6-K

Birkenstock Holding plc (BIRK)

6-K 2025-01-16 For: 2024-09-30
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Added on April 07, 2026

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of January 2025

Commission File Number 001-41836

Birkenstock Holding plc

(Translation of registrant’s name into English)

1-2 Berkeley Square

London W1J 6EA

United Kingdom (Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ☒ Form 40-F ☐

Segment Disclosure

During the first quarter of the fiscal year ending September 30, 2025, Birkenstock Holding plc (the “Company”) and together with its subsidiaries, "BIRKENSTOCK", has changed the structure of its internal organization due to operational advantages and complementary benefits between the regions in which it operates, which has resulted in changes to the Company’s operating and reportable segments.

Prior to this change, the Company had four operating segments based on its regional hubs: Americas; Europe; Asia, the South Pacific and Australia (“ASPA”); and the Middle East, Africa and India (“MEAI”). These operating segments were reported as three reportable segments: Americas; Europe; and Asia Pacific, Middle East, Africa (“APMA”).

From the first quarter of the fiscal year ending September 30, 2025, the Company has merged the Middle East and Africa regions (previously within MEAI) with the Europe operating segment to create a new operating segment referred to as Europe, Middle East, and Africa (“EMEA”). The India region (previously within MEAI) has been merged with the ASPA operating segment to create a new operating segment referred to as Asia-Pacific (“APAC”). As a result, the MEAI operating segment ceased to exist. No changes were made to the composition of the Americas operating segment.

Following these changes, the Company’s three new operating and reportable segments going forward are:

  • Americas,
  • EMEA, and
  • APAC.

The Company is furnishing this Form 6-K to provide investors with recast segment summary historical financial information and segment historical data that is consistent with its new reportable segments. The segments follow the accounting principles described in the Company’s Annual Report on Form 20-F for the fiscal year ended September 30, 2024. The schedules in Exhibit 99.1 furnished with this Form 6-K provide recast unaudited summary financial information and other data according to the new reportable segments for the previously reported fiscal years ended September 30, 2024 and 2023, and the previously reported quarterly financial information for the quarterly periods included in the fiscal year ended September 30, 2024.

In every region the Company believes in teams on the ground, close to its fans and partners. In the newly created EMEA segment, the Company intends to build a strong segment respecting the cultural diversity and business dynamics of all markets in the EMEA region. In Europe, known to be a complex market, BIRKENSTOCK considers diversity as a key driver of its growth strategy. Deepening the Company’s connection with its teams in Middle East and Africa ("MEA") is expected to further drive growth in the region. With regards to the newly created APAC segment, BIRKENSTOCK believes that the new structure with the two most populous countries in the world - China and India – under one roof, better reflects the growth dynamics of its largest white space region. The new structure is expected to improve alignment between its operational local teams and management.

The information in this Report on Form 6-K (including Exhibit 99.1 hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing. The information furnished in this Form 6-K should be read in conjunction with the Company’s previously filed SEC reports and is presented for informational purposes only. This information in no way amends or restates

the Company’s previously reported consolidated statements for any period. In this regard, none of the information furnished in this Form 6-K changes the Company’s previously reported total assets, total equity and liabilities or earnings per share, and the information does not reflect any subsequent information or events, other than as required to reflect the changes in reportable segments as described above.

Exhibit Index

Exhibit Number Description
99.1 Recast Segment Information of Birkenstock Holding plc.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Birkenstock Holding plc
Date: January 16, 2025 By:/s/ Ruth Kennedy_____________
Name: Ruth Kennedy
Title: Director

EX-99.1

Exhibit 99.1

Birkenstock Holding plc Recast Financial Information -

Segment Revenue, Adjusted EBITDA, EBITDA and Net Profit

(Unaudited, in thousands of Euros)

Selected financial data by segment (unaudited)

Fiscal year ended September 30, 2024

Year ended September 30, 2024
(In thousands of Euros) Americas EMEA APAC Total Reportable Segments Corporate / Other Total
Net Profit (loss) 191,602
Add (Less):
Income tax expenses (benefit) 102,180
Finance cost, net 127,300
Depreciation and amortization 101,291
EBITDA 522,373
Add (Less) Adjustments:
Realized and unrealized FX gains / losses (1) 19,641
IPO-related costs (2) 7,460
Share-based compensation expenses (3) 3,591
Secondary Offering related costs (4) 1,890
Adjusted EBITDA 301,266 230,840 53,199 585,304 (30,349 ) 554,955
Revenue 943,710 687,891 168,807 1,800,408 4,282 1,804,690
  • Represents the primarily non-cash impact of foreign exchange rates within profit (loss). We do not consider these gains and losses representative of operating performance of the business because they are primarily driven by fluctuations in the USD to Euro foreign exchange rate on intercompany receivables for inventory and intercompany loans.
  • Represents IPO-related costs, which include consulting as well as legal fees.
  • Represents share-based compensation expenses relating to the management investment plan.
  • Represents costs associated with the secondary offering on behalf of the selling shareholder. The secondary offering was completed on June 28, 2024.

