ThredUp (TDUP) 8-K ThredUp Announces Fourth Quarter and Full Year 2023 Results

Exhibit 99.2

ThredUp Inc.

Fourth Quarter and Full Year 2023 Supplemental Financials

Key Financial Metrics for the Quarter

•Revenue of $81.4 million

◦vs. $71.3 million in 4Q22

◦Growth of 14.1% YoY

•Gross profit of $50.4 million

◦vs. $45.0 million in 4Q22

◦Growth of 12.0% YoY

•Gross margin of 61.9%

◦vs. 63.1% in 4Q22

•GAAP net loss of $14.6 million

◦vs. net loss of $19.5 million in 4Q22

•Adjusted EBITDA loss of $2.1 million

◦vs. loss of $5.8 million in 4Q22

•Adjusted EBITDA loss margin of 2.6%

◦vs. loss margin of 8.2% in 4Q22

•Cash, cash equivalents, restricted cash and short-term marketable securities were $69.6 million at the quarter end

•Total quarter Active Buyers of 1.797 million

◦vs. 1,651 in 4Q22

◦An increase of 8.8% YoY

•Total Orders of 1.807 million

◦vs. 1.545 million in 4Q22

◦An increase of 17.0% YoY

Key Financial Metrics for the Full Year 2023

•Revenue of $322.0 million

◦vs. $288.4 million in FY 2022

◦Growth of 11.7% YoY

•Gross profit of $213.8 million

◦vs. $192.3 million in FY 2022

◦Growth of 11.2% YoY

•Gross margin of 66.4%

◦vs. 66.7% in FY 2022

•GAAP net loss of $71.2 million

◦vs. net loss of $92.3 million in FY 2022

•Adjusted EBITDA loss of $17.4 million

◦vs. loss of $43.4 million in FY 2022

•Adjusted EBITDA loss margin of 5.4%

◦vs. loss margin of 15.0% in FY 2022

•Total Orders of 6.910 million

◦vs. 6.507 million in FY 2022

◦Growth of 6.2% YoY

Conference Call and Webcast

•The live and archived webcast and all related earnings materials will be available at ThredUp’s investor relations website: ir.thredup.com/news-events/events-and-presentations.

Financial Outlook

For first quarter 2024, ThredUp expects:

•Revenue in the range of $79.0 million to $81.0 million

•Gross margin in the range of 68.5% to 70.5%

•Adjusted EBITDA loss margin in the range of 3.0% to 1.0%

•Depreciation and amortization of approximately $5.0 million

•Stock-based compensation of approximately $7.5 million

•Weighted-average shares of approximately 110 million

For fiscal year 2024, ThredUp expects:

•Revenue in the range of $340.0 million to $350.0 million

•Gross margin in the range of 69.5% to 71.5%

•Adjusted EBITDA margin in the range of 0.5% to 1.5%

•Depreciation and amortization of approximately $19.8 million

•Stock-based compensation of approximately $33.0 million

•Weighted-average shares of approximately 114 million

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ThredUp Inc.
Condensed Consolidated Statements of Operations
(in thousands, except percentages, unaudited)
Three Months Ended	March 31, 2022			June 30, 2022			September 30, 2022			December 31, 2022			March 31, 2023			June 30, 2023			September 30, 2023			December 31, 2023
Revenue:
Consignment	$	47,435		$	48,536		$	41,553		$	37,470		$	46,479		$	53,415		$	57,838		$	55,877
Product	25,260			27,885			26,392			33,848			29,443			29,243			24,211			25,516
Total revenue	72,695			76,421			67,945			71,318			75,922			82,658			82,049			81,393
Cost of revenue:
Consignment	10,049			10,218			9,087			7,661			9,220			9,580			10,131			10,801
Product	12,418			13,555			14,362			18,691			15,609			17,346			15,291			20,239
Total cost of revenue	22,467			23,773			23,449			26,352			24,829			26,926			25,422			31,040
Gross profit	50,228			52,648			44,496			44,966			51,093			55,732			56,627			50,353
Gross margin % of revenue	69.1		%	68.9		%	65.5		%	63.1		%	67.3		%	67.4		%	69.0		%	61.9		%
Operating expenses:
Operations, product and technology	39,161			43,961			38,702			33,818			38,347			39,771			40,355			38,239
Marketing	16,978			19,640			14,752			12,999			16,870			18,643			19,406			11,354
Sales, general and administrative	14,664			17,380			15,232			14,538			16,059			16,030			15,058			15,510
Total operating expenses	70,803			80,981			68,686			61,355			71,276			74,444			74,819			65,103
Operating expenses % of revenue	97.4		%	106.0		%	101.1		%	86.0		%	93.9		%	90.1		%	91.2		%	80.0		%
Operating loss	(20,575)			(28,333)			(24,190)			(16,389)			(20,183)			(18,712)			(18,192)			(14,750)
Operating loss % of revenue	(28.3)		%	(37.1)		%	(35.6)		%	(23.0)		%	(26.6)		%	(22.6)		%	(22.6)		%	(18.1)		%
Interest expense	(423)			(238)			(103)			(41)			(77)			(721)			(732)			(709)
Other income (expense), net	303			181			624			(3,065)			476			685			845			841
Loss before income taxes	(20,695)			(28,390)			(23,669)			(19,495)			(19,784)			(18,748)			(18,079)			(14,618)
Provision (benefit) for income taxes	13			9			9			4			9			12			3			(5)
Net loss	$	(20,708)		$	(28,399)		$	(23,678)		$	(19,499)		$	(19,793)		$	(18,760)		$	(18,082)		$	(14,613)
Net loss margin	(28.5)		%	(37.2)		%	(34.8)		%	(27.3)		%	(26.1)		%	(22.7)		%	(22.0)		%	(18.0)		%

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ThredUp Inc.
Adjusted EBITDA Reconciliation
(in thousands, except percentages, unaudited)
Three Months Ended	March 31, 2022			June 30, 2022			September 30, 2022			December 31, 2022			March 31, 2023			June 30, 2023			September 30, 2023			December 31, 2023
Net loss	$	(20,708)		$	(28,399)		$	(23,678)		$	(19,499)		$	(19,793)		$	(18,760)		$	(18,082)		$	(14,613)
Stock-based compensation expense	3,523			10,058			7,177			6,059			9,391			7,628			7,888			6,775
Depreciation and amortization	3,271			3,407			3,539			3,816			3,681			4,836			5,364			4,851
Interest expense	423			238			103			41			77			721			732			709
Severance and other	311			1,076			1,809			(14)			—			551			507			138
Provision (benefit) for income taxes	13			9			9			4			9			12			3			(5)
Acquisition and offering-related expenses	204			70			—			—			—			—			—			—
Impairment of non-marketable equity investment	—			—			—			3,750			—			—			—			—
Adjusted EBITDA loss	$	(12,963)		$	(13,541)		$	(11,041)		$	(5,843)		$	(6,635)		$	(5,012)		$	(3,588)		$	(2,145)
Adjusted EBITDA loss margin	(17.8)		%	(17.7)		%	(16.2)		%	(8.2)		%	(8.7)		%	(6.1)		%	(4.4)		%	(2.6)		%

