20-F: Lanvin Group Faces Revenue Decline in 2025
Annual Report
Lanvin Group Holdings Limited reported a significant decrease in revenues for the fiscal year ended December 31, 2025, alongside a substantial increase in net loss.
Summary
- Lanvin Group Holdings Limited reported revenues of €240.5 million for the year ended December 31, 2025, a decrease of 17.6% from €291.9 million in 2024.
- The net loss for the year widened to €263.3 million, an increase of 39.1% from a net loss of €189.3 million in 2024.
- The company experienced a decrease in revenue across all its brands: Lanvin (-30.3%), Wolford (-14.0%), St. John (-1.3%), and Sergio Rossi (-29.5%).
- Direct-to-consumer (DTC) sales decreased by 18.3% to €164.0 million, while wholesale revenues declined by 15.5% to €66.7 million.
- Geographically, EMEA saw a revenue decrease of 21.1%, Greater China 42.5%, North America 6.3%, and Other Asia 26.1%.
- The company reported a significant impairment of goodwill and brands amounting to €66.7 million in 2025.
- Cash used in operating activities increased by 80.7% to €107.3 million in 2025, while cash generated from financing activities increased by 143.3% to €119.4 million.
Sentiment
Score: 2
Explanation: StockSavvy.ai views this filing as negative due to the significant revenue decline, widening net loss, increased operating loss, and substantial brand impairment, indicating a challenging financial performance and ongoing operational difficulties.
Positives
- The company's contribution loss improved by 10.8% to €30.7 million in 2025 from €34.4 million in 2024, primarily due to reductions in marketing and selling expenses.
- Wolford's contribution loss improved by 29.4% to €13.1 million in 2025 from €18.6 million in 2024, driven by lower marketing and selling expenses.
- St. John's contribution profit increased by 23.2% to €9.9 million in 2025 from €8.0 million in 2024, with marketing and selling expenses decreasing as a percentage of sales.
- The company's effective tax rate improved to 5.91% in 2025 from a negative rate in 2024 and 2023, largely due to the recognition of deferred tax assets.
Negatives
- Revenues decreased by 17.6% to €240.5 million in 2025 compared to €291.9 million in 2024.
- Net loss widened by 39.1% to €263.3 million in 2025 from €189.3 million in 2024.
- All four core brands (Lanvin, Wolford, St. John, Sergio Rossi) experienced revenue declines in 2025.
- The company recorded an impairment of goodwill and brands of €66.7 million in 2025.
- Operating loss increased by 48.0% to €231.6 million in 2025 compared to €156.5 million in 2024.
- Adjusted EBITDA decreased to a loss of €90.1 million in 2025 from a loss of €93.5 million in 2024, indicating a worsening operational performance on a percentage of revenue basis.
- Net cash used in operating activities increased significantly by 80.7% to €107.3 million in 2025.
- The company has identified material weaknesses in its internal control over financial reporting, which were not fully remediated as of December 31, 2025.
Risks
- The re-branding to Lanvin Group is being challenged by minority shareholders of Arpge SAS, which could lead to the discontinuation of the use of the Lanvin brand name at the group holding company level.
- The company faces intense competition in the personal luxury goods industry.
- Failure to accurately forecast consumer demand could lead to excess inventories or shortages.
- Disruptions in the supply chain from third-party suppliers could adversely affect the business.
- A data security or privacy breach could damage the company's reputation and expose it to litigation.
- The company is subject to risks associated with fluctuations in currency exchange rates.
- There are uncertainties regarding the interpretation and enforcement of PRC laws, rules, and regulations.
- The company expects to incur negative operating cash flows in the next few years and may need to raise substantial additional funding.
- The trading price of the company's securities has been and is likely to continue to be volatile.
- The company has identified material weaknesses in its internal control over financial reporting.
Future Outlook
The company expects to incur negative operating cash flows in the next few years and may need to raise substantial additional funding. Management is focused on optimizing its retail network, improving operational efficiency, and continuing to develop its core brands.
Management Comments
- "While this is a prudent and necessary step, we remain confident in Lanvin's long-term potential and continue to pursue strategic opportunities to enhance the brands positioning and growth as the market stabilizes."
- "Our efforts to grow our business may be more costly than we expect or may not result in the returns we anticipate, and we may not be able to increase our revenue enough to offset our higher operating expenses."
- "We expect to incur negative operating cash flows over the next few years and accordingly may require additional funding in the future to support our operations and growth strategies."
Industry Context
StockSavvy.ai notes that the luxury fashion market, as indicated by the Bain-Altagamma Luxury Goods Worldwide Market Study, experienced a slight contraction in 2024 and a further modest decline is expected in 2025, with a return to moderate growth anticipated from 2026 onward. Lanvin Group's performance reflects these broader industry headwinds, with significant revenue decreases across its brands and channels.
Comparison to Industry Standards
- The Bain-Altagamma Luxury Goods Worldwide Market Study (Fall 2025) estimates the global personal luxury goods market at approximately $358 billion in 2025, with a slight contraction in 2024 and a further modest decline expected in 2025.
- The study anticipates a return to moderate growth from 2026 onward, with the market projected to reach approximately $525 billion to $640 billion by 2035.
- Lanvin Group's revenue decline of 17.6% in 2025 and 24.6% in 2024 aligns with the reported market normalization and slight contraction in the luxury sector.
Legal Proceedings
- A potential dispute with certain minority shareholders of Arpge SAS in relation to the use of the Lanvin name and brand by the group holding company.
- Cantor Fitzgerald & Co. filed an action alleging breach of a financial advisor agreement and a private placement agreement, which was settled in August 2024 for $4.5 million.
Related Party Transactions
- Shareholder loans received from Fosun International and its subsidiaries totaling €327.1 million as of December 31, 2025.
- Lease expenses of €1.1 million in 2023 to Shanghai Fosun Bund Property Co., Ltd., a joint venture of Fosun International.
- Transactions with Meritz Securities Co., Ltd. related to share buybacks, loan notes, and underwriting fees.
Stakeholder Impact
- Shareholders may face substantial losses due to the volatility of the company's securities and the potential for future dilution from warrant exercises.
- The company's ability to maintain its listing on the NYSE may be affected by the PCAOB's continued access to inspect its independent auditors.
- Investors may receive less or different information about the company compared to a U.S. domestic public company due to its foreign private issuer status.
- The company's reliance on home country corporate governance practices may afford less protection to shareholders than NYSE standards.
- The company's controlling shareholder, Fosun Group, has substantial influence, and its interests may not always align with other shareholders.
Next Steps
- Focus on sustainable development of core brands.
- Continue strategic optimization of retail channels.
- Enhance operational efficiency.
- Pursue potential add-on acquisitions as part of the growth strategy.
- Remediate material weaknesses in internal control over financial reporting.
Key Dates
| Date | Description |
|---|---|
| 2021-01-01 | Existing Warrant Agreement dated January 21, 2021. |
| 2021-09-23 | Grant of Restricted Stock Units (RSUs) under the RSUs Scheme. |
| 2021-10-01 | Official rebranding from Fosun Fashion Group to Lanvin Group. |
| 2022-10-16 | Meritz Private Placement Subscription Agreement dated October 16, 2022. |
| 2022-12-14 | Completion of the Business Combination and Listing on the NYSE. |
| 2023-01-01 | Effective date for the Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic Companies. |
| 2023-03-30 | Facility agreement entered into by Jeanne Lanvin S.A., LGHL, and Meritz. |
| 2023-12-01 | Meritz SBSA and Amended and Restated Meritz Relationship Agreement dated December 1, 2023. |
| 2024-01-01 | Wolford's new logistics provider commenced operations. |
| 2025-01-01 | Sergio Rossi factory assets and workforce transferred to Newco. |
| 2025-01-01 | Lanvin's new artistic director, Peter Copping, oversaw product categories. |
| 2025-01-01 | Lanvin made its official return to the Paris Fashion Week calendar with a runway presentation. |
| 2025-02-06 | Disposal of Caruso to MondeVita Italy S.r.l. |
| 2025-06-27 | Share buyback agreement with Meritz and issuance of Loan Note. |
| 2025-12-31 | Fiscal year end for financial reporting. |
| 2026-01-22 | Completion of the strategic transaction involving Sergio Rossi factory. |
Recommendation
sellThe company's deteriorating financial performance, marked by declining revenues, widening losses, significant impairments, and ongoing internal control weaknesses, coupled with the strategic challenges faced by its core brands, suggests a high degree of risk. The lack of clear positive catalysts and the continued reliance on shareholder support for liquidity indicate a negative outlook for the stock.
Keywords
Lanvin Group, Form 20-F, SEC Filing, Luxury Fashion, Financial Results, Revenue Decline, Net Loss, Brand Impairment, Operating Loss, Cash Flow, Internal Controls, Fashion Industry
Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.