RealReal : Fourth Quarter 2020 Press Release

THE REALREAL ANNOUNCES FOURTH QUARTER AND FULL YEAR 2020 RESULTS ​

Returned to Growth, December GMV +6% Y/Y; Q1 2021 QTD GMV Growth +14% Y/Y Q4 Total Supply Units Shipped Increased 13% Y/Y; December Growth Exceeded 20% Y/Y

Q4 New Buyers Reached a Quarterly Record, Increasing 21% Y/Y

SAN FRANCISCO, Feb. 22, 2021 -​ The RealReal (Nasdaq: REAL)-the world's largest online marketplace for authenticated, resale luxury goods-today reported financial results for its fourth quarter and full year ended Dec. 31, 2020.

"With improving trends in Q4, culminating in December GMV increasing 6% Y/Y, we exited the year with strong momentum. Q1 2021 GMV grew 14% Y/Y quarter to date through Feb. 19, 2021, so that momentum continues and we are optimistic about the year ahead. Last year, we embarked on strategic initiatives surrounding our neighborhood stores, vendor program and authentication center expansion that will enable us to emerge a stronger company," said Julie Wainwright, founder and CEO of The RealReal.

Supply and GMV growth are the lifeblood of The RealReal's marketplace and drive its success and path to profitability. Supply trends continued to improve in Q4. Total units shipped to the company's authentication centers improved approximately 10% Q/Q and increased 13% Y/Y in Q4, with growth exceeding 20% Y/Y in December. Retail supply units from The RealReal's retail locations (stores and Luxury Consignment Offices) improved dramatically in Q4, increasing 70% Y/Y driven by marketing execution and the contribution of new retail locations.

Supply continues to sell quickly, with the company's four-day sell-through continuing to trend at pre-COVID levels. New buyers achieved a quarterly record, increasing 21% Y/Y.

The RealReal continues to execute on its retail strategy of opening smaller footprint neighborhood stores. In Q4, the company opened a neighborhood store in Palo Alto, Calif., followed by additional stores in Brooklyn, N.Y., and Newport Beach, Calif., in Q1. In December, approximately 30% of the company's new consignors came from its retail locations. The RealReal plans to open approximately 10 neighborhood stores by the end of Q2 to deeply engage with the company's most valuable customers and significantly unlock supply. Based on our data:

• ● Consignors who interact with a RealReal retail location consign more than 1.5x as much retail value as other consignors;

• ● Buyers who purchase in store and online spend more than 3x as much per year as online-only buyers;

• ● Buyers who engage with The RealReal's stores have higher NPS scores than online-only buyers; and

• ● Buyers who interact with The RealReal's retail locations have higher average order values (AOVs) and higher order frequency than online-only buyers.

"We exited 2020 with our marketplace back to GMV growth, supply momentum increasing and widespread vaccine distribution hopefully around the corner. Growth is a powerful driver of profitability as it enables us to realize efficiencies in our operations, leverage our fixed expenses, and negotiate better rates with our service providers. We remain focused on executing our growth recovery plans and have accelerated the timeline for opening our new

Arizona authentication center to support our next phase of growth. We will continue building on ​

the strong momentum of the past several months to position us to profitably capitalize on the large luxury resale opportunity ahead," continued Wainwright.

Fourth Quarter Financial Highlights

• ● Gross Merchandise Volume (GMV) was $301.2 million, a 235bps Q/Q improvement and a 1% Y/Y decrease.

• ● Total Revenue was $84.6 million, a 10% Y/Y decrease​1.

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• ● Consignment and Service Revenue was $69.1 million, a 16% Y/Y decrease​1.

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• ● Direct Revenue was $15.5 million, a 38% Y/Y increase.

• ● Gross Profit was $51.1 million, a 18% Y/Y decrease​1.

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• ● Net Loss was ($53.0 million).

• ● Adjusted EBITDA was ($35.8) million or (42.3%) of total revenue. Adjusted EBITDA includes $1.6 million of COVID-related expenses.

• ● GAAP basic and diluted net loss per share was ($0.60).

• ● Non-GAAP basic and diluted net loss per share was ($0.49).

• ● At the end of the fourth quarter, cash, cash equivalents and short-term investments totaled $354.9 million.

Other Fourth Quarter Financial Highlights and Key Operating Metrics

• ● Trailing 12 months active buyers reached 648,856, an increase of 12% Y/Y.

• ● New buyers achieved a quarterly record and increased 21% Y/Y versus down 9% Y/Y in Q3.

• ● Orders reached 671,278, a 10% Q/Q improvement and a 5% Y/Y increase.

• ● Average Order Value (AOV) was $449, a decrease of 6% Y/Y, and was driven primarily by lower units per transaction. Average selling price (ASP) was essentially flat Y/Y in Q4 and benefited from ASP strength in the Fine Jewelry category and strong demand in high-value handbags, which was offset by momentum with new buyers who usually transact at lower AOVs initially.