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ThredUp Inc.
Reconciliation of GAAP Operating Expenses to Non-GAAP Operating Expenses
(in thousands, except percentages, unaudited)
Three Months Ended	March 31, 2022			June 30, 2022			September 30, 2022			December 31, 2022			March 31, 2023			June 30, 2023			September 30, 2023			December 31, 2023
Operations, product and technology	$	39,161		$	43,961		$	38,702		$	33,818		$	38,347		$	39,771		$	40,355		$	38,239
Marketing	16,978			19,640			14,752			12,999			16,870			18,643			19,406			11,354
Selling, general and administrative	14,664			17,380			15,232			14,538			16,059			16,030			15,058			15,510
Total operating expenses	70,803			80,981			68,686			61,355			71,276			74,444			74,819			65,103
Less: Stock-based compensation expense	(3,523)			(10,058)			(7,177)			(6,059)			(9,391)			(7,628)			(7,888)			(6,775)
Total non-GAAP adjusted operating expenses	$	67,280		$	70,923		$	61,509		$	55,296		$	61,885		$	66,816		$	66,931		$	58,328
Non-GAAP adjusted operating expenses % of revenue	92.6		%	92.8		%	90.5		%	77.5		%	81.5		%	80.8		%	81.6		%	71.7		%

ThredUp Inc.
Stock-Based Compensation Expense Details
(in thousands, unaudited)
Three Months Ended	March 31, 2022		June 30, 2022		September 30, 2022		December 31, 2022		March 31, 2023		June 30, 2023		September 30, 2023		December 31, 2023
Operations, product and technology	$	1,392	$	3,970	$	2,480	$	2,193	$	3,671	$	2,913	$	2,858	$	2,625
Marketing	333		1,226		818		767		1,205		923		1,264		392
Selling, general and administrative	1,798		4,862		3,879		3,099		4,515		3,792		3,766		3,758
Total stock-based compensation expense	$	3,523	$	10,058	$	7,177	$	6,059	$	9,391	$	7,628	$	7,888	$	6,775

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ThredUp Inc.
Condensed Consolidated Balance Sheets
(in thousands, unaudited)
	March 31, 2023		June 30, 2023		September 30, 2023		December 31, 2023
Assets:
Current assets:
Cash and cash equivalents	$	50,739	$	51,073	$	68,552	$	56,084
Marketable securities	42,733		25,856		5,575		8,100
Accounts receivable, net	4,232		3,782		5,993		7,813
Inventory	20,933		20,362		18,173		15,687
Other current assets	6,338		8,238		7,199		6,204
Total current assets	124,975		109,311		105,492		93,888
Operating lease right-of-use assets	45,180		45,265		43,090		42,118
Property and equipment, net	95,806		93,786		90,270		87,672
Goodwill	11,805		11,756		11,455		11,957
Intangible assets	10,044		9,346		8,460		8,156
Other assets	6,960		6,867		6,621		6,176
Total assets	$	294,770	$	276,331	$	265,388	$	249,967
Liabilities and Stockholders’ Equity:
Current liabilities:
Accounts payable	$	12,747	$	8,780	$	12,426	$	9,457
Accrued and other current liabilities	47,976		43,334		40,225		35,934
Seller payable	17,868		19,471		21,516		21,495
Operating lease liabilities, current	5,792		5,834		6,383		5,949
Current portion of long-term debt	3,882		3,830		3,834		3,838
Total current liabilities	88,265		81,249		84,384		76,673
Operating lease liabilities, non-current	47,521		47,356		45,257		44,621
Long-term debt, net of current portion	24,831		23,928		22,968		22,006
Other non-current liabilities	3,066		3,200		3,231		2,750
Total liabilities	163,683		155,733		155,840		146,050
Commitments and contingencies
Stockholders’ equity:
Common stock	10		11		11		11
Additional paid-in capital	561,577		569,780		577,740		585,156
Accumulated other comprehensive loss	(3,080)		(3,013)		(3,941)		(2,375)
Accumulated deficit	(427,420)		(446,180)		(464,262)		(478,875)
Total stockholders’ equity	131,087		120,598		109,548		103,917
Total liabilities and stockholders’ equity	$	294,770	$	276,331	$	265,388	$	249,967

