b2w digital announces total gmv growth of 7.2%, … · sou barato). o advantages to the customer...

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1 1 B2W DIGITAL ANNOUNCES TOTAL GMV GROWTH OF 7.2%, REACHING R$ 2.5 BILLION IN 2Q16 Marketplace continues rapid development, reaching R$ 398 million in GMV (up 152%) and achieving a share of 16% in total GMV Rio de Janeiro, August 11 th , 2016: B2W Digital (Bovespa: BTOW3), the largest and most beloved digital company in Latin America, announces today its results for the 2 nd quarter and 1 st half of 2016. MESSAGE FROM MANAGEMENT Despite the challenging macro-economic environment, B2W has already presented a significant improvement in the GMV growth and remains confident about the potential of e-commerce in Latin America. In only 2 years of operation, B2W’s Marketplace has already reached R$ 1.4 billion of GMV in the last 12 months (a growth of 324%). A central part of the Company’s strategy, the Marketplace should drive strong future growth and profitability. In the next five years (2016-2020), B2W Digital will continue investing in the digital platform it has built, monetizing all areas of the business, with the objective of generating value to its shareholders. 2Q16 HIGHLIGHTS B2W Marketplace connected over 1,500 new sellers in 1H16: The Marketplace (3P) continues its rapid development, expanding from a base of 2,500 sellers at the end of 2015 to over 4,000 sellers at the end of 1H16. Comparing with the same period of last year the number of sellers increased four times; B2W Marketplace closed new important partnerships: In line with B2W’s strategy of integrate new stores of various sizes and across multiple sectors, B2W Marketplace closed partnerships with important stores, like: Sephora (Beauty, Health and Perfumery), Polishop (Small Appliances and Sporting Goods), Havan (Department Store), Drogaria Pacheco (Drugstore) and Connect Parts (Automotive); B2W Marketplace launched B2W Ads: B2W Ads is a platform that, by a proprietary algorithm, allow the seller to acquire advertising spaces in B2W’s websites, giving more visibility to their products and multiplying its sales. This tool generates information like total of impacted people, number of clicks, sales result, conversion rate and ROI, in real time, allowing the optimization of the marketing campaigns. B2W Ads was developed by Admatic team, company specialized in digital marketing, acquired by B2W in 2015; B2W Marketplace launched Sieve Seller: Sieve Seller is a platform that allows the sellers to create pricing strategies according to the behavior of the competition, increasing the chances of win the buy boxand optimizing the inventory turnover and the profitability of the products. Sieve Seller is the result of the integration of the Marketplace with Sieve and Skyhub, companies acquired by B2W in 2015; B2W Digital launched LG and Lenovo’s online stores: B2W was chosen to operate in Brazil all the technological and logistics infrastructure of LG and Lenovo’s online store, two of the biggest electronics manufacturers in the world. This choice ratifies the company position as the main digital platform in the country. KEY INDICATORS 2Q16 2Q15 Delta Total GMV (R$ MM) 2,500 2,333 7.2% Market Share (% LTM) 25.4% 24.8% +0.6 p.p. Marketplace (R$ MM) 398 158 151.9% Marketplace Participation (% of GMV) 15.9% 6.8% +9.1 p.p. Mobile (% of Traffic) 49.0% 31.9% +17.1 p.p. Net New Customers (K LTM) 330 2,102 N.A

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B2W DIGITAL ANNOUNCES TOTAL GMV GROWTH OF 7.2%, REACHING R$ 2.5 BILLION IN 2Q16

Marketplace continues rapid development, reaching R$ 398 million in GMV (up 152%) and

achieving a share of 16% in total GMV

Rio de Janeiro, August 11th, 2016: B2W Digital (Bovespa: BTOW3), the largest and most beloved digital company in Latin America, announces today its results for the 2nd quarter and 1st half of 2016. MESSAGE FROM MANAGEMENT

Despite the challenging macro-economic environment, B2W has already presented a significant improvement in the GMV growth and remains confident about the potential of e-commerce in Latin America. In only 2 years of operation, B2W’s Marketplace has already reached R$ 1.4 billion of GMV in the last 12 months (a growth of 324%). A central part of the Company’s strategy, the Marketplace should drive strong future growth and profitability. In the next five years (2016-2020), B2W Digital will continue investing in the digital platform it has built, monetizing all areas of the business, with the objective of generating value to its shareholders.

