Thursday, January 7, 2021

Answear - the next e-commerce IPO

  

Recent months have been much more interesting for investors than the previous years. IPO of companies such as People Can Fly[1] in December or, above all, Allegro, were enthusiastic about investors[2]. Both companies operate in the area of modern technologies, another company to be listed on the stock exchange in the coming days also combines modern business (e-commerce) with traditional sales. I think that this company is an interesting subject for the entry of evaluation and I will try to find its appropriate share price by comparing it with similar companies. To write the post, I used mainly information from the investor presentation and Answear's investment prospectus[3] and issuer's website .

            The following post is made up of four parts. The first section briefly describes the company. In the second part, I describe the market situation and the market environment, then I list the details of the public offering. In the last section I make a comparative Answear’s valuation which will allow me to estimate the share price.

Company

            In 2011, the online store www.answear.com was founded, In 2012, Krzysztof Bajołek and Arkadiusz Bajołek founded the company Wearco sp.z o.o. to which the store's operations have been transferred. Currently Answear.com is a leading digital sales platform for branded clothing, footwear and accessories in the region of Central and Eastern Europe, which has been operating since 2011.

The main target group of the Company are young people (aged 20-40), looking for new trends and well-known global brands, who like new technologies, are open to new forms of shopping, value the convenience of shopping and above-average quality of customer service. The company mainly attracts customers with above-average income, willing to spend more than PLN 250 in one order and repeat purchases at least several times a year. According to data for the first half of 2020, 67.1% of orders were made by women[4].

The company currently operates in 7 countries of Central and Eastern Europe: Poland, Czech Republic, Slovakia, Hungary, Romania, Bulgaria and Ukraine. Sales are geographically diversified, and none of the markets accounts for more than 30 percent of total revenues. The store offers about 90 thousand products of over 350 global brands. Among them are popular clothing brands (Mango, Vero Moda), sports brands (Adidas, Nike, New Balance), denim brands (Levi's, Lee, Wrangler), as well as premium brands (Diesel, Guess Jeans, CK, Tommy Hilfiger, Red Valentino, DKNY). On the other hand, products from the economic segment are based mainly on our own label(Answear LAB)[5].

The most important milestones in business include[6]:

2013 - MCI Capital, through the MCI.Private Ventures FIZ fund, acquired a minority package to finance the expansion to CEE.

2014-15 - Starting operations in the Czech Republic, Slovakia, Romania and Ukraine.

2016 - Opening of business in Hungary, the company's revenues reached 20 million Euros.

2017 - Launching a mobile application - a new sales channel. In the same year, the company also introduced a new communication strategy "We Are The Answear".

2018 – Starting operations in Bulgaria, the company’s revenues reached 50 million Euros. The company has also established its own development department to update and develop its IT system supporting on-line sales.

2019 -   Opening of a new warehouse with an area of 39,000 m2 in Kokotów.

September 25, 2020 - In the National Court was renamed the Joint Stock Company for Wearco Answear.com SA.

            According to the development strategy, presented the company's goal is to maintain a leading role in the market to achieve this, the company is planning activities in four fields[7]:

Extending the product range – Answear.com intends to increase by up to 100 percent by 2024. the number of products available in the assortment on-line store, through the introduction of new brands to offer and extend the offer of available brands. According to the company, this should also lead to higher conversion rates, increase the frequency of purchases and the acquisition of new customers.

Private label development -  ANSWEAR LAB provide the ability to generate relatively high margins, which has a positive effect on the profitability of the Company. In addition, the collection offered by ANSWEAR LAB is available only on the Answear platform, which allows you to attract new customers and increase repeat purchases.

Increase sales on exist market - The active customer base built by the Company is currently around 0.9 percent. the entire population in 7 countries (approx. 120 million people) in which Answear operates. Therefore, the Company recognizes the potential for further development, which will eventually increase the revenue. Answear wants to win new customers primarily by intensifying marketing campaigns building brand awareness, as well as extending the product offer.

Development in new markets - The company is considering launching operations in new markets. The potential expansion directions include: Russia, Kazakhstan, the Baltic states and the Balkans. All these markets will be able to be serviced on the same terms as the others, i.e. from the central warehouse in Kokotów.