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ThredUp Inc.
Condensed Consolidated Statements of Cash Flows
(in thousands, unaudited)
Three Months Ended	March 31, 2023		June 30, 2023		September 30, 2023		December 31, 2023
Cash flows from operating activities:
Net loss	$	(19,793)	$	(18,760)	$	(18,082)	$	(14,613)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization	3,681		4,836		5,364		4,851
Stock-based compensation expense	9,391		7,628		7,888		6,775
Reduction in carrying amount of right-of-use assets	1,207		1,970		1,611		1,567
Other	41		250		(232)		798
Changes in operating assets and liabilities:
Accounts receivable, net	1,010		(94)		(2,289)		(1,753)
Inventory	(3,157)		487		1,797		3,082
Other current and non-current assets	22		(721)		1,754		125
Accounts payable	4,102		(3,925)		3,872		(2,352)
Accrued and other current liabilities	(1,851)		101		(2,581)		(4,761)
Seller payable	1,696		1,605		2,057		(46)
Operating lease liabilities	(2,062)		(2,178)		(1,186)		(1,669)
Other non-current liabilities	1,255		(1,580)		250		21
Net cash provided by (used in) operating activities	(4,458)		(10,381)		223		(7,975)
Cash flows from investing activities:
Purchases of marketable securities	—		(7,878)		(1,973)		(8,064)
Maturities of marketable securities	24,579		24,900		22,500		5,600
Purchases of property and equipment	(5,679)		(6,613)		(1,483)		(2,209)
Net cash provided by (used in) investing activities	18,900		10,409		19,044		(4,673)
Cash flows from financing activities:
Repayment of debt	(1,000)		(1,000)		(1,000)		(1,000)
Proceeds from issuance of stock-based awards	446		1,690		1,625		1,401
Payments of withholding taxes on stock-based awards	(638)		(1,247)		(1,859)		(1,021)
Net cash used in financing activities	(1,192)		(557)		(1,234)		(620)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(540)		864		(554)		162
Net change in cash, cash equivalents and restricted cash	12,710		335		17,479		(13,106)
Cash, cash equivalents and restricted cash, beginning of period	44,051		56,761		57,096		74,575
Cash, cash equivalents and restricted cash, end of period	$	56,761	$	57,096	$	74,575	$	61,469

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Investors

ir@thredup.com

Media

media@thredup.com

About ThredUp

ThredUp is transforming resale with technology and a mission to inspire the world to think secondhand first. By making it easy to buy and sell secondhand, ThredUp has become one of the world's largest online resale platforms for apparel, shoes and accessories. Sellers love ThredUp because we make it easy to clean out their closets and unlock value for themselves or for the charity of their choice while doing good for the planet. Buyers love shopping value, premium and luxury brands all in one place, at up to 90% off estimated retail price. Our proprietary operating platform is the foundation for our managed marketplace and consists of distributed processing infrastructure, proprietary software and systems and data science expertise. With ThredUp’s Resale-as-a-Service, some of the world's leading brands and retailers are leveraging our platform to deliver customizable, scalable resale experiences to their customers. ThredUp has processed over 172 million unique secondhand items from 55,000 brands across 100 categories. By extending the life cycle of clothing, ThredUp is changing the way consumers shop and ushering in a more sustainable future for the fashion industry.

Forward-Looking Statements

This financial supplement contains forward-looking statements within the meaning of the federal securities laws, which are statements that involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as “may,” “will,” “shall,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans or intentions. Forward-looking statements in this financial supplement include, but are not limited to, guidance on financial results for the first quarter and full year of 2024; statements about future operating results and our long term growth; the momentum of our business; the growth rates in the markets in which we compete; the impact of inflationary pressures, increased interest rates, climate change and general global economic uncertainty on consumer behavior and our business; our investments in technology and infrastructure; our ability to successfully integrate and realize the benefits of our past or future strategic acquisitions, investments or restructuring activities; the success and expansion of our RaaS® model and the timing and plans for future RaaS® clients; and our ability to attract new Active Buyers.

