Okay. So good evening, everyone. Thank you for attending this meeting. We will be presenting the preliminary results of fiscal year 2025, which have been presented and approved by the board during the meeting held this morning here in Torino. So I will start sharing my screen.
RJ Manzo
is now exiting.
Okay. So moving to the highlights of the year. As you probably already know, this has been an extraordinary year under all perspective for the group. During this year, we have completed an historical extraordinary transaction related to K-Way, which has seen the entry of Permira within the group as a minority stakeholder of K-Way.
Then at the end of the year, we completed two major extraordinary transactions leading to the acquisition of Woolrich Europe and Sundek. Wait, I'm admitting another person. Okay. Therefore, we are presenting figures which have been adjusted in order to neutralize and to exclude the impact of such transaction and present figures which are like for like compared to last year. Consolidated revenues, meaning direct sales, plus royalties from Commercial Licensees and Sourcing Commission, are basically at the same level of last year, at EUR 408 million. This figure does not include the post-acquisition contribution of Woolrich, whose acquisition had been completed at the beginning of December, and Woolrich contributed EUR 7.5 million in revenues just in December.
As we mentioned before, the extraordinary transactions completed in 2025, these EUR 408 million would be roughly EUR 520 million, including the performance, the yearly performance of Woolrich and Sundek. EBITDA, adjusted EBITDA closed at EUR 54 million, and the Net Financial Position is negative for EUR 74 million. Since we have several attendees, I just clarify that the Net Financial Position with banks means the Net Financial Position, excluding the debt for earn-out and the debt for IFRS 16. Then going a little bit deeper in these four indicators, which we believe are the best to describe the status of health of the group.
The total Aggregated Sales, which are the sum of the Aggregate Sales of C ommercial Licensees and the Aggregated Sales of Sourcing C enters, were above EUR 1.2 billion. We reported some mixed performances across the brands that we will see in detail later on. Co-consolidated revenues, as I mentioned before, are basically in line with last year, with fiscal year 2024 performance, and these despite a changing model in with certain partners that that we had the chance to comment in some of the previous call, in the previous calls held is now joining this year.
So basically, some previous distributors were switched to licensees, meaning that we transformed direct sales to royalties, then thus having a lower top line, but with the same or a better impact on EBITDA. EUR 54 million is the adjusted EBITDA. That doesn't account for all the costs related mostly to the K-Way transaction, so the sale of a 40% stake to Permira, plus the non-recurring transaction cost related to Woolrich and Sundek, and a few other minor items. Just a quick reminder, the 2024 performance, which was at EUR 61 million, included a termination fee from one historical licensee who had a very long contract.
Since he was willing to exit the contract and he had, consistently with the standard contractual framework of our licensees, a guaranteed minimum for the following years, he recognized an accelerated termination fee of roughly EUR 7 million. So, net of this termination fee of 2024, basically also EBITDA would be standing at the same amount of 2024. Q4 EBITDA has unfortunately been lower than the performance we had last year, especially as in December, we had lower retail activity, which in turn we will not see it reflected in today's figures. Sorry, somebody took control for a second, so I will go back presenting.
So I was saying we will not see in today's figures, but January 2025 started very strong. Of course, starting from January, we have the contribution of newly acquired brands, but then on a like-for-like basis, so just looking at K-Way, Kappa, and Sebago, and Superga, the performance of the first month of the year has been absolutely outstanding. Also against January 2024, which was a very, very high comp. The Net Financial Position with banks is improving compared to last year, so from EUR 90 million to EUR 74 million, we will see it in detail, because in between, there have been some major changes. And this actually goes for all the dimensions we are commenting and we will be commenting.
As we discussed and commented during this morning's Board of Director, the main message is now we are talking about a group which is a very, very different phase compared to what was last year. Net financial Position over the last quarter and mainly in December was impacted by the effect of the new acquisitions, as I mentioned, Woolrich Europe and Sundek. In addition, we also repurchased Sebago France. So that was a country managed by a licensee, the same who was managing K-Way prior to our acquisition. And so our hope is that the trajectory of Sebago follows the same path as of K-Way.
During the year, we completed purchase of own shares for EUR 14 million, and I'd like to remind that the big acquisitions landed during the year also been possible, thanks to the own shares that we had in portfolio, which have been used to partially pay these transactions. And we have distributed dividends to our shareholders for EUR 7.4 million. Okay, so basically here we are seeing in a graphical form the same figures we've been commenting thus far. So I wouldn't spend much time on this.
