Hello, and welcome to PLBY Group to acquire Honey Birdette conference call. On today's call are Ben Kohn, Chief Executive Officer of PLBY Group, and Lance Barton, Chief Financial Officer of PLBY Group. During the course of this call, statements are made that are not statements of historical fact, constitute forward-looking statements that are subject to risks, uncertainties, and other factors that could cause our actual results to differ materially from those contemplated in these forward-looking statements. Existing and prospective investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of today's date. For more information, please refer to the risks, uncertainties, and other factors discussed in PLBY Group's SEC filings. All cautionary statements that we make during this call are applicable to forward-looking statements that we make whenever they appear. You should carefully consider the risks, uncertainties, and other factors discussed in PLBY Group's SEC filings. In today's conference call, we refer to certain non-GAAP financial measures such as adjusted EBITDA. You will find a historical reconciliation of these non-GAAP measures to our actual GAAP results included in the appendix section of the investor's presentation. Now I'd like to turn the call over to Ben Kohn, Chief Executive Officer of PLBY Group. Ben? Thank you, operator. Good morning, everyone. I'm thrilled to announce that we have signed a definitive agreement to acquire Honey Birdette. We have posted an investor deck on our website, which we'll reference on this call. First, I'm going to talk about the Honey Birdette brand and why we think this is such a pivotal, accretive, and synergistic acquisition for the company, and then Lance will take you through some specifics of the transaction. Based in Sydney, Australia, Honey Birdette is a luxury lifestyle and lingerie brand created for women by women with an unbelievable following and customer base, which we will touch on. The brand and its product price points also allow us to expand our addressable market. We believe this acquisition not only expands our direct-to-consumer portfolio with a global brand targeting the sexual wellness category, but also accelerates our go-to-market strategy of private label product development by bringing us superior design and merchandising capabilities that we can leverage across our portfolio. More specifically, it allows us to launch Playboy lingerie, swimwear, and accessories in a much quicker fashion than if it were to build it ourselves. This is a critical first step as we continue our transformation from that of a licensing business to that of a high-growth D2C company. Honey Birdette was founded in 2006 by Eloise Monaghan, who has been the creative force behind the business for over 15 years, designing products that inspire both confidence and female empowerment. I'm very happy to say that in addition to continuing her role at Honey Birdette, she will be joining PLBY Group and will be relocating to Los Angeles in her new role as we look to further build out the team, launch Playboy lingerie and swim, and to rapidly accelerate HB's growth here in the United States. With Honey Birdette, we are adding an extremely talented team with the design, sourcing, and merchandising capabilities that we need in order to accelerate the growth of our existing direct-to-consumer business. All of Honey Birdette's products are designed in-house, the company works with European fabric houses and embroidery technicians to offer the highest quality lingerie and apparel. The company started with lingerie and expanded into bedroom accessories, intends to soon launch swimwear in two weeks at Miami Swim, along with loungewear and everyday essentials later this year. Turning to page six in the presentation we provided. As a standalone business has achieved substantial growth in both revenue and EBITDA over the last few years, ending their fiscal year 2021 in June with $73 million of revenue, up over 40% year-over-year, and $28 million of EBITDA. Most impressively, after firmly establishing the brand in their home market of Australia, Honey Birdette has managed to grow rapidly in both the U.S. and the U.K. markets, and we think they are just getting started globally. Today, only 24% and 10% of revenue comes from the U.S. and U.K. respectively, and the U.S. has achieved over 150% compounded annual growth rates over the last three years. If they are able to replicate the success they have seen in Australia here in the United States, we think the brand could generate over $500 million annually just in the United States on their existing product base of lingerie and bedroom accessories, not including the new categories they are launching. Honey Birdette operates a direct-to-consumer omni-channel model, with more than 50% of the revenue coming online and going over 67% year-over-year. They've created an experiential brand. Their 60 retail stores are an experience that drives and accelerates both e-commerce traffic and