After the descriptive part, we can go to the company's financial data that has been provided in the prospectus. The following table shows the key financial data of the company:

Table 1. Key financial data of Answear.com (in million PLN).

 

2017

2018

2019

LTM IIIQ 2020

Revenues

145.0

220.8

311.2

369.0

Gross profit

42.8

61.9

95.8

117.5

EBIT

-7.8

-7.0

4.5

15.6

EBITDA

-4.6

-3.4

9.7

23.5

Net profit

-1.9

-2.1

1.5

2.6

Assets

85.0

111.1

207.3

220.5

Equity

27.3

35.1

54.2

58.6

Source: Answear.com prospectus, KRS

The company in the past three years two and a half times increased revenues, gross profit also grew similarly, it means that revenue growth has not been at the expense of lowering acquired margins, additionally since 2019 years, the company makes a profit at both the operating and net.

The "dry" financial data alone does not say much. In the tables below, it shows the values of the most popular factors

Table 2. Margin analysis Answear.com

 

2017

2018

2019

LTM IIIQ 2020

  Gross Margin

 29.5%

 28.0%

 30.8%

 31.8%

  EBIT Margin

 (5.4%)

 (3.2%)

 1.4%

 4.2%

  EBITDA Margin

 (3.2%)

 (1.5%)

 3.1%

 6.4%

  Net Income Margin

 (6.1%)

 (3.8%)

 3.5%

 1.9%

Source: Answear.com prospectus, KRS

Table 3. Profitability analysis Answear.com

 

2017

2018

2019

LTM IIIQ 2020

ROA

(10.2)%

(7.4)%

 5.2%

 3.2%

ROE

 (31.2%)

 (23.4%)

 20.0%

 11.9%

Source: Answear.com prospectus, KRS

The table above confirmed the observation of a stable gross profit, and that the company began to profit since 2019. The following table shows the liquidity, solvency and capital structure ratios.

Table 4.  Liquidity analysis Answear.com

 

2017

2018

2019

LTM IIIQ 2020

Current ratio

1.3x

1.3x

 1.3x

 1.3x

Quick ratio

 0.3x

 0.4x

 0.4x

 0.3x

Source: Answear.com prospectus, KRS

The company had minor problems with liquidity. While the current liquidity ratio is in the lower limits (the optimum is 1.2 to 2.0), the quick liquidity ratio is definitely too low (the optimum is around 1.0 to 1.2), it means that the company has a large amount of inventories, it can be associated with a wide product offer.

Table 5. Basic capital structure ratios

 

2017

2018

2019

LTM IIIQ 2020

Debt/Equity

0.99

0,94

1,81

1.62

General debt ratio

 0.68

 0.68

 0.74

 0.73

Source: Answear.com prospectus, KRS

Table 6. Solvency ratios

 

2017

2018

2019

LTM IIIQ 2020

  EBIT / Interest Exp.

NM

NM

2,7x

10,4x

  EBITDA / Interest Exp.

NM

NM

5,8x

15,6x

  Total Debt/EBITDA

NM

NM

10,1x

4,0x

  Net Debt/EBITDA

NM

NM

8,8x

3,7x

Source: Answear.com prospectus, KRS

According to the published data, the company achieved a positive EBITDA result only in 2019, but it was low given the scale of its operations. In 2020, the result of LTM September 2020 at the end of the year, significantly increased which allowed space for improvement.

Market environment

Clothing and footwear market in Europe[8]

In 2018, the European clothing market was worth approx. EUR 350 billion, growing on average by 2.3% in 2014-2018. The women's clothing segment is the largest category accounting for 57% of the total market value. The men's and children's clothing segments account for 29.7% and 13.3%, respectively. In 2018, 9.2% of sales were e-commerce, nearly 2/3 of sales were through traditional stores. The table below shows the market forecasts until 2023.

