Transaction Overview January 2020 - Investor Relations | Bath & Body ...

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Transaction Overview January 2020 - Investor Relations | Bath & Body ...
Transaction Overview
January 2020
Transaction Overview January 2020 - Investor Relations | Bath & Body ...
Cautionary Notices & Non-GAAP Financial Measures
                                                  Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995

 We caution that any forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995) contained in this presentation or made by our company or our management
 involve risks and uncertainties and are subject to change based on various factors, many of which are beyond our control. Accordingly, our future performance and financial results may differ materially
 from those expressed or implied in any such forward-looking statements. Words such as “estimate,” “project,” “plan,” “believe,” “expect,” “anticipate,” “intend,” “planned,” “potential” and any similar
 expressions may identify forward-looking statements. Risks associated with the following factors, among others, in some cases have affected and in the future could affect our financial performance and
 actual results and could cause actual results to differ materially from those expressed or implied in any forward-looking statements included in this presentation or otherwise made by our company or our
 management:

 •   general economic conditions, consumer confidence, consumer spending patterns and market disruptions including severe weather conditions, natural disasters, significant health hazards or
     pandemics, terrorist activities, financial crises, political crises or other major events, or the prospect of these events;
 •   divestitures or other dispositions, including any divestiture of Victoria’s Secret and related operations, could negatively impact our business, and contingent liabilities from businesses that we have sold
     could adversely affect our financial statements;
 •   the seasonality of our business;
 •   difficulties arising from turnover in company leadership or other key positions;
 •   our ability to attract, develop and retain qualified associates and manage labor-related costs;
 •   liabilities arising from divested businesses;
 •   the dependence on mall traffic and the availability of suitable store locations on appropriate terms;
 •   our ability to grow through new store openings and existing store remodels and expansions;
 •   our ability to successfully expand internationally and related risks;
 •   our independent franchise, license and wholesale partners;
 •   our direct channel businesses;
 •   our ability to protect our reputation and our brand images;
 •   our ability to attract customers with marketing, advertising and promotional programs;
 •   our ability to protect our trade names, trademarks and patents;
 •   the highly competitive nature of the retail industry and the segments in which we operate;
 •   consumer acceptance of our products and our ability to manage the life cycle of our brands, keep up with fashion trends, develop new merchandise and launch new product lines successfully;
 •   our ability to source, distribute and sell goods and materials on a global basis, including risks related to:
                      • political instability, environmental hazards or natural disasters;
                      • significant health hazards or pandemics, which could result in closed factories, reduced workforces, scarcity of raw materials, and scrutiny or embargoing of goods produced in
                           infected areas;
                      • duties, taxes and other charges;
                      • legal and regulatory matters;
                      • volatility in currency exchange rates;
                      • local business practices and political issues;
                      • potential delays or disruptions in shipping and transportation and related pricing impacts;
                      • disruption due to labor disputes; and
                      • changing expectations regarding product safety due to new legislation;

                                                                                                                                                                                                             2
Transaction Overview January 2020 - Investor Relations | Bath & Body ...
Cautionary Notices & Non-GAAP Financial Measures
                                                 Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995
•   our geographic concentration of vendor and distribution facilities in central Ohio;
•   fluctuations in foreign currency exchange rates;
•   stock price volatility;
•   our ability to pay dividends and related effects;
•   our ability to maintain our credit rating;
•   our ability to service or refinance our debt;
•   shareholder activism matters;
•   the ability of our vendors to deliver products in a timely manner, meet quality standards and comply with applicable laws and regulations;
•   fluctuations in product input costs;
•   our ability to adequately protect our assets from loss and theft;
•   fluctuations in energy costs;
•   increases in the costs of mailing, paper and printing;
•   claims arising from our self-insurance;
•   our ability to implement and maintain information technology systems and to protect associated data;
•   our ability to maintain the security of customer, associate, third-party or company information;
•   our ability to comply with laws and regulations or other obligations related to data privacy and security;
•   our ability to comply with regulatory requirements;
•   legal and compliance matters; and
•   tax, trade and other regulatory matters.

We are not under any obligation and do not intend to make publicly available any update or other revisions to any of the forward-looking statements contained in this presentation to reflect circumstances
existing after the date of this presentation or to reflect the occurrence of future events even if experience or future events make it clear that any expected results expressed or implied by those forward-
looking statements will not be realized.