enhances customer loyalty. In addition to a new store in Las Vegas, which opened a few weeks ago to great success, they will be opening new stores in the USA later this year in Dallas, Miami, and Scottsdale. Turning to page seven. The brand's iconic styling, unique marketing campaigns, and differentiated retail experience have earned it a cult following of brand-savvy consumers attracting a young, affluent and highly engaged, predominantly female audience. The loyalty this brand engenders is astounding. On average, 40% of customers repeat, and repeat purchases represent more than 60% of revenue. Lifetime revenue for repeat customers exceeds $760, and the average order value for Honey Birdette is over $170 globally. We also see that the U.S. customer delivers significantly higher lifetime revenue than the Australian customer, which we believe portends well for the brand as it continues to scale here in the United States. I'm a big believer in power and value of brands, the Honey Birdette brand has resonated globally with their targeted consumer and drives significant organic reach. Over 80% of their web traffic comes from organic sources. This represents another great growth potential given our customer database at PLBY. Similar to Playboy, Honey Birdette has a large celebrity and influencer following who wear the brand because they love it, resulting in free marketing and exposure for Honey Birdette. On page eight, Honey Birdette adds a critical piece to our direct-to-consumer portfolio targeting the sexual wellness category and will bring us capabilities that we can leverage as we develop our own products in-house. Each business in our portfolio brings something unique. We are integrating operations across the group to drive efficiencies and cross-selling. Our flagship brand, Playboy, is an iconic global brand that has withstood the test of time and is the original lifestyle brand. One that is perceived as an authority on sex, intimacy, pleasure, and leisure. Yandy brought us an e-commerce infrastructure and significant base of customers seeking sexual wellness products. Lovers brought us superior merchandising capabilities and an omnichannel retail experience enabling us to optimize customer acquisition across various channels. We believe the acquisition will build upon the successful acquisitions of both Yandy and Lovers. On page nine, to summarize, we are buying a high-growth and highly profitable global luxury brand with an extremely loyal, affluent, and young female customer base. Honey Birdette brings us first-class design and merchandising capabilities, which we expect to leverage to accelerate our go-to-market strategy for Playboy-branded products, especially in the immediate term as we seek to launch Playboy-branded lingerie. It also further expands our direct-to-consumer footprint globally, giving us a start in the APAC region as we seek to further expand there over the long term. I'm really excited for what Elle and the entire Honey Birdette team can bring to our organization. They've built a phenomenal brand, and I think the addition of it to our portfolio is quite compelling as we continue to execute on our growth strategy. Now I'll turn it over to Lance to walk through the specifics of the transaction. Thanks, Ben. Slide 10 lays out some of these details that Ben was referring to. We expect the transaction is going to close during the third quarter after we've received approval from the Australian Foreign Investment Review Board. The purchase price is going to be payable in Australian dollars and will be equal to 12 x the actual adjusted EBITDA that was achieved by the company for the 12 months ending this June. Based on current FX rates and where we think adjusted EBITDA will come in, we expect the purchase price to be approximately $333 million U.S. 71% of the purchase price, or approximately $238 million, will be payable in cash, which we concurrently fund from our existing cash on our balance sheet. The remaining 29%, or approximately $95 million, will be payable in PLBY shares. The share price that's used to calculate the number of shares issued at closing is the 20-day VWAP prior to signing, which is $43.01. That's a 13% premium to yesterday's closing price. We expect to issue just over 2.2 million shares to complete the transaction. Subsequent to the closing of this transaction and also accounting for the 4.7 million shares issued in our June 14th public offering, we estimate that pro forma shares outstanding will be approximately 40.7 million shares. As Ben mentioned at the outset, we believe that this is a pivotal acquisition for our company. Honey Birdette provides us with an incredibly strong global brand with a loyal customer base, which we can continue to build upon, strategic capabilities to accelerate our go-to-market strategy as we launch our own branded products, and increased scale and growth as we continue to build out our direct-to-consumer platform. This scale and growth can be seen on slide 11. If you look at PLBY