1​ ​Reflects a $2.2 million prior period adjustment. Excluding the $2.2 million prior period adjustment, total revenue was $86.8 million, a decrease of 7% Y/Y, consignment and service revenue was $71.3 million, a 14% Y/Y decrease, and gross profit was $53.4 million, a 15% Y/Y decrease. See Non-GAAP Financial Measures below.

• ● Consignment Take Rate decreased 50bps Y/Y to 35.7%, reflecting strong performance on a relative basis from lower-take-rate categories (such as handbags, jewelry and sneakers) and a greater mix of consignors earning higher commissions.

• ● GMV from repeat buyers was 82.4% compared to 82.9% in the fourth quarter of 2019.

• ● In Q4, we signed a lease for an authentication center in Phoenix, which we plan to begin operating from during the summer of 2021. The Phoenix facility will create more than 1,500 local, full-time jobs over the next five years offering competitive pay, rewards​ ​and benefits.

• ● Our 2020 sell-through percent was 99%, an increase from 94% in 2019. Sell-through percent represents the ratio of GMV to initial supply value for the specified year.

• ● Since The RealReal's inception in 2011 through Dec. 31, 2020, consignment with The RealReal saved 17,023 metric tons of carbon and 827 million liters of water. In 2020 alone, members saved the equivalent of the GHG emissions from 7.4 million driving miles and 712 million glasses of water by consigning with The RealReal.

• ● Consignment of Gucci items grew 2.5 times faster than overall consignment following the launch of our partnership on Oct. 5 through the end of the year, a testament to the success of our collaboration. As a further result of our groundbreaking partnership, together with Gucci, The RealReal is planting more than 35,000 trees with One Tree Planted.

Financial Outlook

We anticipate Q1 GMV will be in the range of $301 million to $310 million, representing a 17% to 20% Y/Y growth rate.

Webcast and Conference Call

The RealReal will post a stockholder letter on its investor relations website athttps://investor.therealreal.com/financial-information/quarterly-results​ ​in lieu of a live presentation and host a conference call at 2 p.m. PST to answer questions regarding its fourth quarter and full year 2020 financial results, the stockholder letter and the supporting slides.

Investors and analysts can access the call by dialing [phone] in the U.S. or [phone] internationally. The passcode for the call is 1836039. The call will also be available via live webcast at h​ ttps://investor.therealreal.com​ a​ long with the stockholder letter and the supporting slides. An archive of the webcast conference call will be available shortly after the call ends at h​ ttps://investor.therealreal.com.​

About The RealReal, Inc.

​

The RealReal is the world's largest online marketplace for authenticated, resale luxury goods, with more than 20 million members. With a rigorous authentication process overseen by experts, The RealReal provides a safe and reliable platform for consumers to buy and sell their luxury items. We have hundreds of in-house gemologists, horologists and brand authenticators who inspect thousands of items each day. As a sustainable company, we give new life to pieces by thousands of brands across numerous categories-including women's and men's fashion, fine jewelry and watches, art and home-in support of the circular economy. We make selling effortless with free virtual appointments, in-home pickup, drop-off and direct shipping. We do all of the work for consignors, including authenticating, using AI and machine learning to determine optimal pricing, photographing and listing their items, as well as handling shipping and customer service. At our 13 retail locations, including our eight shoppable stores, customers can sell, meet with our experts and receive free valuations.

Investor Relations Contact:

Paul Bieber

Head of Investor [e-mail]

Press Contact:

Erin Santy

Head of [e-mail]

Forward Looking Statements

This press release contains forward-looking statements relating to, among other things, the future performance of The RealReal that are based on the company's current expectations, forecasts and assumptions and involve risks and uncertainties. In some cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "could," "expect," "plan," anticipate," "believe," "estimate," "predict," "intend," "potential," "continue," "ongoing" or the negative of these terms or other comparable terminology. These statements include, but are not limited to, statements about future operating results, including the amounts of our operating expense and capital expenditure investments or reductions and our strategies, plans, commitments, objectives and goals, in particular in the context of the impacts of the COVID-19 pandemic and the recent social unrest. Actual results could differ materially from those predicted or implied and reported results should not be considered as an indication of future performance. Other factors that could cause or contribute to such differences include, but are not limited to, the impact of the COVID-19 pandemic and the recent social unrest on our operations and our business environment, any failure to generate a supply of consigned goods, pricing pressure on the consignment market resulting from discounting in the market for new goods, failure to efficiently and effectively operate our merchandising and fulfillment operations and other reasons.

More information about factors that could affect the company's operating results is included under the captions "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the company's most recent Annual Report on Form 10-K and subsequent quarterly reports on Form 10-Q, copies of which may be obtained by visiting the company's Investor Relations website athttps://investor.therealreal.comor the SEC's website atwww.sec.gov. Undue reliance should not be placed on the forward-looking statements in this press release, which are based on information available to the company on the date hereof. The company assumes no obligation to update such statements.

