Maisons du Monde : 2023 Universal Registration Document

2023

UNIVERSAL

REGISTRATION

DOCUMENT

INCLUDING THE ANNUAL FINANCIAL REPORT

Contents

			Message from the Chief Executive
			Officer	2
			About us	4
			The history of Maisons du Monde	6
			Our strengths and fundamentals	7
			Our 2023 key figures	8
			What we do	10
			Stylish and responsible collections	11
			The promise	12
			Key player	13
			Renewed and committed governance	14
			Our strategy	16
			Business model	18
		NFPS
		1 Presentation of the Group	21
	1.1	Group's business	22
	1.2	Value chain	25
	1.3	Market challenges	28
	1.4	Solid fundamentals	29
	1.5	Strategy and outlook	30
	1.6	Legislative and regulatory environment	31
	1.7	Property, plant and equipment	34
	1.8	Research and development, patents
			and licenses	35
		2 Risk factors and management	37
AFR

2.1 Internal control and risk management

	system	38
2.2	Risk factors	40
2.3	Insurance and risk coverage	62
2.4	Financial and accounting information	63

		Non-financial performance
NFPS		3 statement
		67
AFR
		3.1 Group CSR vision and strategy	68

3.2 Application of the European green

taxonomy

78

3.3 Reducing the environmental impact of

	activities and fighting climate change	80
3.4	Impact and pollution management	89
3.5	Reduction of water-related impacts	91

3.6 Preservation and restoration of

biodiversity

92

3.7 Responsible use of resources and development of practices related to the

	circular economy	96
3.8	Group HR policy	108
3.9	Long-term relationships with suppliers	125
3.10	Customer commitments	130
3.11	Fair trade practices	134
3.12	Methodology note	136
3.13	Cross-reference table regarding TCFD
	recommendations	140

3.14 Report by one of the Statutory Auditors, appointed as independent third party

on the consolidated non-financial
performance statement	141
3.15 Appendices - European Green
Taxonomy	144

	4 Corporate governance	149
AFR
	4.1 Governance organisation and practices	150

4.2 Compensation and benefits of

		corporate officers	185
	4.3	Reports and verifications by the statutory
		auditors	204
	5 Notes to financial year 2023	209
AFR
	5.1	2023 key highlights	210
	5.2	Analysis of activity and consolidated
		results	211
	5.3	Group liquidity and capital resources	214

5.4 Proposed appropriation of net profit and

dividend distribution	216
5.5 Legal and arbitration proceedings	217

5.6 Significant change in the issuer's financial or trading position since the

		end of the last financial year	217
	5.7	Significant events after the reporting
		date	217
	5.8	Outlook	218
	6 Financial Statements	221
AFR

6.1 Consolidated financial statements for

	the year ended 31 December 2023	222
6.2	Statutory auditors' report on the
	consolidated financial statements	272
6.3	Separate financial statements	276

6.4 Statutory auditors' report on the financial

	statements	295
	Information about the Company,
7 structureits capital and the shareholding	301
7.1	Information about the Company	302
7.2	Information on the share capital	306

7.3 Information on the shareholding

	structure	311
7.4	Maisons du Monde share market	315
8 Annual General Meeting	319
8.1	Agenda	320

8.2 Presentation of the resolutions put

forward by the Board of Directors	322
8.3 Text of the draft resolutions	328

8.4 Special report of the Board of Directors

	on free share allocation transactions	345
9 Additional information	349
9.1	Persons responsible	350
9.2	Persons responsible for auditing the
	financial statements	351
9.3	Information incorporated by reference	352

9.4 Information on the Group's business and

		markets, and third-party information	352
9.5	Material contracts	353
9.6	Information on payment terms	353
	9.7	Cross-reference tables	354
AFR
9.8	Glossary	361

AFR

NFPS

Items in the Annual Financial Report are identified by this pictogram.

Items in the Non-Financial Performance Statement are identified by this pictogram.

2023 Universal Registration Document

including the Annual Financial Report

Maisons du Monde, creator of original universes in the homeware business, offers a unique range of

home decoration items and furniture in a wide variety of styles and themes at affordable prices that allow

its customers to express their own styles and tastes.

This Universal Registration Document was filed on 27 April 2024 with the AMF, in its capacity as competent authority in respect of (EU) regulation 2017/1129, without prior approval in accordance with article 9 of the said regulation.

The Universal Registration Document may be used for the purpose of a public offering of financial securities or the admission to trading of financial securities on a regulated market if it is supplemented by a prospectus and, if applicable, a summary and all amendments made to the Universal Registration Document. This set of documents is approved by the AMF in accordance with (EU) regulation 2017/1129.

