Ladies and gentlemen, thank you for standing by and welcome to the RealReal’s Third Quarter 2019 Financial Results Conference Call. At this time, all participants’ lines are in a listen-only mode. After the speaker’s presentation, there will be a question-and-answer session. [Operator Instructions] Please be advised that today’s conference is being recorded. [Operator Instructions] I would now like to hand the conference over to your speaker today, Mr. Paul Bieber, Head of Investor Relations. Thank you. Please go ahead, sir.

Thank you. Good afternoon and welcome to the RealReal’s earnings call for the quarter ended September 30th, 2019. I’m Paul Bieber, Head of Investor Relations at The RealReal, joining me today to discuss the RealReal’s results; our Founder and CEO, Julie Wainwright; and Chief Financial Officer, Matt Gustke. Julie will provide an update on our business, including progress on a few key initiatives. And then Matt will review our Q3 financial results and provide a financial outlook. This conference call will be available via webcast on our Investor Relations website at investor.therealreal.com. I’d like to take this opportunity to remind you, that during this call, we’ll be making forward-looking statements including statements relating to the expected performance of our business, future financial results, strategy, long-term growth and the overall future prospects. These statements are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those projected or implied during this call. In particular, those described in our Risk Factors included in our final prospectus for our initial public offering filed with SEC on June 27th, 2019, and the Risk Factors included in our Form 10-Q that was filed with our second quarter results and the Form 10-Q that will be filed with our third quarter results. You should not rely on our forward-looking statements as predictions of future events. All forward-looking statements that we make on this call are based on assumptions and beliefs as of today, and we undertake no obligation to update them except as required by applicable law. Our discussion today will include non-GAAP financial measures. These non-GAAP measures should be considered in addition to and not as a substitute for or in isolation from our GAAP results. A reconciliation of GAAP to non-GAAP results may be found in our Earnings Release and Supplemental Materials, which is furnished with our Form 8-K filed today with SEC and may also be found on our Investor Relations website. I would now like to turn the conference call over to the RealReal’s Founder and CEO, Julie Wainwright. Julie?

Thanks, Paul and good afternoon and thank you for joining us for our third quarter earnings call. We are once again excited to share our progress with you and provide you with details on our third quarter financial performance. Before I proceed, I’d like to take this opportunity to thank our consigners, our buyers and our employees for helping make the RealReal into the world’s largest online marketplace for consigned luxury goods. Q3 was a very strong quarter and speaks to the health and vibrancy of our marketplace. We generated GMV of $252.8 million, a 48% year-on-year increase and revenue of $80.5 million, a 55% year-on-year increase. Importantly, GMV growth accelerated approximately 800 basis points quarter-on-quarter, and revenue growth accelerated approximately 400 basis points quarter-on-quarter. We are especially pleased that we drove our growth, while once again driving significant marketing leverage. We also demonstrated meaningful leverage in our operations and technology expense line, which is important as we continue our march toward profitability. We are proud of the accelerating growth and operating leverage we demonstrated during the quarter, which we believe speaks to several unique aspects of our model, including high buyer repeat rates, and our unique flywheel where buyers become consigners and consigners become buyers. Matt will provide more color and the details of our quarterly financial performance later in this call. During the call today, I will briefly touch on three topics; Q3 performance strength, automation, and sustainability. First, I’d like to spend time on our Q3 performance. Q3 was a strong quarter across the board with strong financial results and significant progress against our priorities. Our IPO had a positive impact on our top-of-funnel marketing activities such as traffic and member growth. Q3 traffic increased 44% year-on-year and members increased 76% year-on-year. As of September 30th, the…