Non-GAAP Financial Measures

To supplement our unaudited and condensed financial statements presented in accordance with generally accepted accounting principles ("GAAP"), this earnings release and the accompanying tables and the related earnings conference call contain certain non-GAAP financial measures, including Adjusted EBITDA, Adjusted EBITDA as a percentage of total net revenue ("Adjusted EBITDA Margin"), free cash flow, non-GAAP net loss attributable to common stockholders, and non-GAAP net loss per share attributable to common stockholders, basic and diluted, and Contribution Profit. We have provided a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures in this earnings release.

We do not, nor do we suggest that investors should, consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors should also note that non-GAAP financial measures we use may not bethe same non-GAAP financial measures, and may not be calculated in the same manner, as that of other companies, including other companies in our industry.

In Q4, we reflected a $2.2 million prior period adjustment to Consignment and service revenue, of which approximately $600 thousand related to Q1 through Q3 of 2020, and approximately $1.6 million related to previous periods. This adjustment is the result of an administrative error related to a reconciliation of a subset of adjustments to consignor commissions that were paid outside of our normal payment cycle. We have since corrected this reconciliation process. We will reflect this adjustment in our presentation of our quarterly and prior year results in our Form 10-K. Since these adjustments were not material to any prior period interim or annual financial statements, no amendments to previously filed interim or annual periods reports are required.​ ​In order to facilitate comparability between Q4 of 2020 and Q4 of 2019, we have presented​ t​ otal revenue, consignment and service revenue and gross profit on a Non-GAAP basis for Q4​ t​ o exclude the impact of the prior period adjustment.

Adjusted EBITDA ​is a key performance measure that our management uses to assess our ​

operating performance. Because Adjusted EBITDA facilitates internal comparisons of our historical operating performance on a more consistent basis, we use this measure as an overall assessment of our performance, to evaluate the effectiveness of our business strategies and for business planning purposes. Adjusted EBITDA may not be comparable to similarly titled metrics of other companies.

We calculate A​ djusted EBITDA ​as net loss before interest income, interest expense, other (income) expense net, provision (benefit) for income taxes, depreciation and amortization, further adjusted to exclude stock-based compensation, certain one-time expenses and prior period adjustments. Adjusted EBITDA has certain limitations as the measure excludes the impact of certain expenses that are included in our statements of operations that are necessary to run our business and should not be considered as an alternative to net loss or any other measure of financial performance calculated and presented in accordance with GAAP.

In particular, the exclusion of certain expenses and prior period adjustments in calculating

Adjusted EBITDA and Adjusted EBITDA Margin facilitates operating performance comparisons ​

on a period-to-period basis and, in the case of exclusion of the impact of stock-based compensation, excludes an item that we do not consider to be indicative of our core operating performance. Investors should, however, understand that stock-based compensation will be a significant recurring expense in our business and an important part of the compensation provided to our employees. Accordingly, we believe that Adjusted EBITDA and Adjusted EBITDA Margin provide useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and board of directors.

Free cash flow ​is a non-GAAP financial measure that is calculated as net cash (used in) provided by operating activities less net cash used to purchase property and equipment andcapitalized proprietary software development costs. We believe free cash flow is an important indicator of our business performance, as it measures the amount of cash we generate.

Accordingly, we believe that free cash flow provides useful information to investors and others ​

in understanding and evaluating our operating results in the same manner as our management.

Non-GAAP net loss per share attributable to common stockholders, basic and diluted ​is a non-GAAP financial measure that is calculated as GAAP net loss plus stock-based compensation expense, provision (benefit) for income taxes, and non-recurring items divided by weighted average shares outstanding. We believe that adding back stock-based compensation expense, provision (benefit) for income taxes, and non-recurring items as adjustments to our GAAP net loss, before calculating per share amounts for all periods presented provides a more meaningful comparison between our operating results from period to period.

Contribution Profit ​is a non-GAAP financial measure that is calculated as gross profit per order minus variable expenses including variable marketing, operations, sales and merchandising expenses. Fixed expenses include occupancy, general & administrative, technology, marketing headcount, and certain operations and merchandising headcount costs.

We view contribution profit as an important metric to assess our marginal profitability and measure our progress driving operating efficiencies. Accordingly, we believe that contribution profit provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management.

The following table reflects the reconciliation of net loss to Adjusted EBITDA for each of the periods indicated (in thousands):

(1) This adjustment is the result of an administrative error related to a reconciliation of a subset of adjustments to consignor​ ​commissions that were paid outside of our normal payment cycle.

A reconciliation of GAAP net loss to non-GAAP net loss attributable to common stockholders, ​

the most directly comparable GAAP financial measure, in order to calculate non-GAAP net loss attributable to common stockholders per share, basic and diluted, is as follows (in thousands, except share and per share data):

The following table presents a reconciliation of net cash (used in) provided by operating activities to free cash flow for each of the periods indicated (in thousands):

Key Financial and Operating Metrics:

Contribution Profit Per Order:

(1) R​ eflects prior period adjustments.