2Q16 HIGHLIGHTS

B2W Marketplace connected over 1,500 new sellers in 1H16: The Marketplace (3P) continues its rapid development, expanding from a base of 2,500 sellers at the end of 2015 to over 4,000 sellers at the end of 1H16. Comparing with the same period of last year the number of sellers increased four times;

B2W Marketplace closed new important partnerships: In line with B2W’s strategy of integrate new stores of various sizes and across multiple sectors, B2W Marketplace closed partnerships with important stores, like: Sephora (Beauty, Health and Perfumery), Polishop (Small Appliances and Sporting Goods), Havan (Department Store), Drogaria Pacheco (Drugstore) and Connect Parts (Automotive);

B2W Marketplace launched B2W Ads: B2W Ads is a platform that, by a proprietary algorithm, allow the seller to acquire advertising spaces in B2W’s websites, giving more visibility to their products and multiplying its sales. This tool generates information like total of impacted people, number of clicks, sales result, conversion rate and ROI, in real time, allowing the optimization of the marketing campaigns. B2W Ads was developed by Admatic team, company specialized in digital marketing, acquired by B2W in 2015;

B2W Marketplace launched Sieve Seller: Sieve Seller is a platform that allows the sellers to create pricing strategies according to the behavior of the competition, increasing the chances of win the “buy box” and optimizing the inventory turnover and the profitability of the products. Sieve Seller is the result of the integration of the Marketplace with Sieve and Skyhub, companies acquired by B2W in 2015;

B2W Digital launched LG and Lenovo’s online stores: B2W was chosen to operate in Brazil all the technological and logistics infrastructure of LG and Lenovo’s online store, two of the biggest electronics manufacturers in the world. This choice ratifies the company position as the main digital platform in the country.

KEY INDICATORS 2Q16 2Q15 Delta

Total GMV (R$ MM) 2,500 2,333 7.2%

Market Share (% LTM) 25.4% 24.8% +0.6 p.p.

Marketplace (R$ MM) 398 158 151.9%

Marketplace Participation (% of GMV) 15.9% 6.8% +9.1 p.p.

Mobile (% of Traffic) 49.0% 31.9% +17.1 p.p.

Net New Customers (K LTM) 330 2,102 N.A

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STRATEGIC INITIATIVES ENHANCING THE DIGITAL PLATFORM

Commercial and Marketing o Since the beginning of the investment plan, B2W has expanded its market share by 4.4 percentage

points, from 19.9% in 1H12 to 24.3% in 2Q16. o This evolution is the result of excellence in operations and the management of the main commercial

variables. Selling success depends on a number of factors, such as wide product selection, appropriate inventory levels, means and conditions of payment, and delivery times, among others. Below we highlight key indicators from 2Q16:

Inventory management: B2W operates with a stock-out rate below 10% and managed to improve this indicator by 1.5 percentage point in 2Q16, compared to 1Q16.

Product assortment increased by 38% in relation to 2Q15. Efficiency in delivery time: Productivity gains in the Distribution Centers (DCs) of 19%, driven

by process improvements and the implementation of automated billing lines, resulting in faster delivery times for customers.

o Submarino Prime, launched by B2W in beta version in December 2015, offers customers a superior shopping experience for a fixed annual fee. With Submarino Prime, the customer can make unlimited purchases with free shipping and fast delivery, participate in exclusive promotional events and receive dedicated customer service. In the first 6 months of program, the results show that Submarino Prime's customers expanded their purchases for different categories and have purchase frequency more than two times higher than customers who have not yet joined the program.

Marketplace Evolution o The Marketplace continues its rapid expansion, adding more than 1,500 new sellers in 1H16,

increasing the base of sellers from 2,500 at the end of 2015 to over 4,000 sellers at the end of 2Q16. o In 2Q16, Marketplace GMV grew by 152% yoy, reaching R$ 398 million in GMV with a participation of

16% in total GMV. o At the end of 2Q16, the number of items listed by Marketplace sellers increased by 50% in

comparison to 2Q15, reaching more than 1.5 million items. o In line with B2W’s strategy of integrate new stores of various sizes and across multiple sectors, B2W

Marketplace closed partnerships with important stores, like: Sephora (Beauty, Health and Perfumery), Polishop (Small Appliances and Sporting Goods), Havan (Department Store), Drogaria Pacheco (Drugstore) and Connect Parts (Automotive).

o B2W Marketplace launched B2W Ads, a platform that, by a proprietary algorithm, allow the seller to acquire advertising spaces in B2W’s websites, giving more visibility to their products and multiplying its sales. This tool generates information like total of impacted people, number of clicks, sales result, conversion rate and ROI, in real time, allowing the optimization of the marketing campaigns. B2W Ads was developed by Admatic team, company specialized in digital marketing, acquired by B2W in 2015.

o B2W Marketplace launched Sieve Seller, a platform that allows the sellers to create pricing strategies according to the behavior of the competition, increasing the chances of win the “buy box” and optimizing the inventory turnover and the profitability of the products. Sieve Seller is the result of the integration of the Marketplace with Sieve and Skyhub, companies acquired by B2W in 2015;

Logistics and Operations o B2W Digital operates a total of 11 DCs throughout Brazil, with a total storage area of over 500,000

square meters, an increase of 35% compared to 2Q15. o The Company opened 16 additional transit points in 2Q16, totaling 161 (+68% vs 2Q15), strategically

located to support the Company’s distribution system. B2W’s transit points act as cargo consolidation centers and bases that make it easy the distribution to the clients.

o In 2013 and 2014 B2W Digital acquired two of the main providers of last mile transportation in Brazil (Click-Rodo and Direct), which have now been integrated to form the B2W Distribution Unit.