Thanks, Julie and good afternoon, everyone. So let’s get into and discuss the results for Q3 after which I’ll provide an outlook for Q4. We had a very strong Q3 highlighted by accelerating top line growth, which included a strong tailwind across our top-of-funnel metrics immediately following our IPO, and a significant operating leverage in marketing and operations and technology. Our Q3 results underscore our continued focus on balancing growth with a disciplined approach to driving operating leverage. Now moving on to our key operating metrics. Trailing 12-month active buyers in Q3 were 543,000, up 43% year-over-year. GMV from repeat buyers was at 81.8% of total GMV in Q3, reflecting strong buyer retention and accelerating new buyer growth in the period. We generated $252.8 million in GMV, an increase of 48% year-over-year. GMV growth accelerated 800 basis points quarter-over-quarter. Trailing 12-month GMV per active buyer was approximately $1,700 flat year-over-year. Q3 orders were approximately 577,000, up 41% year-over-year. Consistent with expectations that we articulated on the last quarter’s call, AOV increased year-over-year to $438, a $20 year-over-year increase or 5%. This 5% year-over-year AOV increase was driven primarily by an increase in average selling price per item, while units per order were up modestly year-over-year. Discounting was flat year-over-year. At a category level, all of our top level categories experienced growth in excess of 35% year-over-year, with women’s watches and jewelry, all experiencing quarter-over-quarter acceleration. Men’s and handbags were the fastest growing categories in Q3 with men’s strength in sneakers and street wear. Our Los Angeles store continued to aid men’s category growth. Returns and cancellations were 26.2% of GMV and went down 150 basis points year-over-year, driven primarily by lower cancellations as a result of strong performance in our fulfillment operations. Q3 consignment take rate was 36.8%, an increase…

Certainly. [Operator Instructions]. Our first question comes from the line of Scott Devitt from Stifel. Your question, please.

Nice, thanks. I had two. First, within a few articles recently just about the authentication process and the potential for inauthentic items, to make it into inventory and be purchased. And I was wonder if you could just talk about the process more broadly in terms of, you know, the percentage of items that you think actually do make it through that may be inauthentic. And in the few cases that that happens, how you actually handle that from a customer service standpoint? And then secondly, I will be interested in your views competitively in of stock x, which is a business that’s been focused more on the sneaker category initially, but has an authentication process as well. The company has expanded into categories that are somewhat similar to what you have and how you think of that business as a competitor or not? Thank you.

Hi Scott, it’s Julie, obviously the only woman in the room here. So look, I’m going to take both questions and we’re going to start with the stock x question. They’re a still a self-posting site. So they really do differ quite a bit the way we differ, they take possession of the item post sale. Look and more importantly, we’re in a really large TAM. Our consignors are not self-posters, our biggest competition is inertia and that inertia is overcome. We do everything we can to encourage people to understand there’s like almost $300 billion of trap value in their closet and get them to consign both from an environmental reason and also most importantly, it’s just trapped resources in their house. So we actually don’t really worry about the competition coming up, given our unique model and our mode. And we certainly welcome anyone authenticating goods in this huge TAM that’s out there. So with that said, it’s probably time to move into how we authenticate. This actually gives me an opportunity to toot our horn a little bit, we have a 70 point, actually NPS score which compares favorably with best-in-class companies like Apple or Costco, Costco’s at 74 point, Apple’s at 68 point. You don’t get a 70 score on NPS without doing many, many things, right. And we’re counting authentication is one of that. In fact, authentication is core and central to our brand. We’re the only marketplace that authenticates as wide range of consumer products, and I would say without hesitancy, we are – our practices are best-in-class. And most importantly, they continue to evolve. They have to involve – evolve, because counterfeiters evolve. So let me just walk through how things work. We take physical possession of every single good. The first step,…

Very helpful. Thank you.

Thank you. Our next question comes from the line of Eric Sheridan from UBS. Your question, please.

Thanks so much for taking the question. Julie, I wanted to know if we could dive in a little bit to the back-story of how the Burberry announcement came about, how we should be thinking about what that means for the platform broadly, not only just the announcement in and of itself. But whether it’s a roadmap for additional partnerships with brands, how we should think about it arching sort of the ability to drive more supply onto the platform and maybe even improve sort of some of the velocity we’ve seen at both shopping and conversion on the platform as you see, those types of items get listed more? Thanks so much for all the color.