This is a translation into English of the (Universal) Registration Document of the Company issued in French and it is available on the website of the Issuer (article 3 de l'instruction AMF DOC-2019-21).

The Universal Registration Document may be obtained free of charge from the Company, or via its website (https:// corporate.maisonsdumonde.com/en/finance), as well as on the AMF website (https://www.amf-france.org/en/homepage).

1

For our Customers, Inspire Everyday is above

all a promise to be more inspiring,

more accessible, more committed, more experiential and more service-oriented.

François-Melchior de Polignac

Chief Executive Officer

2	UNIVERSAL REGISTRATION DOCUMENT 2023		MAISONS DU MONDE

Message from

theChief Executive Officer

François-Melchior de Polignac

Ladies and Gentlemen,

Dear Shareholders,

2023 was a year of transition for Maisons du Monde, marked by a difficult context for the Home & Decoration market, intensified by unfavourable macroeconomic factors (geopolitical uncertainties, unprecedented inflation, deteriorated consumer confidence).

Despite these headwinds, all Maisons du Monde's teams have mobilised around Customers. I would like to warmly thank them for their passion and commitment, which make our iconic brand resonate every day.

The 3C Plan, focused on Customers, Costs and Cash, has produced tangible results that have enabled us to lay solid foundations for our 2024-2026 transformation plan, Inspire Everyday.

Based on the valuable feedback from our Customers, Inspire Everyday is above all the promise to be more inspiring, more accessible, more committed, more experiential and more service-oriented.

This plan was designed to drive the transformation of our business model to success, while streamlining our operating model.

By focusing on customer needs and operational excellence, we are laying the groundwork for sustainable profitable growth.

With a strong focus on simplification and financial discipline, we are increasing cash returns.

Over the next three years, Maisons du Monde will transition into a more asset-light operator and evolve further into a lifestyle brand.

This shift will improve returns on capital employed and enhance shareholder value.

I thank you for your trust.

UNIVERSAL REGISTRATION DOCUMENT 2023 MAISONS DU MONDE 3

About us

Our Purpose

Inspiring everyone to open up to the world, so that we create unique, warm and sustainable places to live, together

The Maisons du Monde spirit: INSPIRE EVERYDAY!

For nearly 30 years, Maisons du Monde has been shaping homes everywhere by making style accessible to all!

Together, we capture the spirit of the times and imagine unique,

warm and sustainable interiors. From the timeless to the trendy, we design lively and original collections where «elsewhere» is an inexhaustible source of inspiration. Designed with passion and daring, they meet all tastes,

all budgets and all ages. We are proud of being accessible to as many people as possible! Our showcases enhance our collections and offer our Customers a magical journey.

Our warm and committed teams are proud to share our passion for decoration with our Customers. Thanks to our openness to the world, we offer a unique decoration ecosystem for our customers: Marketplace, Rhinov, Hotels, B2B services… And this is only the beginning!

With "Good is beautiful", our CSR commitments for people and the planet are a real source of inspiration and meaning for our daily actions.

We choose our manufacturers in good faith and contribute to enhancing and perpetuating the world's know-how.

Today and even more tomorrow, creativity and responsibility are at the heart of our businesses.

Thanks to our optimistic, creative and committed teams, with a strong collective sense, we proudly carry a single voice: inspiring everyone to open up to the world to create unique, warm and sustainable places to live!

4	UNIVERSAL REGISTRATION DOCUMENT 2023		MAISONS DU MONDE

Our values

Maisons du Monde�s values are in line with its Purpose, with openness as a watchword.

OPTIMISM,

CREATIVITY,

COMMITMENT, PROXIMITY

According to the principle of symmetry of attentions, we have chosen to align the values of our culture with those of our brand in order to have the same commitments for our Collaborators as for our Customers.

OPTIMISM	CREATIVITY	COMMITMENT		PROXIMITY
�We radiate our		�We create	�We are		�We bring
positive energy		dreams through	mobilising to		together
through all our		our unique,	inspire a more		a collective
collections,		affordable and	joyful and		committed to
within our stores		sustainable	responsible		our Customers,
and through		multi-style	world.�		our Collaborators
our day-to-day		creations.�				and the world.�
relationships.�

UNIVERSAL REGISTRATION DOCUMENT 2023 MAISONS DU MONDE 5

Thehistory of Maisons du Monde

Almost 30 years of style and inspiration

2024 Deployment of the medium-term transformation plan, Inspire Everyday. For our Customers, it is above all the promise to be more accessible, more inspiring, more committed, more experiential and more service-oriented..

