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1、Q3 2024E-Commerce and D2CMarket Update2023 M&A Advisory RankingsAll Global TransactionsDealsAdvisor352Houlihan Lokey1349Rothschild&Co2300Goldman Sachs&Co3300JP Morgan3253Morgan Stanley5Source:LSEG(formerly Refinitiv).Excludes accounting firms and brokers.2023 Global Distressed Debt&Bankruptcy Restru

2、cturing RankingsDealsAdvisor73Houlihan Lokey164PJT Partners Inc251Rothschild&Co337Lazard427Evercore Partners5Source:LSEG(formerly Refinitiv).19992023 Global M&A Fairness Advisory RankingsDealsAdvisor1,247Houlihan Lokey11,035JP Morgan2977Duff&Phelps,A Kroll Business3884UBS4716Morgan Stanley5Source:LS

3、EG(formerly Refinitiv).Announced or completed transactions.Houlihan Lokey,Inc.(NYSE:HLI)is a leading global investment bank with expertise in mergers and acquisitions,capital markets,financial restructuring,and financial and valuation advisory.Our firm is the trusted advisor to more top decision-mak

4、ers than any other independent global investment bank.Leading Capital Markets AdvisorCORPORATE FINANCENo.1Global Restructuring AdvisorFINANCIAL RESTRUCTURINGNo.1Global M&A Fairness Opinion Advisor Over the Past 25 YearsFINANCIAL AND VALUATION ADVISORY1,700+Transactions Completed Valued at More Than$

5、3.5 Trillion Collectively2,000+Annual Valuation EngagementsNo.1Global M&A AdvisorAbout Our Firm2Learn more about how our advisors can serve your needs:Corporate FinanceFinancial andValuation AdvisoryFinancial RestructuringOur Industry CoverageAMERICASAtlantaLos AngelesBaltimoreMiamiBostonMinneapolis

6、CharlotteNew YorkChicagoSan FranciscoDallasSo PauloHoustonWashington,D.C.EUROPE AND MIDDLE EASTAmsterdamMilanAntwerpMunichDubaiParisFrankfurtStockholm LondonTel AvivMadridZurichManchesterASIA-PACIFICBeijingShanghaiFukuokaSingaporeGurugramSydneyHong Kong SARTokyoMumbai29 Senior officers dedicated to

7、the sponsor community in the Americas and Europe.1,300+Sponsors covered,providing market insights and knowledge of buyer behavior.800+Companies sold to financial sponsors over the past five years.Fully Integrated Financial Sponsor Coverage3(1)As of September 30,2024.(2)As of October 31,2024.(3)LTM e

8、nded September 30,2024.36 Locations Worldwide2,000 Financial Professionals$12B Market Cap(2)2,000+Clients Served Annually323 Managing Directors(1)$2.1B Annual Revenue(3)Our clients benefit from our local presence and global reach.About Our Consumer Group4Industry Sector CoverageTombstones included h

9、erein represent transactions closed from 2021 forward.*Selected transactions were executed by Houlihan Lokey professionals while at other firms acquired by Houlihan Lokey or by professionals from a Houlihan Lokey joint venture company.Houlihan Lokeys Consumer Group has earned a reputation for provid

10、ing superior service and achieving outstanding results in M&A advisory,capital-raising,restructuring,and financial and valuation advisory services.We have built a reputation as a trusted advisor to companies in the consumer industry.We do this by combining our extensive market capabilities with our

11、in-depth industry knowledge to help maximize shareholder value for our clients.Consumer Industry CoverageConsumer Products125+Dedicated Consumer Group Financial Professionals50 Completed Industry Sector Transactions in CY23Consumer Group:No.1 for Global M&A Transactions Under$1 BillionKey Facts and

12、FiguresWe cover a broad array of sectors,with financial professionals dedicated to each of our primary coverage areas.Food and BeverageConsumer Channels and LeisureBased on number of transactions and according to data provided by LSEG(formerly Refinitiv),Houlihan Lokey was ranked the No.1investment

13、bank for global consumer M&A transactions under$1 billion in 2023.Featured Consumer Transactionsa portfolio company ofand majority owned by management and founders has entered into a partnership withSellside Advisorwithhave increased their stake inSellside Advisorhas entered into a strategic partner

14、ship with new minority shareholderSellside Advisora portfolio company ofhas been acquired bySellside Advisorhas sold its stake intoSellside Advisor*has acquired a majority stake inBuyside Advisora portfolio company ofhas been acquired by a private family officeSellside Advisorhas been acquired bySel

15、lside Advisorhas received a growth investment fromFinancial AdvisorA controlling interest inhas been acquired bySellside Advisor&Fairness Opinionhas been acquired bySellside Advisorhas been acquired bySellside Advisorhas received an investment fromSellside Advisor2023 M&A Advisory RankingsGlobal Con

16、sumer Transactions Under$1 BillionDealsAdvisor50Houlihan Lokey148Rothschild&Co232Lazard325Goldman Sachs&Co423UBS5Source:LSEG(formerly Refinitiv).Excludes accounting firms and brokers.About Our E-Commerce and D2C Team5The e-commerce and direct-to-consumer(D2C)sector,which operates within Houlihan Lok

17、eys Consumer Group,has earned a reputation for providing superior service and achieving outstanding results in M&A advisory,capital-raising,restructuring,and financial and valuation advisory services.The global Houlihan Lokey Consumer Group has more than 125 dedicated advisors located in 12 offices

18、around the world and has built a reputation as a trusted advisor to companies in the consumer industry.We do this by combining our extensive market capabilities with our in-depth industry knowledge to help maximize shareholder value for our clients.When our experience is combined with our comprehens

19、ive understanding of the industrys financial,regulatory,and competitive dynamics,we are able to more effectively analyze a full range of strategic options,such as mergers,acquisitions,divestitures,capital-raising,and asset sale transactions.LeadershipRequest a MeetingLearn More About UsThomas EgliMa

20、naging DirectorThomas.EgliHL.com+41(0)43 499 43 41Steven TishmanManaging DirectorSTishmanHL.com+1 212.497.4142Please reach out to us to schedule a call to discuss this quarters market update or to explore how we can serve your business needs.Contact UsSubsector CoverageAggregators,Platforms,and Mark

21、etplacesCircular and Sustainable BrandsCircular BusinessCircular EnablersCircular Marketplaces(Peer-to-Peer,Managed)Direct-to-ConsumerFashion/ApparelFitnessFood RetailGaming and GamblingMulti-Unit ServicesOut-of-Home EntertainmentProduct-as-a-ServiceQSR/FranchiseRestaurants/HospitalityRetailSmart Mo

22、bilityTravela portfolio company ofand majority owned by management and founders has entered into a partnership withSellside Advisorhas soldtoSellside Advisor*has sold its stake intoSellside Advisor*has received a growth investment fromFinancial Advisorhas acquired a majority stake inBuyside Advisora

