Recent Quotes View Full List My Watchlist Create Watchlist Indicators DJI Nasdaq Composite SPX Gold Crude Oil EL&P Market Index Markets Stocks ETFs Tools Overview News Currencies International Treasuries The RealReal Announces Third Quarter 2024 Results By: The RealReal via GlobeNewswire November 04, 2024 at 16:05 PM EST Q3 2024 Revenue of $148 million, up $15 million or 11% Year-Over-YearQ3 2024 Net Loss of $(18) million, or (12.1)% of Total Revenue, improved $5 million Year-Over-YearQ3 2024 Adjusted EBITDA of $2.3 million or 1.6% of Total Revenue, increased $9 million Year-Over-Year SAN FRANCISCO, Nov. 04, 2024 (GLOBE NEWSWIRE) -- The RealReal (Nasdaq: REAL)—the world’s largest online marketplace for authenticated, resale luxury goods—today reported financial results for its third quarter ended September 30, 2024. Third quarter 2024 gross merchandise value (GMV) and total revenue increased 6% and 11% respectively, compared to the third quarter of 2023. During the quarter, consignment revenue grew 14% compared to the same period in 2023. Third quarter Adjusted EBITDA improved $9 million compared to the third quarter of 2023. “I am pleased to report strong results for the third quarter, and I am encouraged by the continued strength in supply trends as we enter the fourth quarter," said Rati Levesque, Chief Executive Officer of The RealReal. “Third quarter GMV, Total Revenue, and Adjusted EBITDA all exceeded our prior expectations, enabling us to raise our full year outlook.” Levesque continued, “Our team is focused on delivering against our 2024 commitments. I’m encouraged by our results and by how our teams are executing against our vision to change the way people shop for the better, creating a unique circular shopping experience built on technical expertise and high-touch human service.” Third Quarter Highlights GMV was $433 million, an increase of 6% compared to the same period in 2023Total Revenue was $148 million, an increase of 11% compared to the same period in 2023Gross Profit was $111 million, an increase of $17 million compared to the same period in 2023Gross Margin was 74.9%, an increase of 430 basis points compared to the same period in 2023Net Loss was $(18) million or (12.1)% of total revenue, compared to $(23) million or (17.2)% of total revenue in the same period in 2023Adjusted EBITDA was $2.3 million or 1.6% of total revenue compared to $(7.0) million or (5.2)% of total revenue in the same period in 2023GAAP basic net loss per share was $(0.16) compared to $(0.22) in the prior year period and GAAP diluted net loss per share was $(0.17) compared to $(0.22) in the prior year periodNon-GAAP basic and diluted net loss attributable to common shareholders per share was $(0.09) compared to $(0.15) in the prior year periodTop-line-related Metrics Trailing three months active buyers was 389,000, an increase of 7% compared to the same period in 2023Orders were 829,000, an increase of 4% compared to the same period in 2023Average order value (AOV) was $522, an increase of 2% versus the same period in 2023 Q4 and Full Year 2024 GuidanceBased on market conditions as of November 4, 2024, we are raising our full year guidance. Additionally, we are providing guidance for fourth quarter 2024 GMV, Total Revenue and Adjusted EBITDA, which is a Non-GAAP financial measure. We have not reconciled forward-looking Adjusted EBITDA to net income (loss), the most directly comparable GAAP measure, because we cannot predict with reasonable certainty the ultimate outcome of certain components of such reconciliations including payroll tax expense on employee stock transactions that are not within our control, or other components that may arise, without unreasonable effort. For these reasons, we are unable to assess the probable significance of the unavailable information, which could materially impact the amount of future net income (loss). Q4 2024Full Year 2024 GMV$484 - $500 million$1.810 - $1.826 billion Total Revenue$158 - $165 million$595 - $602 million Adjusted EBITDA$6.5 - $9.5 million$4.7 - $7.7 million Webcast and Conference CallThe RealReal will host a conference call to review the company’s third quarter 2024 results beginning at approximately 2:00 p.m. Pacific Time today (5:00 p.m. Eastern Time). A live webcast of the conference call and accompanying materials will be available online at investor.therealreal.com. A replay of the webcast will be available at the same location. About The RealReal, Inc.The RealReal is the world’s largest online marketplace for authenticated, resale luxury goods, with 37 million members. With a rigorous authentication process overseen by experts, The RealReal provides a safe and reliable platform for consumers to buy and sell their luxury items. We have hundreds of in-house gemologists, horologists and brand authenticators who inspect thousands of items each day. As a sustainable company, we give new life to pieces by thousands of brands across numerous categories—including women's and men's fashion, fine jewelry and watches, art and home—in support of the circular economy. We make selling effortless with free virtual appointments, in-home pickup, drop-off and direct shipping. We handle all of the work for consignors, including authenticating, using AI and machine learning to determine optimal pricing, photographing and listing their items, as well as shipping and customer service. Investor Relations Contact:Caitlin HoweIR@therealreal.com Press Contact:Mallory JohnstonPR@therealreal.com Forward Looking StatementsThis press release contains forward-looking statements relating to, among other things, the future performance of The RealReal that are based on the company's current expectations, forecasts and assumptions and involve risks and uncertainties. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “expect,” “plan,” “anticipate,” “target,” “contemplate,” “project,” “believe,” “estimate,” “predict,” “intend,” “potential,” “continue,” “ongoing” or the negative of these terms or other comparable terminology. These statements include, but are not limited to, statements about future operating and financial results, including our strategies, plans, commitments, objectives and goals, in particular in the context of the impacts of recent geopolitical events, including the conflict between Russia and Ukraine and the Israel-Hamas war, and uncertainty surrounding macro-economic trends, the debt exchange, financial guidance, anticipated growth in 2024, the anticipated impact of generative AI, and long-range financial targets and projections. Actual results could differ materially from those predicted or implied and reported results should not be considered as an indication of future performance. Other factors that could cause or contribute to such differences include, but are not limited to, inflation, macroeconomic uncertainty, geopolitical instability, any failure to generate a supply of consigned goods, pricing pressure on the consignment market resulting from discounting in the market for new goods, failure to efficiently and effectively operate our merchandising and fulfillment operations, labor shortages and other reasons. More information about factors that could affect the company's operating results is included under the captions “Risk Factors” and “Management's Discussion and Analysis of Financial Condition and Results of Operations” in the company's most recent Annual Report on Form 10-K for the year ended December 31, 2023 and subsequent Quarterly Reports on Form 10-Q, copies of which may be obtained by visiting the company's Investor Relations website at https://investor.therealreal.com or the SEC's website at www.sec.gov. Undue reliance should not be placed on the forward-looking statements in this press release, which are based on information available to the company on the date hereof. The company assumes no obligation to update such statements. Non-GAAP Financial MeasuresTo supplement our unaudited and condensed financial statements presented in accordance with generally accepted accounting principles (“GAAP”), this earnings release and the accompanying tables and the related earnings conference call contain certain non-GAAP financial measures, including Adjusted EBITDA, Adjusted EBITDA as a percentage of total revenue (“Adjusted EBITDA Margin”), free cash flow, non-GAAP net loss attributable to common stockholders, and non-GAAP net loss per share attributable to common stockholders, basic and diluted. We have provided a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures in this earnings release. We do not, nor do we suggest that investors should, consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors should also note that non-GAAP financial measures we use may not be the same non-GAAP financial measures, and may not be calculated in the same manner, as that of other companies, including other companies in our industry. Adjusted EBITDA is a key performance measure that our management uses to assess our operating performance. Because Adjusted EBITDA facilitates internal comparisons of our historical operating performance on a more consistent basis, we use this measure as an overall assessment of our performance, to evaluate the effectiveness of our business strategies and for business planning purposes. Adjusted EBITDA may not be comparable to similarly titled metrics of other companies. We calculate Adjusted EBITDA as net loss before interest income, interest expense, other (income) expense net, provision (benefit) for income taxes, depreciation and amortization, further adjusted to exclude stock-based compensation, employer payroll tax expense on employee stock transactions, legal settlement charges, restructuring, warehouse fire costs (net), gain on extinguishment of debt, change in fair value of warrant liabilities and certain one-time expenses. The employer payroll tax expense related to employee stock transactions are tied to the vesting or exercise of underlying equity awards and the price of our common stock at the time of vesting, which may vary from period to period independent of the operating performance of our business. Adjusted EBITDA has certain limitations as the measure excludes the impact of certain expenses that are included in our statements of operations that are necessary to run our business and should not be considered as an alternative to net loss or any other measure of financial performance calculated and presented in accordance with GAAP. In particular, the exclusion of certain expenses in calculating Adjusted EBITDA and Adjusted EBITDA Margin facilitates operating performance comparisons on a period-to-period basis and, in the case of exclusion of the impact of stock-based compensation and the related employer payroll tax expense on employee stock transactions, excludes an item that we do not consider to be indicative of our core operating performance. Investors should, however, understand that stock-based compensation and the related employer payroll tax expense will be a significant recurring expense in our business and an important part of the compensation provided to our employees. Accordingly, we believe that Adjusted EBITDA and Adjusted EBITDA Margin provide useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and board of directors. Free cash flow is a non-GAAP financial measure that is calculated as net cash (used in) provided by operating activities less net cash used to purchase property and equipment and capitalized proprietary software development costs. We believe free cash flow is an important indicator of our business performance, as it measures the amount of cash we generate. Accordingly, we believe that free cash flow provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management. Non-GAAP net loss per share attributable to common stockholders, basic and diluted is a non-GAAP financial measure that is calculated as GAAP net loss plus stock-based compensation expense, provision (benefit) for income taxes, payroll tax expenses on employee stock transactions, legal settlement charges, restructuring charges, gain on extinguishment of debt, change in fair value of warrant liabilities and certain one-time expenses divided by weighted average shares outstanding. We exclude the effect of our liability classified warrants to arrive at the weighted average common shares outstanding when their effect is anti-dilutive. We believe that making these adjustments before calculating per share amounts for all periods presented provides a more meaningful comparison between our operating results from period to period. THE REALREAL, INC.Statements of Operations(In thousands, except share and per share data)(Unaudited) Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Revenue: Consignment revenue$116,908 $102,852 $345,270 $302,072 Direct revenue 15,623 17,356 45,056 63,196 Shipping services revenue 15,224 12,964 46,163 40,663 Total revenue 147,755 133,172 436,489 405,931 Cost of revenue: Cost of consignment revenue 13,326 13,577 39,714 43,681 Cost of direct revenue 12,925 15,686 38,970 61,162 Cost of shipping services revenue 10,791 9,837 32,347 30,859 Total cost of revenue 37,042 39,100 111,031 135,702 Gross profit 110,713 94,072 325,458 270,229 Operating expenses: Marketing 11,604 11,591 40,646 44,460 Operations and technology 66,199 61,038 194,593 194,645 Selling, general and administrative 47,512 44,788 141,364 138,959 Restructuring — (856) 196 37,396 Total operating expenses (1) 125,315 116,561 376,799 415,460 Loss from operations (14,602) (22,489) (51,341) (145,231)Change in fair value of warrant liability 744 — (9,209) — Gain on extinguishment of debt — — 4,177 — Interest income 1,940 2,260 6,272 6,717 Interest expense (5,948) (2,673) (15,468) (8,018)Loss before provision for income taxes (17,866) (22,902) (65,569) (146,532)Provision for income taxes 72 47 178 247 Net loss attributable to common stockholders$(17,938) $(22,949) $(65,747) $(146,779)Net loss per share attributable to common stockholders Basic$(0.16) $(0.22) $(0.61) $(1.45)Diluted$(0.17) $(0.22) $(0.61) $(1.45)Weighted average shares used to compute net loss per share attributable to common stockholders Basic 109,016,060 102,648,790 107,043,946 101,087,793 Diluted 112,418,751 102,648,790 107,043,946 101,087,793 (1) Includes stock-based compensation as follows: Marketing$225 $382 $707 $1,181 Operations and technology 2,533 3,115 7,527 10,107 Selling, general and administrative 5,000 5,039 14,346 15,005 Total$7,758 $8,536 $22,580 $26,293 THE REALREAL, INC.Condensed Balance Sheets(In thousands, except share and per share data)(Unaudited) September 30,2024 December 31,2023Assets Current assets Cash and cash equivalents$153,179 $175,709 Accounts receivable, net 15,953 17,226 Inventory, net 19,921 22,246 Prepaid expenses and other current assets 22,677 20,766 Total current assets 211,730 235,947 Property and equipment, net 95,218 104,087 Operating lease right-of-use assets 79,142 86,348 Restricted cash 14,911 14,914 Other assets 5,251 5,627 Total assets$406,252 $446,923 Liabilities and Stockholders’ Deficit Current liabilities Accounts payable$10,795 $8,961 Accrued consignor payable 73,242 77,122 Operating lease liabilities, current portion 22,487 20,094 Convertible senior notes, net, current portion 26,600 — Other accrued and current liabilities 92,573 82,685 Total current liabilities 225,697 188,862 Operating lease liabilities, net of current portion 91,274 104,856 Convertible senior notes, net 276,483 452,421 Non-convertible notes, net 131,427 — Warrant liability 19,626 — Other noncurrent liabilities 7,158 4,083 Total liabilities 751,665 750,222 Stockholders’ deficit: Common stock, $0.00001 par value; 500,000,000 shares authorized as of September 30, 2024, and December 31, 2023; 109,689,946 and 104,670,500 shares issued and outstanding as of September 30, 2024, and December 31, 2023, respectively 1 1 Additional paid-in capital 839,958 816,325 Accumulated deficit (1,185,372) (1,119,625)Total stockholders’ deficit (345,413) (303,299)Total liabilities and stockholders’ deficit$406,252 $446,923 THE REALREAL, INC.Condensed Statements of Cash Flows(In thousands)(Unaudited) Nine Months Ended September 30, 2024 2023 Cash flows from operating activities: Net loss$(65,747) $(146,779)Adjustments to reconcile net loss to cash used in operating activities: Depreciation and amortization 24,806 23,530 Stock-based compensation expense 22,580 26,293 Reduction of operating lease right-of-use assets 11,280 12,999 Bad debt expense 1,844 1,565 Non-cash interest expense 3,761 575 Issuance costs allocated to liability classified warrants 374 — Accretion of debt discounts and issuance costs 1,607 1,920 Property, plant, equipment, and right-of-use asset impairments — 33,817 Provision for inventory write-downs and shrinkage 2,479 8,836 Gain on debt extinguishment (4,177) — Change in fair value of warrant liability 9,209 — Loss related to warehouse fire, net 279 — Other adjustments (628) (556)Changes in operating assets and liabilities: Accounts receivable, net (571) (2,922)Inventory, net 96 9,474 Prepaid expenses and other current assets 990 1,897 Other assets 229 (2,856)Operating lease liability (15,263) (21,399)Accounts payable 837 (1,550)Accrued consignor payable (5,006) (15,018)Other accrued and current liabilities 10,036 (1,499)Other noncurrent