During the 2Q16, the participation of B2W Distribution Unit reached 81% of the Company’s total deliveries, compared to a share of 55% in 2Q15.

In 1H16, B2W Distribution Unit began processing deliveries for 30 new customers, including Webfones, Tricae, Kanui, Dafiti, Livraria Cultura and Netshoes. The new clients represent 1.7 million new deliveries per year. Among these new customers, 10 are in the group of the 20 largest sellers of Marketplace.

o The Company’s verticalization of the last mile has made possible the creation of the Shipping Menu, which offers up to 6 delivery options for the whole country since its launch in 3Q14: Same Day, Next Day, Fast, Standard, Scheduled Delivery and Click & Collect.

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In 2Q16, the number of daily deliveries via “Next Day” option on the Shipping Menu increased by 10 times versus 2Q15, driven by the expansion of this service into new cities (Rio de Janeiro and Belo Horizante) and the increase in the product weight limit to 30kg.

Our “Fast” delivery option offers a 35% quicker delivery time compared to the market standard. This option is available for 100% of B2W’s product assortment and in all Brazilian States, increasing its share of the Company’s deliveries from 3% in 2Q15 to 10% in 2Q16.

The “Click and Collect” option is currently available in 210 Lojas Americanas stores, compared to 42 at the end of 2Q15, and its utilization, that increased by 12 times during the same period, was accelerated due to the implementation of an interactive map on our site, allowing the customer to conveniently choose the closest Lojas Americanas store.

The Shipping Menu has been a great success with customer, who receives the product faster, and allows B2W to increase its shipping coverage ratio (shipping revenue / shipping cost).

Mobile and Technology o In 2Q16, traffic from mobile devices reached 49.0% of total visits, an expansion of 17.1 p.p.

compared to 2Q15. o This growth was driven by B2W’s four apps (Americanas.com, Submarino, Shoptime and Sou

Barato), that accounted for 2.3 million downloads during the first half of the year, representing a growth of 188%.

o Apps provide for the customer a most fluid and fast purchase experience and offer exclusive tools as the “like” products. As a result, the customers with app visit more frequently the sites, look more for products and buy more.

Digital Services o The result of the acquisition of 12 companies (ten best-in-class IT companies and the two main

providers of last mile transportation in Brazil), B2W Services offers the full suite of IT and logistics solutions to support Marketplace sellers and the online stores of large brands, including [B] Seller (webstore and ERP solution) and [BFF] B2W Fulfillment (storage, delivery and customer service).

o Since the acquisition of Sieve Group in July 2015, we expanded the cross-sell rate by 50% (cross-sell defined as the use of more than one of B2W’s portfolio of services by the same partner).

o During the 2Q16, the solutions offered by the various B2W Services companies were contracted by several large brands, with select examples below:

Sieve (Pricing Intelligence – Online Stores): Pirelli, Onofre Eletro, Casio and Motorola [B] Seller (Webstore and ERP Solution): LG, Flores Online, Sephora and Ambev Site Blindado (Online Security): Ambev, Localiza and Casa Show Skyhub (Marketplace Integration): Suvinil, Vestcasa, Trifil and Vivo Infoprice (Pricing Intelligence – Offline Stores): Zona Sul, Telha Norte and Pague Menos Admatic (Digital Marketing): Bololô, Shopluxo and Oculum

o B2W Digital was chosen to operate in Brazil all the technological and logistics infrastructure of LG and Lenovo’s online store, two of the biggest electronics manufacturers in the world. This choice ratifies the company position as the main digital platform in the country.

Financial Services o In 1H16, B2W’s credit card operations (Submarino Finance and Digital Finance) registered approved

transaction volume of R$ 1.2 billion, representing a growth of 6% compared to 1H15. o In the same period, the receivables portfolio from these operations was R$ 935 million, increasing by

9% over 1H15. o On June 30, 2016, the operations registered 2 million credit cards issued (1.5 million for Submarino

Finance and 0.5 million for Digital Finance, that includes the brands Americanas.com, Shoptime and Sou Barato).

o Advantages to the customer include access to exclusive discounts, rewards program, and additional credit limit to purchase on B2W websites. Meanwhile, advantages for B2W include lower MDR, greater customer loyalty (2.1 times higher purchase frequency) and higher average ticket (+23% bigger).