Chart 1. Forecast of the value (data in EUR billion) of the clothing market in Europe in 2019-2023


Source: PMR, Europe – Apparel Retail, January 2020

In 2018, the European footwear market was worth EUR 80.2 billion, growing on average in 2014-2018 by 2.2%. The women's footwear segment is the largest category accounting for 53.7% of the total market value. Marketline forecasts that the European footwear market will reach a value of EUR 90.6 billion in 2023, growing on average in 2018-2023 by 2.5%. Currently, the footwear sales segment in stores operating only in the on-line channel accounts for 7.3% of the market value, however, it is the fastest growing channel

Chart 2. Forecast of the value (data in EUR billion) of the shoe market in Europe in 2019-2023


Source: PMR, Europe – Shoe Retail, January 2020

E-commerce market in Poland:

According to Trinity Group, the value of e-commerce in Poland will exceed the record PLN 100 billion in 2020 and will grow CAGR by 20% by 2025, this would mean that the value of the e-commerce market will reach nearly a quarter of a trillion PLN[9]. In 2019 e-commerce accounted for 10.7% of Polish retail sales, and in 2025 it will account for 19% of retail sales. One of the drivers of this development is a pandemic situation which encourages people to change their behaviour.

Chart 3. Forecast of the value (data in EUR billion) of the e-commerce market in Europe in 2020-2025


Source: Own study based on the Trinity Group estimates

According to the Company's estimates, the cumulative annual growth rate (CAGR) of the e-commerce market in the CEE region in 2011-2021 will amount to 17.3%. in 2021, the value of the market will reach EUR 39 billion (nearly PLN 180 billion), which is almost 1.5 times more than the size of the Polish e-commerce market.

Direct competitors:

            The characteristics and geographic reach of the company's largest competitors in the e-commerce sector in the markets in which Answear.com operates are presented in the table below[10].

Table 7. Market Competitors

Shop

Owner

Description

 About you

 ABOUT YOU GmbH

German fashion on-line store. It offers clothing, footwear, accessories and sports goods from several hundred brands offered for sale from its own warehouse as well as in the marketplace model. It operates in countries such as Poland, the Czech Republic, Slovakia, Romania and Hungary,

 Allegro

 Allegro.eu SA

The company with the e-commerce, whose activity is based primarily on running the largest on-line trading platform in Poland. The Allegro.pl platform allows you to submit purchase and sale offers, among others, for clothing and footwear, which makes it an indirect competitor on the Polish market.

 Bonprix

Otto (GmbH & Co KG)

Bonprix is a Mail-Order House, part of the largest concern of this type in the world, OTTO Versand from Hamburg. It operates in several major European countries: Germany, France, Italy, Great Britain, the Netherlands, Belgium, Switzerland, the Czech Republic, Slovakia, Hungary, Switzerland and Russia.

 e-obuwie

 CCC S.A.

A Polish brand from the CCC group, dealing with online sales of footwear, bags and accessories in a multi-brand formula. It operates in the same markets as Answear.com. CCC is intensively looking for a minority investor who will help in further expansion[11].

 

 Fashion Days

 

 EMag group

Online clothes seller from Romania, part of the EMag group operating mainly in the electronics and household appliances segment. Its offer includes hundreds of thousands of products of various brands (including premium brands) in the categories of clothing, footwear and accessories for women, men and children. It sells and at the same time is competitive in Romania, Bulgaria and Hungary.

Modivo

CCC S.A.

Part of the CCC group, operates in the same markets as Answear.com, focusing on premium brands.

Zalando

Zalando SE

A German online retailer that offers a very wide range of clothing, footwear and accessories. It is the largest clothing and footwear e-commerce site in Europe.

 Zoot

 ZOOT a.s

ZOOT a.s. operates as an online fashion retailer. It retails clothes, boots, and accessories for men, women, and children through its web platform and mobile application.

Source: Prospectus, Internet

The list of the prospectus includes a few more companies that operate in specific market or some activities coincide.

IPO Details

            The public offering concerns the sale of 1,380,645 existing ordinary registered series A shares belonging to MCI Capital and the public subscription of 1,841 million newly issued series D shares of the Company. The issue price was set at 25 zł. The Company also wants to allow trading in all series of shares: 14.671 million ordinary registered shares of series A, 367 thousand shares of Series B ordinary registered shares, 311 thou. Shares of Series C  and 1.841 million shares of new issue.