on a pro forma basis, assuming 12 months of revenue contribution from Honey Birdette, we are now a business with over $280 million of annual revenue growing at 40% year- over- year. 70% of our revenue will come directly from the consumer versus 43% just last year. Our geographic footprint will be further diversified globally after the acquisition of Honey Birdette. We are incredibly excited for this new chapter, and we'll continue to execute on our growth plans as we build on the power of our brands and massive reach to deliver the Pleasure Lifestyle to our consumers around the world. With that, I'd like to ask the operator to please open the line for questions. Thank you. At this time if you like to ask audio question please press star followed by the number one on your telephone keypad. And your first question from the line of Jim Duffy with Stifel. Thank you. Good morning, guys. Hope you're doing well. Congratulations on this deal. Thanks, Jim. Ben, I wanted to start by asking about the synergistic infrastructure. Can you talk about Honey Birdette's design and sourcing operations, how many designers you'll be picking up, opportunity to scale that, where the products are sourced? I'd also like to ask about the Asia e-commerce infrastructure and reach. Is this just Australia or is the reach into New Zealand, Southeast Asia, other Asian countries? Great. Thanks. Good morning, Jim. We are picking up their full design team, which is based in Australia. Elle is actually in the process of moving to the United States later this year, and we will be also hiring people here as we look to rapidly expand the launch of what will be a much higher-end Playboy or Playmate lingerie swimwear business moving forward. Their e-commerce infrastructure is in the United States, it's in Australia, and it's in Europe. They'll be launching more local language sites later this year. We believe there's a big opportunity for Playboy in the APAC region that we potentially can leverage the Honey Birdette infrastructure out of Australia to grow. Overall Go ahead, Lance. I was just going to say, Jim, actually international e-commerce represents more than half of their total e-com sales. They've actually been scaling e-com outside of Australia quite rapidly, and that makes up more than half of the e-commerce sales. I think the staff itself has nine designers in addition to the founder, Elle. We've got their own warehouse in Australia and using third-party logistics here in the U.S. and in the U.K. Yeah. Sorry, Ben, I cut you off. Yeah. Jim, those third-party logistics, over time, we'll be consolidating into ours for synergies. What's so impressive about this brand is almost all of their revenue is organic, and so there's a huge opportunity when you look at that AOV and the lifetime value of that customer, to rapidly expand that throughout the United States and then as we look at Europe and other places in the world. That's pretty impressive. Any other things? That's pretty impressive. Oh, go ahead, Lance. I don't want to cut you off. I was just going to say, I think you'd asked a little bit about sourcing too. We mentioned that the company's working exclusively with European fabric houses and embroidery technicians, to produce the high-quality lingerie and the lace trends and the embellishments. For lingerie, the company has multiple major and minor suppliers. For non-lingerie product lines, they've got a minimum of at least two suppliers, so we've got some redundancy there. A majority of the suppliers are based in China, but some of the stuff like the lace in particular is sourced in Switzerland. Very high quality product, and all of the designs are done and developed in-house by the team. Yeah. Look, Jim, as we think about the Playboy lingerie, this also expands our addressable market. Honey Birdette will be priced at a higher price point than Playboy lingerie, obviously luxury versus what we think to be mass niche for Playboy. We can change some of those fabrics on the embroidery side, but it's actually very complementary to our customer base, as it expands that, the addressable market. Yeah. Seems like some great synergies that'll help you scale that Playboy business. The notion that more than half the e-commerce is from international markets is pretty impressive. There must be a strong social element supporting that, driving that organic uptake of the brand. Can you guys speak to the factors behind the brand penetration really leading the retail expansion of the brand in markets outside of Australia? I can touch on the social media piece. They've got 1.1 million Instagram followers. I think when we started talking to the company, it was probably less than a million. They've been scaling that rapidly, both in Australia and even here in the U.S. where the brand is less well-known than it is in Australia. You've got a lot of celebrities and influencers wearing the brand. Again, it's very similar to Playboy in that they're not paying for these influencers and celebrities to