23、 portfolio company ofhas sold a majority stake toSellside Advisorhas been acquired bySellside AdvisorFeatured TransactionsTombstones included herein represent transactions closed from 2017 forward.*Selected transactions were executed by Houlihan Lokey professionals while at other firms acquired by H

24、oulihan Lokey or by professionals from a Houlihan Lokey joint venture company.has soldtoSellside Advisorhas received an investment fromSellside Advisorhas acquired a minority stake inBuyside AdvisorTable of Contents07081011131415IntroductionFeatured Sector NewsAdditional M&A HighlightsRelevant Buyer

25、 KPIs and M&A ProcessEquity Market Index PerformanceEquity Market Index Performance:SubsectorsSector Definition1617232531How the Landscape Has Evolved Over the Past Three Years Key TrendsPublic Company ValuationsPublic Comparables DisclaimerE-Commerce and D2C Market Update70.9x TEV/LTM Revenue4.3%20

26、222024ERevenue CAGR8.4%LTM EBITDA MarginE-Commerce and D2CSector Market Snapshot(1)E-Commerce and D2CM&A Transaction Volume146 215 191 187 175 135 118 104 104 12972 108 80 85 61 Q1Q2Q3Q4Q1Q2Q3Q4Q1Q2Q3Q4Q1Q2Q3202120222023202461Transactions Q3 2024Sources:S&P Capital IQ,Federal Reserve Economic Data.D

27、ata as of September 30,2024.(1)The Houlihan Lokey E-Commerce and D2C Index consists of a diversified set of companies across the e-commerce and D2C sector.See pages 2530 for a complete list.11.7x TEV/LTM EBITDAIn line with last years trends,Q3 M&A activity declined to 61 transactions after a period

28、of increased momentum earlier in the year.This slowdown suggests that some deals may have been delayed,with expectations for increased activity and deal completions in the final months of the year.Optimism for an uptick in transactions toward the end of the year remains intact,indicated by longer tr

29、ansaction cycles during the year.Featured Sector News 8DateCompanySubsectorDescriptionArticle Link9/30/2024Aggregators,Platforms,and MarketplacesRakuten Card and Mizuho Financial Group announced that they are considering an alliance to enhance Rakutens growth in consumer and corporate sectors capita

30、lizing on Mizuhos extensive customer base.Read More9/26/2024Aggregators,Platforms,and MarketplacesJustEatT and Lovehoney Group have teamed up to offer sexual wellness products,including popular brands like Womanizer and We-Vibe,to consumers in the U.K.,Austria,and Denmark.The collaboration will offe

31、r discreet delivery and special deals.Read More9/25/2024Inventory-Based E-CommerceASOS announced plans to cut 200 head office roles to restructure amid post-pandemic challenges and competition from cheaper rivals like Shein.While exploring new tech roles,the company faces financial struggles,includi

32、ng a 120 million loss.Read More9/25/2024Aggregators,Platforms,and MarketplacesREAs offer for Rightmove,valued at 770 pence per share,was rejected by Rightmoves board,who deemed it undervalued.Despite the disappointment,REA believes the offer benefits shareholders.Read More9/24/2024Aggregators,Platfo

33、rms,and MarketplacesGrove Collaborative has received a$15 million investment from Volition Capital to help settle$30 million in term debt,with$10 million to be allocated by November 30.The investment was made at a 40%premium,indicating confidence in Groves potential for growth.Read More9/10/2024Inve

34、ntory-Based E-CommerceMister Spex SE has launched new“SpexPro”premium lenses.These German-made lenses elevate the brands portfolio by offering superior visual comfort,protection,and durability while hoping to boost sales and profitability in the premium segment.Read More9/6/2024D2CBrilliant Earth Gr

35、oup,Inc.,a leader in ethically sourced fine jewelry,has expanded its global shopping capabilities.Now available in more than 150 countries,customers can shop with local currencies,see total costs at checkout,and enjoy free shipping and returns.Read More8/30/2024Inventory-Based E-CommerceJD.com annou

36、nced plans to invest RMB 1 billion to expand its apparel business,aiming to establish JD Fashion as a leading destination for global fashion.Since early 2024,JD.com has seen a 60%increase in brand partnerships and a 200%rise in third-party merchants.Read MoreSources:Company websites,press releases.W

37、hile M&A volumes are currently following the same pattern as last year,with a decline in transactions during Q3,both strategic and financial buyers continue to engage in synergetic collaborations and proactively seek expansion funding and selected M&A transactions.Featured Sector News(cont.)9DateCom

38、panySubsectorDescriptionArticle Link8/26/2024Inventory-Based E-CommerceMister Spex SE has launched“Mister Spex MOOVE,”targeting the booming sports eyewear market.Featuring seven models with advanced lenses and ergonomic design,the collection reflects Mister Spexs strategic growth in profitable segme

39、nts.Read More8/20/2024Inventory-Based E-CommerceTHG Commerce has announced a partnership with Premier Foods to launch FUEL10Ks direct-to-consumer offering.THGs end-to-end digital solution will enhance FUEL10Ks presence in the nutrition category,leveraging its technology and fulfillment network.Read

40、More8/7/2024Inventory-Based E-CommerceASOS has signed a three-year agreement with Microsoft to enhance operational excellence and data-driven decision-making through AI.Utilizing Microsoft tools like Power Automate and AI Stylist,ASOS aims to boost innovation in personalized shopping experiences.Rea

41、d More8/2/2024D2CAllbirds Inc.announced that Belle Fashion Group will be its exclusive distributor in mainland China,Macau,and Taiwan,transitioning from a direct sales model to a third-party distributor strategy.This partnership aims to enhance Allbirds brand presence and scalability.Read MoreSource

42、s:Company websites,press releases.While M&A volumes are currently following the same pattern as last year,with a decline in transactions during Q3,both strategic and financial buyers continue to engage in synergetic collaborations and proactively seek expansion funding and selected M&A transactions.