Sure. So first of all, we’ve been – I personally have been talking to the brand groups for about five years. And as you all may be aware of, the laws are changing in Europe and certainly in the UK, about what they need to be in terms of sustainability. And they’re also hyperconscious that producing luxury brands that are sustainable is the future, it’s demanded by their customers at mostly Millennials and Gen Z which are driving the primary market. So with that in mind, Burberry became the second large brand to join us and leading the charge in the circular economy. We do have a good relationship with many brands, we are particularly happy to see Burberry come along. We – I start – we started talking to them about six months ago. And their goal was to launch when we add national consignment day which was early, I think it’s the second – first Tuesday in October. So we have about three weeks of results. And we are just compiling those results and sending them to Burberry today. It did drive incremental consigners for us, but I prefer to talk to them about the results before I announce it in the call. It was a really good first start. So we’re excited about that. You know, we do operate in the marketplace, I think it’s good to keep in mind that we really aren’t dependent on any brand for success. Having said that, we would love to see more brands come along and work with us. It’s really important for the environmental impact of the luxury marketplace. And, you know, we’ll see, I would say that if they’re really good – the brands on the whole are getting more enlightened and certainly the new laws in place in Europe are going to force the issue, so I expect good things in the future.

Thanks so much.

Thank you. Our next question comes from the line of Oliver Chen from Cowen & Company. Your question, please.

Hi, thank you. Regarding the environment that you’re seeing now as we approach the holiday season, what are your thoughts for how the promotions look in the marketplace? And also, are you changing the marketing in terms of the timing of the marketing spend on a year-over-year basis I thought I heard that, and what do you think going to happen. Because some of the inventories in the department store channel are mixed and there are some, you know, recent bankruptcies. So we’d love your thoughts on how that may play out and also how you’re positioned differently on a year-over-year basis, you know, as this important season comes? Thanks.

So I’m going to start out and Matt may jump in. So as we mentioned before, we do our product mixes really diversified and it helps us mitigate any impact of discounting on our marketplace. You certainly saw GMV in Q3 accelerate and our AOV increased by $20 year-on-year. So our Q3 results really are a harbinger of things to come that we can grow at healthy rates, despite noise in the marketplace and discounting and competition. And again, you know, the promotional environment isn’t new to us. Over the years we’ve learned to navigate in this environment. The other thing I want to say is, most of our GMV comes from our high consignor repeat rate. So we’re all well off to a good start. We tend to – we do have a little seasonal impact not I mean, that we certainly don’t have some of the big boom or bust periods, but we have a seasonal impact. And we’re off to Q4. We don’t expect the sad demise of Barney’s to impact us on the grand scheme of luxury department stores. They were certainly important and trendsetters, but still relatively small. So I’m going to turn it over to Matt, if he has any other further comments.

Yeah, so let me just address the question around marketing timing in the fourth quarter. There’s really not a change in our strategy versus where we were last quarter at the time of the IPO. It’s been our plan all along coming into the year to emphasize our spend in advance of peak seasons for us. So in the first quarter and the third quarter, to spend in a positive ROI, relatively positive ROI environment and to deemphasize our spend in the fourth quarter. So that’s what you see, implicit in our guidance for the fourth quarter. And going forward, you know, we’re going to just react to what we’re seeing in the marketplace in terms of ROI trends, and make sure that we’re investing smartly and optimizing our spend as we drive toward profitability.

Okay, and lastly regarding customer acquisition costs and buyer acquisition costs. What have you been seeing lately with the trends that you expect? And it sounds like you’re pretty pleased with TV as a media format, I would love your thoughts on what’s been trending within that field? And any thoughts on what we should pay attention to as you leverage marketing and grow revenues?

Yeah, sure, I’ll start. So the drivers of our marketing leverage are more or less consistent with what they were a quarter ago. And going back even further than that. Top of the list is really having strong repeat rates from both buyers and consignors, that make us less and less dependent progressively on acquisition to fuel our growth. And then within that having a high overlap between buyers and consignors what we call the flywheel effect sort of further perpetuates that trend. But no doubt, our marketing investments have become increasingly efficient with our back going down about 15% year-over-year in the third quarter, as we continue to lean into TV. And I don’t want to get into the specific tactical details of that or you know, for competitive reasons, but more or less TV continues to be a very strong medium for us. And we’ve been emphasizing not only traditional sort of cable and a nationwide programming, but also increasingly, OTT like Hulu and Roku that we’ve found pockets of success. So that’s what we’re doing right now. Going forward, we’re going to continue to stay ahead of the curve and emerging trends to continue attracting Millennials and Gen Z customers that perform very well for us. And that said, we still do have very low brand awareness. So there's still lots of runway for us to amplify that aspect of the business, but we’ll do that – do sell all meaning disciplined about our overall level of spend and the leverage that it’s driving.

Great. Congrats on Burberry and best regards.

Thank you.

Thank you. Our next question comes from the line of Michael Binetti from Credit Suisse. Your question, please.

Hey, guys. Thanks for taking on my questions. Congrats on a nice quarter. Just one small question to think about for a model and then I had a couple of big official ones. But on discounting I think you said it was about flat year-over-year, I would have thought that would have been lower, given some of the better analytics you guys had put in play, to do things like remove the full site offers like 20% off, any view there and any chance that that the level of discount can really accelerate lower from here? And then Matt on the take rate, I just wanted to straighten out a few comments that you made. It sounds like you’re expected to be up in a year-over-year basis in the fourth quarter. And we already know the take rate is generally lower in the fourth quarter versus 2Q and 3Q every year. But since there’s been some bigger and smaller increases over the last few quarters, maybe you could just help us or maybe you can just tell us how comfortable you are with the consensus which looks like it’s up to now over 150 basis points in the fourth quarter again? And then I guess, Julie, just one last one if I could sneak it in. As we look out to next year, you’ve got some big comparisons to anniversary now with all the progress you’ve made as the percent of revenues on very important lines like marketing and ops and tech. Maybe can you just give us some initial thoughts on you know, the magnitude of how much progress you think you can make next year and what some of your big ideas are on the initiatives for next year on those lines? Thanks.

Yeah. All right I’m going to take the last one, and then I’ll let Matt go. But one of the things you should understand over time, our average selling price has been going up. So we’re always looking for pockets to move the ASP up and part of it’s on an absolute basis, meaning, if you compare the same category versus the same – or the same item versus the same item. Obviously our AOV has gone up and that’s a combination of mix, but – and diversity of product, but on a line item, because we do a lot of analysis trying to raise the price. And because we share on the rest with a consignor, we’re always looking to sell at the highest possible price within a given timeframe. Now for next year looking forward, we’re pretty excited about next year, even though we’ve got to bring in this year. So we want to keep focused on bringing them this year. But next year, we know we’re going to have the San Francisco store opening in the first half. And whenever you get a store, it’s always nice to have one where your headquarters are in the same place it’s sort of like the shoemakers’ children finally get their shoes and that always has some positive impact on the marketplace. So, that store is exciting. You know, as we mentioned before, we’re going to have a couple of stores a year so we’re working on other leases. We don’t have an announcement yet on the next city or cities. But we’re excited about San Francisco. Automation and our machine learning team is on fire, so you can expect us to automate quite a bit more. The value is not just consistency and the way we describe things and…

Okay, so let me tackle the discounting question and I think that the final one was the take rate trends. So then with respect to discounting, I don’t think I want to add a ton more to that question, I’d then just say, we saw no unexpected trends in the quarter very much in line with what we’ve anticipated as of the prior earnings call in terms of the overall environment, and its impact on our – in our business, which was negligible. With respect to, I think there was an element of your question around kind of our optimization efforts that in theory could impact discounting. In part, that’s true, but actually a lot of our optimization and pricing happens upstream of that, in terms of setting the optimal initial price. So a discounting is a percentage that remains relatively consistent. But what we’ve actually seen increases in our average selling price over time and then the third quarter is up 4% year-over-year increase was due to being smarter about how we price things initially. And we watch things like a hawk as in terms of the sell through rate of product categories. So you’re right, those investments are paying off in terms of yielding higher average selling prices and ultimately average order values or AOV.

Right.

With respect to take rate. You know, I don’t want to get overly precise about take rate, because as you’ve seen over the past couple of quarters, there’s an inverse relationship between average selling prices or AOV and take rate. Take rate tends to bounce around a little bit based on what’s selling. But – and so does AOV. That said, we’ve got enough visibility to now that we will see a substantial year-over-year increase in take rate that should – all things equal unless the mix of products selling changes from here toward the end of the quarter, shouldn’t – is more or less in line with our previous expectations and in line with what you’re suggesting.

Okay, thanks a lot for all the help. Congrats again, guys.

Thank you. Our next question comes from the line of Edward Yruma from KeyBanc Capital Markets. Your question, please.

Hey, guys. Thanks for taking the questions. I guess first, you guys highlighted some of the top-of-funnel benefits from the IPO. I know it’s still early days, but any sense as to how these new customers are both behaving on the buyer side as well as on the consignor side? And then second is a follow-up, you know, given how strong GMV was in the quarter, I guess what’s your comfort level that you have enough inventory that kind of support continued growth? And then maybe as it relates to Perth Amboy any kind of initial learnings from the facility? Thank you.

I’m going to take the Perth Amboy and turn it over to Matt. So here’s what we had hoped when we took that space. It’s a little further from the New York City we always know we get incredible talent when we pull from New York. And to be honest, we’re a little nervous about putting – to commit into a space that was quite a bit away from New York City. We are getting phenomenal talent and we’re pulling from other warehouses that have located from there I don’t want to give names, but other luxury online businesses that either or have downsized or stop hiring or we offer a more competitive package. So we’ve had nothing, but positive surprises from Perth Amboy meaning, good quality workers, hard workers. I think we’re way – we’re up to about 300 to 400 employees there and it’s a beautiful facility, it’s all going as planned a little bit better than planned. So that’s been a net positive surprise. And also, we are testing out some still fairly lightweight automation there on the fulfillment side, but that’s going really well, which will then roll out to our facility here in California. So with that, I’m going to turn over to Matt.

Yeah, so I guess that the question is really around kind of the Q4 guide and how we feel relative to supply required to deliver the GMV growth. Obviously, we feel good, it’s embedded in our guidance. And the good news is, you think back at Q3 and some of the strengths we saw around the time at the IPO, that happens on both sides. Those top-of-funnel metrics, which were of course, is the traffic, but that led to strong member growth, which then further drive strong not only buyer but consignor growth. So where we saw kind of the tight rise for on both sides of the marketplace. So we feel good about where we’re positioned going into the quarter and as of this moment in the quarter, and it’s embedded in the guidance that we’ve provided.

Great, thank you.

Thank you. Our next question comes from the line of Ike Boruchow from Wells Fargo. Your question, please.

Hey, good afternoon. Let me add my congrats. Two questions. First question to Matt or Julie. The AOV increase that you saw on the quarter year-over-year. Is it something you’re doing tactically? Or is it just the consumer opting more for these higher ticket categories that you mentioned like watches and jewelries kind of curious of that maybe there?

Yeah, I think we’ll probably both chime in and I’ll start. So what we saw in the third quarter as we referred to in our prepared comments, was particularly – well strength across the business, every one of our categories saw strong growth in excess of 35% year-over-year, we saw relative strength in our higher-priced categories, watches, jewelry for example. We’re always focused on trying to drive sales across the spectrum of price points. So I wouldn’t say there was a particularly strong effort to drive high price point goods, because there’s always going to be a balance between AOV and driving that up and maintaining strong customer growth and consignor growth, which are oftentimes categories of – purchase are on the lower end of the price spectrum. So we need to maintain a healthy balance, I would call – consider it more or less random in the quarter that we saw such a significant bump on a year-over-year basis, but certainly is in line with our objective to have a healthy mix of high-priced and low-priced products selling.

And just as a footnote to that, there was a slight impact now of having three stores, where our average selling price is higher. So, last year and the same quarter, we had only a little bit of the Melrose store in LA, we had – we actually had the Soho store and we did not have the Madison store. So this time you had a full quarter of three stores. Still a small impact on our overall business, but stores do add to the AOV, the average order size is larger than the stores.

Got it, super helpful. And then just one follow-up. I think this one is for Matt. So looking at the margins, there’s clearly a growing scale on the ad spend line as well as our tech and ops, the automation and other initiatives, are you still deleveraging on the other SG&A line, but in 3Q and your 4Q guides seems to point to improvements there as well. I guess what I want to ask is, at this point, is it too early to talk about that other SG&A line becoming an opportunity as well? Just how do we think about the costs that are in there and the ability to scale those over time?