            A characteristic feature is the division of the public offering into the part addressed to individual investors (20%) and institutional investors (80%). In this case, no distinction was made between the issue price among the types of investors. The offer turned out to be extremely popular among individual investors who remember the great IPO of the e-commerce market giant - Allegro. Even before the worlds, the shares were allotted, the reduction rate was 96.6%[12]. Such value of the issue allows to conclude that the value of the post-money company is approximately PLN 430 million, which with the new issue of PLN 45 million gives a pre-money valuation of PLN 385 million.

The company intended to obtain about PLN 65 million from the market, which meant offering shares at PLN 36.50, which means that the shares were sold at a significant discount compared to the issue price[13]. The new issue is to be used for:

Table 8. Planned capital expenditures

Capital expenditures

Value

Expansion of the product offer

25 mln PLN

Marketing expenses in the markets in which the Company operates now

20 mln PLN

Development of activities in new markets

10 mln PLN

Development of Own Label

5 mln PLN

Investments in the development of warehouse and IT infrastructure.

5 mln PLN

Source: Investor presentation of Answear.com, p.15

Comparable analysis

As in the case of CD Projekt, I will use multipliers to evaluate the company, for this purpose I have selected several companies with similar activities. The table below shows a brief description of comparable entities. 

Table 9. Listed comparable entities

Company

Country

Business description

Adler Modemärkte AG

Germany

 Adler Modemärkte AG operates as a clothing retailer. It offers a range of products, including womenswear, menswear, and underwear; and accessories, footwear, kids wear and babywear, traditional dresses, and durable goods under the ADLER brand name, as well as under the external brands.

 

 Boozt AB

 

Sweden

Boozt AB (publ), together with its subsidiaries, sells fashion, apparel, and beauty products online. The company operates Boozt.com, a multi-brand Webstore with approximately 600 brand partners for women, men, kids, sports and athleisure, beauty, and home products. The Booztlet.com operates as a channel for inventory clearance and retailing items that were not sold during their allotted timeframe in the Webstores.

 

CCC S.A.

 

 Poland

CCC S.A. engages in the manufacture, wholesale, and retail of footwear for men, women, and children in Poland, CEE and internationally. It operates approximately 1,000 stores in 22 countries. The company also sells its products through eobuwie.pl, an online store; and e-commerce channel, Vögele Shoes. The company was formerly known as NG2 S.A.

Footway Group AB

Sweden

Footway Group AB (publ) operates an online shoe store.

 

N Brown Group plc

 

United Kingdom

N Brown Group plc operates as a digital fashion retailer in the United Kingdom. The company offers a range of clothing, footwear, and homeware products for men, women, and kids

 

Shoe Zone plc

 

United Kingdom

Shoe Zone plc operates as a footwear retailer in the United Kingdom and the Republic of Ireland. It operates 500 stores and in e-commerce sector as shoezone.com

 

 

Tom Tailor Holding SE

 

 

Germany

TOM TAILOR Holding SE, an integrated fashion and lifestyle company, provides casual wear and accessories for women, men, and kids primarily under the TOM TAILOR and BONITA brand names. The company sells its products directly to end customers through company owned stores, as well as through an e-commerce site; and through franchise stores, shop-in-shops, and multi-label stores.

 

Zalando SE

 

Germany

Zalando SE operates as an online fashion and lifestyle retailer in Europe. It offers a range of products, including shoes, apparel, accessories, and beauty products for women, men, and children.

Source: Internet page of companies

The table below shows the company's basic financial data compared to Answear.com

Table 10. Basic financial data (in mln euro).

Company Name

LTM Total Revenue

LTM EBITDA

LTM EBIT

Adler Modemärkte AG

380.8

-18.8

-24.7

Boozt AB (publ)

396.5

27.9

22.0

CCC S.A.

1 246.7

-107.3

-102.3

Footway Group AB (publ)

96.5

2.1

1.4

N Brown Group plc

875.3

81.6

76.8

Shoe Zone plc

176.9

11.7

7.9

Tom Tailor Holding SE

818.9

-13.4

-37.7

Zalando SE

7 394.6

391.9

300.0

Answear.com[14]

81.0

5.2

3.4

Source: Financial statements of companies

Answear.com is a much smaller entity than the listed companies. In the table below, I will show the achieved profitability of individual companies.