Just on total Aggregate Sales, there is again EUR 908 million of Aggregate Sales of Licensees and EUR 318 million of Aggregate Sales of Sourcing Centers. Here we can comment on the performance of all brands, which is overall in terms of total Aggregate Sales, positive for every brand, but Superga, which is a history we've been discussing over the last months, and Superga keeps this trajectory, which is very in common with all the canvas shoes market. So it's basically the same as Converse, Vans, or Keds, if we want to take some comps.
Again, these are EUR 408 consolidated revenues, would be, as we put in the note, EUR 415, and actually in the financial statements, the reported figures will be EUR 415, including Woolrich contribution for the month of December. As we go on the total Aggregated Sales, the performance of the sourcing center has been, again, here we have mixed performances from the brands. The outstanding one has been Sebago, which is still a small portion within the group, but it's growing at a very, very fast pace, and we are really seeing the same history we lived a few years ago for K-Way.
Whereas for Superga is the one which has a big sign minus, and that is mostly led by our orders. So, we drastically reduced the purchases of Superga for our direct sales in order so to preserve the Trade Working Capital and the Level of Inventory and being consistent with the current level of turnover. In terms of Aggregated Sales of Commercial Licensees, the growth is mostly relatable to Kappa, and this is an aspect we already had the chance to discuss through Q1, H2, and Q3.
As we landed a major contract with Primark, with a European license, which has brought a strong benefit to the group. K-Way is basically steady with a low increase, and again, Sebago is growing high double digit. As you know, we do not present the performance of each brand, but I want to spend a couple of words about K-Way since it's, and it's not a secret, it's our highest-performing brand, and as I mentioned, its overall turnover of the brand has been basically steady compared to 2024, which might not be apparently a huge result.
But actually, when we compare it to our main competitors, and we see the direction of the market, and as we saw, the last figures in the Sundek was making one step back, and it recently published its result. We all know Jott is basically in a judicial procedure. Patagonia had in the latest report reported a -6% over the last three years. North Face, which is clearly super strong with a platform much different to ours, is basically steady. So when we go out there comparing the performance of the brand to the overall market, we tend to believe figures are overall positive.
In terms of geographic area of our Commercial Sales, Europe is more and more our most important market. For those of you who've been following the group over the last year, it's no secret that the group has been more and more present directly in Europe. We've been acquiring and reacquiring licensees from our partners in order to be more efficient, more consistent in terms of offering and positioning of the brand and relying upon scale economies. The growth of Europe basically says that where the group directly operates, it's more resilient than when the management is left to third parties.
As I mentioned before, a large portion of the increase is related to these new Kappa license. When we go to the other markets, Americas still have a small negative comp of the previous Kappa licensee in the U.S., which went bankrupt in 2024. So, that explains the variation against 2025. And for the other sides, it's a mix of small figures on several licensees. Then a very quick snapshot on the main marketing communication activities carried in Q4. Okay, so this is just Q4 2025. It's not the full year.
As some of you may know, we had this 25th anniversary of the Kombat shirt. So this innovative jersey, which has now basically become the absolute standard for all brands in football and which was launched by Kappa for the Italian National team at Euro Cup 2000. And so this was celebrated with the clubs we partner with, with the launch of special shirts. Then we had several launches related to the USA ski team. And for those of you who are currently attending and watching the Olympics, you most likely have seen that Kappa...
Sorry, USA is wearing Ralph Lauren off the slopes, but then for the competition all ski and snowboard athletes are kitted with Kappa. We launched a second capsule collection with Campari, which went completely sold out. And then we went on with the normal recurring marketing activities. So here we reported the launch of the third launch for Partizan Beograd, and the launch of the Red Bull campaign together with the Italian Serie B related to the International Day for eliminating violence against women.
When it comes to Superga, as you know, and I mentioned earlier at the beginning of the call, Superga is now not really in a moment of best performance in terms of turnover, as it's affected by this low in the canvas shoes market. So in terms of marketing, what we did was a small and, we believe, a smart marketing investment to confirm our presence with a very, very affectionate niche of consumer and preserve the authenticity and the heritage of the brand. K-Way was particularly active along Q4 to support the ski collection.
So, we had the launch of the new ski collection, and that was accompanied with the announcement of this new partnership with Scotty James, who is, for those who don't know him, a very, very well-known Australian snowboarder, and probably you will also see him at the Olympics. We had the release of a capsule in collaboration with Disney. So, a few garments, especially for kids. The last stop of the In Your Life exhibition, and this was an itinerary exhibition to celebrate 60 years of the brand. We confirmed for another year the partnership with the Art Fair of Artissima.