o Driven by the expansion in assortment in recent years to include new services, the portfolio of Insurance and Services recorded a 50% increase in average ticket in 2Q16 compared with 2Q15.

o Continuing the expansion of assortment, B2W’s sites started to offer services in the sales process and expanded portfolio with the offer of 9 new services of facilities by Americanas.com, as Televisions, Home Theater, Wash Machines, among others

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Customer Service o B2W Digital’s main brands are regarded as industry benchmarks in customer service, having

received, the best evaluation given by the Reclame Aqui website. o The average score given by customers on the Reclame Aqui site for B2W’s brands is 7.0, while its

main competitors have an average score of 4.7. o 75% of customers who registered complaints on the Reclame Aqui site indicated they intend to buy

again with B2W’s brands, while only 51% of customers indicated that they intended to buy again on the main competitors’ websites.

o The average solution rate of B2W’s brands on the Reclame Aqui website is 90.7%, while the average solution rate of competitors’ brands is 72.3%.

o These achievements are result of the Company's commitment in optimizing the quality of service and attendance offered to its customers.

o As a result of excellence in customer service, for the 3rd consecutive year, Americanas.com and Submarino won the most important categories of the E-bit 2016 Award: “Melhor Loja Diamante” (Best Store) and “Loja Diamante Mais Querida” (Most Beloved Store).

Digital Talents o Between June and September of 2016 B2W Digital is receiving in its headquarter in Rio de Janeiro

and in its BIT (B2W Innovation and Technology) in São Paulo MBA students from North America’s top universities to the Summer Internship, recruiting program to foreign students that aim to provide a learning experience in a real environment of a Brazilian technology Company.

o The Company also started a part-time internship program in its advanced office of research and innovation in the city of Boston (USA), targeting undergraduate students from leading U.S. universities.

o B2W is expanding its recruitment in the fields of data science and analytics, in order to build a strong pipeline of talents to support new projects.

Corporate Sustainability o B2W supported 4 new projects of Social and Environmental program from BM&FBOVESPA, serving

four states of Brazil (RJ, SP, RS and PE) and benefiting directly 5,000 people. In 2015 and 2016, B2W has supported 10 projects on Sustainable Development Goals from UN, always with focus on Education, Environment and Sustainable Development.

o B2W Digital has continued its partnership with CDI (Committee for the Democratization of Computing) and the Secretary of Education of the State of Rio de Janeiro (SEEDUC), through TecEscola, an innovative project that is training 1,500 students in technology, 150 students in webdesign and 50 students in Java. In addition, the program already have 150 certified teachers from 50 different units to educate up to 15,000 students.

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FINANCIAL HIGHLIGHTS

The financial information serving as the basis for the comments below refer to 2Q16, and are in accordance with international financial reporting standards (IFRS), with the standards issued by the Securities and Exchange Commission of Brazil (CVM), as well as the listing rules of the Novo Mercado and in Brazilian reais (R$). Definitions for adjusted financial metrics can be found in Annex IV and Annex VI.

GMV: In 2Q16, GMV was R$ 2,500.2 million, compared to R$ 2,333.1 million in 2Q15, representing a growth of 7.2%.

Gross Revenue: In 2Q16, gross revenue was R$ 2,150.0 million, compared to R$ 2,194.0 million in 2Q15, representing a variation of -2.0%.

Net Revenue: In 2Q16, net revenue was R$ 1,778.9 million, compared to R$ 1,890.0 million in 2Q15, representing a variation of -5.9%. The higher reduction in net revenue compared to the reduction in gross revenue (by 3.9 p.p.) was mainly due to changes in VAT taxation in the country, which went into effect in January 2016.

Adjusted Gross Profit: In 2Q16, adjusted gross profit was R$ 462.2 million, compared to the R$ 475.7 million registered in 2Q15, representing a variation of -2.8%. As a result, adjusted gross margin increased by 0.8 p.p., from 25.2% in 2Q15 to 26.0% in 2Q16.

Adjusted Selling, General and Administrative (SG&A) Expenses: In 2Q16, adjusted selling, general and administrative expenses were R$ 303.3 million, or 17.0% of net revenue, a reduction of 0.6 p.p. compared to 2Q15, when adjusted SG&A accounted for 17.6% of net revenue.

Adjusted EBITDA: In 2Q16, Adjusted EBITDA was R$158.9 million, compared to R$ 142.3 million in 2Q15, representing a growth of 11.7%. Adjusted EBITDA margin in 2Q16 increased by 1.4 p.p., expanding from 7.5% in 2Q15 to 8.9% in 2Q16.

Net Financial Result: In 2Q16, net financial result was R$ 234.8 million, representing an increase of 24.4% in relation to the R$ 188.7 million registered in 2Q15.

Net Result: In 2Q16, net result was R$ -106.0 million, compared to R$ -82.4 million in 2Q15.