liabilities (163) (118)Net cash used in operating activities (1,148) (71,791)Cash flow from investing activities: Insurance proceeds related to warehouse fire 461 — Capitalized proprietary software development costs (8,051) (9,870)Purchases of property and equipment (9,168) (25,528)Net cash used in investing activities (16,758) (35,398)Cash flow from financing activities: Proceeds from exercise of stock options 118 19 Taxes paid related to restricted stock vesting (467) (501)Proceeds from issuance of stock in connection with the Employee Stock Purchase Program 624 446 Cash received from settlement of capped calls in conjunction with the Note Exchange 396 — Issuance costs paid related to the Note Exchange (5,298) — Net cash used in financing activities (4,627) (36)Net decrease in cash, cash equivalents and restricted cash (22,533) (107,225)Cash, cash equivalents and restricted cash Beginning of period 190,623 293,793 End of period$168,090 $186,568 The following table reflects the reconciliation of net loss to Adjusted EBITDA for each of the periods indicated (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Adjusted EBITDA Reconciliation: Net loss$(17,938) $(22,949) $(65,747) $(146,779)Depreciation and amortization 8,270 7,744 24,806 23,530 Interest income (1,940) (2,260) (6,272) (6,717)Interest expense 5,948 2,673 15,468 8,018 Provision for income taxes 72 47 178 247 EBITDA (5,588) (14,745) (31,567) (121,701)Stock-based compensation 7,758 8,536 22,580 26,293 Payroll taxes expense on employee stock transactions 76 74 250 142 Legal settlement — — 600 1,100 Restructuring charges (1) — (856) 196 37,396 Gain on extinguishment of debt (2) — — (4,177) — Change in fair value of warrant liability (3) (744) — 9,209 — One time expenses (4) 822 — 1,211 159 Adjusted EBITDA$2,324 $(6,991) $(1,698) $(56,611) (1) Restructuring charges for the three and nine months ended September 30, 2023 consists of impairment of right-of-use assets and property and equipment, employee severance charges, gain on lease terminations, and other charges, including legal and transportation expenses. (2) The gain on extinguishment of debt for the nine months ended September 30, 2024 reflects the difference between the carrying value of the Exchanged Notes and the fair value of the 2029 Notes. (3) The change in fair value of warrant liability for the three and nine months ended September 30, 2024 reflects the remeasurement of the warrants issued by the Company in connection with the Note Exchange in February 2024. (4) One time expenses for the three and nine months ended September 30, 2024 consists of vendor services settlements and estimated losses, net of estimated insurance recoveries related to the fire at one of our New Jersey authentication centers. One time expenses for the nine months ended September 30, 2023 consists of retention bonuses for certain executives incurred in connection with our founder's resignation on June 6, 2022. A reconciliation of GAAP net loss to non-GAAP net loss attributable to common stockholders, the most directly comparable GAAP financial measure, in order to calculate non-GAAP net loss attributable to common stockholders per share, basic and diluted, is as follows (in thousands, except share and per share data): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Net loss$(17,938) $(22,949) $(65,747) $(146,779)Stock-based compensation 7,758 8,536 22,580 26,293 Payroll tax expense on employee stock transactions 76 74 250 142 Legal settlement — — 600 1,100 Restructuring charges — (856) 196 37,396 Provision for income taxes 72 47 178 247 Gain on extinguishment of debt — — (4,177) — Change in fair value of warrant liability (744) — 9,209 — One time expenses 822 — 1,211 159 Non-GAAP net loss attributable to common stockholders$(9,954) $(15,148) $(35,700) $(81,442)Weighted-average common shares outstanding to calculate Non-GAAP net loss attributable to common stockholders per share, basic and diluted 109,016,060 102,648,790 107,043,946 101,087,793 Non-GAAP net loss attributable to common stockholders per share, basic and diluted$(0.09) $(0.15) $(0.33) $(0.81) The following table presents a reconciliation of net cash provided for (used in) operating activities to free (negative) cash flow for each of the periods indicated (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Net cash provided for (used in) operating activities$9,073 $(10,933) $(1,148) $(71,791)Purchase of property and equipment and capitalized proprietary software development costs (6,939) (8,120) (17,219) (35,398)Free (negative) cash flow$2,134 $(19,053) $(18,367) $(107,189) Key Financial and Operating Metrics: September 30,2022 December 31,2022 March 31,2023 June 30,2023 September 30,2023 December 31,2023 March 31, 2024 June 30, 2024 September 30, 2024 GMV$440,659 $492,955 $444,366 $423,341 $407,608 $450,668 $451,941 $440,914 $433,074 NMV$325,105 $367,382 $327,805 $303,918 $302,912 $335,245 $334,815 $329,422 $335,191 Consignment Revenue$93,874 $110,199 $102,643 $96,577 $102,852 $113,500 $115,648 $112,714 $116,908 Direct Revenue$34,005 $33,252 $24,953 $20,887 $17,356 $15,964 $12,709 $16,724 $15,623 Shipping Services Revenue$14,824 $16,204 $14,308 $13,391 $12,964 $13,909 $15,443 $15,496 $15,224 Number of Orders 952 993 891 789 794 826 840 820 829 Take Rate 36.0% 35.7% 37.4% 36.7% 38.1% 37.7% 38.4% 38.5% 38.6%Active Buyers (1) 404 430 388 351 364 381 384 381 389 AOV$463 $496 $499 $537 $513 $545 $538 $538 $522 (1) During the three months ended June 30, 2024, we updated active buyers to be buyers who purchased goods through our online marketplace during the 3 months ended on the last day of the period presented. Previously we had measured buyers who purchased goods during the 12 months ended on the last day of the period presented. The prior periods have been updated to active buyers during the 3 months ended on the last day of the period presented. Data & News supplied by www.cloudquote.io Stock quotes supplied by Barchart Quotes delayed at least 20 minutes. By accessing this page, you agree to the following Privacy Policy and Terms and Conditions.
The RealReal Announces Third Quarter 2024 Results By: The RealReal via GlobeNewswire November 04, 2024 at 16:05 PM EST Q3 2024 Revenue of $148 million, up $15 million or 11% Year-Over-YearQ3 2024 Net Loss of $(18) million, or (12.1)% of Total Revenue, improved $5 million Year-Over-YearQ3 2024 Adjusted EBITDA of $2.3 million or 1.6% of Total Revenue, increased $9 million Year-Over-Year SAN FRANCISCO, Nov. 04, 2024 (GLOBE NEWSWIRE) -- The RealReal (Nasdaq: REAL)—the world’s largest online marketplace for authenticated, resale luxury goods—today reported financial results for its third quarter ended September 30, 2024. Third quarter 2024 gross merchandise value (GMV) and total revenue increased 6% and 11% respectively, compared to the third quarter of 2023. During the quarter, consignment revenue grew 14% compared to the same period in 2023. Third quarter Adjusted EBITDA improved $9 million compared to the third quarter of 2023. “I am pleased to report strong results for the third quarter, and I am encouraged by the continued strength in supply trends as we enter the fourth quarter," said Rati Levesque, Chief Executive Officer of The RealReal. “Third quarter GMV, Total Revenue, and Adjusted EBITDA all exceeded our prior expectations, enabling us to raise our full year outlook.” Levesque continued, “Our team is focused on delivering against our 2024 commitments. I’m encouraged by our results and by how our teams are executing against our vision to change the way people shop for the better, creating a unique circular shopping experience built on technical expertise and high-touch human service.” Third Quarter Highlights GMV was $433 million, an increase of 6% compared to the same period in 2023Total Revenue was $148 million, an increase of 11% compared to the same period in 2023Gross Profit was $111 million, an increase of $17 million compared to the same period in 2023Gross Margin was 74.9%, an increase of 430 basis points compared to the same period in 2023Net Loss was $(18) million or (12.1)% of total revenue, compared to $(23) million or (17.2)% of total revenue in the same period in 2023Adjusted EBITDA was $2.3 million or 1.6% of total revenue compared to $(7.0) million or (5.2)% of total revenue in the same period in 2023GAAP basic net loss per share was $(0.16) compared to $(0.22) in the prior year period and GAAP diluted net loss per share was $(0.17) compared to $(0.22) in the prior year periodNon-GAAP basic and diluted net loss attributable to common shareholders per share was $(0.09) compared to $(0.15) in the prior year periodTop-line-related Metrics Trailing three months active buyers was 389,000, an increase of 7% compared to the same period in 2023Orders were 829,000, an increase of 4% compared to the same period in 2023Average order value (AOV) was $522, an increase of 2% versus the same period in 2023 Q4 and Full Year 2024 GuidanceBased on market conditions as of November 4, 2024, we are raising our full year guidance. Additionally, we are providing guidance for fourth quarter 2024 GMV, Total Revenue and Adjusted EBITDA, which is a Non-GAAP financial measure. We have not reconciled forward-looking Adjusted EBITDA to net income (loss), the most directly comparable GAAP measure, because we cannot predict with reasonable certainty the ultimate outcome of certain components of such reconciliations including payroll tax expense on employee stock transactions that are not within our control, or other components that may arise, without unreasonable effort. For these reasons, we are unable to assess the probable significance of the unavailable information, which could materially impact the amount of future net income (loss). Q4 2024Full Year 2024 GMV$484 - $500 million$1.810 - $1.826 billion Total Revenue$158 - $165 million$595 - $602 million Adjusted EBITDA$6.5 - $9.5 million$4.7 - $7.7 million Webcast and Conference CallThe RealReal will host a conference call to review the company’s third quarter 2024 results beginning at approximately 2:00 p.m. Pacific Time today (5:00 p.m. Eastern Time). A live webcast of the conference call and accompanying materials will be available online at investor.therealreal.com. A replay of the webcast will be available at the same location. About The RealReal, Inc.The RealReal is the world’s largest online marketplace for authenticated, resale luxury goods, with 37 million members. With a rigorous authentication process overseen by experts, The RealReal provides a safe and reliable platform for consumers to buy and sell their luxury items. We have hundreds of in-house gemologists, horologists and brand authenticators who inspect thousands of items each day. As a sustainable company, we give new life to pieces by thousands of brands across numerous categories—including women's and men's fashion, fine jewelry and watches, art and home—in support of the circular economy. We make selling effortless with free virtual appointments, in-home pickup, drop-off and direct shipping. We handle all of the work for consignors, including authenticating, using AI and machine learning to determine optimal pricing, photographing and listing their items, as well as shipping and customer service. Investor Relations Contact:Caitlin HoweIR@therealreal.com Press Contact:Mallory JohnstonPR@therealreal.com Forward Looking StatementsThis press release contains forward-looking statements relating to, among other things, the future performance of The RealReal that are based on the company's current expectations, forecasts and assumptions and involve risks and uncertainties. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “expect,” “plan,” “anticipate,” “target,” “contemplate,” “project,” “believe,” “estimate,” “predict,” “intend,” “potential,” “continue,” “ongoing” or the negative of these terms or other comparable terminology. These statements include, but are not limited to, statements about future operating and financial results, including our strategies, plans, commitments, objectives and goals, in particular in the context of the impacts of recent geopolitical events, including the conflict between Russia and Ukraine and the Israel-Hamas war, and uncertainty surrounding macro-economic trends, the debt exchange, financial guidance, anticipated growth in 2024, the anticipated impact of generative AI, and long-range financial targets and projections. Actual results could differ materially from those predicted or implied and reported results should not be considered as an indication of future performance. Other factors that could cause or contribute to such differences include, but are not limited to, inflation, macroeconomic uncertainty, geopolitical instability, any failure to generate a supply of consigned goods, pricing pressure on the consignment market resulting from discounting in the market for new goods, failure to efficiently and effectively operate our merchandising and fulfillment operations, labor shortages and other reasons. More information about factors that could affect the company's operating results is included under the captions “Risk Factors” and “Management's Discussion and Analysis of Financial Condition and Results of Operations” in the company's most recent Annual Report on Form 10-K for the year ended December 31, 2023 and subsequent Quarterly Reports on Form 10-Q, copies of which may be obtained by visiting the company's Investor Relations website at https://investor.therealreal.com or the SEC's website at www.sec.gov. Undue reliance should not be placed on the forward-looking statements in this press release, which are based on information available to the company on the date hereof. The company assumes no obligation to update such statements. Non-GAAP Financial MeasuresTo supplement our unaudited and condensed financial statements presented in accordance with generally accepted accounting principles (“GAAP”), this earnings release and the accompanying tables and the related earnings conference call contain certain non-GAAP financial measures, including Adjusted EBITDA, Adjusted EBITDA as a percentage of total revenue (“Adjusted EBITDA Margin”), free cash flow, non-GAAP net loss attributable to common stockholders, and non-GAAP net loss per share attributable to common stockholders, basic and diluted. We have provided a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures in this earnings release. We do not, nor do we suggest that investors should, consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors should also note that non-GAAP financial measures we use may not be the same non-GAAP financial measures, and may not be calculated in the same manner, as that of other companies, including other companies in our industry. Adjusted EBITDA is a key performance measure that our management uses to assess our operating performance. Because Adjusted EBITDA facilitates internal comparisons of our historical operating performance on a more consistent basis, we use this measure as an overall assessment of our performance, to evaluate the effectiveness of our business strategies and for business planning purposes. Adjusted EBITDA may not be comparable to similarly titled metrics of other companies. We calculate Adjusted EBITDA as net loss before interest income, interest expense, other (income) expense net, provision (benefit) for income taxes, depreciation and amortization, further adjusted to exclude stock-based compensation, employer payroll tax expense on employee stock transactions, legal settlement charges, restructuring, warehouse fire costs (net), gain on extinguishment of debt, change in fair value of warrant liabilities and certain one-time expenses. The employer payroll tax expense related to employee stock transactions are tied to the vesting or exercise of underlying equity awards and the price of our common stock at the time of vesting, which may vary from period to period independent of the operating performance of our business. Adjusted EBITDA has certain limitations as the measure excludes the impact of certain expenses that are included in our statements of operations that are necessary to run our business and should not be considered as an alternative to net loss or any other measure of financial performance calculated and presented in accordance with GAAP. In particular, the exclusion of certain expenses in calculating Adjusted EBITDA and Adjusted EBITDA Margin facilitates operating performance comparisons on a period-to-period basis and, in the case of exclusion of the impact of stock-based compensation and the related employer payroll tax expense on employee stock transactions, excludes an item that we do not consider to be indicative of our core operating performance. Investors should, however, understand that stock-based compensation and the related employer payroll tax expense will be a significant recurring expense in our business and an important part of the compensation provided to our employees. Accordingly, we believe that Adjusted EBITDA and Adjusted EBITDA Margin provide useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and board of directors. Free cash flow is a non-GAAP financial measure that is calculated as net cash (used in) provided by operating activities less net cash used to purchase property and equipment and capitalized proprietary software development costs. We believe free cash flow is an important indicator of our business performance, as it measures the amount of cash we generate. Accordingly, we believe that free cash flow provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management. Non-GAAP net loss per share attributable to common stockholders, basic and diluted is a non-GAAP financial measure that is calculated as GAAP net loss plus stock-based compensation expense, provision (benefit) for income taxes, payroll tax expenses on employee stock transactions, legal settlement charges, restructuring charges, gain on extinguishment of debt, change in fair value of warrant liabilities and certain one-time expenses divided by weighted average shares outstanding. We exclude the effect of our liability classified warrants to arrive at the weighted average common shares outstanding when their effect is anti-dilutive. We believe that making these adjustments before calculating per share amounts for all periods presented provides a more meaningful comparison between our operating results from period to period. THE REALREAL, INC.Statements of Operations(In thousands, except share and per share data)(Unaudited) Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Revenue: Consignment revenue$116,908 $102,852 $345,270 $302,072 Direct revenue 15,623 17,356 45,056 63,196 Shipping services revenue 15,224 12,964 46,163 40,663 Total revenue 147,755 133,172 436,489 405,931 Cost of revenue: Cost of consignment revenue 13,326 13,577 39,714 43,681 Cost of direct revenue 12,925 15,686 38,970 61,162 Cost of shipping services revenue 10,791 9,837 32,347 30,859 Total cost of revenue 37,042 39,100 111,031 135,702 Gross profit 110,713 94,072 325,458 270,229 Operating expenses: Marketing 11,604 11,591 40,646 44,460 Operations and technology 66,199 61,038 194,593 194,645 Selling, general and administrative 47,512 44,788 141,364 138,959 Restructuring — (856) 196 37,396 Total operating expenses (1) 125,315 116,561 376,799 415,460 Loss from operations (14,602) (22,489) (51,341) (145,231)Change in fair value of warrant liability 744 — (9,209) — Gain on extinguishment of debt — — 4,177 — Interest income 1,940 2,260 6,272 6,717 Interest expense (5,948) (2,673) (15,468) (8,018)Loss before provision for income taxes (17,866) (22,902) (65,569) (146,532)Provision for income taxes 72 47 178 247 Net loss attributable to common stockholders$(17,938) $(22,949) $(65,747) $(146,779)Net loss per share attributable to common stockholders Basic$(0.16) $(0.22) $(0.61) $(1.45)Diluted$(0.17) $(0.22) $(0.61) $(1.45)Weighted average shares used to compute net loss per share attributable to common stockholders Basic 109,016,060 102,648,790 107,043,946 101,087,793 Diluted 112,418,751 102,648,790 107,043,946 101,087,793 (1) Includes stock-based compensation as follows: Marketing$225 $382 $707 $1,181 Operations and technology 2,533 3,115 7,527 10,107 Selling, general and administrative 5,000 5,039 14,346 15,005 Total$7,758 $8,536 $22,580 $26,293 THE REALREAL, INC.Condensed Balance Sheets(In thousands, except share and per share data)(Unaudited) September 30,2024 December 31,2023Assets Current assets Cash and cash equivalents$153,179 $175,709 Accounts receivable, net 15,953 17,226 Inventory, net 19,921 22,246 Prepaid expenses and other current assets 22,677 20,766 Total current assets 211,730 235,947 Property and equipment, net 95,218 104,087 Operating lease right-of-use assets 79,142 86,348 Restricted cash 14,911 14,914 Other assets 5,251 5,627 Total assets$406,252 $446,923 Liabilities and Stockholders’ Deficit Current liabilities Accounts payable$10,795 $8,961 Accrued consignor payable 73,242 77,122 Operating lease liabilities, current portion 22,487 20,094 Convertible senior notes, net, current portion 26,600 — Other accrued and current liabilities 92,573 82,685 Total current liabilities 225,697 188,862 Operating lease liabilities, net of current portion 91,274 104,856 Convertible senior notes, net 276,483 452,421 Non-convertible notes, net 131,427 — Warrant liability 19,626 — Other noncurrent liabilities 7,158 4,083 Total liabilities 751,665 750,222 Stockholders’ deficit: Common stock, $0.00001 par value; 500,000,000 shares authorized as of September 30, 2024, and December 31, 2023; 109,689,946 and 104,670,500 shares issued and outstanding as of September 30, 2024, and December 31, 2023, respectively 1 1 Additional paid-in capital 839,958 816,325 Accumulated deficit (1,185,372) (1,119,625)Total stockholders’ deficit (345,413) (303,299)Total liabilities and stockholders’ deficit$406,252 $446,923 THE REALREAL, INC.Condensed Statements of Cash Flows(In thousands)(Unaudited) Nine Months Ended September 30, 2024 2023 Cash flows from operating activities: Net loss$(65,747) $(146,779)Adjustments to reconcile net loss to cash used in operating activities: Depreciation and amortization 24,806 23,530 Stock-based compensation expense 22,580 26,293 Reduction of operating lease right-of-use assets 11,280 12,999 Bad debt expense 1,844 1,565 Non-cash interest expense 3,761 575 Issuance costs allocated to liability classified warrants 374 — Accretion of debt discounts and issuance costs 1,607 1,920 Property, plant, equipment, and right-of-use asset impairments — 33,817 Provision for inventory write-downs and shrinkage 2,479 8,836 Gain on debt extinguishment (4,177) — Change in fair value of warrant liability 9,209 — Loss related to warehouse fire, net 279 — Other adjustments (628) (556)Changes in operating assets and liabilities: Accounts receivable, net (571) (2,922)Inventory, net 96 9,474 Prepaid expenses and other current assets 990 1,897 Other assets 229 (2,856)Operating lease liability (15,263) (21,399)Accounts payable 837 (1,550)Accrued consignor payable (5,006) (15,018)Other accrued and current liabilities 10,036 (1,499)Other noncurrent liabilities (163) (118)Net cash used in operating activities (1,148) (71,791)Cash flow from investing activities: Insurance proceeds related to warehouse fire 461 — Capitalized proprietary software development costs (8,051) (9,870)Purchases of property and equipment (9,168) (25,528)Net cash used in investing activities (16,758) (35,398)Cash flow from financing activities: Proceeds from exercise of stock options 118 19 Taxes paid related to restricted stock vesting (467) (501)Proceeds from issuance of stock in connection with the Employee Stock Purchase Program 624 446 Cash received from settlement of capped calls in conjunction with the Note Exchange 396 — Issuance costs paid related to the Note Exchange (5,298) — Net cash used in financing activities (4,627) (36)Net decrease in cash, cash equivalents and restricted cash (22,533) (107,225)Cash, cash equivalents and restricted cash Beginning of period 190,623 293,793 End of period$168,090 $186,568 The following table reflects the reconciliation of net loss to Adjusted EBITDA for each of the periods indicated (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Adjusted EBITDA Reconciliation: Net loss$(17,938) $(22,949) $(65,747) $(146,779)Depreciation and amortization 8,270 7,744 24,806 23,530 Interest income (1,940) (2,260) (6,272) (6,717)Interest expense 5,948 2,673 15,468 8,018 Provision for income taxes 72 47 178 247 EBITDA (5,588) (14,745) (31,567) (121,701)Stock-based compensation 7,758 8,536 22,580 26,293 Payroll taxes expense on employee stock transactions 76 74 250 142 Legal settlement — — 600 1,100 Restructuring charges (1) — (856) 196 37,396 Gain on extinguishment of debt (2) — — (4,177) — Change in fair value of warrant liability (3) (744) — 9,209 — One time expenses (4) 822 — 1,211 159 Adjusted EBITDA$2,324 $(6,991) $(1,698) $(56,611) (1) Restructuring charges for the three and nine months ended September 30, 2023 consists of impairment of right-of-use assets and property and equipment, employee severance charges, gain on lease terminations, and other charges, including legal and transportation expenses. (2) The gain on extinguishment of debt for the nine months ended September 30, 2024 reflects the difference between the carrying value of the Exchanged Notes and the fair value of the 2029 Notes. (3) The change in fair value of warrant liability for the three and nine months ended September 30, 2024 reflects the remeasurement of the warrants issued by the Company in connection with the Note Exchange in February 2024. (4) One time expenses for the three and nine months ended September 30, 2024 consists of vendor services settlements and estimated losses, net of estimated insurance recoveries related to the fire at one of our New Jersey authentication centers. One time expenses for the nine