Well, here we reported just one opening, which is the new opening in Milano Garibaldi. Actually, along the year, we had in Italy seven new openings, plus international openings in Spain, in U.K., some buybacks in France, and a couple of brand-new stores, totally new stores, in France as well. And then we confirmed two partnership, which have now been long-lasting. So the one with Highsnobiety, for which we made a collab, to be sold through Zalando, and then the umpteenth collaboration with Comme des Garçons Play, which is now really a long, long time partner of us.
Sebago, which again, is, in its small size, the highest performing brand right now in terms of growth and comp with prior years. All marketing initiatives have basically been very, very focused on preserving what is the heritage and the nature of the brand. We issued the new yearbook telling to our customers and partners all the present, the future, and the past of the brand. We organized these Northlight experience, which we-- you might have followed through social. So basically sending a bunch of creators in Norway, sailing and hiking.
Then the Sartorial Tour hit several stores around Italy to give our customers the chance to customize their own garments. We launched the vest that you can see here in picture in collab with Rocky Mountain. And finally, again, to underline the American roots and heritage of Sebago, we organized the Thanksgiving experience with several creators in Milan in December. So, going back to figures and talking about before we saw the Aggregate Sales, so the global performance of the brands, including both our performance in group-- as group and the performance of our licensees. Now we dive into the figures of BasicNet Group.
As I mentioned before, consolidated revenues, basically steady. We have a -0.2% against 2024, before accounting for Woolrich. And as you can see in the composition of this figure, now we have Consolidated Real Estate Revenues, which is not really that important. But in terms of Direct Sales and Net Royalties, you can see that there has been a switch, which is consistent with the change of model of certain distributors which have become licensees. Having a look at the quarterly performance, and here I notice we actually missed a note, so I will add it by voice.
What you see there is EUR 112 million consolidated revenues for Q4, that's actually a figure including the EUR 7.5 million from Woolrich, so that will be EUR 105 million. In case some of you already tried to make the sum, probably you will see it's EUR 415 million. So, this will be the reported figure in our Consolidated Financial Statements. So basically, we had a very, very similar level of consolidated revenues when we also include Woolrich with a lower EBITDA.
This is mostly linked to the degree of investments that we are doing, and we are agreeing with our partner on K-Way to strengthen the retail, so to increase the number and the quality of stores, and to improve the level of workforce and resources that we have at quarters level. These investments that we've made through the year allowed us to keep the same level of sales. And of course, since we didn't grow on sales, they affected the overall marginality.
Now, our view is that these were necessary investments to foster the growth for next year. So probably there is something we could escape to preserve this year's marginality, but as you know, our view is always of mid to longer term. In terms of EBITDA, we had a higher contribution in terms of margins from our brands, and this is coming mostly from K-Way and Sebago, and an increase in royalties mostly thanks to Kappa. The reduction in other income, as I mentioned before, is mostly related to the Termination Fee we had in 2024, which was not replicable.
Whereas what you see from there on, on the other column, it's mostly increase in OpEx at K-Way level. Moving to the Net Financial Position, I will probably go a bit quicker on this, and then focus on the following slide. Just a few things to highlight. It's right now, the long-term portion of midterm loans, and is mostly linked to Woolrich and Sundek. So, we acquired, as part of the acquisition, of course, we incorporated the existing debt of both companies. Woolrich debt has been fully paid at closing, and these are also thanks to the support of UniCredit, which have fully financed the operation.
So basically, we replaced the existing, the prior, priorly existing debt, with a new debt structure, which was negotiated by us. And then, we still have, as we acquired it, mid-December, the debt of Sundek, which is now, currently being renegotiated, with the same banks. Then what you see as a payable for future acquisition of company shares, that's the sum of earn-out. So you see an increase compared to last year, as we had EUR 8 million, now it's EUR 14 million. Here we have the last portion of Earn-Out related to the acquisition we made for K-Way France.
So the last payment will be made in March 2026 for roughly EUR 5 million, and then we will have completed all the payments linked to that acquisition. Then we have a small portion linked to Sebago, which will be paid at 2026 and 2027, and then to longer-term Earn-Outs related to Sundek and Woolrich, which are totally variable and dependent on the performance in the next 3-4 years of the brands. Last quick word on the Right-of-Use debts.