Table 11. Margin analysis of comparable companies.

Company Name

LTM Gross Margin %

LTM EBITDA Margin %

LTM EBIT Margin %

LTM Net Income Margin %

Adler Modemärkte AG

50.3%

-4.9%

-6.5%

-12.5%

Boozt AB (publ)

33.6%

7.0%

5.6%

3.2%

CCC S.A.

46.6%

-8.6%

-8.2%

-15.3%

Footway Group AB (publ)

34.5%

2.2%

1.4%

0.37%

N Brown Group plc

46.3%

9.3%

8.8%

3.3%

Shoe Zone plc

16.6%

6.6%

4.5%

1.8%

Tom Tailor Holding SE

56.9%

-1.6%

-4.6%

-26.8%

Zalando SE

42.3%

5.3%

4.1%

2.4%

Median

44.3%

3. %

2.8%

1.1%

Average

40.9%

1.9%

0.6%

-5.4%

Answear.com

31.8%

6.4%

4.2%

1.9%

Source: Financial statements of companies, own calculation

The company achieves better margins than the average results of the peers, despite the lower gross profit margin.

We can now proceed to the final valuation, the table below shows the value of the market multipliers of comparable companies.

Table 12. Market multipliers at 30/12/2020

Company Name

LTM Total Revenue (mln eur)

TEV/Total Revenues

TEV/EBITDA

P/E

Zalando SE

7 394.6

3.0x

47.9x

138.8x

CCC S.A.

1 246.7

1.4x

NM

NM

N Brown Group plc

875.3

0.9x

9.3x

6.7x

Tom Tailor Holding SE

818.9

0.7x

7.9x

NM

Boozt AB (publ)

396.5

2.9x

35.2x

88.1x

Adler Modemärkte AG

380.8

0.7x

15.0x

NM

Shoe Zone plc

176.9

0.2x

1.0x

11.4x

Footway Group AB (publ)

96.5

2.6x

120.7x

NM

Average

-

1.6x

33.9x

61.3x

Median

-

1.2x

15.0x

49.8x

Source: Financial statements of companies, www.investing.com

Due to the significant spread of obtained multipliers will be used for the valuation of both measures. The result seems to be a acceptable multipliers. A certain reference to these values is the case related to the search for a minority investor for eobuwie (74.99% owned by CCC S.A.) CCC want to obtain PLN 0.4 - 0.5 billion for a minority stake. According to PAP Biznes calculations, eobuwie revenues.pl for 2019 (including estimated data for the fourth quarter) reached PLN 1.41 billion[15]. Assuming optimistically that revenues in 2020 grew by 20%, it would give about 1.7 billion revenues. Assuming that the sale of CCC from 20% to 24.99% of the shares (not to lose direct control) would give a value of EV / Revenue of 1.0x - 1.5x, which is the same as with my calculations. This is much more than when CCC took over the majority share in eobuwie in 2015, when, according to my calculations, it was significantly below 1.0x (about 0.8x)[16].

For the valuation, I will use two multipliers based on Enterprise value (EV / Revenue and EV / EBITDA), i.e. equity value increased by the value of liabilities and adjusted for cash. Due to the lack of data for the entire 2020, it will use LTM financial data at the end of September 2020. 

A curiosity appears in the case of interest debt. The table below presents Answear.com's payables as at 30/09/2020.

Table 13. Answear,s.com payables on 30/09/2020

 Thou. PLN

30/09/2020

31/12/2020

Non-current liabilities

61 080

55 319

Non-current lease liabilities

60 016

54 020

Provision for deferred income tax

1 064

1 299

Current liabilities

100 854

97 694

Trade creditors

47 916

44 778

Credits, loans and other debt instruments

26 240

38 991

Current lease liabilities

8 669

5 436

Liabilities and provisions for employee benefits

4 355

3 701

Short-term prepayments

13 674

4 788

Total liabilities

161 394

153 013

Source: Answar’s.com prospectus, p.117-118

In accordance with IFRS 16 - Leasing[17], introduced from January 1, 2019, the company's real estate was classified as liabilities. For the purposes of the valuation, it does not recognize leases as interest debt, as well as assets classified as short-term leases, because it concerns real estate (mainly current lease payments). Where there is a division of leasing into real estate leasing and other leasing, I would include such assets as interest debt. In the valuation I assumed that  only credits, loans and other debt instruments constitute interest debt with a book value of PLN 26.024 million.

Table 14. “Median” CCA Valuation (in mln pln)

 

EV/Revenue

EV/EBITDA

LTM Revenue/Ebitda

369.0

23.5

Multipliers

1.2x

15.0x

Enterprise value

424.4

352.5

+ Cash

6.7

6.7

- Debt

26.2

26.2

Equity Value (mln pln)

404.8

333.0

Weight

50%

50%

Average Equity value

368.9

Share outstanding (in mln)

17.19

Share price (in pln)

21.46

Source: Own study

Table 15. “Average” CCA Valuation (in mln pln)

 

EV/Revenue

EV/EBITDA

LTM Revenue/Ebitda

369.0

23.5

Multipliers

1.6x

19.4x

Enterprise value

572.0

455.5

+ Cash

6.7

6.7

- Debt

26.2

26.2

Equity Value

552.4

436.0

Weight

50%

50%

Average Equity value

494.2

Share outstanding

17.19

Share price

28.75

Source: Own study

Table 16. Share price of Answear.com

 

Median CCA

Average CCA

Share price

21,46

28,75

Weight

50%

50%

Average share price

25.11

Source: Own study

The value of shares according to the comparative method was set at PLN 25.11. This means that the issue price is close to the fair price. The increase in the share price may be affected:

-       -lack financial data for Q4 2020, which could have been much better than the data for Q4 2019,

-        -possible higher growth potential than companies in the comparative group (for example companies in trouble, like the Polish CCC S.A. and operating only in mature markets).

Conclusion

The Answear.com IPO is undoubtedly one of the most interesting events at the beginning of the year on the Polish Capital Market, additionally reinforced by the influence that the Allegro.eu SA IPO had on the market. The company is developing dynamically, however, it also has problems that have been noticed by investors (the issue price is over 30% lower than the maximum price). I believe that the issue price is set at a high level (EV / Revenue multiplier at a level similar to that of eobuwie.pl four times higher) and the first trading day may be extremely interesting (in my opinion, many investors are counting on a similar situation to Allegro, which on the first trading day grew by over 50% at the opening).

In the course of the post, we can notice the greatest problems of comparative methods, which are the subjectivity of the group adopted and the use of historical financial data susceptible to manipulation. With the right choice of the comparative group, we can get completely different results, If we use the mean instead of the median. However, I think that the biggest problem results from the wrong assessment of the growth assets of the company being valued or the dynamically changing market situation for individuals - in the CCA method, it is considered that the company is the same as those in the comparative group. The use of income methods is much more standardized and does not arouse such great controversy. Many of these imperfections can be eliminated using profitable methods[18]. In the opinion of the cited author, "valuation is a craft" I also agree with this[19] and in the next post I will try to use these theorem.

Update
According to the report, the company's revenues throuhout 2020 amounted to PLN 408 million, i.e. 10.6% more than the revenues of LTM on 30/09/2020. It can be assumed that the value of the company is grew the same percentage. The value of Answear.com share will be PLN 27.77.This is 11.1% more than the issue price.

[1] https://peoplecanfly.com/ipo/ [accesed 2 January 2020].

[3] https://answear.com/relacje-inwestorskie [accesed 2 January 2020].

[4] Answear.com Prospectus, p.74

[6] Answear.com Prospectus, p.73-75

[8] Answear.com Prospectus, p.55-56

[10] Answear.com Prospectus, p.71-72, internet

[14] LTM 30.09.2020 Financial data

[17] You can find an explanation of the IFRS 16 - https://www.pwc.pl/pl/podcast/wdrozenie-mssf16.html [accesed 4 January 2020].

[18] http://people.stern.nyu.edu/adamodar/pdfiles/country/valalldayEurope2016.pdf

[19] for me, however, it is more of an artistic craft.

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