Non-GAAP Financial Measures
In presenting the company's results, management has included and discussed certain non-GAAP financial measures. Management believes that these non-GAAP measures, which may be defined
differently by other companies, better explain the company's results of operations in a manner that allows for a more complete understanding of the underlying trends in the company's business. However,
these measures should not be viewed as a substitute for those determined in accordance with GAAP. For a description of non-GAAP financial measures and reconciliations used in this presentation,
please see the Appendix to this presentation.

                                                                                                                                                                                                          3
Transaction Overview January 2020 - Investor Relations | Bath & Body ...
Key Highlights

  1          Strong portfolio of highly recognized and global brands
                  Bath & Body Works – The #1 fragrance specialty retailer1 (with leading market share
                   across categories)
                  Victoria’s Secret – The #1 intimates retailer with strong global reach

  2          Committed to establishing Bath & Body Works as a pure-play public company; taking
             necessary steps to prepare Victoria’s Secret to operate on a separate, standalone basis

  3          Compelling digital presence and omni-channel capabilities

  4          Highly productive real estate footprint with strategic initiatives underway to right-size the fleet

  5          Strong liquidity and historical cash flow generation

  6          Highly experienced leadership team and Board of Directors

  1) Source: NPD Group
                                                                                                                   4
Transaction Overview January 2020 - Investor Relations | Bath & Body ...
2020 Actions
  As with most companies, COVID-19 defined 2020 for us
  Our stores were closed for significant periods of time during the first half of 2020
  We dedicated resources to maximize capacity in our direct fulfillment centers to meet increased customer demand, while focusing
  on distribution, fulfillment and call center safety.
   BBW Direct sales were up 109% and VS Direct sales were up 31% in 2020
  L Brands delivered record fourth quarter performance despite the impact of the pandemic. Total earnings per share were $3.03, an
  increase of 61% compared to adjusted $1.88 last year. Fourth quarter operating income increased 38% at BBW and 108% at VS
  We took action to maintain liquidity and conserve cash during the pandemic, resulting in a strong financial position, with $3.9 billion
  in cash at year-end and no amounts drawn under our revolving credit facility.
     Suspended the dividend and share repurchases
     Reduced capital expenditures
     Converted our revolving credit facility from a cash-flow based facility to an asset-backed loan facility
     Issued $1.25 billion in new notes with a portion of proceeds to retire the $450 million maturity due April 2021
     Issued $1.0 billion in new notes with proceeds to retire $1.0 billion maturities primarily due 2022/2023

  We have implemented a plan to achieve meaningful reductions in overhead expenses and to decentralize significant shared
  functions and services to support the creation of standalone companies (our Profit Improvement Plan). The plan is expected to
  reduce costs by $400 million on an annualized basis.
  We remain committed to a separation of Victoria’s Secret and Bath and Body Works; we retained Goldman Sachs and J.P. Morgan
  to serve as financial advisors on the separation of Bath & Body Works and Victoria’s Secret and are targeting an August separation

                                                                                                                                     5
Transaction Overview January 2020 - Investor Relations | Bath & Body ...
Profit Improvement Plan Expected To Yield $400 Million In Annual Cost Reduction beginning Q3 2020

1
      Victoria's Secret Merchandise Margin rate improvement through:
         Disciplined inventory management
         Sourcing / tariff mitigation
         More on trend fashion / full price selling

2
      Store selling cost rate reduction through changes in management structure and labor model

3
      Elimination / substantial reduction of worst store losses / rent reductions

         Closed ~240 VS stores in North America in 2020

4
      Adressed Victoria's Secret UK and China Operating losses

         UK: Announced partnership with Next, plc to operate a restructured VS coming out of administration
         China: Closed unprofitable flagship store in Hong Kong; restructured flagship leases in Shanghai and Beijing, reduced
          stores and headcount

5
     L Brands Home office overhead reductions (approximately 15% of headcount, ~850 associates)

                                                                                                                              6
Transaction Overview January 2020 - Investor Relations | Bath & Body ...
L Brands Historical Performance
BBW REVENUE                                                                 BBW OPERATING INCOME1                                                  BBW OPERATING INCOME BY QUARTER1
($ in millions)                                                             ($ in millions)                                                        ($ in millions)
                                                                                                                                                   $1,000
                                                                           $2,000                                                                                                                                          $914
  $7,000                                                                                                                     $1,832

                                                      $6,434                                                                                         $800
                                                                                                                                                                                      $664
                                                                           $1,500                                                                    $600
  $6,000
                                                                                                                                                                                                               $494
                                                                                                           $1,224
                                    $5,356                                                $1,103
                                                                                                                                                     $400                                              $349

  $5,000            $4,776                                                 $1,000
                                                                                                                                                                       $184   $209
                                                                                                                                                     $200      $168
                                                                                                                                                                                               $76

  $4,000                                                                     $500                                                                      $0
                    2018             2019              2020                                2018             2019             2020                             Q1 19 Q2 19 Q3 19 Q4 19 Q1 20 Q2 20 Q3 20 Q4 20
                                                                                                                            Adjusted                % to LY    30%     6%      9%      9%     (55%)     90%    137%        38%

  VS REVENUE                                                                 VS OPERATING INCOME1                                               VS OPERATING INCOME BY QUARTER1
  ($ in millions)                                                            ($ in millions)                                                    ($ in millions)

  $8,500                                                                                                                                                                                                                   $403
                  $8,103                                                 $600           $599                                                        $400

                                                                                                                                                    $300
                                 $7,509
  $7,500                                                                                                                                                                              $194
                                                                                                                                                    $200
                                                                         $400                                                                                                                                  $115
                                                                                                                                                    $100
                                                                                                                                                               $32    $35
  $6,500
                                                                                                                                                      $0
                                                                                                          $191
                                                  $5,413                 $200                                               $174
                                                                                                                                                   ($100)
  $5,500                                                                                                                                                                      ($70)                    ($87)
                                                                                                                                                   ($200)

  $4,500                                                                                                                                                                                      ($257)
                                                                            $0                                                                     ($300)
                  2018            2019             2020                                2018              2019              2020                               Q1 19 Q2 19 Q3 19 Q4 19 Q1 20 Q2 20 Q3 20 Q4 20
                                                                                      Adjusted          Adjusted          Adjusted                  % to LY (64%)     (71%)    nm     (46%)    nm       nm     264%        108%

                                                                     See Notes to Reconciliation of GAAP Financial Measures to Non-GAAP Financial Measures
    (1) Operating Income is depicted on a non‐GAAP reported basis.                                                                                                                                                    77
Transaction Overview January 2020 - Investor Relations | Bath & Body ...
Strong Portfolio of Highly Recognized and Global Brands

                                                                                              Specialty retailer of women's intimate and other apparel,
           One of the largest specialty personal care and home
                                                                                                 featuring fashion-inspired collections and prestige
        fragrance brands in the world, with $6.4 billion in net sales
                                                                                             fragrances, with $5.4 billion in net sales in 2020. Victoria’s
       in 2020 selling under the brands Bath & Body Works, White
                                                                                                 Secret also includes the brand PINK which markets
                      Barn, C.O. Bigelow and others.
                                                                                                        products to the college-aged woman.

        #1 Specialty Home Fragrance Retailer in America and
             #1 Brand in America for Body Moisturizer,                                                 #1 in Intimates market share (1)
                     Hand Soap & Hand Sanitizer

                                       1,736 Stores(2)                                                             871 Stores(2)

 (1)       Source: NPD Group
 (2)       Includes company-operated stores in the U.S. and Canada as of January 30, 2021.

                                                                                                                                                              8
Transaction Overview January 2020 - Investor Relations | Bath & Body ...
Bath & Body Works: The Specialty Fragrance Retailer
 Category Dominant

      BODY CARE & FRAGRANCE                           HOME FRAGRANCE       SOAPS & SANITIZERS

             ~30% Of BBW Sales*                       ~40% Of BBW Sales*   ~20% Of BBW Sales*

 A Uniquely Differentiated POV

                        FASHION                         EVERYDAY USE          GIFTABLE

 *Fiscal Year 2020 BBW net sales for US and Canada.
                                                                                                9
Transaction Overview January 2020 - Investor Relations | Bath & Body ...
Bath & Body Works: Store Overview
                                                                  BBW Stores by Location Type
      High profitability across all mall types in North America

      45% of stores are not in malls

      Leases provide significant protection based on occupancy and co-               Current Total
       tenancy provisions                                                               Stores(1)
                                                                                         1,736
      28% of stores are in C-mall locations and have a remaining average
       lease term of 3 years or less

      Minimal exposure in vulnerable venues due to strong lease termination
       rights which provide flexibility

                                                                       Sales Productivity

                                                                                        BBW U.S. Sales   per
                                                                                                           perAverage   Selling   Square
                                                                                                                                     Foot Foot
      Continued proactive management of real estate                                        BBW U.S. Sales    Average Selling Square
                                                                                                                                $931      $916
                                                                                                                     $891
      Performance based investment – we can and do adjust spending                    $815      $831      $844

       levels based on performance

      Diverse real estate portfolio across venue tiers and types

                                                                                       2015      2016      2017      2018       2019      2020
 (1)   Total BBW stores in US and Canada as of January 30, 2021
                                                                                                                                                 10
Bath & Body Works: Topline Consistency and Success

                                                                          Historical Quarterly Comps (BBW Segment)

                                                                                         Read & Quickly Correct

15%
                                                                                                                                                                                                    13%         13%
                                               12%                                                                                                                                                        12%

                                                          10%                                                                                                                                 10%                               10%
10%                                                                                                                       9%                                                                                               9%
                                                                          8%        8%                               8%                                                                  8%                           8%
                           7%        7%                                                                                                  7% 7%             7%
                                          6%                                   6%                                                   6%           6%                       6%        6%
                                                     5%              5%                  5%                     5%             5%                     5%        5%
 5%                                                             4%                            4% 4%                                                                            4%
                                                                                                           3%
                   2% 2%                                                                                                                                             2%
                                1%
                                                                                                      0%
 0%
           2009    Q1 Q2 Q3 Q4                  Q1 Q2 Q3 Q4          Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4               Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4               Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4                 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4
       Q1 Q2 Q3 Q4    2010                          2011                 2012        2013                     2014        2015                       2016        2017                        2018        2019
       ‐2%

 -5%
             ‐5%

-10%

                                                                                                                                                                                                                            11
Bath & Body Works: Digital Strengths and Capabilities
                     Digital Engagement                                                        Select examples

   More than 420 million website visits to bathandbodyworks.com            Social media presence:
    per year

   Robust social media engagement as a specialty retailer
     10 million Facebook followers
     6 million Instagram followers
     297 thousand followers on Twitter
     413 thousand Pinterest followers with 10 million monthly views

                                                                                                           Bath & Body Works direct net sales
                                                                                                              increased by 74% in Q4 2020
                                                              % of BBW
  Bath & Body Works Direct net sales ($mm):                 North America   Direct channel capabilities:
                                                                                                                  compared to Q4 2019

                                                    $2,003

                                          $958
                                $724
                      $559
            $452
  $362

  2015      2016      2017      2018       2019      2020

  10%       12%       14%       16%        19%       32%

                                                                                                                                       12
Victoria’s Secret: Business Overview

                                 Two Brands                                                                                                                           Two Channels

  871 company-operated stores (US and Canada)1                                                                                                             FY 2019                             FY 2020
   726 Victoria’s Secret
   145 PINK                                                                                                                                                               Direct 3                      Direct 3
                                                                                                                                                                             25%
  62 international company-operated stores                                                                                            Stores
                                                                                                                                                                                                          44%
                                                                                                                                                                           $1.7bn                        $2.2bn
  458 international franchised locations2                                                                                              75%                                            Stores
                                                                                                                                      $5.1bn                                           56%
                                                                                                                                                                                      $2.8bn

                                             Scale                                                                                                          Category Dominant
       Sizable footprint in North America
                                                                                                                                                              #1 in Intimates market share
       High unaided awareness
       Large customer base and strong online presence
       across various social media
       Global reach and appeal
 (1)   Includes company-operated stores in the U.S. and Canada as of January, 2021
 (2)   Represents Partner-Operated Stores for Victoria's Secret Beauty & Accessories - Travel Retail, Victoria's Secret Beauty & Accessories, Victoria’s Secret and PINK
 (3)   Direct penetration based on North America sales.

                                                                                                                                                                                                             13
Victoria’s Secret: Digital and Store Overview
                                       VS Digital                                                                        VS Stores
                                  Digital Engagement                                                            VS Stores by Location Type

    Victoria’s Secret:
          69 million followers on Instagram
          29 million fans on Facebook
          11 million followers on Twitter                                                     Current Total
          2 million followers on YouTube                                                        Stores(1)
                                                                                                   871
    PINK:
          14 million fans on Facebook
          8 million followers on Instagram
          6 million members of PINK Nation
          846 thousand followers on Twitter
                                                                                                                         Sales Productivity
                                                                            % of VS North
Victoria’s Secret Direct sales ($mm):                                         America       Victoria’s Secret VS
                                                                                                              U.S.
                                                                                                                 U.S.Sales
                                                                                                                     Sales perper Average
                                                                                                                               Average          Selling
                                                                                                                                       Selling Square Foot Square Foot

                                                                                                       $864       $844
                                                                            $2,223                                          $784       $757               Impacted
                                                                                                                                                 $702     by COVID
                                                  $1,747       $1,693                                                                                      closures
           $1,560       $1,582       $1,508