43、Additional E-Commerce and D2C M&A Highlights10Transaction Value and Deal Volume(1)Notable TransactionsSource:S&P Capital IQ.Data as of September 30,2024.(1)2021 transaction value largely fueled by$46 billion Prosus N.V.and Naspers Ltd.transaction(May 2021).$42.6$43.3$115.3$14.3$21.4$22.9607598739532

44、41322620192020202120222023YTD 2024Disclosed Value($B)DealsKey TakeawaysAfter an acceleration in transaction volume toward Q2 2024,transaction volume declined again in Q3 in line with last year,indicating increased transaction activity toward the end of the year.The focus shift toward EBITDA and curr

45、ent trading performance remains intact and continues to be the decision point for potential transactions.DateAcquirerTargetSubsectorDeal Value($M)10/7/2024D2C609.09/18/2024Undisclosed InvestorAggregators,Platforms,and Marketplaces250.09/6/2024Aggregators,Platforms,and Marketplaces90.09/4/2024D2C6,52

46、0.69/2/2024D2CN/D8/22/2024Aggregators,Platforms,and Marketplaces250.08/16/2024Aggregators,Platforms,and Marketplaces1,147.88/16/2024Aggregators,Platforms,and MarketplacesN/D8/13/2024Aggregators,Platforms,and Marketplaces519.37/22/2024Inventory-Based E-Commerce1,277.77/16/2024Inventory-Based E-Commer

47、ce798.57/4/2024D2C2,650.07/3/2024Undisclosed InvestorAggregators,Platforms,and MarketplacesN/D7/1/2024Manash Lifestyle Private Ltd.Inventory-Based E-Commerce119.8Relevant KPIs That Potential Buyers Focus On11The main buyer focus is on top-line growth,gross and EBITDA margins,and customer economics.B

48、uyers are only interested if these KPIs look attractive.Market TrendsTrafficShop/Front-EndConversionCustomersAfter SalesFinancials%Market Growth%Paid vs.Unpaid TrafficScalability%Conversion RateRepurchase RateSame/Next-Day Delivery%Top-Line Growth%Online-Share GrowthCPCs for Paid Channels#of Exclusi

49、ve and Total Products%Cancellation RateNew vs.Existing Customers/Orders#of SKUs and%on Stock%Gross Margin%Market Share%Direct TrafficLoad TimesDropout RateCLTV to CACHandling Time%EBITDA MarginNet Promoter ScoreFiltering FunctionalityResponse TimesChurn Rate/Customer CohortsReturn Rate%Cash Conversi

50、on%Mobile Traffic ShareMobile FriendlinessAOVNWC RequirementImportance of Criteria(Full=High;Empty=Low)Key Metrics for D2C/E-Commerce Companies and the Importance for Potential BuyersAnd What They Question in M&A Processes12Strategy Whats the internationalization strategy historically/going forward

51、and the profitability of the home/core market versus international operations(P&L by country)?Explain the development of online/offline share historically and in the future.Can you lay out the key initiatives of your future growth plan?Can you give details on the ESG status and ESG strategy going fo

52、rward?Competition Will there be KPI benchmarking with peers?What are the market shares in respective countries?How do you differentiate yourself from potential competitors(e.g.,Amazon and Zalando)?Management/Ownership How dependent is the company on the management team?Is management willing to reinv

53、est?What is your willingness for financial/trade buyers?Products/Brands What are the sourcing conditions,and what is the“secret sauce?”Explain relevant competence,product strategy specializations,best brands,price point,etc.Identify disruptions in the supply chain and how you will address them.Share

54、 of own brand(if any)?Technology What are the capabilities of the data warehouse(e.g.,CRM,ERP,marketing and purchasing tools)?What do management dashboards and KPI information look like on areal-time basis?What is your technology stack:scalable,mobile-ready,proprietary,and state-of-the-art?Customers

55、/Marketing Identify your source of traffic(e.g.,direct,search engine(organic/paid),referrals,email,mobile share,CPC,NPS).Do you have a profound understanding of cohort analysis(number oforders,number of customers,churn,AOV,repurchase),monthly CLTV,and CAC?What is the focus of your marketing efforts,

56、online and offline,and social media engagement?How strong and credible is your brand?Sourcing/Logistics Whats your current sourcing strategy,i.e.,how can the supply chain challenge current business models(e.g.,bike,chips,and gaming console industries)?How scalable and up-to-date is your logistics ce

57、nter?What are your current outbound/inbound/storage capacity utilization levels versus maximum capacity?What is your strategy regarding inventory levels,SKUs,and units in stock,and what are the associated risks?Financials Elaborate on the unit economics of your detailed bottom-up growth plan.How do

58、you expect to generate further operating leverage?In terms of NWC development,show your DIO,DSO,and DPO development and explain monthly peaks.What is the impact of inflation on gross/EBITDA margin?Equity Market Index Performance13Key Market TrendsAfter a period of stagnation in the first quarter of

59、2024 and subsequent growth rates below market levels,e-commerce and D2C assets have recently outperformed the market significantly,also driven by a steady increase in mobile commerce sales.In the third quarter,the E-Commerce and D2C Index demonstrated a notable overall growth of 21.1%.In contrast,th

60、e S&P 500 achieved a more modest growth of 5.3%,highlighting the significant outperformance of the E-Commerce and D2C segment.LTM September 2024 PerformanceJulySeptember 2024 Performance34.4%S&P 5005.3%S&P 5008090100110120130140150Sep-23Nov-23Jan-24Mar-24May-24Jul-24Sep-24S&P 500Houlihan Lokey E-Com

61、merce and D2C Index90100110120130Jul-24Aug-24Sep-24S&P 500Houlihan Lokey E-Commerce and D2C IndexSource:S&P Capital IQ.Data as of September 30,2024.All share prices rebased to 100.(1)The Houlihan Lokey E-Commerce and D2C Index consists of a diversified set of companies across the e-commerce and D2C

62、sector.See pages 2530 for a complete list.42.2%Houlihan Lokey E-Commerce and D2C Index(1)21.1%Houlihan Lokey E-Commerce and D2C Index(1)Equity Market Index Performance E-Commerce and D2C Subsectors1414YTD PerformanceLTM September 2024 Performance by SubsectorThree-Year PerformanceSource:S&P Capital

63、IQ.Data as of September 30,2024.All share prices rebased to 100.The aggregators,platforms,and marketplaces subsector experienced a notable increase of 49.8%,continuing to outperform both the D2C and inventory-based e-commerce segments,which posted more moderate growth rates of 14.0%and 0.3%,respecti

64、vely.Upon reviewing the performance over the past three years,it is clear that all three subsectors are currently trading well below their levels from three years ago,with direct-to-consumer assets experiencing the weakest performance among the three.-4.1%27.6%-14.0%-66.5%-15.0%-85.6%80100120140160S

65、ep-23Dec-23Mar-24Jun-24Sep-24Inventory-Based E-CommerceAggregators,Platforms,and MarketplacesDirect-to-ConsumerKey Subsector Trends49.8%Aggregators,Platforms,and Marketplaces0.3%Direct-to-Consumer14.0%Inventory-Based E-CommerceE-Commerce and D2C Sector Definition15010203Inventory-based e-commerce pl

66、ayers are online distributors of third-party goods.Manufacturers and consumer-packaged-goods firms sell directly to the consumer through their own online and offline stores.Aggregators,platforms,and marketplaces connect the seller and potential buyers,whereby the seller can either be a company or a