wear it. They're wearing it because they love the brand. They've really got pretty massive influencer reach. All they really do is obviously provide product for the influencers if they so choose to wear it. That's really helped them scale the business. I think we mentioned that over 80% of their web traffic is organic, just coming from word of mouth, coming from their email list. I think they've got over 500,000 people in their email database. Quite impressive reach there, and that's allowed them to scale as profitably as they have. I'll turn it over to Ben on the retail side. Yeah, look, they're very strategic in the stores that they're expanding to in the U.S. Las Vegas opening was an unbelievable success. We're very confident in their future growth in Scottsdale, Miami, et cetera. What we've seen, though, in the data is that when you actually look at the e-commerce growth in specific markets, take Miami, open in Miami, it actually has a direct correlation to your e-commerce growth as well. We think, again, we're very focused on the D2C side and specifically e-com. We have seen the data that there's a direct correlation between the store opening and the growth in that market from an e-commerce perspective. Selectively, we will continue to open further stores as we know it lifts the overall boat or the overall pie. Your next question. Great question. Your next question's on the line of Austin Moldow of Canaccord. Hey, thanks for taking my question. Is that 38% margin structure for Honey Birdette sustainable when brought into the fold? What's the read-through to the margin structure for Playboy branded products you'll be launching by leveraging Honey Birdette? Yeah, I can take that. Look, as we've talked about before, obviously we're investing to grow the brand. I think that 38% is indicative of things that we've said before in terms of long-term ability to get to north of 30% margins. When you look at the organic reach, the influencer and celebrity reach that the Honey Birdette brand has, which is very comparable to what we see at Playboy, that's a big part of that margin structure because you look at other direct-to-consumer businesses and they're spending massive amounts on marketing their brand, trying to generate that demand and generate that awareness. Whereas, our existing flagship brand, Playboy, doesn't need to do that, and Honey Birdette has done a phenomenal job of building up that awareness and that following. I think that portends well for margins in the future. It certainly doesn't include synergies that we can generate both on the revenue and the cost side. Yeah, look, I'd say margins could go down in the near term, but I think over the long term, I would expect that it aligns with what we've been telling you, which is we think at scale, given the strength of these brands and the ability to launch private label products, which is what we've been saying we want to do because those are higher margin products. We think that this can be a business that generates north of 30% margins and Honey Birdette is proof that is achievable. Yeah. Without getting into specific margins on a per product basis, the gross margins when you look at Honey Birdette lingerie are absolutely phenomenal as well as with toys. Remember, their revenue growth to date doesn't include any real marketing. This is an organic business, which is a very loyal customer base when you think about the 40% and 60% numbers that I talked about earlier. Your ability potentially to even play with margins slightly but actually really accelerate revenue growth exists with this business. That's one of the things that made it very attractive to us outside of the financial profile that we think we got a great deal, given the EBITDA margins and the revenue growth rates. Thanks. Next question, operator. The next question is from the line of Alex Fuhrman with Craig-Hallum Capital. Great. Thanks very much for taking my question. Sounds like a tremendous opportunity here to grow the brand in the U.S. and I think you threw out a pretty ambitious revenue number for what you think that brand could be generating here. Can you give us a little bit of color on what are some of the things you're looking at that really give you confidence in that projection? Then as you think about Honey Birdette at scale, presumably generating hundreds of millions of in revenue in the U.S., what would you think the brand would look like at that type of a scale in terms of the store footprint and the merchandise assortment? Do you envision Honey Birdette getting into other apparel categories on the way up to that size and scale? Alex Fuhrman, morning. When you think about that long term, you can think about 15, maybe 20 stores. What we do know is that there's a direct correlation to e-commerce growth off of that. As far as product categories, I mentioned this in the comments, they'll be launching swimwear. The line looks unbelievable. That will launch in approximately two weeks at Miami Swim, in the Western