                                                                                                                                                           $426

            2015         2016         2017         2018         2019         2020

            20%          20%          20%          24%          25%          44%

              VS direct sales increased by 33% in Q4 2020 compared to Q4 2019                          2015       2016      2017       2018      2019       2020

   (1)    Total company‐operated VS stores in US and Canada as of January 30, 2021                                                                                 14
L Brands Historical Financials
                                                Net Sales                                                                     Adjusted EBITDA 1
($ in bn)                                                                                           ($ in bn)

                                                                                                                $2.6   $2.5
                                                 $12.6          $13.2     $12.9                                                                           $2.3
                $12.2           $12.6                                                                                             $2.3
                                                                                      $11.8
                                                                                                                                           $2.0
                                                                                                                                                  $1.8

                2015            2016             2017           2018      2019        2020                      2015   2016       2017     2018   2019   2020
% Growth         6.1%            3.5%            0.5%           4.8%      ‐2.4%      ‐8.3%          % Margin     22%   20%         18%     15%    14%    20%

                               Adjusted Operating Income 1                                                                Capital Expenditures
($ in bn)                                                                                           ($ in bn)

                  $2.2
                                   $2.0                                                                                $1.0
                                                    $1.7                                     $1.8
                                                                   $1.4                                         $0.7               $0.7
                                                                              $1.2                                                         $0.6
                                                                                                                                                  $0.5

                                                                                                                                                         $0.2

                 2015              2016             2017           2018       2019           2020               2015   2016       2017     2018   2019   2020
 % Margin         18.0%            16.2%           13.7%          10.9%      9.5%       15.3%        % of OCF    36%    50%        50%     46%    37%    11%
       (1) Non‐GAAP measure. See appendix for reconciliation.
                                                                                                                                                            15
Strong Liquidity and Historical Cash Flow Generation

     Liquidity ($mm)

                                                        Cash & Cash Equivalents                           Available Revolver                                        $4,693           We maintain
                                                                                                                                                                                significant liquidity
                                                                                                                                                                    $790
                          $2,926
                                                                                                                                                                                  through cash on
                                                                $2,506                                                                $2,480                                     the balance sheet
                                                                                                        $2,404
                                                                                                                                                                                     and capacity
                          $992
                                                                 $991                                   $991                           $981                         $3,903           through our
                                                                                                                                                                                   revolving credit
                         $1,934
                                                                $1,515                                 $1,413                         $1,499                                            facility
                                                                                                                                                                            1
                          2016                                    2017                                   2018                          2019                          2020

     Free cash flow 2 ($mm)

                                                                                                                                                                                We have generated
                                                                                                                                                                                 ~$700 million of
                                                                                                                                                                    $1,782      free cash flow2 or
                                                                                                                                                                                more in each of the
                           $1,000
                                                                   $699                                   $748                          $778                                    last 4 fiscal years

                            2016                                   2017                                   2018                          2019                         2020

                                                                            See Notes to Reconciliation of GAAP Financial Measures to Non-GAAP Financial Measures
Source:     SEC Filings.
(1)   2020 ABL Revolver availability based on borrowing base of $853mm less $63mm LCs outstanding as of 1/30/21.
(2)   Free Cash Flow is a non-GAAP measure that is defined as Operating Cash Flow less Capital Expenditures.
                                                                                                                                                                                                  16
Healthy Maturity Profile

($ in millions)

  $1,400

  $1,200                                                    $500

                                                   $1,000
  $1,000
                                                                                                       $1,000                                    $1,000

     $800                   $860 $285                       9.375%

                                                            $750
                                                                                                                                                           $700
     $600
                         $450
                                          $320                                       $500     $500
     $400

                                          $320                                                                                 $350
                                 $285                                       $297
     $200                                                                                                                                                           $247
                          $180
                                 5.625%   5.625%            6.875%          6.694%   5.250%   7.500%    6.625%                 6.950%             6.875%   6.750%   7.600%
       $0
                  2020    2021   2022     2023     2024     2025     2026   2027     2028     2029      2030     2031   2032   2033     2034      2035     2036     2037

                     $0.6 Billion + $180 Million SRP                                  $2.3 Billion                                             $2.2 Billion

                                           Outstanding Bonds                             SRP Termination / Payout                       Amended ABL Revolver

                                                                                                                                                                             17
Historical Leverage Ratios

         ($'s in Millions)                                  2015              …...           2018                 2019       2020

         Balance Sheet Debt                                $5,721                           $5,811               $5,547      $6,366
         Balance Sheet Lease Liability                      3,074                            3,740                3,530      3,087
         Adjusted Debt                                     $8,795                           $9,551               $9,077      $9,453

         Adjusted Operating Income                         $2,192                           $1,437               $1,231      $1,808
         Other                                                 (2)                              5                   15           4
         Depreciation                                        415                              547                  588         521
         Rent                                                683                              831                  837         765
         EBITDAR                                           $3,288                           $2,820               $2,671      $3,098

         Adjusted Debt/EBITDAR                                   2.7x                             3.4x                3.4x     3.1x

         Face Value of Debt                                $5,757                           $5,873               $5,611      $6,449
         Adjusted EBITDA                                   $2,605                           $1,989               $1,834      $2,333
         Debt/EBITDA                                         2.2x                             3.0x                 3.1x        2.8x

                              See Notes to Reconciliation of GAAP Financial Measures to Non-GAAP Financial Measures
                                                                                                                                      18
Highly Experienced Leadership Team
            Andrew Meslow                                    Julie Rosen                                     Chris Cramer
            Chief Executive Officer, L Brands /              President,                                      Executive Vice President and
            Bath & Body Works                                Bath & Body Works                               Chief Operating Officer,
                                                                                                             Bath & Body Works

  Joined:                                          Joined:                                         Joined:
  2003                                             2020                                            2001

            Martin Waters                                    Greg Unis                                       Amy Hauk
            Chief Executive Officer, Victoria's              Chief Executive Officer, Victoria’s             Chief Executive Officer, Victoria’s
            Secret                                           Secret Beauty                                   Secret PINK

  Joined:                                          Joined:                                         Joined:
  2008                                             2016                                            2008

            Stuart Burgdoerfer                               Dein Boyle                                      Jamie Bersani
            Executive Vice President and                     Chief Operating Officer,                        President, Real Estate
            Chief Financial Officer                          Victoria's Secret

  Joined:                                          Joined:                                         Joined:
                                       CSC Index                                                                              Ernst & Whinney
  2007                                             2004                                            1986

                                                                                                                                              19
APPENDIX
Reconciliation of Reported To Adjusted Results
                                                               L BRANDS, INC. AND SUBSIDIARIES
                                                              ADJUSTED FINANCIAL INFORMATION
                                                 THIRTEEN WEEKS ENDED JANUARY 30, 2021 AND FEBRUARY 1, 2020
                                                                           (Unaudited)
                                                            (In thousands except per share amounts)

                                                                                          2020                                                              2019

                                                                   Reported            Adjustments           Adjusted                Reported            Adjustments        Adjusted
 Net Sales                                                     $      4,817,940    $                 -   $      4,817,940        $      4,707,141    $              -   $      4,707,141
 Costs of Goods Sold, Buying & Occupancy                             (2,511,020)                     -         (2,511,020)             (2,913,454)             35,384         (2,878,070)
 Gross Profit                                                         2,306,920                      -          2,306,920               1,793,687              35,384          1,829,071
 General, Administrative and Store Operating Expenses                (1,034,319)                     -         (1,034,319)             (1,022,397)                  -         (1,022,397)
 Impairment of Victoria's Secret Goodwill                                     -                      -                  -                (689,576)            689,576                  -
 Operating Income                                                     1,272,601                      -          1,272,601                  81,714             724,960            806,674
 Interest Expense                                                      (116,690)                     -           (116,690)                (91,977)                  -            (91,977)
 Other Income (Loss)                                                       (546)                     -               (546)                  3,720                   -              3,720

 Income (Loss) Before Income Taxes                                   1,155,365                       -         1,155,365                  (6,543)             724,960           718,417
 Provision for Income Taxes                                            295,034                       -           295,034                 185,712                8,997           194,709

 Net Income (Loss)                                             $       860,331     $                 -   $       860,331         $       (192,255)   $        715,963   $       523,708

 Net Income (Loss) Per Diluted Share                           $           3.03                          $           3.03        $          (0.70)                      $           1.88

 Weighted Average Shares Outstanding 1                                 283,802                                   283,802                 276,477                                278,785

                                              See Notes to Reconciliation of GAAP Financial Measures to Non-GAAP Financial Measures.

   1
       - Reported Weighted Average Shares Outstanding in the fourth quarter of 2019 reflects basic shares due to the Net Loss.

                                                                                                                                                                                    21
Reconciliation of Reported To Adjusted Results
                                                                         L BRANDS, INC. AND SUBSIDIARIES
                                                                        ADJUSTED FINANCIAL INFORMATION
                                                   FIFTY-TWO WEEKS ENDED JANUARY 30, 2021 AND FEBRUARY 1, 2020
                                                                                        (Unaudited)
                                                                       (In thousands except per share amounts)

                                                                                               2020                                                        2019

                                                                        Reported            Adjustments         Adjusted            Reported            Adjustments        Adjusted
  Net Sales                                                        $     11,846,891     $              -    $    11,846,891     $    12,914,236     $              -   $    12,914,236
  Costs of Goods Sold, Buying & Occupancy                                 (7,180,393)            175,806          (7,004,587)         (8,463,793)            252,442         (8,211,351)
  Gross Profit                                                             4,666,498             175,806           4,842,304           4,450,443             252,442          4,702,885
  General, Administrative and Store Operating Expenses                    (3,086,944)             52,749          (3,034,195)         (3,471,946)                  -         (3,471,946)
  Impairment of Victoria's Secret Goodwill                                         -                   -                   -            (720,051)            720,051                  -
  Operating Income                                                         1,579,554             228,555           1,808,109             258,446             972,493          1,230,939
  Interest Expense                                                          (438,462)                  -            (438,462)           (378,082)                  -           (378,082)
  Other Income (Loss)                                                        (48,774)             52,668               3,894             (61,830)             76,781             14,951

  Income (Loss) Before Income Taxes                                       1,092,318              281,223          1,373,541             (181,466)          1,049,274           867,808
  Provision for Income Taxes                                                247,868              151,205            399,073              184,930              45,544           230,474

  Net Income (Loss)                                                $        844,450     $        130,018    $       974,468     $       (366,396)   $      1,003,730   $       637,334

  Net Income (Loss) Per Diluted Share                              $            3.00                        $           3.46    $          (1.33)                      $           2.29

  Weighted Average Shares Outstanding 1                                     281,471                                 281,471             276,163                                278,356

                                                See Notes to Reconciliation of GAAP Financial Measures to Non-GAAP Financial Measures.

    1
        - Reported Weighted Average Shares Outstanding in 2019 reflects basic shares due to the Net Loss.

                                                                                                                                                                                      22
Reconciliation of Adjusted Operating Income and Adjusted EBITDA
                                                                                                                                Fiscal Year Ended
                                                                                       January 30,       February 1,       February 2,       February 3,       January 28,       January 30,
             ($'s in Millions)                                                            2021              2020              2019              2018              2017              2016

            Details of Special Items ‐ Income (Expense)
             Impairment of Victoria's Secret Goodwill                                  $       ‐         $      (720)      $        ‐       $        ‐         $       ‐         $       ‐
             Victoria's Secret Store‐Related Asset Impairment                                 (214)             (252)               (81)                   ‐                 ‐                 ‐
             Henri Bendel Closure Costs                                                              ‐                 ‐            (20)                   ‐                 ‐                 ‐
             Loss on Divestiture of La Senza                                                         ‐                 ‐            (99)                   ‐                 ‐                 ‐
             Victoria's Secret Restructuring                                                   (51)                    ‐                ‐                  ‐           (35)                    ‐
             Bath & Body Works/Other Restructuring                                             (30)
             Hong Kong Store Closure and Lease Termination                                      36                     ‐                ‐                  ‐                 ‐                 ‐
             Victoria's Secret UK Joint Venture                                                 30                     ‐                ‐                  ‐                 ‐                 ‐
            Special Items included in Operating Income (a)                                    (229)             (972)             (200)                    ‐           (35)                    ‐

             La Senza Charges                                                                  ‐                 (37)                   ‐                  ‐                 ‐                 ‐
             Loss on Extinguishment of Debt                                                    (53)              (40)                   ‐            (45)              (36)                    ‐
             Gain on Distribution from Easton Town Center, LLC                                       ‐                 ‐                ‐                  ‐           108                     ‐
             Gain on Divestiture of Third‐party Apparel Sourcing Business                            ‐                 ‐                ‐                  ‐                 ‐            78
             Special Items included in Other Income (Loss) (b)                                 (53)              (77)                   ‐            (45)                  72             78

            Special Items Included in EBITDA (a) + (b)                                        (282)           (1,049)             (200)              (45)                  37             78
            Reconciliation of Reported Operating Income to Adjusted Operating Income
             Reported Operating Income (Loss)                                          $     1,580       $       258       $     1,237      $      1,728       $     2,003       $     2,192
             Special Items included in Operating Income (Loss)(a)                              229               972               200                     ‐               35                  ‐
            Adjusted Operating Income (Loss)                                           $     1,808       $     1,230       $     1,437      $      1,728       $     2,038       $     2,192

