matters ("Matters Requiring Specific Aggravated General Assembly Decision Quorum"),
Capital increase, liquidation, dissolution, termination, capital decrease, change of type of the Company, except for capital increases to be made according to the registered capital
Bankruptcy, arrangement of bankruptcy, application for financial restructuring within the
Changing the privilege of Group A shareholders to appoint board members, voting rights
The Company has established a company with the name Suwen Lingerie S.R.L. ("Subsidiary"), registered on June 3, 2019, with the address Voluntari City, 1/VI Pipera Blvd. Hyperion Towers building, Tower 2, Ilfov county, Romania, in order to start an operation in Romania, which it will manage in-house with store openings and e-commerce sales. The paid-in capital of the said company is RON 2.530.000 and 100% of the shares belong to the Company.
The Company has 7 stores in Romania through its Subsidiary.
The Board of Directors consists of 6 members.
Pursuant to Article 4.5 of the Corporate Governance Principles annexed to the Capital Markets Board's (CMB) Corporate Governance Communiqué No. II-17.1, an Audit Committee, Early Detection of Risk Committee and Corporate Governance Committee were established to ensure that the Board of Directors fulfills its duties and responsibilities in a healthy manner.
The Audit Committee carries out its activities in compliance with the Capital Markets legislation and as stipulated in the CMB Corporate Governance Principles. The Audit Committee acts within the framework of its authority and responsibility and makes recommendations to the Board of Directors. However, the final decision is taken by the Board of Directors.
The Committee convenes at least four times a year. The results of these meetings are set down in minutes that are submitted to the Board of Directors along with any decisions that are taken.
The purpose of the Committee is to identify, define, prioritize, monitor and review strategic, financial, operational and other risks and opportunities that may affect the Company's activities; to make suggestions and recommendations to the Board of Directors on managing, reporting and taking into account these risks and opportunities in decision-making mechanisms in line with the Company's risk profile.
The Committee convenes six times a year. The results of these meetings are set down in minutes that are submitted to the Board of Directors along with any decisions that are taken.
| Full Name | Position |
|---|---|
| Birol Sümer | Chairman of the Board of Directors |
| Ali Bolluk | Vice Chairman of the Board of Directors - General Manager |
| Selahattin Zoralioğlu | Board Member |
| Çiğdem Ferda Arslan | Board Member – DGM Responsible for R&D and Production |
| Mehmet Tarkan Ander | Independent Board Member |
| Müge Tuna | Independent Board Member |
| Audit Committee | Position |
|---|---|
| Mehmet Tarkan Ander | Chairman-Independent Board Member |
| Müge Tuna | Member-Independent Board Member |
| Early Detection of Risk Committee | Position |
|---|---|
| Mehmet Tarkan Ander | Chairman-Independent Board Member |
| Müge Tuna | Member-Independent Board Member |
The Company's senior executives are presented in the table below.
The Corporate Governance Committee determines whether the corporate governance principles are implemented in the Company, if not, the reasons thereof and the conflicts of interest arising from the failure to fully comply with these principles, and makes recommendations to the board of directors to improve corporate governance practices and oversees the activities of the investor relations department. The Committee also undertakes the duties of the Nomination Committee and the Remuneration Committee as stipulated in the Capital Markets Board regulations. The Committee convenes once a year as a principle and without waiting for this period when deemed necessary. The decisions taken at the meetings are documented in writing, signed by the Committee members and archived.
There is currently no personnel working in the Investor Relations Department who meets the necessary licensing requirements. However, our Company has taken the necessary organizational measures to ensure the continuity of the services provided to shareholders and to ensure that public disclosure obligations are fully and timely fulfilled and has made temporary assignments to ensure the uninterrupted execution of the activities related to the Investor Relations Department. Our Company continues its efforts to appoint an Investor Relations Manager who meets the necessary licensing requirements and has the qualifications appropriate for our Company's profile.
Total key management compensation incurred by Suwen for the interim period 1 January – 30 September 2024 amounted to TRY 23.262.709 (30 September 2023: TRY 18.688.322)
Mehmet Tarkan Ander Chairman-Independent Board Member Müge Tuna Member-Independent Board Member
Corporate Governance Committee Position
| Full Name | Position |
|---|---|
| Ali Bolluk | General Manager |
| Çiğdem Ferda Arslan | |
| Fatih Koç |
DGM Responsible for Product Development and Production DGM Responsible for Financial Affairs
2023 Ordinary General Assembly Meeting was held on May 17, 2024. Meeting Minutes are available at https://www.kap.org.tr/tr/Bildirim/1287838 and https://suwencompany.com/17mayis2024/.