Cash Management:

o Working Capital: Net working capital days as of June 30, 2016 was 57, an increase of 5 days compared to June 30, 2015. Compared to December 31, 2012, when the Company announced its 3-year investment cycle, net working capital days improved by 17 days (vs 74 days). This result reinforces the Company’s efforts to manage the main variables of working capital and its commitment to maximize shareholder value.

o CAPEX: B2W uses its cash generation prioritizing investments that present optimal returns to shareholders. Thus, in 2Q16 consolidated investments in plant, property and equipment and intangibles (development of websites and systems) totaled R$ 104.7 million, or 4.2% of GMV, a 3.3 p.p. reduction compared to 2Q15, when capex was 7.5% of total GMV. Accordingly, Adjusted EBITDA in 2Q16 covered 147.9% of CAPEX, compared to 72.6% in 2Q15.

Financial Debt: B2W’s cash balance, excluding FIDC consolidation, at 06/30/2016 amounted to R$ 1,711.2

million, 2.6 times the sum of the Company's short-term debt and debentures, which totaled R$ 661.6 million. The Company’s leverage level (defined as Net Debt / Adjusted EBITDA LTM) was 3.0x on 06/30/2016, compared to 2.8x on 03/31/2016.

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Capital Increase:

o In May 13, 2016, it was held the Board of Directors Meeting in order to approve the proposal to increase the Company's capital, subsequently submitted for approval at an Extraordinary General Meeting, in the amount of R$ 823,000,000.00, through the private issue of 82,300,000 new common shares at an issue price of R$ 10.00 per share.

o The Capital Increase aims strength the cash of the Company and to improve its capital structure, enabling the Company to continue investing in its digital platform, accelerating the growth of its Marketplace and consolidating its leading position in the market, always seeking to best serve its customers.

o The capital increase was approved by majority at the Extraordinary General Meeting held on May 31, 2016.

Thus, shareholders had between June 1, 2016 and June 30, 2016 to exercise their rights of preference for the subscription of the new shares issued in proportion to their participation in the Company's capital on the close of trading on May 31, 2016.

o During the period of exercise of preemptive rights were subscribed 55,087,727 common shares, totaling

R$ 550,877,270.00.

o Between July 6 and July 22, were subscribed 27,212,273 common shares under the first and second apportionment of unsubscribed shares, totaling the amount of R$ 272,122,730.00. So, once ended the period of the two apportionment, all the shares to be issued by the Company under the capital increase was fully subscribed by the shareholders.

o Thereby, on August 1, 2016, the Board of Directors homologated the Company's Capital Increase.

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ANNEX I: ABOUT B2W DIGITAL

B2W is a digital company, leader in Latin America, whose history coincides with the development of e-commerce

in Brazil. The Company operates in the following areas: e-commerce through the brands Americanas.com,

Submarino, Shoptime and Sou Barato; consumer finance platforms (Submarino Finance and Digital Finance);

technology platform; logistics platform, distribution and customer service; and Marketplace.

With the objective of connecting people, businesses, products and services on a single digital platform, B2W

constantly invests in its strategy of being closer to the customer, offering the best shopping experience, attracting

the best talent, and creating barriers to entry. As a result of these developments, the Company continues to gain

market share, year by year.

The following chart illustrates the current organizational structure of B2W:

EVOLUTION OF THE BUSINESS PLATFORM:

2013 2014

[BFF] Management Systems

Last Mile Solution/ Delivery

Scalable IT Patform

Customer Eperience

Intelligence/Analytics

Marketplace Integration

[B] Seller

[BFF] B2W Fulfillment

IT/Online Solutions

Online

Security

Marketplace

Whatsapp /

Instagram

Magento

Technology

Marketing

Campaigns

Pricing

Intelligence

(online /offline)

SEO,

Algorithms

Delivery

(large

packages)

Delivery

(small

packages)

Front-

office

Systems

Back-office

Systems

Full suite of value-added services to support marketplace sellers and online vendors, including BFF (B2W Fulfillment) and [B] Seller (technology services)

Companies comprising the Sieve Group, acquired during 2Q15

TECHNOLOGY

Description

LOGISTICS

A+B – B2W SERVICES

A - TECHNOLOGY

B - LOGISTICS

Marketplace

IntegrationTracking

software

(TMS)

20162015

Artificial

Intelligence

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ANNEX II: MARKET SHARE

MARKET SHARE EVOLUTION

Source: e-Bit (market) and public filings (#2 player). *e-Bit estimate for market size in 2Q16.

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ANNEX III: FINANCIAL STATEMENTS

INCOME STATEMENT EXCLUDING THE EFFECTS OF THE CONSOLIDATION OF B2W DIGITAL’S TRANSPORTATION SUBSIDIARIES

Effects of the consolidation of B2W Digital’s transportation subsidiaries.