As you know, when we have to include it in the Net Financial Position, as accounting standards tell us so, we tend not to give too much importance to Right- of-U se debt, as we basically see rents as a natural Op Ex for those who make our job. But within the increase of EUR 61 million along the year, more than EUR 46 million are coming from acquisitions. So this is basically coming from a big change in perimeter. When we go to the work, the group generated EUR 28 million as a cash flow, summing the Operating Cash Flow and the Payment of Leases. So this compares to EUR 40 million in fiscal year 2024.
Basically, the difference here in performance is mostly linked to Trade Working Capital and to Inventory, I would say. So to make things very easy, they are related to higher, a higher level of purchases in K-Way to support an ever out of stock program. As in 2024, we experienced at the end of the year, and then at the very beginning 2025, some shortages on our classics. A new program has been launched to make sure we always have our bread and butter available, especially in the stores, and for the D2C channel.
Then, within CapEx, we have the normal recurring investments that we do to support the business in terms of IT, stores, refitting, furniture, and so on. We paid in 2025 a portion of EUR 1.6 million of the K-Way Earn-Out, which, as I mentioned, we finish in 2026 with the last EUR 5 million. We bought back some franchisees, some K-Way franchisees in Normandy, and then we have all the part of the acquisitions. Here, what you see is a sum of Price Paid and Net Financial Position acquired.
So, when it comes to Woolrich, we paid EUR 11.5 million for the brand, EUR 16 million for the shares, and then the remaining portion is acquired Net Financial Position. For Sundek, there was no cash payment, so you only see the acquired Net Financial Position. Apart from that, the transaction was fully regulated with a swap in shares. So Sundek shares, 100% of Sundek shares against BasicNet own shares. And then the acquisition of Sebago France, which is basically the price paid, as the acquired debt, is very, very close to nil.
Then, as we said at the beginning of this call, on shares purchased during the year, EUR 14 million, Payment of Dividends of EUR 7.4 million, and then at the very end, you can see the contribution of Rainbow, and this is the amount of cash contributed by the new shareholders within the K-Way structure... Finally, the portion of those extraordinary costs we saw before as a adjustment, which has been paid, which I would say is 99% of the costing cut. Okay, so this being said, I think we went through all the slides. Thank you very much for your patience thus far.
I will stop the sharing, and then, if any of you has any questions, I'm here, happy to reply. Okay, I see Mr. Lustig raising his hand. He's been the fastest, so I would give you the word.
Good evening.
Good evening.
I have two questions. Well, Q4, there was a quite relevant slowdown in sales, and you anticipated a rebound, an increase, positive trend in January. That's not... I know that is not easy, let's say, to give explanation, but I wonder what are the ideas you have in the organization about this Stop-and-Go, let's say? So, quite positive trend in the first nine months, then a sudden decrease, then a rebound. So, what are the main ideas you have on this Stop-and-Go within the organization? And then, the second question is on the process of a relaunch, restructuring of Woolrich, which maybe started a little more complicated than expected.
Even if I read that you found some solutions with the workforce there. But I wonder if you have the idea that the combination of Woolrich and Sundek in 2026 could be, let's say, neutral EBITDA contribution, if not positive, already. Thank you.
Okay. Thank you, Mr. Lustig. So, I will start from the very first question about the Q4 performance, and actually it's mostly a December performance, I would say. October, November, we were pretty much in line with our expectations. I would report two major points. One, we had some delay in shippings in Kappa, and mostly in France. So, it's a postponing to 2026, and that didn't help us. So Kappa had a very, very slow December, and those are deliveries to wholesalers.
The other major factor is K-Way Retail Activity, where we were more positive, and actually we had, as I mentioned before, this boom in January, which is... Just to give you an idea and not just talk about qualitative data, we had in terms of sell-out, so taking both our stores and franchisee stores, it's mostly ours, but putting everything together and also with the website. So, basically, all in all, we had a +25% compared to January 2025. Okay, so it was a really massive growth. However, well, certainly there is an effect in terms of consumptions from the market.
We are not seeing very different trends from our competitors. So when we go out there and see our competitors, probably that there is something which is shifting in terms of timing of consumptions and purchases. And maybe, well, what we expect in the midterm is that we have some rationalization of the market. Because right now, if you think about the fall/winter season, which is clearly the most important for a brand like K-Way, will be the same for Woolrich. Right now, as you can see from the perspective of a consumer, you have brands that start with in-season discounts.