Launch of the �Good is beautiful� brand	Inauguration of a second distribution
movement around five CSR pillars	centre in the North West of France
Creation of the �Good for Women� Club	Opening of a first series of Business corners
Launch of the Maisons du Monde	in stores in France
Marketplace and decoration service	New omnichannel split payment solution
(Rhinov) in Spain and Italy	in partnership with the fintech Alma
Launch of Maisons du Monde collaborations:
Lisa GACHET and Sakina M�SA

Definition of our Purpose	2021		2022
Creation of a returns management and furniture

repair division in Saint Martin de Crau Two new hotels in Marseille and La Rochelle Launch of Click & Collect Disposal of Modani (US)

2023

François-Melchior DE POLIGNAC succeeds Julie WALBAUM as Chief Executive Officer

Maisons du Monde: #2 favourite brand of the French people for the 7th consecutive year Furniture/Decoration category - EY Parthenon study - March 2023)

New Marketplace in Germany. Implementation of the AppShop, in stores.

(Award for best in-store digital service - 8th edition of the LSA 100% omnichannel awards.)

First step in the circular economy approach with the deployment of Second Chance in all stores.

Launch of the MDM wallet card, adigital card that can be activated on smartphones, which allows our customers to receive our personalised offers, to easily identify themselves at the check-out and to stay informed of the best deals of the moment.

2020

Launch of the Maisons du Monde Marketplace in France

Opening of the first store in Portugal and

2019 acquisition of Rhinov

Launch of Maisons du Monde Hôtel & Suites in Nantes in collaboration with Vicartem

Launch of rounding at check-outs2017

2015 Creation of

the Maisons du Monde Foundation

IPO - Euronext Paris 2016

Opening of 2014 the first store

in Switzerland

Acquisition of Maisons du Monde by

Equistone and Nixen

	2013
2011			Opening of the first store
		in Germany

Opening of the first store in Belgium

Opening of the first store in Spain

2005

2004

2003

1996

Launch of	Opening of the Maisons du
the junior	Monde factory in Vietnam
collection	1% for the Planet
					Launch of the outdoor
				2009 furniture line
					Opening of the first store in Italy and
2007
launch of the textile product offering

Creation of Maisons du Monde by Xavier MARIE Opening of the first four Maisons du Monde stores in France

6 UNIVERSAL REGISTRATION DOCUMENT 2023

MAISONS DU MONDE

Ourstrengths and fundamentals

Leading player in the inspiring, accessible, and sustainable home

• LOVE BRAND

I n s p i r a t i o n

#1

Inspirational Brand

Source: IPEA Decoration Study 2023 (France)

P a s s i o n a t e b u s i n e s s e x p e r t s

30

stylists

4,000

Decoration advisors

F a n s

#1Instagram

• Pinterest communities*

2.6 m

Instagram followers (France)

500 k

Pinterest followers (France)

A BALANCED BUSINESS MODEL
O m n i c h a n n e l	50% sales
A unique
			Share of digital
omnichannel model
C a t e g o r i e s
Decoration &				Share of Decoration
Furniture	58% sales

Geographical presence

Europe			Share of sales
continentale	55% in France

Un modèle rentable

Best in class	63% 65%
gross margin

AN ESG LEADER

ESG commitments

#2	36%	CDP A	2023
		List
brand committed	of "Good is		CLIMAT
CDP (Carbon Disclosure Project)
to social and	beautiful" products
environmental	in the offering
causes

Source: Consumer survey 2023 (France and Italy)

UNIVERSAL REGISTRATION DOCUMENT 2023 MAISONS DU MONDE 7

Our2023 key figures

2023 adjusted guidance fully met across all criteria

	Achievements in 2023	2023 adjusted guidance1
Sales	-9.3% vs. 2022 at EUR 1,125 million	c. -10%
EBIT margin	EUR 45.8 million	EUR 40 million - EUR 50 million
Free cash flow 2	EUR 27.4 million	EUR 20 - EUR 30 million

Basic earnings per share: Proposed dividend:

EUR	0.21	EUR 0.06
	i.e. a payout ratio of 30%

1 Initial guidance: Sales down by "low-to-mid single digits" with a sequential improvement in the second half year vs first half-year / EBIT between EUR 65 million and EUR 75 million / Free cash flow between EUR 40 million and EUR 50 million / Dividend: payout ratio between 30% and 40%. See press release of 9 October 2023

2 Free Cash Flow

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MAISONS DU MONDE