B2W - Companhia Digital

Income Statements

(in million of Brazilian reais) 2Q16 2Q15 Variation 1H16 1H15 Variation

Gross Merchandise Volume (GMV) 2,500.2 2,333.1 7.2% 4,962.0 4,875.0 1.8%

Gross Sales and Services Revenue 2,150.0 2,194.0 -2.0% 4,302.9 4,663.9 -7.7%

Taxes on sales and services (371.1) (304.0) 22.1% (791.4) (636.1) 24.4%

Net Sales and Services Revenue 1,778.9 1,890.0 -5.9% 3,511.5 4,027.8 -12.8%

Cost of goods and services sold (1,316.7) (1,414.3) -6.9% (2,646.0) (3,053.1) -13.3%

Gross Profit 462.2 475.7 -2.8% 865.5 974.7 -11.2%

Gross Margin (% NR) 26.0% 25.2% 0.8 p.p. 24.6% 24.2% 0.4 p.p.

Operating Revenue (Expenses) (371.7) (395.7) -6.1% (721.4) (811.9) -11.1%

Selling expenses (287.7) (306.7) -6.2% (542.0) (640.6) -15.4%

General and administrative expenses (15.6) (26.7) -41.6% (37.4) (61.8) -39.5%

Depreciation and amortization (68.4) (62.3) 9.8% (142.0) (109.5) 29.7%

90.5 80.0 13.1% 144.1 162.8 -11.5%

Net Financial Result (234.8) (188.7) 24.4% (484.4) (342.9) 41.3%

Financial revenues 89.7 62.5 43.5% 227.4 149.2 52.4%

Financial expenses (324.5) (251.2) 29.2% (711.8) (492.1) 44.6%

Other operating income (expenses) (4.0) (15.5) -74.2% (15.6) (21.4) -27.1%

Income tax and social contribution 42.3 41.8 1.2% 117.2 68.7 70.6%

Net Result (106.0) (82.4) 28.6% (238.7) (132.8) 79.7%

Net Margin (% NR) -6.0% -4.4% -1.6 p.p. -6.8% -3.3% -3.5 p.p.

Adjusted EBITDA 158.9 142.3 11.7% 286.1 272.3 5.1%

Adjusted EBITDA Margin (% NR) 8.9% 7.5% 1.4 p.p. 8.1% 6.8% 1.3 p.p.

* In the the former accounting rules, considered as "non-operating income".

Consolidated

Period ended on June 30

Consolidated

Period ended on June 30

Operating Result before Net Financial Result and

Equity Accounting

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NON-EXCLUDING THE EFFECTS OF THE CONSOLIDATION OF B2W DIGITAL’S TRANSPORTATION SUBSIDIARIES

B2W - Companhia Digital

Income Statements

(in million of Brazilian reais) 2Q16 2Q15 Variation 1H16 1H15 Variation

Gross Merchandise Volume (GMV) 2,500.2 2,333.1 7.2% 4,962.0 4,875.0 1.8%

Gross Sales and Services Revenue 2,150.0 2,194.0 -2.0% 4,302.9 4,663.9 -7.7%

Taxes on sales and services (371.1) (304.0) 22.1% (791.4) (636.1) 24.4%

Net Sales and Services Revenue 1,778.9 1,890.0 -5.9% 3,511.5 4,027.8 -12.8%

Cost of goods and services sold (1,379.2) (1,522.0) -9.4% (2,788.9) (3,187.4) -12.5%

Gross Profit 399.7 368.0 8.6% 722.6 840.4 -14.0%

Gross Margin (% NR) 22.5% 19.5% 3.0 p.p. 20.6% 20.9% -0.3 p.p.

Operating Revenue (Expenses) (309.2) (288.0) 7.4% (578.5) (677.6) -14.6%

Selling expenses (225.2) (199.0) 13.2% (399.1) (506.3) -21.2%

General and administrative expenses (15.6) (26.7) -41.6% (37.4) (61.8) -39.5%

Depreciation and amortization (68.4) (62.3) 9.8% (142.0) (109.5) 29.7%

90.5 80.0 13.1% 144.1 162.8 -11.5%

Net Financial Result (234.8) (188.7) 24.4% (484.4) (342.9) 41.3%

Financial revenues 89.7 62.5 43.5% 227.4 149.2 52.4%

Financial expenses (324.5) (251.2) 29.2% (711.8) (492.1) 44.6%

Other operating income (expenses) (4.0) (15.5) -74.2% (15.6) (21.4) -27.1%

Income tax and social contribution 42.3 41.8 1.2% 117.2 68.7 70.6%

Net Result (106.0) (82.4) 28.6% (238.7) (132.8) 79.7%

Net Margin (% NR) -6.0% -4.4% -1.6 p.p. -6.8% -3.3% -3.5 p.p.