Hemisphere. Then, obviously, given their strong presence in APAC, that will launch in the winter or winter here, given our seasons are reversed. They've also developed a line of what I would say is everyday essentials. Think of that as something similar to a Calvin Klein underwear. Great product, great quality, that will launch later this year as will swimwear. Those are the immediate products that are in the pipeline that are developed and ready to go. In addition, obviously our Playboy lingerie and swim. We think and we know because of their design capabilities and the team that product assortment over time can continue to expand. Lance, you want to talk about the market size? Yeah. I was just going to say, we see a few things, right? Looking at the U.S. market size relative to Australia, there's a lot of different comps you can look at. By and large, you look at this market and say it's well north of 10 x the size of Australia. That squarely puts you north of half a billion dollars in terms of revenue potential there. We've done internal analysis as well in terms of trying to think through what do we think the opportunity could be in the U.S. and it triangulates around that as well. The other thing that I'd say that we're very optimistic about when you look at the lifetime revenue that the customer in the U.S. is generating It's significantly higher than what they've got in Australia. I think that's just a function of GDP per capita here in the U.S. and buying power here in the U.S. If you think about Honey Birdette's ability to continue to scale here in the U.S., and like I said, if they're as successful in the U.S. as they are in Australia, we think this is a much larger opportunity than they currently have in Australia. We think it's great. Look, you can look at other brands out there in the lingerie space and how they've been over time. To get to $500 million of revenue would be a huge accomplishment, but it wouldn't be the largest revenue lingerie brand out there. It could obviously even be higher than that if we're really successful. We've got very ambitious plans for the brand, and we think this is really going to accelerate our growth in the direct-to-consumer segment. Next question, please. Your next question is from the line of George Kelly with ROTH Capital Partners. Hey, everyone. Thanks for taking my question. I'll be quick. Just a couple questions for you. First, I understand the benefits that you've laid out just as far as internal capabilities, design, etc. If you just think purely about the brands here and managing these brands, can you talk about how Honey Birdette and Playboy will be complementary, will help each other go to market, et cetera, especially thinking about in the U.S. as you're managing these two different brands? Sure. I'll take that. Honey Birdette, good morning, George, has an extremely loyal female following with it. When you think about the repeat customer rates, you think about the percentage of revenue that comes from that and that lifetime value of that. This is a brand that's a luxury brand. It's priced at a price point that is considerably higher than where Playboy product will be priced. We think it's actually complementary to the Playboy brand. I think we share the same ethos on pleasure in people's lives. It allows us to move customers around. It allows us for further segmentation. Playboy is a mass niche brand. We believe, on a combined basis, it's complementary. More importantly, the product quality that they've been able to achieve at the margins they've been able to achieve that. When we think long-term about launching Playboy lingerie, Playboy swim, Playboy loungewear, this is really that transformation of the business that we've been talking about now since we went public from that of a licensing business to that of an owned and operated. We now have that infrastructure in an acqui-hire or wholesale way that allows us to accelerate that growth, we know our brand works in that space. Again, our research tells us that consumers buy lingerie at different price points, this will be continued to be a luxury while Playboy will continue to be the mass niche brand. The other thing that I'll add on to that, just real quickly before we have to jump, is that when you think about the influencer and celebrity strategy, that can also be very complementary as well. You think about folks that are interested in the Playboy brand, presumably they can also be interested in the Honey Birdette brand. Whether we've got those relationships already or whether Honey Birdette has those relationships, we think that we can further build out that network with one another. We think that's quite powerful as well. I think that's all the time we've got today. Really appreciate everyone joining us. We're thrilled with this acquisition and look forward to continuing to update everyone as we move forward. Thanks. Thanks, everyone. Thank you. This does conclude today's conference call. 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