And then you have the Black Friday, and then it becomes the Black Week and the Black Month. Then you should have the Christmas shopping, but you know that in two weeks, you will have the Seasonal Discounts. So this major market trend really doesn't help the retail activity. We think, and again, probably Jott's experience is there indicating this is happening. And I'm mentioning probably our number one competitor also in France. Probably some rationalization is needed among all the brands. So just those who can work, who are able to work at a normal standard margin without discounting for eight months a year will be leaving.
As long as the market keeps doing this, it clearly affects everybody. It clearly affects everybody, and on the market. Going to the second question, is Woolrich integration more complicated than we expected? Yes and no. So we didn't really expect it to be absolutely easy. As you say, the discussion with more than the workforce, it's been the discussion with the Trade Unions before we could speak with the workforce, because for those who are not familiar with Italian law, I will make one step back.
After our acquisition of Woolrich, we made the announcement of our will as group to transfer the headquarters from Bologna to Torino, which is something we gave for absolutely granted, given the head of our group is, has always been, and will always be, as long as Famiglia Boglione will be the major shareholder here in Torino. Also, the acquisition of a new brand makes sense, as long as it can be integrated within a platform, taking benefits from its share cost, knowledge, and capabilities. So it was totally clear that we would have been doing that.
So, after we announced our will to transfer the headquarters to Torino, a procedure was opened with the Trade Unions because we were not allowed, we are not allowed under Italian law to directly speak with the workforce. So you first have to go through the Trade Unions, even if there is nobody in the workforce affiliated with the Trade Union, still you cannot overcome that step. And so these discussions have actually been a little bit more complicated than we hoped. Not really in terms of the result, but in terms of length and clash, which has been caused.
Mostly, as group, mostly we are sorry about the impact this might have been on our colleagues in Woolrich, as they first of all deserved clarity and transparency about the future. But, as you said, and it was on the newspapers last week or the week before, we reached a pre-agreement with the Trade Unions, and then the procedure foresees this agreement to be approved by the workforce itself. So it has to be presented to the workforce and approved. We had this last step a couple of days ago, and our colleagues approved the plan.
So right now we are in the position where we will start to take responses from each person in Woolrich on their will to move, to relocate here in Torino or to terminate the relationship. When it comes to EBITDA 2026, we see a positive contribution. So, let's divide or clarify which EBITDA we are talking about, if pre IFRS 16 or after IFRS 16. But in any case, it should be positive, the contribution from Woolrich. I mentioned before the size of the business. Okay, so Woolrich finished the year at EUR 86 million. Our expectation and the will is basically to confirm this performance in 2026.
We really don't want to force things and to have more revenues just to pump revenues somehow affecting the brand. So right now, the focus from the structure is on revamping the brand, bringing it back to its heritage, choosing the right location for the D2C, reshaping the collection, redefining the distribution network in terms of wholesalers and also in terms of agents. So that's the focus and not adding one single penny in terms of sales. So we will be happy in 2026 to confirm the performance that was made in 2025. We are even eager to accept to have a minus one digit, if that means you know, preserving marginality, but mostly the image of the brand.
Okay? And this is something we've been very consistent in doing over the last year. I think Superga is witnessing this. So we accepted a strong reduction in volumes and revenues in order to avoid to make it a Discount Gross Distribution Brand. Okay, so that's the major focus. This being said, as you know, our Structure of Costs and our marginality with some EUR 85 million of revenue, Woolrich definitely has to have a positive EBITDA. Then, as we make the relocation, we will have some Termination Costs, of course, which we still don't know because we still don't have replies from the single people about who will come here, and...
who we want to terminate the relationship. So most likely in our next call, we will have a quantification. Of course, we have a gut feeling, we budgeted something, but we will have to listen from people first. And when it comes to Sundek, again, EUR 25 million, which is the size, and again, this is what we are projecting in 2026. So EUR 25 million is not far from Sebago performance. And in our Structure of Costs, there is, that's EBITDA making. Small EBITDA, probably a couple of million, but that's the expectation.
Okay. Thank you very much.
Thank you. I don't know if there is any other questions from anybody else? Okay.
So if there is no other questions, the results will be approved, so they will not be preliminary. We don't expect major changes, nor changes at all, on the eleventh of March by our Board of Directors. And so hope to have you all for that call, and we will be commenting the final figures with some more detail, also on the balance sheet side, and the proposal of dividend, if any. But you probably expect a dividend, and we'll be happy to make our shareholders happy, on the eleventh of March. Thank you very much. Good evening, everybody.
Thank you very much. Bye.
Bye-bye.