Adjusted EBITDA 158.9 142.3 11.7% 286.1 272.3 5.1%

Adjusted EBITDA Margin (% NR) 8.9% 7.5% 1.4 p.p. 8.1% 6.8% 1.3 p.p.

* In the the former accounting rules, considered as "non-operating income".

Consolidated

Period ended on June 30

Consolidated

Period ended on June 30

Operating Result before Net Financial Result and

Equity Accounting

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BALANCE SHEET

B2W - Companhia Digital

Balance Sheet

(in million of Brazilian reais)

ASSETS

CURRENT ASSETS

Cash and banks 257.4 193.8

Marketable securities 1,596.1 1,736.0

Accounts receivable 631.3 722.2

Inventories 1,435.0 976.9

Recoverable taxes 223.4 228.1

Prepaid expenses and other accounts 215.1 242.5

Total Current Assets 4,358.3 4,099.5

NON CURRENT ASSETS

Deferred income tax and social contribution 595.0 551.6

Recoverable taxes 1,063.1 866.6

Escrow deposits and other receivables 93.8 93.8

Plant, property and equipment 553.9 564.0

Intangible assets 2,784.4 2,739.4

Total Non-Current Assets 5,090.2 4,815.4

TOTAL ASSETS 9,448.5 8,914.9

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES

Suppliers 1,540.2 1,370.8

Loans and financing 445.8 420.8

Debentures 215.8 208.0

Salaries and social contribution 66.4 65.6

Taxes payable 35.9 53.3

Deferred income tax and social contribution 2.9 2.4

Other accounts payable 279.3 346.3

Total Current Liabilities 2,586.3 2,467.2

NON-CURRENT LIABILITIES

Loans and financing 3,534.2 3,592.1

Related parties 30.2 2.6

Provision for contingencies and other accounts payable 274.6 277.3

Total Non-Current Liabilities 3,839.0 3,872.0

SHAREHOLDERS' EQUITY

Capital 4,186.8 3,636.0

Capital reserves 33.1 30.4

Equity valuation adjustment (0.9) (0.8)

Accumulated income (losses) (1,195.9) (1,090.0)

Minority interest 0.1 0.1

Total Shareholders' Equity 3,023.2 2,575.7

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 9,448.5 8,914.9

06/30/2016

Consolidated

03/31/2016

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CASH FLOW STATEMENT

B2W - Companhia Digital

Cash Flow Statement

(in million of reais)

Operating Activities 06/30/2016 06/30/2015 Variation

Net Result for the Period (238.7) (132.8) (105.9)

Adjustment to the Net Result:

Depreciation and amortization 144.0 109.5 34.5

Deferred income tax and social contribution (120.8) (84.9) (35.9)

Interest, monetary and currency changes 310.0 98.7 211.3

Others (7.3) (30.0) 22.7

Adjusted Net Result 87.2 (39.5) 126.7

Change in Working Capital:

Accounts receivable 379.0 297.7 81.3

Inventories (12.3) 164.5 (176.8)

Suppliers (792.3) (815.2) 22.9

Change in Working Capital: (425.6) (353.0) (72.6)

Change in Assets:

Prepaid expenses 13.1 3.6 9.5

Escrow deposits 1.3 3.5 (2.2)

Recoverable taxes (218.5) (160.0) (58.5)

Other accounts receivable (current and non-current) (64.4) 11.9 (76.3)

Change in Assets: (268.5) (141.0) (127.5)

Change in Liabilities

Salaries and social security charges (3.7) 11.4 (15.1)

Recoverable taxes (current and non-current) (14.9) 18.2 (33.1)

Other liabilities (current and non-current) (313.8) (33.2) (280.6)

Change in Liabilities: (332.4) (3.6) (328.8)

Paid Income Tax and Social Contribution (1.3) (0.9) (0.4)

Cash Flow from Operating Activities (940.6) (538.0) (402.6)

Investing Activities

Marketable securities 642.7 83.8 558.9

Purchases of property, plant and equipment assets (17.3) (52.4) 35.1

Intangible assets (216.6) (251.4) 34.8

Value paid for the acquisition of subsidiaries (36.8) (56.8) 20.0

Cash Flow from Investing Activities 372.0 (276.8) 648.8

Financing Activities

Funding 54.7 863.4 (808.7)

Payments (109.0) (178.2) 69.2

Capital reserves - 4.4 (4.4)

Receivables discount - (37.2) 37.2

Capital increase in cash - 20.2 (20.2)

Advance for future capital increase 550.9 - 550.9

Cash Flow from Financing Activities 496.6 672.6 (176.0)