Fiscal year ended September 30, 2023

Year ended September 30, 2023
(In thousands of Euros) Americas EMEA APAC Total Reportable Segments Corporate / Other Total
Net Profit (loss) 75,022
Add (Less):
Income tax expenses (benefit) 78,630
Finance cost, net 107,036
Depreciation and amortization 83,413
EBITDA 344,101
Add (Less) Adjustments:
Realized and unrealized FX gains / losses (1) 36,056
IPO-related costs (2) 30,603
Share-based compensation expenses (3) 65,393
Other (4) 6,553
Adjusted EBITDA 291,712 175,526 36,369 503,607 (20,901 ) 482,706
Revenue 804,690 561,805 120,126 1,486,621 5,289 1,491,911
  • Represents the primarily non-cash impact of foreign exchange rates within profit (loss). We do not consider these gains and losses representative of operating performance of the business because they are primarily driven by fluctuations in the USD to Euro foreign exchange rate on intercompany receivables for inventory and intercompany loans.
  • Represents IPO-related costs, which include consulting as well as legal fees.
  • Represents share-based compensation expenses relating to the management investment plan.
  • Represents non-recurring expenses that we do not consider representative of the operating performance of the business, primarily comprised of relocation expenses of € 4.6 million for fiscal 2023, restructuring expenses of €2.0 million for fiscal 2023.

Three months ended September 30, 2024

Three months ended September 30, 2024
(In thousands of Euros) Americas EMEA APAC Total Reportable Segments Corporate / Other Total
Net Profit (loss) 52,464
Add (Less):
Income tax expenses (benefit) 25,781
Finance cost, net 19,283
Depreciation and amortization 29,098
EBITDA 126,626
Add (Less) Adjustments:
Realized and unrealized FX gains / losses (1) (1,654 )
Adjusted EBITDA 66,693 55,452 14,222 136,367 (11,394 ) 124,973
Revenue 225,346 181,796 47,947 455,088 675 455,763
  • Represents the primarily non-cash impact of foreign exchange rates within profit (loss). We do not consider these gains and losses representative of operating performance of the business because they are primarily driven by fluctuations in the USD to Euro foreign exchange rate on intercompany receivables for inventory and intercompany loans.

Three months ended June 30, 2024

Three months ended June 30, 2024
(In thousands of Euros) Americas EMEA APAC Total Reportable Segments Corporate / Other Total
Net Profit (loss) 74,640
Add (Less):
Income tax expenses (benefit) 36,255
Finance cost, net 44,578
Depreciation and amortization 24,809
EBITDA 180,282
Add (Less) Adjustments:
Realized and unrealized FX gains / losses (1) 4,157
Secondary Offering related costs (2) 1,890
Adjusted EBITDA 89,922 88,232 18,126 196,280 (9,952 ) 186,329
Revenue 282,865 229,048 52,044 563,957 801 564,758
  • Represents the primarily non-cash impact of foreign exchange rates within profit (loss). We do not consider these gains and losses representative of operating performance of the business because they are primarily driven by fluctuations in the USD to Euro foreign exchange rate on intercompany receivables for inventory and intercompany loans.
  • Represents costs associated with the secondary offering on behalf of the selling shareholder. The secondary offering was completed on June 28, 2024.
2 BIRKENSTOCK HOLDING PLC RECAST FINANCIAL INFORMATION

Three months ended March 31, 2024

Three months ended March 31, 2024
(In thousands of Euros) Americas EMEA APAC Total Reportable Segments Corporate / Other Total
Net Profit (loss) 71,652
Add (Less):
Income tax expenses (benefit) 33,470
Finance cost, net 27,389
Depreciation and amortization 24,137
EBITDA 156,648
Add (Less) Adjustments:
Realized and unrealized FX gains / losses (1) 5,483
IPO-related costs (2) 166
Adjusted EBITDA 93,097 62,689 9,996 165,783 (3,486 ) 162,297
Revenue 254,046 189,519 36,732 480,297 947 481,244
  • Represents the primarily non-cash impact of foreign exchange rates within profit (loss). We do not consider these gains and losses representative of operating performance of the business because they are primarily driven by fluctuations in the USD to Euro foreign exchange rate on intercompany receivables for inventory and intercompany loans.
  • Represents IPO-related costs, which include consulting as well as legal fees.

Three months ended December 31, 2023

Three months ended December 31, 2023
(In thousands of Euros) Americas EMEA APAC Total Reportable Segments Corporate / Other Total
Net Profit (loss) (7,154 )
Add (Less):
Income tax expenses (benefit) 6,674
Finance cost, net 36,050
Depreciation and amortization 23,247
EBITDA 58,817
Add (Less) Adjustments:
Realized and unrealized FX gains / losses (1) 11,655
IPO-related costs (2) 7,294
Share-based compensation expenses (3) 3,591
Adjusted EBITDA 51,553 24,466 10,855 86,874 (5,518 ) 81,356
Revenue 181,453 87,528 32,084 301,065 1,859 302,924
  • Represents the primarily non-cash impact of foreign exchange rates within profit (loss). We do not consider these gains and losses representative of operating performance of the business because they are primarily driven by fluctuations in the USD to Euro foreign exchange rate on intercompany receivables for inventory and intercompany loans.
  • Represents IPO-related costs, which include consulting as well as legal fees.
  • Represents share-based compensation expenses relating to the management investment plan.
3 BIRKENSTOCK HOLDING PLC RECAST FINANCIAL INFORMATION

Comparison Revenue by segment

Twelve months ended September 30,
(In thousands of Euros) 2024 2023 Change % Change
Americas 943,710 804,690 139,020 17 %
EMEA 687,891 561,805 126,085 22 %
APAC 168,807 120,126 48,681 41 %
Total Reportable Segment 1,800,408 1,486,621 313,787 21 %
Corporate/Other 4,282 5,290 (1,008 ) -19 %
Total 1,804,690 1,491,911 312,779 21 %
Three months ended September 30,
(In thousands of Euros) 2024 2023 Change % Change
Americas 225,346 187,238 38,108 20 %
EMEA 181,796 153,222 28,574 19 %
APAC 47,947 32,624 15,323 47 %
Total Reportable Segment 455,089 373,084 82,006 22 %
Corporate/Other 675 1,459 (784 ) -54 %
Total 455,764 374,543 81,222 22 %
Three months ended June 30,
(In thousands of Euros) 2024 2023 Change % Change
Americas 282,865 244,102 38,763 16 %
EMEA 229,048 191,089 37,959 20 %
APAC 52,044 36,904 15,139 41 %
Total Reportable Segment 563,957 472,096 91,860 19 %
Corporate/Other 801 1,099 (298 ) -27 %
Total 564,758 473,196 91,562 19 %
Three months ended March 31,
(In thousands of Euros) 2024 2023 Change % Change
Americas 254,046 213,551 40,494 19 %
EMEA 189,519 151,378 38,141 25 %
APAC 36,732 29,284 7,448 25 %
Total Reportable Segment 480,297 394,213 86,084 22 %
Corporate/Other 947 1,470 (523 ) -36 %
Total 481,244 395,683 85,561 22 %
Three months ended December 31,
(In thousands of Euros) 2024 2023 Change % Change
Americas 181,453 159,799 21,654 14 %
EMEA 87,528 66,117 21,411 32 %
APAC 32,084 21,313 10,771 51 %
Total Reportable Segment 301,065 247,229 53,836 22 %
Corporate/Other 1,859 1,261 598 47 %
Total 302,924 248,490 54,434 22 %

Non-IFRS Financial Measures

We report our financial results in accordance with IFRS; however, management believes that certain non-IFRS financial measures provide useful information in measuring the operating performance and financial condition of the Company and therefore uses them to make decisions. Management believes this information presents helpful comparisons of financial performance between periods by excluding the effect of certain non-recurring items.

We use non-IFRS financial measures, such as Adjusted EBITDA to supplement financial information presented in accordance with IFRS. We believe that excluding certain items from our IFRS results allows management to better understand our consolidated financial performance from period-to-period and better project our future consolidated financial performance as forecasts are developed at a level of detail different from that used to prepare IFRS-based financial measures. Moreover, we believe these non-IFRS financial measures provide our stakeholders with useful

4 BIRKENSTOCK HOLDING PLC RECAST FINANCIAL INFORMATION

information to help them evaluate our operating results by facilitating an enhanced understanding of our operating performance and enabling them to make more meaningful period-to-period comparisons.

These measures do not have a standardized meaning prescribed by IFRS and therefore they may not be comparable to similarly titled measures presented by other companies, and they should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with IFRS.

Adjusted EBITDA is defined as net profit for the period adjusted for income tax expense, finance cost net, depreciation and amortization, further adjusted for the effect of events such as:

  • Share-based compensation expenses relating to the management investment plan;
  • Relocation expenses relating to the move of our products from a warehouse to a different provider which are considered non-recurring expenses and not representative of the operating performance of the business;
  • Restructuring expenses not relating to the operating performance of the business;
  • IPO-related costs consisting of consulting as well as legal fees;
  • Costs associated with the secondary offering on behalf of the selling shareholder; and
  • Realized and unrealized foreign exchange gain (loss).
5 BIRKENSTOCK HOLDING PLC RECAST FINANCIAL INFORMATION