months ended September 30, 2023 consists of retention bonuses for certain executives incurred in connection with our founder's resignation on June 6, 2022. A reconciliation of GAAP net loss to non-GAAP net loss attributable to common stockholders, the most directly comparable GAAP financial measure, in order to calculate non-GAAP net loss attributable to common stockholders per share, basic and diluted, is as follows (in thousands, except share and per share data): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Net loss$(17,938) $(22,949) $(65,747) $(146,779)Stock-based compensation 7,758 8,536 22,580 26,293 Payroll tax expense on employee stock transactions 76 74 250 142 Legal settlement — — 600 1,100 Restructuring charges — (856) 196 37,396 Provision for income taxes 72 47 178 247 Gain on extinguishment of debt — — (4,177) — Change in fair value of warrant liability (744) — 9,209 — One time expenses 822 — 1,211 159 Non-GAAP net loss attributable to common stockholders$(9,954) $(15,148) $(35,700) $(81,442)Weighted-average common shares outstanding to calculate Non-GAAP net loss attributable to common stockholders per share, basic and diluted 109,016,060 102,648,790 107,043,946 101,087,793 Non-GAAP net loss attributable to common stockholders per share, basic and diluted$(0.09) $(0.15) $(0.33) $(0.81) The following table presents a reconciliation of net cash provided for (used in) operating activities to free (negative) cash flow for each of the periods indicated (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Net cash provided for (used in) operating activities$9,073 $(10,933) $(1,148) $(71,791)Purchase of property and equipment and capitalized proprietary software development costs (6,939) (8,120) (17,219) (35,398)Free (negative) cash flow$2,134 $(19,053) $(18,367) $(107,189) Key Financial and Operating Metrics: September 30,2022 December 31,2022 March 31,2023 June 30,2023 September 30,2023 December 31,2023 March 31, 2024 June 30, 2024 September 30, 2024 GMV$440,659 $492,955 $444,366 $423,341 $407,608 $450,668 $451,941 $440,914 $433,074 NMV$325,105 $367,382 $327,805 $303,918 $302,912 $335,245 $334,815 $329,422 $335,191 Consignment Revenue$93,874 $110,199 $102,643 $96,577 $102,852 $113,500 $115,648 $112,714 $116,908 Direct Revenue$34,005 $33,252 $24,953 $20,887 $17,356 $15,964 $12,709 $16,724 $15,623 Shipping Services Revenue$14,824 $16,204 $14,308 $13,391 $12,964 $13,909 $15,443 $15,496 $15,224 Number of Orders 952 993 891 789 794 826 840 820 829 Take Rate 36.0% 35.7% 37.4% 36.7% 38.1% 37.7% 38.4% 38.5% 38.6%Active Buyers (1) 404 430 388 351 364 381 384 381 389 AOV$463 $496 $499 $537 $513 $545 $538 $538 $522 (1) During the three months ended June 30, 2024, we updated active buyers to be buyers who purchased goods through our online marketplace during the 3 months ended on the last day of the period presented. Previously we had measured buyers who purchased goods during the 12 months ended on the last day of the period presented. The prior periods have been updated to active buyers during the 3 months ended on the last day of the period presented.
Q3 2024 Revenue of $148 million, up $15 million or 11% Year-Over-YearQ3 2024 Net Loss of $(18) million, or (12.1)% of Total Revenue, improved $5 million Year-Over-YearQ3 2024 Adjusted EBITDA of $2.3 million or 1.6% of Total Revenue, increased $9 million Year-Over-Year SAN FRANCISCO, Nov. 04, 2024 (GLOBE NEWSWIRE) -- The RealReal (Nasdaq: REAL)—the world’s largest online marketplace for authenticated, resale luxury goods—today reported financial results for its third quarter ended September 30, 2024. Third quarter 2024 gross merchandise value (GMV) and total revenue increased 6% and 11% respectively, compared to the third quarter of 2023. During the quarter, consignment revenue grew 14% compared to the same period in 2023. Third quarter Adjusted EBITDA improved $9 million compared to the third quarter of 2023. “I am pleased to report strong results for the third quarter, and I am encouraged by the continued strength in supply trends as we enter the fourth quarter," said Rati Levesque, Chief Executive Officer of The RealReal. “Third quarter GMV, Total Revenue, and Adjusted EBITDA all exceeded our prior expectations, enabling us to raise our full year outlook.” Levesque continued, “Our team is focused on delivering against our 2024 commitments. I’m encouraged by our results and by how our teams are executing against our vision to change the way people shop for the better, creating a unique circular shopping experience built on technical expertise and high-touch human service.” Third Quarter Highlights GMV was $433 million, an increase of 6% compared to the same period in 2023Total Revenue was $148 million, an increase of 11% compared to the same period in 2023Gross Profit was $111 million, an increase of $17 million compared to the same period in 2023Gross Margin was 74.9%, an increase of 430 basis points compared to the same period in 2023Net Loss was $(18) million or (12.1)% of total revenue, compared to $(23) million or (17.2)% of total revenue in the same period in 2023Adjusted EBITDA was $2.3 million or 1.6% of total revenue compared to $(7.0) million or (5.2)% of total revenue in the same period in 2023GAAP basic net loss per share was $(0.16) compared to $(0.22) in the prior year period and GAAP diluted net loss per share was $(0.17) compared to $(0.22) in the prior year periodNon-GAAP basic and diluted net loss attributable to common shareholders per share was $(0.09) compared to $(0.15) in the prior year periodTop-line-related Metrics Trailing three months active buyers was 389,000, an increase of 7% compared to the same period in 2023Orders were 829,000, an increase of 4% compared to the same period in 2023Average order value (AOV) was $522, an increase of 2% versus the same period in 2023 Q4 and Full Year 2024 GuidanceBased on market conditions as of November 4, 2024, we are raising our full year guidance. Additionally, we are providing guidance for fourth quarter 2024 GMV, Total Revenue and Adjusted EBITDA, which is a Non-GAAP financial measure. We have not reconciled forward-looking Adjusted EBITDA to net income (loss), the most directly comparable GAAP measure, because we cannot predict with reasonable certainty the ultimate outcome of certain components of such reconciliations including payroll tax expense on employee stock transactions that are not within our control, or other components that may arise, without unreasonable effort. For these reasons, we are unable to assess the probable significance of the unavailable information, which could materially impact the amount of future net income (loss). Q4 2024Full Year 2024 GMV$484 - $500 million$1.810 - $1.826 billion Total Revenue$158 - $165 million$595 - $602 million Adjusted EBITDA$6.5 - $9.5 million$4.7 - $7.7 million Webcast and Conference CallThe RealReal will host a conference call to review the company’s third quarter 2024 results beginning at approximately 2:00 p.m. Pacific Time today (5:00 p.m. Eastern Time). A live webcast of the conference call and accompanying materials will be available online at investor.therealreal.com. A replay of the webcast will be available at the same location. About The RealReal, Inc.The RealReal is the world’s largest online marketplace for authenticated, resale luxury goods, with 37 million members. With a rigorous authentication process overseen by experts, The RealReal provides a safe and reliable platform for consumers to buy and sell their luxury items. We have hundreds of in-house gemologists, horologists and brand authenticators who inspect thousands of items each day. As a sustainable company, we give new life to pieces by thousands of brands across numerous categories—including women's and men's fashion, fine jewelry and watches, art and home—in support of the circular economy. We make selling effortless with free virtual appointments, in-home pickup, drop-off and direct shipping. We handle all of the work for consignors, including authenticating, using AI and machine learning to determine optimal pricing, photographing and listing their items, as well as shipping and customer service. Investor Relations Contact:Caitlin HoweIR@therealreal.com Press Contact:Mallory JohnstonPR@therealreal.com Forward Looking StatementsThis press release contains forward-looking statements relating to, among other things, the future performance of The RealReal that are based on the company's current expectations, forecasts and assumptions and involve risks and uncertainties. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “expect,” “plan,” “anticipate,” “target,” “contemplate,” “project,” “believe,” “estimate,” “predict,” “intend,” “potential,” “continue,” “ongoing” or the negative of these terms or other comparable terminology. These statements include, but are not limited to, statements about future operating and financial results, including our strategies, plans, commitments, objectives and goals, in particular in the context of the impacts of recent geopolitical events, including the conflict between Russia and Ukraine and the Israel-Hamas war, and uncertainty surrounding macro-economic trends, the debt exchange, financial guidance, anticipated growth in 2024, the anticipated impact of generative AI, and long-range financial targets and projections. Actual results could differ materially from those predicted or implied and reported results should not be considered as an indication of future performance. Other factors that could cause or contribute to such differences include, but are not limited to, inflation, macroeconomic uncertainty, geopolitical instability, any failure to generate a supply of consigned goods, pricing pressure on the consignment market resulting from discounting in the market for new goods, failure to efficiently and effectively operate our merchandising and fulfillment operations, labor shortages and other reasons. More information about factors that could affect the company's operating results is included under the captions “Risk Factors” and “Management's Discussion and Analysis of Financial Condition and Results of Operations” in the company's most recent Annual Report on Form 10-K for the year ended December 31, 2023 and subsequent Quarterly Reports on Form 10-Q, copies of which may be obtained by visiting the company's Investor Relations website at https://investor.therealreal.com or the SEC's website at www.sec.gov. Undue reliance should not be placed on the forward-looking statements in this press release, which are based on information available to the company on the date hereof. The company assumes no obligation to update such statements. Non-GAAP Financial MeasuresTo supplement our unaudited and condensed financial statements presented in accordance with generally accepted accounting principles (“GAAP”), this earnings release and the accompanying tables and the related earnings conference call contain certain non-GAAP financial measures, including Adjusted EBITDA, Adjusted EBITDA as a percentage of total revenue (“Adjusted EBITDA Margin”), free cash flow, non-GAAP net loss attributable to common stockholders, and non-GAAP net loss per share attributable to common stockholders, basic and diluted. We have provided a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures in this earnings release. We do not, nor do we suggest that investors should, consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors should also note that non-GAAP financial measures we use may not be the same non-GAAP financial measures, and may not be calculated in the same manner, as that of other companies, including other companies in our industry. Adjusted EBITDA is a key performance measure that our management uses to assess our operating performance. Because Adjusted EBITDA facilitates internal comparisons of our historical operating performance on a more consistent basis, we use this measure as an overall assessment of our performance, to evaluate the effectiveness of our business strategies and for business planning purposes. Adjusted EBITDA may not be comparable to similarly titled metrics of other companies. We calculate Adjusted EBITDA as net loss before interest income, interest expense, other (income) expense net, provision (benefit) for income taxes, depreciation and amortization, further adjusted to exclude stock-based compensation, employer payroll tax expense on employee stock transactions, legal settlement charges, restructuring, warehouse fire costs (net), gain on extinguishment of debt, change in fair value of warrant liabilities and certain one-time expenses. The employer payroll tax expense related to employee stock transactions are tied to the vesting or exercise of underlying equity awards and the price of our common stock at the time of vesting, which may vary from period to period independent of the operating performance of our business. Adjusted EBITDA has certain limitations as the measure excludes the impact of certain expenses that are included in our statements of operations that are necessary to run our business and should not be considered as an alternative to net loss or any other measure of financial performance calculated and presented in accordance with GAAP. In particular, the exclusion of certain expenses in calculating Adjusted EBITDA and Adjusted EBITDA Margin facilitates operating performance comparisons on a period-to-period basis and, in the case of exclusion of the impact of stock-based compensation and the related employer payroll tax expense on employee stock transactions, excludes an item that we do not consider to be indicative of our core operating performance. Investors should, however, understand that stock-based compensation and the related employer payroll tax expense will be a significant recurring expense in our business and an important part of the compensation provided to our employees. Accordingly, we believe that Adjusted EBITDA and Adjusted EBITDA Margin provide useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and board of directors. Free cash flow is a non-GAAP financial measure that is calculated as net cash (used in) provided by operating activities less net cash used to purchase property and equipment and capitalized proprietary software development costs. We believe free cash flow is an important indicator of our business performance, as it measures the amount of cash we generate. Accordingly, we believe that free cash flow provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management. Non-GAAP net loss per share attributable to common stockholders, basic and diluted is a non-GAAP financial measure that is calculated as GAAP net loss plus stock-based compensation expense, provision (benefit) for income taxes, payroll tax expenses on employee stock transactions, legal settlement charges, restructuring charges, gain on extinguishment of debt, change in fair value of warrant liabilities and certain one-time expenses divided by weighted average shares outstanding. We exclude the effect of our liability classified warrants to arrive at the weighted average common shares outstanding when their effect is anti-dilutive. We believe that making these adjustments before calculating per share amounts for all periods presented provides a more meaningful comparison between our operating results from period to period. THE REALREAL, INC.Statements of Operations(In thousands, except share and per share data)(Unaudited) Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Revenue: Consignment revenue$116,908 $102,852 $345,270 $302,072 Direct revenue 15,623 17,356 45,056 63,196 Shipping services revenue 15,224 12,964 46,163 40,663 Total revenue 147,755 133,172 436,489 405,931 Cost of revenue: Cost of consignment revenue 13,326 13,577 39,714 43,681 Cost of direct revenue 12,925 15,686 38,970 61,162 Cost of shipping services revenue 10,791 9,837 32,347 30,859 Total cost of revenue 37,042 39,100 111,031 135,702 Gross profit 110,713 94,072 325,458 270,229 Operating expenses: Marketing 11,604 11,591 40,646 44,460 Operations and technology 66,199 61,038 194,593 194,645 Selling, general and administrative 47,512 44,788 141,364 138,959 Restructuring — (856) 196 37,396 Total operating expenses (1) 125,315 116,561 376,799 415,460 Loss from operations (14,602) (22,489) (51,341) (145,231)Change in fair value of warrant liability 744 — (9,209) — Gain on extinguishment of debt — — 4,177 — Interest income 1,940 2,260 6,272 6,717 Interest expense (5,948) (2,673) (15,468) (8,018)Loss before provision for income taxes (17,866) (22,902) (65,569) (146,532)Provision for income taxes 72 47 178 247 Net loss attributable to common stockholders$(17,938) $(22,949) $(65,747) $(146,779)Net loss per share attributable to common stockholders Basic$(0.16) $(0.22) $(0.61) $(1.45)Diluted$(0.17) $(0.22) $(0.61) $(1.45)Weighted average shares used to compute net loss per share attributable to common stockholders Basic 109,016,060 102,648,790 107,043,946 101,087,793 Diluted 112,418,751 102,648,790 107,043,946 101,087,793 (1) Includes stock-based compensation as follows: Marketing$225 $382 $707 $1,181 Operations and technology 2,533 3,115 7,527 10,107 Selling, general and administrative 5,000 5,039 14,346 15,005 Total$7,758 $8,536 $22,580 $26,293 THE REALREAL, INC.Condensed Balance Sheets(In