Change in cash balance (72.0) (142.1) 70.1

Beginning Cash Balance 329.4 195.3

Ending Cash Balance 257.4 53.2

Consolidated

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ANNEX IV: NOTE REGARDING THE FINANCIAL STATEMENTS

Effects in the consolidation of B2W Digital’s transportation subsidiaries Click-Rodo and Direct (subsidiaries of B2W Digital) provide merchandise distribution services to the Company, generating an elimination effect in consolidated gross revenue and selling, general and administrative expenses (distribution expenses), according to the present accounting rules. The consolidated gross profit is reduced in an amount equal to the positive effect observed in the selling, general and administrative expenses, but with no effect on Adjusted EBITDA and Adjusted EBITDA Margin. Adjusted EBITDA On October 4th, 2012, Brazilian Securities Exchange Commission (CVM) enacted Instruction 527/12, regarding the voluntary disclosure of non-accounting information such as EBITDA. The Instruction aims to standardize the disclosure, in order to improve the understanding of this information and make it comparable among publicly listed companies. To keep the consistency and the comparability between previous periods, we present the reconciliation of EBITDA. In 2Q16, Adjusted EBITDA was R$ 158.9 million. Including other operating income and expenses, EBITDA, according to CVM Instruction 527/12, would be R$ 154.9 million in 2Q16, representing 8.7% of net revenue.

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ANNEX V: INDEBTEDNESS

Accounts receivable are mainly composed of credit card receivables, net of the discounted value, which have immediate liquidity and can be considered as cash. The breakdown of B2W’s accounts receivable is demonstrated in the following table:

Consolidated Indebtedness - R$ MM 06/30/2016 03/31/2016 06/30/2016 03/31/2016

Short Term Debt 445.8 420.8 445.8 420.8

Short Term Debentures 215.8 208.0 215.8 208.0

Short Term Indebtedness 661.6 628.8 661.6 628.8

Long Term Debt 3,534.2 3,592.1 2,894.6 2,933.5

Long Term Debentures - - - -

Long Term Indebtedness 3,534.2 3,592.1 2,894.6 2,933.5

Total Debt (1) 4,195.8 4,220.9 3,556.2 3,562.3

Cash and Equivalents 1,853.5 1,929.8 1,688.3 1,773.1

497.3 583.0 22.9 81.1

Total Cash (2) 2,350.8 2,512.8 1,711.2 1,854.2

Net Debt (Cash) (2) - (1) 1,845.0 1,708.1 1,845.0 1,708.1

Net Debt (Cash) / Adjusted EBITDA LTM 3.0 2.8 3.0 2.8

Average Maturity of Debt (days) 839 910 839 910

Credit Card Accounts Receivables Net of Discounts

Including FIDC

Consolidation

Excluding FIDC

Consolidation

Consolidated Accounts Receivable Reconciliation - R$ MM 06/30/2016 03/31/2016 06/30/2016 03/31/2016

Gross Credit Cards Receivables 1,953.3 2,051.6 1,953.3 2,051.6

Discounted Receivables (1,455.9) (1,468.6) (1,930.3) (1,970.5)

497.3 583.0 22.9 81.1

Present Value Adjustment (2.5) (34.3) (2.5) (34.3)

Allowance for Doubtful Accounts (7.8) (10.6) (7.8) (10.6)

Other Accounts Receivable 144.2 184.3 144.2 184.3

Net Accounts Receivable - Consolidated 631.3 722.3 156.9 220.4

Credit Card Receivables - Net of Discounted Amount

Including FIDC

Consolidation

Excluding FIDC

Consolidation

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ANNEX VI: DEFINITIONS

Adjusted EBITDA: Operational earnings before interest, taxes, depreciation and amortization and excluding other operational revenues/expenses and equity accounting.

Adjusted Gross Profit: Gross profit excluding the effects of the consolidation of B2W Digital’s transportation subsidiaries.

Adjusted SG&A: SG&A excluding the effects of the consolidation of B2W Digital’s transportation subsidiaries.

GMV (Gross Merchandise Volume): Sales of own merchandise, sales realized on the Marketplace, and other revenues (excluding commissions from Marketplace sales), after returns and including taxes.

Market Share: Total sales on B2W sites, including those made on the Marketplace, divided by total market sales (source: e-Bit).

Marketplace Participation: Marketplace sales as a percentage of total consolidated GMV.

Net Debt (Cash): Calculated as the sum of short-term and long-term indebtedness, less the sum of cash & equivalents and credit card accounts receivables (net of the discounted balance).

Net New Customers: Increase in active customer base during the trailing 12 months.

Net Working Capital: Calculated as the sum of credit card accounts receivable days (using GMV as the base) and inventory days, less accounts payable days; considering GMV and COGS over the past 12 months.

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INFORMATION ABOUT THE WEBCAST AND THE CONFERENCE CALL

Conference calls with simultaneous translation into English, followed by a bilingual Q&A session, will be held as followed: