Mister Spex : FY 2024 Results Reports

Annual Report

2023

Contents

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The Company	3
CHANGE	4
Changing styles	4
Handcrafting bespoke eyewear	5
Assisting in creating change	6
Navigating the market for 15 years	7
Growing store network and continuing to focus on sustainability	8
Evolving financial and non-financial profile	9
Letter to the shareholders	10
Report of the supervisory board	14
Board of Directors	19
Mister Spex Share	20

Combined management report	22
Background of the Group	23
Economic report of the Mister Spex Group	35
Risks and opportunities	43
Outlook	49
Acquisition-relevant information according
to Secs. 289a (1), 315a (1) HGB	50
Group statement on corporate governance	57

Remuneration report pursuant to Sec. 162 AktG	67
Overview of the remuneration system for the Management Board	68
Remuneration of the Supervisory Board	78
Consolidated financial statements	81
Consolidated ­statement of ­comprehensive ­income	82
Consolidated ­statement ­of financial position	83
Consolidated statement of changes in equity	84
Consolidated statement of cash flows	85
Notes to the consolidated financial statements	86
Other information and services	122
Responsibility statement by the Management Board	123
Independent auditor's ­report	124
Appendix to the auditor's report	129
Imprint	131
Disclaimer	131

Annual Report 2023

C

H

A

N

G

E

Company	Combined management report	Remuneration report Consolidated financial statements Service

Company

Changing styles	4
Handcrafting bespoke eyewear	5
Assisting in creating change	6
Navigating the market for 15 years	7
Growing store network and continuing
to focus on sustainability	8
Evolving financial and non-financial profile	9
Letter to the shareholders	10
Report of the Supervisory Board	14
Board of Directors	19
Mister Spex share	20

3

Annual Report 2023

Company

Combined management report

Remuneration report Consolidated financial statements Service

C		Changing styles
H
A		Through a wide range of attractive own labels, trendy designer brands and selected independent
N
	labels Mister Spex offers its customers everything they need to enhance their vision and emphasize
G		their individual style. Through exclusive collaborations with designers, influencers and media per-
	sonalities, Mister Spex inspires customers to express their fashion and lifestyle attitude in all its forms
E		and colours.
		Strong brands - broad selection - rising engagement
			679 million
		+18 %				successful expansion of social
				media channels with a total of around
			679 million impressions* across all three
				content-driven brand platforms

revenue growth for own

brands as well as double-digit

A passion for design and execution

It all starts with an idea

On average, nine months pass between the initial idea and the product launch. During this time, Mister Spex leaves nothing to chance: From meticulous market analysis and performance test- ing, to finding the right partners for a collaboration, business case strategy and direction of

creation, the team goes all out.

The creative process

Whether designer or influencer, each collaborator brings individuality, creativity, and a passion for fashion. The Mister Spex collaborative collection reflects this uniqueness and is developed through extensive design workshops and prototyping sessions, allowing the artist to identify

themselves with the collection.

Launch & lift-off

Once the product and packaging design is complete, the next step is to develop the content and copy for the launch and campaign. The product launch almost always starts with a launch event

growth for collaborations

+15 %

and meet & greet with the designer, influencer, or artist to bring the authenticity and look & feel of the brand collaboration to life. Our in-house team of brand, design, social media, marketing, and communications experts then ensure optimum visibility and maximum results with a 360º campaign.

focus channel Instagram

with 15% engagement

growth from 2022

>150 brands

sunglasses and prescription eyewear from

over 150 brands available

Dagi Bee x Mister Spex

Together with Dagi Bee, one of Germany's most successful influencers and social media entrepreneurs, Mister Spex launched a collection of prescription glasses with two models in five colours in February 2023. In the first four days of the launch alone,

950 frames were sold, with sales approaching those of luxury brands such as Burberry and Boss. This makes the Dagi Bee collection the most successful influencer collaboration in Mister Spex's history to date.

* incl. organic content and media spend on Instagram, TikTok and Facebook

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Annual Report 2023

Company

Combined management report

Remuneration report Consolidated financial statements Service

C	Handcrafting bespoke eyewear
H
A
N
G	In 2023, Mister Spex launched 'Mister Spex' EyeD, the first of its own made-to-measure / customized collection of
3D-printed glasses, offering outstanding comfort with a custom fit and ultra-lightweight material. This is enabled
E	by our proprietary facial scanning technology, which is also used to recommend sizes in our online store. Parame-
	ters such as pupillary distance, nose ridge width, and temple length form the metric basis to produce precisely
	fitting glasses. Customers can enjoy expressing themselves and their style with their custom-made and re-
	source-saving eyewear made of high-quality polyamide.
	Limited to 37 stores at the launch of Mister Spex EyeD in October, the made-to-measure collection has been avail-
	able in Germany and Austria since the end of 2023 and in all Mister Spex stores across Europe since February
	2024 - true to our mission to help every customer find the perfect pair of glasses with style, ease and expertise.

… and a huge opportunity for Mister Spex

We already have a broad customer base

High share of Mister Spex EyeD customers are over 45 years old

Interest in more shapes and colours will broaden the addressable market

Larger selection of shapes and colours from 2024

Further potential to optimize category performance with multifocal lenses

High share of Mister Spex EyeD sales already includes high-margin multifocal lenses

Mister Spex EyeD - The perfect fit through personalization! Bespoke 3D-printed glasses - state-of-the-art technology, pure individuality

Timeless aesthetics made to perfection for individual style

Personalised fit thanks

to state-of-the-art measurement and 3D printing technology

Ultra-lightweight comfort and high durability

5

What makes working at Mister Spex so special?

What prospects does Mister Spex offer after the apprenticeship?

Annual Report 2023

Company

Combined management report

Remuneration report Consolidated financial statements Service

C	Assisting in creating change
H
A	By combining state-of-the-art technology and AI with comprehensive customer service, Mister Spex
N
is shaping the modern optician's trade. At Europe's leading digitally driven omnichannel optician, young
G	professionals have the unique opportunity to learn the traditional craft of opticianry and to actively
shape the digital transformation of the industry with additional technological qualifications. At a time
E	when skills shortages are threatening the future viability of almost every sector, training young talent
	is more important. According to the 2022 / 23 industry report by the German central association of
	opticians and optometrists (Zentralverband der Augenoptiker und Optometristen, ZVA), 42% of the
	opticians surveyed were recently looking for skilled staff. 68% of vacancies could not be filled.

3 questions to Benjamin

What do you look for when selecting apprentices?1 A friendly and confident demeanour as well as a genuine interest

in optometry, craftsmanship and science. That's more important to us than top grades. Then there's the desire to work with people - even on Saturdays and evenings.

Mister Spex manufactures its own products at the central logistics2 centre in Berlin and is also growing in the stationary retail sector

Our apprentice workshop

To combat the shortage of skilled workers, Mister Spex has been training apprentices since 2016. To date, around 140 young people have started their optician training at Mister Spex. In 2023, 38 future opticians have started their careers - a thirty percent increase on the previous year. In its five training workshops, Mister Spex offers an ideal combination of

38

FUTURE OPTICIANS STARTED IN 2023 THEIR WAY INTO PROFESSIONAL LIFE

Benjamin is the head of the Mister Spex training workshop in Reutlingen and has been on board since 2020.

with new locations. To do this, we need qualified people, and we are happy to take them from our own training cohorts. Those who see themselves working outside the stores can alternatively get involved in customer service or e-commerce. We also have a comprehensive support programme for those interested in further qualifications to become a master optician.3

Our omnichannel concept not only makes it easier and more attractive for customers to buy glasses, it also makes working as an optician more varied and definitely more future-proof. Flat hierarchies and the opportunity to propose and implement your own ideas create a lot of motivation in the team.

manual work in the workshop, customer service in one of the most modern optician shops in Germany and a direct link to the European e-commerce business. The workshop managers support the trainees on site in all matters relating to vocational school and examinations and ensure that the training is of the highest quality. In this way, we create ideal conditions for tomorrow's opticians.

Five locations - one concept

Mister Spex's fifth and newest training workshop opened in Cologne in Au- gust, directly above the flagship store . The first training workshop was opened in Berlin in 2016. The other three are in Münster, Reutlingen and Mannheim. Together, they provide space for 150 trainees from all apprenticeship years. The aim is to create excellent training conditions at as many locations as possible. The concept of the Mister Spex training workshops is characterized by a strong focus on craftsmanship and digital integration in an international team. In addition to access to state-of-the-art machines, all trainees are provided with their own laptops.