thousands, except share and per share data)(Unaudited) September 30,2024 December 31,2023Assets Current assets Cash and cash equivalents$153,179 $175,709 Accounts receivable, net 15,953 17,226 Inventory, net 19,921 22,246 Prepaid expenses and other current assets 22,677 20,766 Total current assets 211,730 235,947 Property and equipment, net 95,218 104,087 Operating lease right-of-use assets 79,142 86,348 Restricted cash 14,911 14,914 Other assets 5,251 5,627 Total assets$406,252 $446,923 Liabilities and Stockholders’ Deficit Current liabilities Accounts payable$10,795 $8,961 Accrued consignor payable 73,242 77,122 Operating lease liabilities, current portion 22,487 20,094 Convertible senior notes, net, current portion 26,600 — Other accrued and current liabilities 92,573 82,685 Total current liabilities 225,697 188,862 Operating lease liabilities, net of current portion 91,274 104,856 Convertible senior notes, net 276,483 452,421 Non-convertible notes, net 131,427 — Warrant liability 19,626 — Other noncurrent liabilities 7,158 4,083 Total liabilities 751,665 750,222 Stockholders’ deficit: Common stock, $0.00001 par value; 500,000,000 shares authorized as of September 30, 2024, and December 31, 2023; 109,689,946 and 104,670,500 shares issued and outstanding as of September 30, 2024, and December 31, 2023, respectively 1 1 Additional paid-in capital 839,958 816,325 Accumulated deficit (1,185,372) (1,119,625)Total stockholders’ deficit (345,413) (303,299)Total liabilities and stockholders’ deficit$406,252 $446,923 THE REALREAL, INC.Condensed Statements of Cash Flows(In thousands)(Unaudited) Nine Months Ended September 30, 2024 2023 Cash flows from operating activities: Net loss$(65,747) $(146,779)Adjustments to reconcile net loss to cash used in operating activities: Depreciation and amortization 24,806 23,530 Stock-based compensation expense 22,580 26,293 Reduction of operating lease right-of-use assets 11,280 12,999 Bad debt expense 1,844 1,565 Non-cash interest expense 3,761 575 Issuance costs allocated to liability classified warrants 374 — Accretion of debt discounts and issuance costs 1,607 1,920 Property, plant, equipment, and right-of-use asset impairments — 33,817 Provision for inventory write-downs and shrinkage 2,479 8,836 Gain on debt extinguishment (4,177) — Change in fair value of warrant liability 9,209 — Loss related to warehouse fire, net 279 — Other adjustments (628) (556)Changes in operating assets and liabilities: Accounts receivable, net (571) (2,922)Inventory, net 96 9,474 Prepaid expenses and other current assets 990 1,897 Other assets 229 (2,856)Operating lease liability (15,263) (21,399)Accounts payable 837 (1,550)Accrued consignor payable (5,006) (15,018)Other accrued and current liabilities 10,036 (1,499)Other noncurrent liabilities (163) (118)Net cash used in operating activities (1,148) (71,791)Cash flow from investing activities: Insurance proceeds related to warehouse fire 461 — Capitalized proprietary software development costs (8,051) (9,870)Purchases of property and equipment (9,168) (25,528)Net cash used in investing activities (16,758) (35,398)Cash flow from financing activities: Proceeds from exercise of stock options 118 19 Taxes paid related to restricted stock vesting (467) (501)Proceeds from issuance of stock in connection with the Employee Stock Purchase Program 624 446 Cash received from settlement of capped calls in conjunction with the Note Exchange 396 — Issuance costs paid related to the Note Exchange (5,298) — Net cash used in financing activities (4,627) (36)Net decrease in cash, cash equivalents and restricted cash (22,533) (107,225)Cash, cash equivalents and restricted cash Beginning of period 190,623 293,793 End of period$168,090 $186,568 The following table reflects the reconciliation of net loss to Adjusted EBITDA for each of the periods indicated (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Adjusted EBITDA Reconciliation: Net loss$(17,938) $(22,949) $(65,747) $(146,779)Depreciation and amortization 8,270 7,744 24,806 23,530 Interest income (1,940) (2,260) (6,272) (6,717)Interest expense 5,948 2,673 15,468 8,018 Provision for income taxes 72 47 178 247 EBITDA (5,588) (14,745) (31,567) (121,701)Stock-based compensation 7,758 8,536 22,580 26,293 Payroll taxes expense on employee stock transactions 76 74 250 142 Legal settlement — — 600 1,100 Restructuring charges (1) — (856) 196 37,396 Gain on extinguishment of debt (2) — — (4,177) — Change in fair value of warrant liability (3) (744) — 9,209 — One time expenses (4) 822 — 1,211 159 Adjusted EBITDA$2,324 $(6,991) $(1,698) $(56,611) (1) Restructuring charges for the three and nine months ended September 30, 2023 consists of impairment of right-of-use assets and property and equipment, employee severance charges, gain on lease terminations, and other charges, including legal and transportation expenses. (2) The gain on extinguishment of debt for the nine months ended September 30, 2024 reflects the difference between the carrying value of the Exchanged Notes and the fair value of the 2029 Notes. (3) The change in fair value of warrant liability for the three and nine months ended September 30, 2024 reflects the remeasurement of the warrants issued by the Company in connection with the Note Exchange in February 2024. (4) One time expenses for the three and nine months ended September 30, 2024 consists of vendor services settlements and estimated losses, net of estimated insurance recoveries related to the fire at one of our New Jersey authentication centers. One time expenses for the nine months ended September 30, 2023 consists of retention bonuses for certain executives incurred in connection with our founder's resignation on June 6, 2022. A reconciliation of GAAP net loss to non-GAAP net loss attributable to common stockholders, the most directly comparable GAAP financial measure, in order to calculate non-GAAP net loss attributable to common stockholders per share, basic and diluted, is as follows (in thousands, except share and per share data): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Net loss$(17,938) $(22,949) $(65,747) $(146,779)Stock-based compensation 7,758 8,536 22,580 26,293 Payroll tax expense on employee stock transactions 76 74 250 142 Legal settlement — — 600 1,100 Restructuring charges — (856) 196 37,396 Provision for income taxes 72 47 178 247 Gain on extinguishment of debt — — (4,177) — Change in fair value of warrant liability (744) — 9,209 — One time expenses 822 — 1,211 159 Non-GAAP net loss attributable to common stockholders$(9,954) $(15,148) $(35,700) $(81,442)Weighted-average common shares outstanding to calculate Non-GAAP net loss attributable to common stockholders per share, basic and diluted 109,016,060 102,648,790 107,043,946 101,087,793 Non-GAAP net loss attributable to common stockholders per share, basic and diluted$(0.09) $(0.15) $(0.33) $(0.81) The following table presents a reconciliation of net cash provided for (used in) operating activities to free (negative) cash flow for each of the periods indicated (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Net cash provided for (used in) operating activities$9,073 $(10,933) $(1,148) $(71,791)Purchase of property and equipment and capitalized proprietary software development costs (6,939) (8,120) (17,219) (35,398)Free (negative) cash flow$2,134 $(19,053) $(18,367) $(107,189) Key Financial and Operating Metrics: September 30,2022 December 31,2022 March 31,2023 June 30,2023 September 30,2023 December 31,2023 March 31, 2024 June 30, 2024 September 30, 2024 GMV$440,659 $492,955 $444,366 $423,341 $407,608 $450,668 $451,941 $440,914 $433,074 NMV$325,105 $367,382 $327,805 $303,918 $302,912 $335,245 $334,815 $329,422 $335,191 Consignment Revenue$93,874 $110,199 $102,643 $96,577 $102,852 $113,500 $115,648 $112,714 $116,908 Direct Revenue$34,005 $33,252 $24,953 $20,887 $17,356 $15,964 $12,709 $16,724 $15,623 Shipping Services Revenue$14,824 $16,204 $14,308 $13,391 $12,964 $13,909 $15,443 $15,496 $15,224 Number of Orders 952 993 891 789 794 826 840 820 829 Take Rate 36.0% 35.7% 37.4% 36.7% 38.1% 37.7% 38.4% 38.5% 38.6%Active Buyers (1) 404 430 388 351 364 381 384 381 389 AOV$463 $496 $499 $537 $513 $545 $538 $538 $522 (1) During the three months ended June 30, 2024, we updated active buyers to be buyers who purchased goods through our online marketplace during the 3 months ended on the last day of the period presented. Previously we had measured buyers who purchased goods during the 12 months ended on the last day of the period presented. The prior periods have been updated to active buyers during the 3 months ended on the last day of the period presented.
