Westwing plans Initial Public Offering
 

- Leading European Home & Living eCommerce brand prepares listing on the Frankfurt Stock Exchange

- Proven online business model combines content and commerce in a 'curated shoppable magazine'

- Exceptional customer loyalty reflected in 85% of sales from customers visiting Westwing on average 100 times per year

- Profitable since the fourth quarter of 2017 (Adj. EBITDA), with significant potential to increase in the long term

- Primary proceeds expected to amount to approximately EUR 120 million to be used for investments into further growth

Munich, September 13, 2018. Westwing Group AG ("Westwing" or the "Company"), the leader in inspiration-based Home & Living eCommerce in Europe, is planning an initial public offering and a listing of its shares on the regulated market (Prime Standard) of the Frankfurt Stock Exchange. The planned offering will consist of newly issued shares from a capital increase.

Delia Fischer, Founder & Creative Director, said: "Since the founding of Westwing in 2011, we have been fully focused on inspiring our customers every single day. Outstanding creativity is the key driver of our success and has made Westwing the European go-to-brand for Home & Living eCommerce."

Stefan Smalla, Founder & CEO, added: "We are proud of our strong growth and profitability and will continue that path. The planned IPO will provide us with additional funding that we will use to continue our profitable growth."
 

Leading European online Home & Living consumer brand with innovative business model and strong customer loyalty

Westwing is running a proven eCommerce business model as a 'curated shoppable magazine' with a clear mission: To inspire and make every home a beautiful home. The Company offers the full range of Home & Living categories reaching from home decor products, textiles and furniture to lighting and kitchenware. Westwing seamlessly integrates content and eCommerce into an integrated platform, powered by creativity, technology, and operations.

The Company's daily themes combine inspiration and shopping on Westwing's sites and apps. The daily themes form the center of a daily newsletter. In addition to renowned and upcoming designer brands, Westwing offers high-margin private label products. With already more than 5,000 products (SKUs), the Company's private label offering combines outstanding quality with affordable prices. All private label products as well as best-selling brands are offered on Westwing's permanent assortment shop WestwingNow organized in fully shoppable looks.

With a creative team of more than 100 editors, photographers and journalists, Westwing focuses on continuous inspiration-driven customer engagement; 90% of Westwing customers are women. As a result, Westwing has exceptional brand love and loyalty at the core of its business: 85% of 2017 sales were made with customers who visited the Westwing sites and apps on average 100 times per year. In addition, Westwing has outstanding customer lifetime values of EUR 900 Gross Merchandising Value (GMV) per customer after 4.5 years.^[1]
 

Well-positioned in highly attractive market

Westwing is well-positioned in the highly attractive and fragmented Home & Living market. The huge addressable market of EUR 575 billion globally (and EUR 117 billion in the European Westwing markets) stands at the tipping point of offline to online transition, with eCommerce penetration of currently below 5% in the Home & Living market in the eleven European countries in which the Company currently operates.^[2] This gives Westwing a multitude of attractive opportunities for further growth.
 

Customized proprietary operating platform with full control over value chain

Westwing's well-run logistics ecosystem enables the Company to smoothly execute customer orders. It operates seven warehouses across Europe, where products are packed, stored, and prepared for shipping. Deliveries are handled by reliable third-party carriers. Westwing's day-to-day operations are backed by its custom-built mobile-first technology platform. This platform enables Westwing to integrate and fully control its supply chain comprising 5,000 suppliers from around the globe. Data collection and analytics based on proprietary software enable the Company to efficiently develop and expand its operations, allowing Westwing to personalize content and develop private label products according to customer preferences.
 

Profitable growth and strong financial profile

Following a phase of rapid growth in the early stage of its corporate development, Westwing focused on profitability more recently, and achieved a positive Adj. EBITDA in the fourth quarter of 2017 and in the first two quarters of 2018. By continuing its path of profitable growth, Westwing further improved its key financial metrics in the first half of 2018, growing its revenue by 22% year-over-year to EUR 120m (H1 2017: EUR 99m) and achieving an Adj. EBITDA margin of 2%. The Company's strategic goal is to reach an Adj. EBITDA margin significantly above that in the long term.^[3]

Westwing's DACH segment (Germany, Austria, Switzerland) has been at the forefront of this development, growing even faster and being more profitable than the Group as a whole - enabled by the full roll-out of Westwing's business model of daily themes at Westwing, permanent assortment at WestwingNow, private label products, and organic marketing. Targeting further profitable growth, Westwing plans to roll out this successful DACH business model into all its other markets. As part of this growth initiative, the Company's higher-margin private label offering is a key strategic driver to further improve profitability and accelerate growth. Currently, private label makes up around 15% (as of Q2 2018) of GMV of the Group. Increasing this share to 50% in the long term provides significant upside potential.
 

Proceeds from the offering planned for investments in further growth

The planned offering is expected to consist of an initial public offering in Germany and private placements in certain jurisdictions outside of Germany.

Proceeds from the planned all-primary offering are expected to amount to approximately EUR 120 million. The Company intends to use these proceeds primarily for further growth. Westwing plans to invest into its technology platform and customer experience. In addition, the Company intends to enhance its product offering and private label products. In order to drive its international market growth, Westwing plans to invest in marketing and customer acquisition. A part of the proceeds from the offering will also be used for the repayment of debt.

The lock-up period in connection with the offering is scheduled to last 24 months for the members of Westwing's management board and 180 days for existing investors and the Company.

Berenberg and Citigroup act as Joint Global Coordinators and Joint Bookrunners.

About Westwing

Westwing is the leading brand and platform in Home and Living eCommerce in Europe with EUR 220m^[4] of revenue in 2017. Through its 'shoppable magazine', Westwing inspires its loyal, mostly female customers with a curated product selection and combines that with gorgeous content. With unparalleled loyalty, Westwing is generating 85% of sales from customers who visit the company's sites and apps on average 100 times per year. Westwing's mission is: To inspire and make every home a beautiful home. The company was founded in 2011 and is headquartered in Munich. It is active in eleven European countries.

Contact Media and Investors

Christian Falkowski
cfalkowski@heringschuppener.com
Phone: +49 69 92187464

Disclaimer

This release is not for distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada or Japan. It does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States, Australia, Canada or Japan. The shares mentioned herein have not been, and will not be, registered under the US Securities Act of 1933, as amended (the "Securities Act"). The shares may not be offered or sold in the United States, except pursuant to an exemption from the registration requirements of the Securities Act. There will be no public offer of shares of the Company in the United States.

This release is only being distributed to, and is only directed at, (i) persons who are outside the European Economic Area or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "Relevant Persons"). The shares of the Company are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such shares will be engaged in only with, Relevant Persons. Any person who is not a Relevant Person should not act or rely on this release or any of its contents.

This release is not a prospectus for the purposes of Directive 2003/71/EC, as amended (the "Prospectus Directive"), and as such does not constitute an offer to sell, or the solicitation of an offer to purchase, shares of the Company. Investors should not subscribe for any shares referred to in this release except on the basis of the information contained in a prospectus relating to the shares. Such prospectus is still to be published and following such publication, investors will be able to obtain a copy of it from Westwing Group AG, Moosacher Straße 84-88, Germany, or from the Company's website.

In any EEA Member State other than Germany, this release is only addressed to, and is only directed at, "qualified investors" within the meaning of Article 2 para. 1 lit. e) of the Prospectus Directive.

This release contains forward-looking statements. These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes," "estimates," "anticipates," "expects," "intends," "may," "will" or "should" or, in each case, their negative, or other variations or comparable terminology. Forward-looking statements should not be construed as a promise of future results and developments and involve known and unknown risks and uncertainties. Various factors could cause actual future results, performance or events to differ materially from those described in these statements, and neither the Company nor any other person accepts any responsibility for the accuracy of the opinions expressed in this release or the underlying assumptions. This release only speaks as of its date. Neither the Company nor any other person assumes any obligation to update any forward-looking statements.

Each of the Company and the Joint Bookrunners and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any forward-looking statement contained in this release, whether as a result of new information, future developments or otherwise.

The Joint Bookrunners, some of which are authorized by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority, are acting exclusively for the Company and no-one else in connection with the planned Offering. They will not regard any other person as their respective clients in relation to the planned Offering and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients, nor for providing advice in relation to the planned Offering, the contents of this announcement or any transaction, arrangement or other matter referred to herein.

In connection with the planned Offering, the Joint Bookrunners and any of their affiliates, may take up a portion of the shares offered in the planned Offering as a principal position and in that capacity may retain, purchase, sell, offer to sell for their own accounts such shares and other securities of the Company or related investments in connection with the Offering or otherwise. Accordingly, references in the prospectus, once published, to the shares being offered, acquired, placed or otherwise dealt in should be read as including any issue or offer to, or acquisition, placing or dealing by, the Joint Bookrunners and any of their affiliates acting in such capacity. In addition the Joint Bookrunners and any of their affiliates may enter into financing arrangements (including swaps or contracts for differences) with investors in connection with which the Joint Bookrunners and any of their affiliates may from time to time acquire, hold or dispose of shares of the Company. The Joint Bookrunners do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so.

None of the Joint Bookrunners or any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this release (or whether any information has been omitted from the release) or any other information relating to Westwing, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available, or for any loss howsoever arising from any use of this release or its contents or otherwise arising in connection therewith.

^[1] Based on GMV of DACH 2013 first-time customer cohort as an example.

^[2] Source: Euromonitor International Limited, Home and Garden 2018 edition, as per Homewares and Home Furnishings definitions, retail value RSP.

Westwing markets include: Germany, Austria, Switzerland, Italy, France, Spain, Belgium, Netherlands, Poland, Slovakia and Czech Republic.

^[3] All numbers excluding discontinued entities of Brazil, Russia, Kazakhstan.

^[4] Excluding discontinued entities of Brazil, Russia, Kazakhstan.