The articles of association have not been amended during the reporting period and the current articles of association can be accessed via the link https://www.kap.org.tr/tr/Bildirim/1175688 .
OPERATIONAL HIGHLIGHTS
Our Company's internal control system is in operation within the scope of procedures and is reviewed every year.
There are no significant lawsuits filed against the Company that may affect the financial position and operations of the Company. As of 30.09.2024, the provision amount is TRY 720.590.
The Company is covered under full certification and independent audits. During the period 01.01.2024 - 30.09.2024, there has not been any private audit and public audit related to the Company's activities.
No administrative or judicial sanctions were imposed on the Company during the reporting period.
The comparison of the Company's budgeted financial performance for Q3 2024 and the actual financial performance will be included in our investor presentations.
The Company invests in the domestic market in order to grow and expand its trade volume. The primary item of capital expenditures is the expansion of retail operations through the opening of new stores.
The breakdown of the Company's total capital expenditures for the period is shown in the table below:
| (TRY) Currency | 30.09.2024 |
|---|---|
| Plant, Machinery and Equipment | 237.475 |
| Vehicles | 26.323.144 |
| Furniture and fixtures | 8.874.781 |
| Special Costs | 79.550.594 |
| Tangible Fixed Assets Total | 114.985.994 |
| Rights | 7.535.277 |
| Intangible Fixed Assets Total | 7.535.277 |
The total amount of the relevant detailed accounts of the income statement within the Interim Report period TRY 708.773.
The Company's purchases from related parties and sales to related parties between January 1 - September 30, 2024, and January 1 - September 30, 2023, are presented in the tables below.
The Company's payables and receivables balances with related parties are presented in the tables below.
| Trade receivables from related parties (short term) | 30.09.2024 | 31.12.2023 |
|---|---|---|
| Eko Tekstil San. ve Tic A.Ş. | 8.305.207 | 6.667.593 |
| TOTAL | 8.305.207 | 6.667.593 |
TOTAL
| Purchases from related parties | Goods | Financial Transactions |
Other | Services | Total |
|---|---|---|---|---|---|
| Eko Tekstil San. Ve Tic A.Ş. | 919.663.619 | 1.598.759 | 9.629 | - | 921.272.007 |
| Elmas Çamaşır İth. İhr. Tic. A.Ş. | 251.545.023 | - | - | - | 251.545.023 |
| Latte Tekstil Sanayi ve Ticaret A.Ş. | 1.803.789 | - | - | - | 1.803.789 |
| Moni Tekstil Sanayi Ticaret A.Ş. | 115.381.194 | - | - | - | 115.381.194 |
| Aseyya Tekstil | 67.102.241 | - | - | - | 67.102.241 |
| Livadi Tekstil İth. İhr. Tic. A.Ş. | 131.865.302 | - | - | - | 131.865.302 |
| Netcad Yazılım A.Ş. | - | - | - | 265.529 | 265.529 |
| TOTAL | 1.487.361.168 | 1.598.759 | 9.629 | 265.529 | 1.489.235.085 |
| Purchases from related parties | Goods | Financial Transactions |
Other | Services | Total |
|---|---|---|---|---|---|
| Eko Tekstil San. Ve Tic A.Ş. | 405.893.123 | 20.209.707 | - | 340.408 | 426.443.238 |
| Elmas Çamaşır İth. İhr. Tic. A.Ş. | 220.489.412 | - | - | 20.372 | 220.509.784 |
| Latte Tekstil Sanayi ve Ticaret A.Ş. | 198.153.213 | - | - | 3.276 | 198.156.489 |
| Moni Tekstil Sanayi Ticaret A.Ş. | 121.277.270 | - | - | - | 121.277.270 |
| Aseyya Tekstil | 57.202.632 | - | - | 1.533 | 57.204.165 |
| Livadi Tekstil İth. İhr. Tic. A.Ş. | 27.716.635 | 3.062.487 | - | - | 30.779.122 |
| Netcad Yazılım A.Ş. | - | - | - | 262.596 | 262.596 |
| TOTAL | 1.030.732.285 | 23.272.194 | - | 628.185 | 1.054.632.664 |