Berlin

(HQ) and

logistics hub

HQ

Warehouse

6

Annual Report 2023

Company

Combined management report

Remuneration report Consolidated financial statements Service

C	Navigating the market for 15 years
H
A	Mister Spex has consistently achieved double-digit percentage growth in its first	company. With confetti, balloons, and special glasses, the campaign unfolds
N
14 years, surpassing the growth of the wider optical market. In 2023 Mister Spex	online across all countries and Mister Spex's social media channels			. In addi-
G	SE, celebrated its 15th anniversary with a multi-week multimedia campaign. The	tion to this Mister Spex will be using the seal of Deutschland Test and Focus
eleven-week birthday campaign, titled "15 years of optician expertise", features	Money for the first time, which awarded the optician the title of "Company of the
E	employees in pictures and videos, showcasing their contributions to the	Year 2023" in its analysis of customer satisfaction.

Launch of

Mister Spex EyeD

75 stores

Flagship store

in Cologne

100% acquisition

of Tribe

Omnichannel milestones

Launch of Mister Spex

opticians partnership

programme in Germany

Opening of logistics

centre in Berlin

First retail store opened in

Berlin 6 stores by year End

Go-live of

online-shop in

68 stores

IPO on Frankfurst

Stock Exchange

48 stores

Go-live of

online-shop in

Germany

Founding of

Mister Spex

+900 %

	Go-live of
online-shop	Acquisition of
	in Spain	Lensstore and
		Loveyewear
	Rollout of 3D
Go-live of	virtual try-on
online-shop		tool
in the UK
		Go-live of
Go-live of	online-shop
online-shop	in Sweden
in France
		+80 %
+140 %	+40 %	+60 %

	Switzerland
	Go-live of	18 stores
online-shop in
the Netherlands	10 stores
Acquisition
lensit.no
		+15 %
		+20 %
	+20 %	+10 %
+40 %
+30 %

34 stores

+18 %

+18 %

+8 %

+6 %

2007 2008 2009

2010

2011

2012

2013

2014

2015

2016

2017

2018

2019

2020 2021 2022 2023

Revenue

% Sales growth

7

600

PAIRS OF PRESCRIPTION GLASSES AND SUNGLASSES FROM 50 SUSTAINABLE BRANDS

	Annual Report 2023
C	Growing store network
H
A	and continuing to focus
N	on sustainability
G
E	Mister Spex continued to expand its store network in 2023, opening eight new stores in popular shop-
	ping locations. This brought the total number of Mister Spex stores in Europe to 75 by the end of the
	year. In addition to a wide selection of eyewear, all Mister Spex stores offer a full range of optical
	services and expert advice from trained opticians. The new stores also embody the Mister Spex
	omnichannel concept in a unique way. They are seamlessly linked to the online store, so customers
	can easily purchase frames and lenses online or in-store, intuitively finding the perfect eyewear for
	their individual look and style with maximum choice.

Store of the Year 2023

The flagship store in Cologne, which opened in 2022, proves that the store concept that seamlessly links the online and offline customer journey at all touch- points, is not only popular with customers, but also with experts: the German Retail Association (Handelsverband Deutschland e.V., HDE) honoured the Cologne store with the prestigious "Store of the Year 2023" award at the Retail Property Congress for Concept and Design. In addition to glasses and sunglasses from the store's own collection and popular brands from the Mister Spex BOUTIQUE, it also features a separate floor for luxury brands and independent labels, as well as a bar where customers can find inspiration and expert advice in a relaxed atmosphere. The store covers a total of 400 square metres.

Company	Combined management report	Remuneration report Consolidated financial statements Service

Winner of the German Sustainability Award

Thanks to its high level of environmental and social commitment, Mister Spex has won the prestigious German Sustainability Award in the "Pharmacies and Medical Retail" category. The award is the largest of its kind in Europe and is presented by the German Sustainability Award Foundation in cooperation with the German Federal Ministry for the Environment and the German Chamber of Industry and Commerce. A jury of four experts selected Mister Spex from ten nominated companies in the "Pharmacies and Medical Retail" category based on publicly available sustainability data. We are proud to have received this award and we look forward to continuing our journey towards greater environmental, social and business sustainability in the years to come.

Sustainability and corporate responsibility

As Europe's leading digitally driven omnichannel optician, Mister Spex is committed to corporate responsibility and has launched several sustainability initiatives. In doing so, we are also responding to con- sumers' growing desire for a sustainable lifestyle. For example, since 2011 we have been offering virtual fittings to reduce CO2 emissions through fewer deliveries and returns, and a glazing service to reuse existing frames. In 2023, we introduced a new packaging design that significantly reduces the use of hard-to-break-down plastic elements and reduces packaging volume. We are also constantly expanding

our range to include environmentally friendly and sustainable brands. More than 600 pairs of prescription glasses and sunglasses from 50 sustainable brands are already available in our stores and online. For every pair of glasses sold from our "share x Mister Spex" brand we donate another pair of glasses to a person in Burkina Faso. In addition, Mister Spex also focuses on the social aspects of its employees. Diversity, equality, and inclusion (DEI) are firmly anchored in the corporate culture.

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	Annual Report 2023
C	Evolving financial and
H
A	non-financial profile
N

Company	Combined management report	Remuneration report Consolidated financial statements Service

Key Figures

G

E

in € k

Financial performance indicators Revenue

Revenue by product category

Prescription glasses

Sunglasses (incl, prescription sunglasses)

Contact lenses

Miscellaneous services

Gross profit1

Gross profit margin2

EBITDA

Adjusted EBITDA

Financial position

Cash flow from operating activities (in € k) Cash flow from investing activities (in € k) Cash flow from financing activities (in € k) Net debt 4 (in € k)

Non-financial performance indicators Active customers 5 (in k)

Number of orders6 (in k)

Average order value7 (in €)

Number of employees

Number of stores

1. Jan. bis 31. Dec.

2023	2022	Change
223,530	210,067	6 %
90,114	81,587	10 %
67,491	59,670	13 %
61,300	64,917	−6 %
4,625	3,893	19 %
113,157	101,885	11 %
50,6 %	48,5 %	212bp3
−4,693	−11,974	−61 %
900	−8,289	>100 %
6,037	−20,842
−14,606	3,751
−8,569	−4,761
14,318	−35,565
1,747	1,734	1 %
2,295	2,304	0 %
95.67	89.80	7 %
1,293	1,330	−3 %
75	68	10 %

• Management defines gross profit as sales revenue less the cost of materials
  2 Management defines gross profit margin as the ratio of gross profit to revenue 3 bp = basis points
  4 Net Debt = non-current liabilities + current liabilities -cash and cash equivalents 5 Customers who ordered in the last twelve months excluding cancellations
  6 Orders after cancellations and after returns in the reporting period
  7 Calculated as revenues divided by number of orders after cancellation and after returns, over the last twelve months

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Annual Report 2023

Letter to the shareholders

Company	Combined management report	Remuneration report Consolidated financial statements Service

To Dirk Graber's short biography

To Dr. Mirko Caspar's short biography

Dear shareholders, partners, employees and suppliers,

In a year characterized by global instability, Mister Spex achieved its targets and executed its strategy successfully. We expanded our store network, significantly increased profitability, and pushed the boundaries with the introduction of 3D printed frames, Mister Spex EyeD. Our robust position enables us to navigate the prevailing economic volatility and emerge resilient.

We are delighted with our accomplishments in a dynamic trading environment that continually presents diverse challenges. Throughout the year, the macroeconomic landscape maintained its uncertainty for our customers, colleagues, and suppliers, exacerbated by elevated levels of inflation acting as significant headwinds. Our efficiency program Lean 4 Leverage over the past year has proven instrumental, enabling us to navigate successfully by leveraging the factors within our control and maintaining strong operational oversight.

This approach has not only allowed us to deliver robust results but has also facilitated market share gains and empowered us to continue investing in the future with additional store openings and IT investments. The success we've achieved, whether in developing our prop- osition, fortifying relationships, enhancing operations, or serving our customers, is the collective effort of every colleague at Mister Spex and our valued partners. We extend our sincere gratitude to all our colleagues for contributing their knowledge, personality, dedication, and enthusiasm. Together, we are fostering a more inclusive workplace, aligned with our shared values, and propelling our overall performance.

We are enthusiastic and ambitious as we embrace the opportunity to sustainably grow in the future. Throughout our history, we have demonstrated a robust track record of increasing sales and market share, thriving in both growing markets and more challenging conditions. Since the founding of the company, we have experienced 14 years of double-digit growth for the group. Even in the past year, amid considerable decline in consumer sentiment and a broadly flat eyewear market, we continued to grow our revenue, once again showcasing significant gains in market share.

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