ASOS : Annual Report & Accounts 2022

DRIVING

CHANGE

NOW

ASOS Plc Annual Report and Accounts 2022

asos is a destination for fashion-loving

20-somethings around the world, with a purpose to give its customers the confidence to be whoever they want to be.

STRATEGIC REPORT

002 Chair's statement

1. Chief Executive Officer's statement

1. Our values

1. Our brands

1. Our people

1. Key performance indicators

1. Year in review

1. Our business model

1. Stakeholder engagement

1. Chief Executive Officer's operational review

1. Performance by market

1. Financial review

1. Fashion with Integrity

1. Task Force on Climate-related Financial Disclosures

1. Non-financialinformation statement
2. Managing risk at ASOS

1. Principal risks and opportunities

1. Long-termviability statement

GOVERNANCE REPORT

057 Board of Directors

1. Corporate Governance Report

1. Audit Committee Report

1. Nomination Committee Report

1. ESG Committee Report

1. Directors' Remuneration Report

1. Annual Report on Remuneration

1. Remuneration Policy

1. Directors' Report

1. Statement of Directors' Responsibilities

FINANCIAL STATEMENTS

112 Independent Auditors' Report to the members of ASOS Plc

1. Consolidated Statement
   of Total Comprehensive Income
2. Consolidated Statement of Changes in Equity
3. Consolidated Statement of Financial Position

1. Consolidated Statement of Cash Flows
2. Notes to the Financial Statements

1. Company Statement of Changes in Equity
2. Company Statement of Financial Position
3. Company Statement of Cash Flows
4. Notes to the Company Financial Statements

1. Alternative Performance Measures (APMs)
2. Five-YearFinancial Summary (unaudited)

1. Company information

ASOS PLC  ANNUAL REPORT AND ACCOUNTS 2022

Highlights

Revenue ↑ 2%¹

£3,936.5m

2021: £3,910.5m

105%Topshop brands

		YoY sales growth
Operating loss ↑ 105%		Adjusted profit before tax² ↑ 89%
(£9.8m)		£22.0m
2021: £190.1m		2021: £193.6m
Reported loss before tax	↑ 118%
(£31.9m)
	Premier subscribers	Active customers
2021: £177.1m		12% YoY	26.4
		growth	million

45%Female representation at combined leadership level³

22%

ASOSers identify as an ethnic minority⁴

1. On a constant currency basis.
2. Adjusted profit before tax excludes items recognised in reported profit or loss before tax which, if included, could distort comparability between periods. In determining which items to exclude, the Group considers items which are significant either by virtue of their size and/or nature, or that are non-recurring.
3. Defined as Head of and above.
4. At ASOS, we collect information on ethnicity using the same fields and classifications as the Office of National Statistics to align reporting to benchmarks. We currently use the term 'ethnic minority'.

ASOS PLC  ANNUAL REPORT AND ACCOUNTS 2022

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STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS

Chair's statement

"We are confident we are on the right path and that our unique business model, combined with the strength of our brand, our offer and our people, means ASOS is well-positioned to succeed and to create long-term shareholder value."

There is no doubt that 2022 has been a challenging year for ASOS. As well as navigating an incredibly turbulent external environment, it has also been a year of significant change within our business.

I would therefore like to start by thanking our dedicated and hardworking ASOSers, as well as our shareholders and partners, for their continued strong support.

ASOS has a powerful business model, which enables customers to shop for the very best fashion - choosing from our ASOS brands or from a curated choice of the world's best leading third-party brands. This unique combination remains central to our strategy, providing our customers with all their fashion needs in one place. And it is this global platform and scalability which provides us with a solid foundation to deliver our ambition to become the go-to destination for fashion- loving 20-somethings.

But, as we continue to face a highly uncertain economic and geopolitical environment,

it is clear we must sharpen our focus on improving operations, performance, flexibility and relevance, as well as capitalising on

our core strengths - the strong ASOS brand and compelling customer offer. There is much for us to do, but together, the Board and management are confident that, by becoming less complex and more agile, ASOS will overcome the continued economic challenges ahead.

New leadership

José Antonio Ramos Calamonte's appointment as Chief Executive Officer was announced alongside my appointment as Chair in June 2022. José brings a wealth of experience

as a multichannel, international retailer and a track record of driving innovation. In his previous role as ASOS' Chief Commercial Officer, a role he held since January 2021, José took responsibility for driving our product and trading strategy globally, encompassing design, sourcing, garment technology, buying and merchandising, global trading, ASOS Studios and creative.

002	ASOS PLC  ANNUAL REPORT AND ACCOUNTS 2022

José has a clear set of priorities. He is taking firm action now to build upon our core strengths and accelerate the changes needed to strengthen the business based on four key principles: simplicity; speed to market; operational excellence; and flexibility and resilience.

Together, we have been working closely to identify the necessary actions to ensure we tackle our self-imposed operational issues and emerge from this period of economic uncertainty as a stronger business. Under his leadership, we will ensure that ASOS has the necessary discipline with regards to capital allocation and returns. By executing against our clearly-stated priorities, we will return to delivering the kind of sustainable growth on which we can continue to build.

The Board looks forward to working with José and his Executive team, as it is strengthened, to support and challenge them as the Company delivers on its customer proposition and value creation strategy.

Board changes

After nearly nine years of service - latterly as Chair - Ian Dyson stepped down from the Board this year. Ian made a great contribution to ASOS during his tenure. I would like to take this opportunity to thank Ian and wish him well for in his future endeavours.

Mat Dunn will step down from his roles as Chief Operating Officer and Chief Financial Officer at the end of October, as part of the restructuring of our Executive team. I would like to reiterate my thanks to Mat, who has made an enormous contribution to ASOS over the past three years, and also during his time as interim CEO.

Karen Geary steps down as a Non-executive Director on 1 December 2022. I would like to thank Karen for her significant contribution to ASOS, particularly in her role as Remuneration Committee Chair and as the Board's designated representative for employee engagement. My thanks also go to Eugenia Ulasewicz and Luke Jensen, Non-executive Directors, who have decided not to seek re-election at the Company's next Annual General Meeting (AGM). Luke will step down from the Board on 31 October 2022 and Eugenia will step down at the close of the AGM.

Finally, I am delighted that Patrick Kennedy joined the Board as Senior Independent Director in January 2022. His wise counsel has been invaluable during a period of uncertainty and change.

Outlook

I have been clear here about the unprecedented geopolitical and macroeconomic challenges we face and what we need to do to change ASOS for the better. As a Board, we recognise that the value creation over the period has been disappointing.

We are taking all the right actions to deliver a better and more resilient business and to deal with what is likely to be a lengthy period of continued uncertainty. As we progress, we will continue to be guided by ASOS' purpose, to give our customers the confidence to be whoever they want to be, and by our Fashion with Integrity strategy, which underpins our drive to be a responsible company that delivers benefits for people and minimises our impact on the planet.

We are confident that we are now on the right path and that our unique business model, combined with the strength of our brand, our offer and our people, means ASOS is well- positioned to succeed and to create long-term shareholder value.

I am optimistic about our prospects and would like to take this opportunity to thank again all our colleagues, suppliers, brand partners, loyal customers and you, our investors.

Jørgen Lindemann

Chair

ASOS PLC  ANNUAL REPORT AND ACCOUNTS 2022

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