67、private person.Inventory-Based E-CommerceD2CAggregators,Platforms,and Marketplaces has soldtoSellside Advisor*has sold premium DTC brandsto Sellside Advisor*has received a growth investment fromFinancial Advisorhas acquired a majority stake inBuyside AdvisorInterflora Swedenhas been acquired byMyflo

68、wera portfolio company of Sellside Advisorhas sold its stake intoSellside Advisor*Tombstones included herein represent transactions closed from 2019 forward.*Selected transactions were executed by Houlihan Lokey professionals while at other firms acquired by Houlihan Lokey or by professionals from a

69、 Houlihan Lokey joint venture company.Companies that manufacture or distribute physical products can be systematically segmented into various subgroups,although certain companies could be categorized into two groups.Distributors sell goods predominantly online through their own platform.Physical goo

70、ds are bought from third parties and stored and handled through their own logistics.Their own brands account for less than 50%of total sales.They are selling their own products and branded products(excluding services).They possess a dominant online share of 50%of total sales together with a tech-foc

71、used marketing approach.The consumer acts as the purchaser(not businesses).Buyers are able to purchase products without leaving the site(or app).The buyers are mainly consumers,not businesses.Physical products are sold,not digital downloads or services.E-Commercehas received an investment fromSellsi

72、de Advisorhas acquired a minority stake inBuyside Advisorsold bya portfolio company oftoSellside Advisor*2020 2021Strong growth of revenue is driven by first-time customers and an increased repurchase rate of existing customersat substantially lower overall marketing and CAC costs,with lower rebates

73、 and,thus,higher gross marginsleading to strong growth at higher EBITDA margins.2022 However,2022 was characterized by supply chain disruptions,lower YoY growth(due to a strong 2021),lower margins,and higher CACs.2023 In 2023,the market was characterized by oversupply and decreasing discretionary sp

74、ending.In parallel,companies focused on process improvements,reduced costs,improved inventory management,and streamlined the overall organization.2024 In 2024,the overall environment remains challenging,but many companies are expected to grow year-over-year and improve Gross Margin and EBITDA as a r

75、esult of cost-cutting and increased efficiency.However,this strongly depends on the subsector.How the Landscape Has Evolved Over the Past Three Years16E-commerce/D2C market perception has strongly improved in the wake of the pandemic.However,valuations and market perception started to decrease at th

76、e end of 2021,driven by slower growth,higher CAC/marketing expenses,lower discretionary spending,and supply chain challenges.Revenues/KPIs Strong growth in 2020 and 2021 was driven by the pandemic.2022 was a transition year characterized by supply chain disruptions and high CAC combined with decreas

77、ing growth.2023 was characterized by oversupply and decreasing discretionary spending,negatively affecting revenues.As supply chain challenges and product costs gradually return to normal levels,online companies are continuing to cut inventory and boost profitability in 2024.Market Perception Online

78、 Players:Investors remain cautious about the consumer,especially in the D2C/e-commerce space.Offline Players:Theres a strong focus on liquidity and decreasing oversupply.Still ongoing lower valuation levels of listed companies might lead to increased P2P activity.Depending on the subsector,PE invest

79、ors remain interested in the space for market-leading,growing,and profitable assets.PE investors have become more focused on EBITDA and current trading.M&A Even though higher than in 2022,M&A volume was weak in 2023 and Q1 and Q2 2024,but strategics and financial buyers continue to find value in hig

80、h-quality e-commerce players We expect leading players to return to the growth track with improved profitability.This will lead to increased interest from financial and strategic investors in the space.Aggregators continue to suffer in a very challenging environment.Impact on Three LevelsDevelopment

81、 of E-Commerce Since January 2020 Overview of Key Trends17Innovative PricingSubscription pricing,loyalty programs,discounts,free shipping,and buy-now-pay-later schemes all enhance customer loyalty and satisfaction while increasing revenues through various sales-driving incentives that motivate custo

82、mers to top up their spending.D2CD2C continues to rise as customers are increasingly willing to trust new,innovative brands and platforms that are progressively pushed by an increasing number of creators and influencers that enhance customer centricity and proximity.Tech-Driven ShoppingLive commerce

83、,augmented reality,virtual reality,and metaverse applications will further redefine customer engagement,enabling immersive product visualization and interactive 3D experiences to enhance personalization and flexibility in the industry.Social CommerceMore users favor social media over search engines

84、for brand research,thereby increasing the importance of social media marketing and user-generated content to foster meaningful customer connections and create strong consumer loyalty.Consumer BehaviorA surge in mobile shopping boosts accessibility and availability of customer touchpoints that are in

85、creasingly characterized by visually driven content,like short video formats,which collectively shape an interactive e-commerce landscape aligned with consumer preferences.Mobile Commerce With the ubiquity of smartphones,mobile commerce will continue to surge,making mobile-optimized websites and app

86、s essential for retailers aiming to capture the on-the-go consumer market.Asian PlayersWe expect continued pressure from Shein and Temu across many verticals.European players need to adapt and focus on quality products,good prices,and impeccable service.However,margin pressure will continue.Sustaina

87、bilityCircular economy,ethical shopping,sustainability preferences,and sustainable packaging continue to become increasingly relevant as overall environmental awareness grows and becomes inevitable to consider for product and service providers.And How This Impacts the M&A Environment18010203The slig

88、ht expansion of EV/sales and EV/EBITDA multiples during the year,driven by cost-cutting and customer resilience,remain stable as we approach the end of 2024.Overall transaction volume decreased in Q1 2024 due to longer transaction processes and a stronger focus on current trading,affecting volume bu

89、t showing a small uptick in Q2 2024.This was followed by a repeated decline in Q3,mirroring last years seasonal pattern,with hopes for a significant jump in activity in the final months of 2024 driven by the heightened motivation to complete ongoing projects that were started during the year.M&A and

90、 capital markets remain closely tied to the macroeconomic environment,with resilient data but ongoing uncertainty around interest rate policieswhich have yet to see significant reductionsadding complexity to the market outlook.Meanwhile,tightening credit conditions and fluctuating investor sentiment

91、,influenced by geopolitical risks,are adding further pressure on deal-making activity.Valuation Recovery M&A ProcessesMacroeconomics04The sector continues to see significant consolidation in 2024 as companies pursue strategic acquisitions to enhance digital capabilities and streamline operations.Des

92、pite high interest rates and shifting consumer behaviors,large players remain focused on M&A to expand digital reach,improve customer engagement,and drive profitability.Consolidation05M&A activity saw a slow start in 2024,with a slight Q2 recovery followed by a Q3 decline due to uncertainty around i

93、nterest rates and geopolitical factors,but it is expected to rise by year-end as market conditions stabilize.Looking ahead,2025 is poised for further growth,driven by financial sponsors deploying capital and improving macroeconomic conditions.Activity Increase AnticipatedKey Trends E-Commerce and D2

94、C19Key trends highlight a dynamic market environment,prioritizing efficiency/cost-cutting and data-centric approaches while also refocusing on the consumer to enhance profitability.Inventory-Based E-CommerceInventory-based e-commerce players are online distributors of third-party goods.Micro Fulfill

95、mentInventory ManagementAI Order PickingSupply Chain AutomationDirect-to-Consumer Manufacturers and consumer-packaged-goods firms sell directly to the consumer through their own online and offline stores.Niche OrientationData-Based RelationshipUser-Generated ContentD2C Subscription Service Aggregato

96、rs,Platforms,and Marketplaces Aggregators,platforms,and marketplaces connect sellers and potential buyers,whereby the seller can either be a company or a private person.Audience OrientationOpportunistic EnvironmentSupplier OverstockAggregator ValuationsKey Trends Inventory-Based E-Commerce20An orien

97、tation toward data-driven supply chain management and AI integration will foster financial performance in times of increasing volatility.Pressure From Asian PlayersInflation/Discretionary SpendingIncreasing AI AdoptionLimited Internal OptimizationStrongly growing players from Asia,such as Shein and

98、Temu,are impacting established players.Discretionary spending due to increased inflation is impacting several subsectors within the e-commerce industry.As AI and machine learning become increasingly sophisticated,they penetrate an increasing number of application areas.Internal inventory improvement

99、 potential is limited and provides decreasing marginal benefits.Quality ProductsMargin UpsideAI Order PickingSupply Chain AutomationThe key is to focus on quality products with impeccable service at good prices.A focus on cost-cutting and efficiency,combined with lower sourcing costs,will positively

100、 impact gross margins in 2024.AI-supplemented order management will predict the demand and improve picking processes.Automating the whole supply chain,from manufacturer to fulfillment,will reap inventory efficiency gains.1234Key Trends Aggregators,Platforms,and Marketplaces21In this highly opportuni

101、stic environment,smaller players can build momentum and look toward increasing valuations.End of Targeted AdvertisingEconomic DownturnUncertain Retail DemandAggregator CompetitionFollowing Apple,Google will discontinue user tracking and personally targeted advertising.Weakening economic conditions p

102、ush competitors into insolvency,and the end of targeted advertising hampers D2C sales.Traditional retailers are struggling with inventory levels as consumer preferences switch with the ending pandemic and surging inflation.The competition in the aggregator business is increasing as more players rush

103、 into the space.Audience OrientationOpportunistic EnvironmentSupplier OverstockAggregator ValuationsThere is an increasing focus on an engaged relationship with the audience through shared values and authenticity.Decreased competition leads to easier and cheaper supplier collaboration,network effect

104、s,and new business models.Suppliers,such as traditional retailers,are looking for ways to increase their consumer base and to sell their inventory,e.g.,through D2C partnerships.Rising valuation targets due to buyer competition makes the aggregator business model increasingly difficult.1234Key Trends

105、 D2C22There is an increasing focus on customer values and relationships as demand for personalization rises in line with data security concerns.End of Targeted AdvertisingConsumer DataSocial CommerceSubscription/Club ModelsSimilar to aggregators,platforms,and marketplaces,Google will discontinue use

106、r tracking and personally targeted advertising.Newly developed digital capabilities enable data collection,integration,and synchronization on multiple channels that are used by customers.Consumers increasingly prefer social media over search engines for brand research,driven by the need for more per

107、sonal relationships with brands.Subscription-based business models are on the rise,featuring new product groups such as clothes or food.Niche OrientationData-Based RelationshipUser-Generated ContentD2C Subscription ServiceThe focus is on directly addressing selected consumer groups instead of the br

108、oad market environment.Open data collection and sharing lead to increased consumer/brand collaboration and relationship building.Focusing on selling goods directly within social media platforms will result in a quicker path to purchase,less friction,and deeper brand connection.Establishing subscript

109、ion models leads to a closer customer relationship and identification with the brand.1234Public Company Valuations LTM September 202423EV/LTM RevenueEV/LTM EBITDAForward P/EInventory-Based E-CommerceAggregators,Platforms,and MarketplacesDirect-to-Consumer15.7x17.5x10.7x0.5x3.4x1.0 x24.5x24.2x15.3xSo

110、urce:S&P Capital IQ.Data as of September 30,2024.EV/2024E RevenueEV/2024E EBITDAP/E 2024EInventory-Based E-CommerceAggregators,Platforms,and MarketplacesDirect-to-ConsumerPublic Company Valuations 2024E24Source:Trading multiples are based on share price,other market data,and broker consensus future

111、revenue and earnings estimates from S&P Capital IQ as of September 30,2024.11.2x15.9x12.0 x0.5x3.3x0.9x22.6x23.6x16.4xPublic Comparables(LTM September 2024)E-Commerce and D2C25Source:S&P Capital IQ.Data as of September 30,2024.($in Millions,Except per-Share Prices)As of 9/30/24Market CapUSDMEVUSDMNe

112、t DebtUSDMNet Debt/LTM EBITDALTMForward P/ETEV/RevenueUSDMEBITDAUSDMEBITDA MarginEPSLTM EBITDALTM RevenueInventory-Based E-CommerceJD.com,Inc.$58,560.0$51,882.3($19,199.4)N/M$152,089.7$7,722.3 5.1%$2.7 9.5x 6.7x 0.3x ZOZO,Inc.10,807.3 10,538.2(239.7)N/M 1,252.8 400.0 31.9%0.9 33.1x 26.3x 8.4x Vipsho

113、p Holdings Ltd.8,391.2 5,863.7(2,816.3)N/M 15,407.0 1,649.1 10.7%2.1 6.3x 3.6x 0.4x Zalando SE8,483.5 7,462.9(980.4)N/M 10,945.9 600.7 5.5%0.6 28.9x 12.4x 0.7x Wayfair Inc.6,936.2 9,700.2 1,871.0 N/M 11,904.0(181.0)N/M(5.3)50.0 x N/M0.8x Ocado Group PLC4,227.9 5,874.7 1,555.0 10.4x 3,813.8 150.0 3.9

114、%(0.3)N/M 39.2x 1.5x Redcare Pharmacy NV2,940.4 2,983.9 13.8 0.5x 2,279.8 27.1 1.2%(0.5)N/M N/M1.3x THG PLC981.1 1,963.9 926.6 13.1x 2,540.3 70.6 2.8%(0.2)N/M 27.8x 0.8x AO World PLC857.1 898.4 38.9 0.5x 1,312.6 75.5 5.8%0.1 22.4x 11.9x 0.7x Boozt AB720.5 744.4 22.9 0.5x 757.6 49.3 6.5%0.3 24.5x 15.

115、1x 1.0 x ASOS PLC684.2 1,557.9 823.7 N/M 4,061.9(177.1)N/M(2.7)N/M N/M0.4x About You Holding SE628.4 585.2 3.7 N/M 2,164.5(20.0)N/M(0.5)N/M N/M0.3x DocMorris AG569.5 815.2 231.0 N/M 1,115.9(59.5)N/M(9.2)N/M N/M0.7x 1-800-FLOWERS.COM,Inc.509.3 659.3 27.7 0.2x 1,831.4 118.3 6.5%(0.1)48.1x 5.6x 0.4x Vi

116、ctorian Plumbing Group PLC449.6 462.9 12.5 0.5x 357.3 24.5 6.9%0.0 21.1x 18.9x 1.3x K Ltd.357.8 345.1(12.2)N/M 306.7 21.1 6.9%0.0 19.8x 16.3x 1.1x BHG Group AB271.1 514.0 216.7 7.5x 982.7 28.9 2.9%(0.9)25.4x 17.8x 0.5x Westwing Group SE171.9 133.3(37.1)N/M 469.9 6.8 1.4%(0.8)N/M 19.7x 0.3x V Oyj85.3

117、 105.9 19.8 3.2x 516.0 6.1 1.2%(0.0)48.3x 17.3x 0.2x Mister Spex SE84.8 62.7(21.1)1.5x 245.2(13.9)N/M(1.6)N/M N/M0.3x PetMed Express,Inc.75.6 30.9(46.0)N/M 270.8 6.2 2.3%(0.1)N/M 5.0 x 0.1x Bike24 Holding AG67.0 105.9 37.4 N/M 237.4(2.9)N/M(1.8)N/M N/M0.4x Delticom AG41.3 122.7 78.2 4.1x 525.0 19.1

118、3.6%0.5 10.6x 6.4x 0.2x Median$19.8 1.5x$1,252.8$24.5 5.1%($0.1)24.5x 15.7x 0.5x Mean($759.7)3.8x$9,364.7$457.4 6.2%($0.7)26.8x 15.6x 1.0 x Public Comparables(LTM September 2024)(cont.)E-Commerce and D2C26Source:S&P Capital IQ.Data as of September 30,2024.($in Millions,Except per-Share Prices)As of

119、9/30/24Market CapUSDMEVUSDMNet DebtUSDMNet Debt/LTM EBITDALTMForward P/ETEV/RevenueUSDMEBITDAUSDMEBITDA MarginEPSLTM EBITDALTM RevenueAggregators,Platforms,and MarketplacesA,Inc.$1,955,639.0$2,024,389.0($8,682.0)N/M$604,334.0$117,609.0 19.5%$4.2 36.2x 17.2x 3.3x Alibaba Group Holding Ltd.246,855.6 2

120、33,993.6(33,162.3)N/M 130,763.9 25,868.4 19.8%3.8 11.6x 9.0 x 1.8x MercadoLibre,Inc.104,029.1 102,562.1(2,228.0)N/M 17,108.0 3,140.0 18.4%27.6 48.1x 32.7x 6.0 x Copart,Inc.50,424.4 47,145.5(3,422.2)N/M 4,236.8 1,786.3 42.2%1.4 33.5x 26.4x 11.1x eBay Inc.31,838.8 34,849.8 2,559.0 1.0 x 10,190.0 2,660

121、.0 26.1%5.2 12.9x 13.1x 3.4x REA Group Ltd.18,396.2 18,467.3 41.5 0.1x 1,118.9 488.1 43.6%1.5 48.6x 37.8x 16.5x Zillow Group,Inc.14,661.6 13,838.6(928.0)10.1x 2,071.0(91.5)N/M(0.6)40.1x N/M6.7x Rakuten Group,Inc.13,894.2 12,240.3(4,413.4)N/M 13,361.6 1,295.1 9.7%(0.8)N/M 9.5x 0.9x Delivery Hero SE11

122、,496.1 15,769.3 4,111.5 N/M 11,652.4(244.6)N/M(8.9)N/M N/M1.4x Auto Trader Group PLC10,404.3 10,425.6 20.1 0.0 x 721.0 470.2 65.2%0.4 26.0 x 22.2x 14.5x CAR Group Ltd.9,804.6 10,553.6 686.3 2.0 x 733.1 341.3 46.6%0.4 37.2x 30.9x 14.4x Allegro.eu S.A.9,575.8 10,358.7 748.1 1.3x 2,632.3 596.3 22.7%0.1

123、 20.4x 17.4x 3.9x Etsy,Inc.6,372.2 7,760.9 1,388.7 3.1x 2,772.4 443.1 16.0%2.2 11.7x 17.5x 2.8x Rightmove PLC6,525.6 6,496.9(27.1)N/M 476.4 333.9 70.1%0.3 22.5x 19.5x 13.6x Scout24 SE6,280.7 6,500.8 211.0 0.7x 602.4 292.6 48.6%2.5 25.8x 22.2x 10.8x Autohome Inc.3,950.6 898.7(3,230.4)N/M 1,004.4 226.

124、3 22.5%2.1 14.2x 4.0 x 0.9x Just Eat T N.V.3,065.4 3,901.9 811.1 20.5x 5,518.1 39.6 0.7%(9.8)N/M N/M0.7x AUTO1 Group SE2,461.2 2,847.6 369.5 23.5x 5,988.3 15.7 0.3%(0.2)N/M N/M0.5x C Inc.1,106.5 1,547.1 440.6 2.6x 713.0 166.7 23.4%0.4 8.0 x 9.3x 2.2x Americanas S.A.171.0 5,489.4 5,216.5 N/M 2,658.5

125、37.6 1.4%(9.6)0.1x N/M2.1x Median$126.3 2.0 x$2,715.4$392.2 22.6%$0.4 24.2x 17.5x 3.4x Mean($1,974.5)5.9x$40,932.8$7,773.7 27.6%$1.1 24.8x 19.2x 5.9x Public Comparables(LTM September 2024)(cont.)E-Commerce and D2C27Source:S&P Capital IQ.Data as of September 30,2024.($in Millions,Except per-Share Pri

126、ces)As of 9/30/24Market CapUSDMEVUSDMNet DebtUSDMNet Debt/LTM EBITDALTMForward P/ETEV/RevenueUSDMEBITDAUSDMEBITDA MarginEPSLTM EBITDALTM RevenueDirect-to-ConsumerHims&Hers Health,Inc.$3,986.9$3,771.1($227.3)N/M$1,067.1$29.4 2.8%$0.1 N/M N/M3.5x YETI Holdings,Inc.3,473.3 3,437.2(130.6)N/M 1,758.2 321

127、.5 18.3%2.2 14.9x 10.7x 2.0 x Warby Parker Inc.1,956.9 1,911.2(238.0)N/M 719.9 23.7 3.3%(0.4)N/M N/M2.7x tonies SE844.5 841.1(3.2)N/M 422.8 6.3 1.5%(0.3)N/M N/M2.0 x RVRC Holding AB518.2 490.3(26.7)N/M 173.6 37.5 21.6%0.3 15.6x 13.1x 2.8x boohoo group PLC503.7 794.4 274.0 17.2x 1,845.7 15.9 0.9%(0.1

128、)N/M 49.9x 0.4x The Honest Company,Inc.357.3 346.6(36.6)6.4x 355.7(5.7)N/M(0.1)N/M N/M1.0 x BARK,Inc.282.9 251.7(77.8)3.2x 485.8(24.5)N/M(0.2)N/M N/M0.5x Allbirds,Inc.93.1 71.8(87.2)1.2x 220.1(70.6)N/M(17.5)N/M N/M0.3x Solo Brands,Inc.82.6 383.0 142.1 3.5x 492.5 40.2 8.2%(2.2)3.8x 9.5x 0.8x Brillian

129、t Earth Group,Inc.28.7 67.7(94.2)N/M 441.3 19.0 4.3%0.1 28.1x 3.6x 0.2x Median($77.8)3.5x$485.8$19.0 3.8%($0.1)15.3x 10.7x 1.0 x Mean($45.9)6.3x$725.7$35.7 7.6%($1.7)15.6x 17.4x 1.5x Overall Median$13.2 2.6x$1,185.8$38.6 6.9%($0.0)22.5x 16.8x 1.0 x Overall Mean($1,064.2)5.1x$19,296.8$3,081.3 15.4%($

130、0.2)24.5x 17.4x 2.9x Public Comparables(2024E)E-Commerce and D2C28Source:Trading multiples are based on share price,other market data,and broker consensus future revenue and earnings estimates from S&P Capital IQ as of September 30,2024.($in Millions,Except per-Share Prices)As of 9/30/24Net Debt/202

131、3 EBITDAEV/RevenueEV/EBITDAP/E202224 CAGREBITDA MarginForward P/E20232024E20232024E20232024ERevenueEBITDA20232024E20232024EInventory-Based E-CommerceJD.com,Inc.N/M 0.3x 0.3x 7.3x 7.5x 18.6x 10.0 x 3.3%13.2%4.6%4.3%12.2x 9.6x ZOZO,Inc.N/M 7.6x 7.2x 24.7x N/A 37.7x N/A 4.0%(100.0%)31.0%0.0%34.8x 34.4x

132、 Vipshop Holdings Ltd.N/M 0.4x 0.4x 3.8x 3.9x 7.7x 6.8x 1.0%12.6%9.6%9.9%6.2x 6.4x Zalando SEN/M 0.7x 0.6x 13.7x 8.9x N/M 33.5x 2.6%53.6%4.8%7.2%43.0 x 28.2x Wayfair Inc.N/M 0.8x 0.8x N/M 19.1x N/M N/M(1.6%)N/A N/M 4.3%N/M N/M Ocado Group PLC18.8x 1.6x 1.4x N/M 32.5x N/M N/M 15.8%N/A 2.3%4.4%N/M N/M

133、 Redcare Pharmacy NV0.6x 1.5x 1.1x N/M 39.9x N/M N/M 43.4%N/A 1.2%2.8%N/M N/M THG PLC18.3x 0.8x 0.7x 38.8x 11.2x N/M N/M 0.0%253.1%1.9%6.5%N/M N/M AO World PLC0.5x 0.7x 0.6x 11.5x 10.1x 27.5x 23.5x 1.7%51.1%5.8%5.9%28.2x 22.4x Boozt AB0.5x 1.0 x 0.9x 15.0 x 11.2x 32.8x 23.0 x 13.3%27.9%6.4%8.0%24.9x

134、 23.3x ASOS PLCN/M 0.4x 0.4x N/M 13.0 x N/M N/M(4.4%)N/A N/M 2.9%N/M N/M About You Holding SEN/M 0.3x 0.3x N/M 18.0 x N/M N/M 6.9%N/A N/M 1.5%N/M N/M DocMorris AGN/M 0.7x 0.7x N/M N/M N/M N/M 11.2%(36.9%)N/M N/M N/M N/M 1-800-FLOWERS.COM,Inc.1.1x 0.3x 0.4x 4.9x 7.7x N/M N/M(8.8%)(16.2%)7.1%4.8%29.4x

135、 48.1x Victorian Plumbing Group PLC0.5x 1.3x 1.1x 19.6x 11.9x 28.9x 22.8x 11.8%47.2%6.5%9.3%22.0 x 21.0 x K Ltd.N/M 1.1x 1.0 x 27.5x 11.2x N/M 22.4x(7.9%)N/A 4.0%9.3%38.9x 20.4x BHG Group AB6.7x 0.4x 0.5x 15.8x 8.5x N/M N/M(13.4%)(3.2%)2.8%6.3%N/M 25.9x Westwing Group SEN/M 0.3x 0.3x 14.0 x 5.9x N/M

136、 N/M 3.0%N/A 2.0%4.6%N/M N/M V Oyj1.7x 0.2x 0.2x 9.0 x 11.7x 37.2x N/M(4.0%)5.7%2.1%1.7%11.5x N/M Mister Spex SE1.7x 0.2x 0.3x N/M N/M N/M N/M 2.9%(58.2%)N/M N/M N/M N/M PetMed Express,Inc.N/M 0.1x 0.1x 15.6x 6.7x N/M N/A 1.2%(47.1%)0.7%1.7%43.3x N/M Bike24 Holding AGN/M 0.4x 0.4x N/M 17.0 x N/M N/M

137、(3.7%)(11.2%)N/M 2.4%N/M N/M Delticom AG4.3x 0.2x 0.2x 6.7x 5.9x 4.7x 10.6x(2.7%)54.2%3.5%1.0%10.7x 10.8x Median1.7x 0.4x 0.5x 14.0 x 11.2x 28.2x 22.6x 1.7%9.2%4.0%4.4%26.5x 22.4x Mean5.0 x 0.9x 0.9x 15.2x 13.1x 24.4x 19.1x 3.3%15.4%5.7%4.7%25.4x 22.8x Public Comparables(2024E)(cont.)E-Commerce and

138、D2C29Source:Trading multiples are based on share price,other market data,and broker consensus future revenue and earnings estimates from S&P Capital IQ as of September 30,2024.($in Millions,Except per-Share Prices)As of 9/30/24Net Debt/2023 EBITDAEV/RevenueEV/EBITDAP/E202224 CAGREBITDA MarginForward

139、 P/E20232024E20232024E20232024ERevenueEBITDA20232024E20232024EAggregators,Platforms,and MarketplacesA,Inc.0.7x 3.5x 3.2x 20.6x 14.8x N/M 39.4x 11.2%43.8%17.1%21.5%N/M 36.2x Alibaba Group Holding Ltd.N/M 1.8x 1.7x 8.6x 8.7x 19.4x 12.2x 5.9%4.3%20.7%19.2%11.2x 11.8x MercadoLibre,Inc.N/M 7.1x 5.0 x 35.

140、3x 30.2x N/M N/M 39.4%46.1%20.1%16.6%N/M 48.0 x Copart,Inc.N/M 11.6x 10.7x 26.5x 25.6x 37.4x 36.0 x 9.4%9.0%43.9%41.8%35.2x 33.7x eBay Inc.1.2x 3.4x 3.4x 13.3x 10.8x 12.5x 13.5x 2.6%5.0%25.8%31.3%14.8x 12.9x REA Group Ltd.0.1x 18.0 x 17.2x 41.7x 30.4x N/M N/M 5.2%24.8%43.2%56.8%N/M 49.5x Zillow Grou

141、p,Inc.6.5x 7.1x 6.3x N/M 29.5x N/M 46.6x 5.7%168.7%N/M 21.4%48.1x 40.2x Rakuten Group,Inc.N/M 0.8x 0.8x 13.8x 6.7x N/M N/A 3.7%N/A 6.0%11.6%N/M N/M Delivery Hero SEN/M 1.4x 1.2x N/M 18.9x N/M N/M 19.7%N/A N/M 6.4%N/M N/M Auto Trader Group PLC0.0 x 14.9x 13.2x 23.0 x 19.5x 34.2x 26.8x 16.5%18.4%64.6%

142、67.7%30.1x 26.6x CAR Group Ltd.2.1x 15.8x 13.2x 32.9x 25.3x 40.6x 39.0 x 40.3%46.8%48.0%52.1%41.7x 38.2x Allegro.eu S.A.1.4x 4.0 x 3.5x 19.8x 13.1x N/M 23.3x 20.4%40.0%20.1%26.5%29.3x 21.0 x Etsy,Inc.3.1x 2.8x 2.8x 17.6x 10.1x 24.8x 12.3x 4.7%29.7%16.0%27.4%11.9x 11.7x Rightmove PLCN/M 14.0 x 12.4x

143、19.5x 17.5x 26.6x 23.9x 14.2%11.9%71.9%70.8%25.3x 23.0 x Scout24 SE0.7x 11.1x 10.3x 22.4x 16.9x 32.1x 27.9x 11.2%29.7%49.3%61.0%28.1x 26.3x Autohome Inc.N/M 0.9x 0.9x 4.0 x 4.2x 15.1x 14.0 x 0.2%(8.9%)22.2%21.1%15.2x 14.2x Just Eat T N.V.N/M 0.7x 0.7x N/M 7.6x N/M N/M(0.9%)N/A N/M 8.8%N/M N/M AUTO1

144、Group SEN/M 0.5x 0.4x N/M 42.0 x N/M N/M(3.0%)N/A N/M 1.0%N/M N/M C Inc.2.7x 2.2x 2.1x 9.5x 7.5x 9.6x 9.4x 5.2%11.1%23.7%28.7%7.7x 7.6x Americanas S.A.N/M 1.8x 0.9x N/M 6.1x N/M 0.1x 12.1%N/A N/M 14.7%N/M 0.1x Median1.3x 3.5x 3.3x 19.8x 15.9x 25.7x 23.6x 7.6%24.8%23.7%24.0%26.7x 24.7x Mean1.9x 6.2x

145、5.5x 20.6x 17.3x 25.2x 23.2x 11.2%32.0%32.8%30.3%24.9x 25.1x Public Comparables(2024E)(cont.)E-Commerce and D2C30Source:Trading multiples are based on share price,other market data,and broker consensus future revenue and earnings estimates from S&P Capital IQ as of September 30,2024.($in Millions,Ex

146、cept per-Share Prices)As of 9/30/24Net Debt/2023 EBITDAEV/RevenueEV/EBITDAP/E202224 CAGREBITDA MarginForward P/E20232024E20232024E20232024ERevenueEBITDA20232024E20232024EDirect-to-ConsumerHims&Hers Health,Inc.15.3x 4.3x 2.7x N/M 25.3x N/M 32.1x 62.4%N/A N/M 10.7%N/M N/M YETI Holdings,Inc.N/M 2.1x 1.

147、9x 11.8x 9.8x 21.1x 15.6x 7.2%38.4%17.6%19.1%15.7x 14.9x Warby Parker Inc.N/M 2.9x 2.5x N/M 26.5x N/M N/M 12.8%N/A 0.3%9.5%N/M N/M tonies SE1.1x 2.1x 1.6x N/M 21.7x N/M N/M 40.1%N/A N/M 7.2%N/M N/M RVRC Holding ABN/M 2.8x 2.5x 13.0 x 12.0 x 18.4x 16.4x 17.2%16.8%21.9%21.1%16.0 x 16.0 x boohoo group

148、PLC20.6x 0.4x 0.4x N/M 9.1x N/M N/M(6.5%)76.3%0.7%4.6%N/M N/M The Honest Company,Inc.0.3x 1.0 x 0.9x N/M 20.4x N/M N/M 8.4%N/A N/M 4.6%N/M N/M BARK,Inc.0.9x 0.5x 0.5x N/M N/M N/M N/M(4.4%)N/A N/M 0.0%N/M N/M Allbirds,Inc.0.3x 0.3x 0.4x N/M N/M N/M N/M(19.1%)4.1%N/M N/M N/M N/M Solo Brands,Inc.3.0 x

149、0.8x 0.8x 6.5x 8.6x N/M 5.3x(4.2%)(18.3%)11.8%9.4%1.5x 3.9x Brilliant Earth Group,Inc.N/M 0.2x 0.2x 4.0 x 4.7x N/M 39.2x(2.4%)(31.5%)3.8%3.4%12.8x 28.1x Median1.1x 1.0 x 0.9x 9.2x 12.0 x 19.8x 16.4x 7.2%10.4%7.8%8.3%14.2x 15.5x Mean5.9x 1.6x 1.3x 8.8x 15.3x 19.8x 21.7x 10.1%14.3%9.3%9.0%11.5x 15.7x

150、Overall Median1.3x 1.0 x 0.9x 14.5x 11.7x 25.7x 22.8x 4.3%13.2%8.4%8.8%23.5x 22.4x Overall Mean4.1x 3.0 x 2.7x 16.8x 15.2x 24.4x 21.7x 7.6%22.0%17.0%15.6%23.2x 23.0 x Disclaimer31 2024 Houlihan Lokey.All rights reserved.This material may not be reproduced in any format by any means or redistributed

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