Sure. So I guess I should start by defining what’s in there. So, the bulk of the spend in SG&A is what we consider G&A administrative headcount and related costs, which is semi-fixed and once the initial build up happens, which is particularly heavy this year, we’d expect it to grow significantly slower than GMV and revenue growth going forward as soon as next year. The other component which is significant is our sales organization, which will grow along with the business. And we’re not expecting particularly a significant leverage there as expressed dollars per unit that we bring in. But that’s obviously critically important for us to continue scaling our top line. So I’m not calling for leverage in Q4 and I think I specifically called out just, less deleveraging in Q4 but as we get into next year, I think it’s appropriate time to start having the conversations about whether we think there’s going to be leverage in 2020 in one or more as we get closer to it.

Got it. Thanks, everyone.

Thank you. Our next question comes from the line of Aaron Kessler from Raymond James. Your question, please.

Thanks, guys. Just a couple of questions. Maybe just follow-up to that question maybe you can talk a little about the product sourcing mix and maybe how that’s been changing over the last few quarters, including maybe the retail stores. Additionally if you can just talk about maybe other big milestones for automation that we should look out for over the next few quarters or is it just more gradual changes there? Thank you.

So look, this is Julie. Obviously on the mix, the biggest change was the stores, it’s – we’re still primarily in-home pickup, so it still skews heavily between 63% and 65% of all the product we get it from an in-home pickup. Stores again, we only have three small part of our business, but the stores are proving to be a nice source of high value product coming in with a nice repeat rate. Still too small to call it out as a large section, the balance of it tends to come from our inside sales people or people just get it. So we haven’t seen that big of a shift yet. But I would expect there is and the more stores we open we’ll see somewhat of a shift, but with only three stores one which has only been opened since May, it’s still too hard to tell. On the automation front, really, it’s more – we’re going to be keep doing more of what we’ve talked about automating, photo editing, copywriting and those are the two big initiatives along with pricing. Some things won’t get automated. So photography – every time we test an automated solution on photography, it’s lower than our own people doing the work. Some photo editing will never – a small portion will never get automated, because it’s fine jewelry and watches, which actually need a human to do it. But I would say we’re moving along our path of as much automation as possible. The biggest change next year is a bigger investment in automating our authentication and that also will help accelerate right now it has a small portion of its automated, so everything’s still going to have a human attached to it. But over time you’re going to see – when you walk in, you’re going to see a change in processes and more being automated and more experts being applied as the business grows. So it’s a cool transformation. Perth Amboy is our 500,000 square foot warehouse which required a different level of automation on the fulfillment than our 250,000 square foot warehouse here in California. So we’re at a nascent stage of that, and as we fill up that warehouse and use it as capacity that will also be an area for innovation and automation.

Great, thank you.

Thank you. Our next question comes from the line of Justin Post from Bank of America Merrill Lynch. Your question, please.

It’s a shot on for Justin. First question is, your return to GMV mix kind of came down sequentially and it’s at the lowest level, I’m looking back in history, want to think on what drove that? And whether we can think of this sort of like lower [26, 25] [ph] mix of returns as a new normal. And then the second question is, I just want to check in on supply acquisition, it sounds like you’re ramping up headcount for your field consignor staff. Any puts and takes there, how things gone like the commission only for the consignor staff. I wanted to check on that?

Sure. So first with return rate. The decrease year-over-year and return rate was primarily driven by lower – order cancellations, which really had nothing to do with inherent product return rates, but just steadily and very strong execution on our fulfillment operations in the quarter compared to the same quarter a year ago. So I wouldn’t trend that decrease forward in terms of the return rate, but I think where – return rates do tend to be relatively steady, but bounce around a bit from quarter-to-quarter. Second with supply ground. I don’t think we really want to add any more than we’ve already talked about. We’re happy with the trends. The mix between channels is more or less consistent. Stores have been a nice healthy addition. The commission only sales program that you’re referring to continues to grow like all of our sales channels do. All of them are doing nicely and we’re satisfied with where we sit in the midst of our most important quarter of the year.

Thanks a lot.

Thank you. And this does conclude the question-and-answer session of today’s program. I’d like to hand the program back to Julie Wainwright for any further remarks.

I just want to say, thank you very much for dialing in and I’m going to wish you all a wonderful Thanksgiving, because we won’t be talking and a happy holiday period, we won’t be talking till after the end of this year and let’s hope for a great 2020 and I hope you all have a safe and wonderful holiday. Thank you again.

Thank you, ladies and gentlemen for your participation in today’s conference. This does conclude the program. You may now disconnect. Good day.