More information on these risks and other potential factors that could affect the Company’s business, reputation, results of operations, financial condition, and stock price is included in the Company’s filings with the Securities and Exchange Commission (“SEC”), including in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s most recently filed periodic reports on Form 10-K and Form 10-Q and subsequent filings. The forward-looking statements in this financial supplement are based on information available to us as of the date hereof, and we disclaim any obligation to update any forward-looking statements, except as required by law. These forward-looking statements should not be relied upon as representing ThredUp’s views as of any date subsequent to the date of this financial supplement.

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Additional information regarding these and other factors that could affect ThredUp's results is included in ThredUp’s SEC filings, which may be obtained by visiting our Investor Relations website at ir.thredup.com or the SEC's website at www.sec.gov.

Operating Metrics

An Active Buyer is a ThredUp buyer who has made at least one purchase in the last twelve months. A ThredUp buyer is a customer who has created an account and purchased in our marketplaces, including through our RaaS® clients, and is identified by a unique email address. A single person could have multiple ThredUp accounts and count as multiple Active Buyers.

Orders are defined as the total number of orders placed by buyers across our marketplaces, including through our RaaS® clients, in a given period, net of cancellations.

Non-GAAP Financial Measures

This financial supplement and the accompanying tables contain non-GAAP financial measures: Adjusted EBITDA loss, Adjusted EBITDA loss margin, and Non-GAAP operating expenses. In addition to our results determined in accordance with GAAP, we believe that Adjusted EBITDA loss, Adjusted EBITDA loss margin, and non-GAAP operating expenses, our non-GAAP financial measures, are useful in evaluating our operating performance. We use Adjusted EBITDA loss, Adjusted EBITDA loss margin, and Non-GAAP operating expenses to evaluate and assess our operating performance and the operating leverage in our business, and for internal planning and forecasting purposes. We believe that Adjusted EBITDA loss, Adjusted EBITDA loss margin, and Non-GAAP operating expenses, when taken collectively with our GAAP results, may be helpful to investors because they provide consistency and comparability with past financial performance and assist in comparisons with other companies, some of which use similar non-GAAP financial information to supplement their GAAP results. Adjusted EBITDA loss, Adjusted EBITDA loss margin, and Non-GAAP operating expenses are presented for supplemental informational purposes only, should not be considered a substitute for financial information presented in accordance with GAAP and may be different from similarly-titled non-GAAP financial measures used by other companies.

A reconciliation is provided above for Adjusted EBITDA loss to net loss and Non-GAAP operating expenses to total operating expenses, the most directly comparable financial measures stated in accordance with GAAP. We calculate Adjusted EBITDA loss as net loss adjusted to exclude, where applicable in a given period, stock-based compensation expense, depreciation and amortization, interest expense, severance and other, provision (benefit) for income taxes, impairment of non-marketable equity investment and acquisition and offering-related expenses. Non-GAAP operating expenses are operating expenses adjusted to exclude stock-based compensation expense.

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Investors are encouraged to review our results determined in accordance with GAAP and the reconciliation of Adjusted EBITDA loss to net loss. ThredUp is not providing a quantitative reconciliation of forward-looking guidance of Adjusted EBITDA loss to net loss because certain items are out of ThredUp’s control or cannot be reasonably predicted. Historically, these items have included, but are not limited to, depreciation and amortization, stock-based compensation expense and provision for income taxes. Accordingly, a reconciliation for Adjusted EBITDA loss in order to calculate forward-looking Adjusted EBITDA loss margin is not available without unreasonable effort. However, for the first quarter of 2024 and full year 2024, depreciation and amortization is expected to be $5.0 million and $19.8 million, respectively. In addition, for the first quarter of 2024 and full year 2024, stock-based compensation expense is expected to be $7.5 million and $33.0 million, respectively. These items are uncertain, depend on various factors, and could result in the projected net lossbeing materially less than indicated by the currently estimated Adjusted EBITDA margin.

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