Latte Tekstil Sanayi ve Ticaret A.Ş. 32.639.801 Livadi Tekstil İth. İhr. Tic. A.Ş. 5.411.526 1.555.361 Eko Tekstil San. ve Tic. A.Ş. 11.001.110 Elmas Çamaşır İth. İhr. Tic. A.Ş. 34.748.417 Moni Tekstil Sanayi Ticaret A.Ş. 12.212.451 Aseyya Tekstil 8.070.575 Netcad Yazılım A.Ş. 22.697
| 30.09.2024 | 31.12.2023 |
|---|---|
| - | |
| 42.742.101 | |
| 35.311.485 | |
| 1.942.065 | |
| 12.001.597 | |
| 7.284 | |
| 97.416.058 | 100.250.412 |
| Sales | 01.01 - 30.09.2024 | ||||
|---|---|---|---|---|---|
| Sales to related parties | Goods | Financial Transactions |
Other | Services | Total |
| Eko Tekstil San. Ve Tic A.S. Elmas Çamaşır İth. İhr. Tic. A.S. |
$\sim$ $\sim$ |
$\equiv$ $\overline{\phantom{a}}$ |
278,760 1.034.518 |
$\overline{\phantom{a}}$ $\overline{\phantom{a}}$ |
278.760 1.034.518 |
| TOTAL | $\sim$ | $\sim$ | 1.313.278 | $\sim$ | 1.313.278 |
| Sales | $01.01 - 30.09.2023$ | ||||
|---|---|---|---|---|---|
| Sales to related parties | Goods | Financial Transactions |
Other | Services | Total |
| Eko Tekstil San. Ve Tic A.S. | $\overline{\phantom{a}}$ | COL | 295,850 | 295.850 | |
| Netcad Yazılım A.Ş. | $\sim$ | $\sim$ | - | 765.955 | 765.955 |
| TOTAL | $\sim$ | $\sim$ | 295.850 | 765.955 | 1.061.805 |
As of 30.09.2024, the total number of stores of the Company is 193 and the total sales area is approximately 23.132 sqm. In the same period of 2023, the number of stores was 178 and the total sales area was approximately 20,500 sqm.
In Q3 2024, the Company opened 6 stores in Turkey and closed our Muğla Göcek and İzmir Bornova store. In the same period abroad; second store in Azerbaijan was opened in Baku Deniz Mall and two stores in Bosnia and Herzegovina were closed for sale.
| Number Of | 31.12.2023 | 30.09.2024 |
|---|---|---|
| Domestic Stores | 165 | 170 |
| Domestic Stores (Franchisee) | 6 | 5 |
| Romania | 7 | 7 |
| Cyprus | 2 | 2 |
| International Stores (Franchisee) | 10 | 9 |
| TOTAL | 190 | 193 |
UNDERWEAR
13,01% BEACHWEAR
Pyjamas, nighties and morning gowns
Bras, panties, camisoles and corsets
Bikinis, swimsuits, cover-ups, and beach accessories
0,35% ACCESSORIES
2,74% HOSIERY
Pantyhoses, socks, tights
Bra accessories, silicone pads and garter bands
Bodymist, soap, cologne
(*) Revenue by Product Category is based on net sales in TR Retail and Online channels in 2024 Q3.
FINANCIAL HIGHLIGHTS
2023 - 2024 9 Months Margins
"In the third quarter of 2024, Suwen's net sales increased by 21% compared to the same period of 2023 and reached to TRY 3,066,881,437. Operations were conducted with a gross profit margin of 53.4% and EBITDA margin of 22.2%"
(xx%) Growth Rate %
(*) The figures for which IAS29 has not been applied are presented for illustrative purposes and not independently audited.
SUMMARY FINANCIAL STATEMENTS
| 30.09.2024 | 31.12.2023 | |
|---|---|---|
| Current Assets | 1.402.568.528 | 1.092.469.887 |
| Non-Current Assets | 877.595.956 | 897.408.544 |
| TOTAL ASSETS | 2.280.164.484 | 1.989.878.431 |
| Current Liabilities | 743.265.624 | 560.567.766 |
| Non-Current Liabilities | 303.223.969 | 303.003.817 |
| Equity | 1.233.674.891 | 1.126.306.848 |
| TOTAL LIABILITIES AND EQUITY | 2.280.164.484 | 1.989.878.431 |
| 30.09.2024 | 30.09.2023 | |
|---|---|---|
| Gross Profit | 1.636.434.015 | 1.237.980.545 |
| Operating Profit | 394.109.602 | 213.734.614 |
| Operating Profit Before Financial Expenses | 402.196.361 | 219.331.453 |
| Profit Before Tax | 287.651.424 | 368.302.519 |
| PROFIT FOR THE PERIOD | 195.287.786 | 206.221.283 |
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