            Reconciliation of Net Income (Loss) to EBITDA to Adjusted EBITDA
             Reporting Net Income (Loss)                                               $       844       $      (366)      $       644      $        983       $     1,158       $     1,253
             Interest Expense                                                          $       438       $       378       $       385      $        406       $       394       $       334
             Income Tax Expense                                                        $       248       $       185       $       213      $        329       $       538       $       681
             Depreciation & Amortization                                               $       521       $       588       $       547      $        524       $       472       $       415
             EBITDA                                                                    $     2,051       $       785       $     1,789      $      2,242       $     2,562       $     2,683
             Special Items included in EBITDA (a) + (b)                                        282             1,049               200                45       $       (37)              (78)
            Adjusted EBITDA                                                            $     2,333       $     1,834       $     1,989      $      2,287       $     2,525       $     2,605

 See the following pages for notes
                                                                                                                                                                                                   23
Reconciliation of Segment Adjusted Operating Income/(Loss)

Reflects new segment reporting effective October 31, 2020

                                                        January 30, 2021                              February 1, 2020                   February 2, 2019
          ($'s in Millions)               Q1 20    Q2 20 Q3 20 Q4 20         Full Year   Q1 19    Q2 19 Q3 19 Q4 19         Full Year        Full Year
Bath & Body Works
 Reported Operating Income                  $76     $337     $494    $914       $1,820    $168     $184     $209    $664        $1,224          $1,103
 Adjustments                                ‐        12        0      ‐            12      ‐        ‐        ‐       ‐             ‐               ‐
 Adjusted Operating Income                  $76     $349     $494    $914       $1,832    $168     $184     $209    $664        $1,224          $1,103

Victoria's Secret
  Reported Operating Income/(Loss)        ($354) ($219)     $145     $403        ($25)    $32      $35     ($318) ($531)        ($782)           $518
  Adjustments                                97    132       (30)     ‐           199     ‐        ‐         248    725           972              81
  Adjusted Operating Income/(Loss)        ($257) ($87)      $115     $403        $174     $32      $35      ($70) $194           $191            $599

Other
 Reported Operating Income/(Loss)          ($40)    ($74)    ($58)   ($45)      ($216)    ($46)    ($44)    ($42)   ($51)       ($184)          ($384)
 Adjustments                                ‐         18      ‐       ‐            18      ‐        ‐        ‐       ‐            ‐               120
 Adjusted Operating Income/(Loss)          ($40)    ($56)    ($58)   ($45)      ($198)    ($46)    ($44)    ($42)   ($51)       ($184)          ($265)

Total L Brands
 Reported Operating Income/(Loss)         ($318)    $44      $581 $1,273       $1,579     $153     $175    ($151) $82           $258          $1,237
 Adjustments                                  97    162       (30)    ‐           229      ‐        ‐        248  725             972            200
 Adjusted Operating Income/(Loss)         $ (221) $ 206     $ 551 $ 1,273    $ 1,808     $ 153    $ 175    $ 96 $ 807       $   1,231       $ 1,437

                                                                                                                                                        24
Notes to Reconciliation of Adjusted Results
                                                                         L BRANDS, INC. AND SUBSIDIARIES
                                                              NOTES TO RECONCILIATION OF GAAP FINANCIAL MEASURES
                                                                        TO NON-GAAP FINANCIAL MEASURES
                                                                                    (Unaudited)

The Adjusted Financial Information should not be construed as an alternative to the reported results determined in accordance with generally accepted accounting principles. Further, the Company’s
definition of adjusted income information may differ from similarly titled measures used by other companies. Management believes that the presentation of adjusted financial information provides
additional information to investors to facilitate the comparison of past and present operations. While it is not possible to predict future results, management believes the adjusted information is useful for
the assessment of the ongoing operations of the Company because the adjusted items are not indicative of our ongoing operations due to their size and nature. Additionally, management uses adjusted
financial information as key performance measures of results of operations for the purpose of evaluating performance internally. The Adjusted Financial Information should be read in conjunction with the
Company’s historical financial statements and notes thereto contained in the Company’s quarterly reports on Form 10-Q and annual report on Form 10-K.

The “Adjusted Financial Information” provided in the attached reflects the following non-GAAP financial measures:

Fiscal 2020

In the fourth quarter of 2020, there were no adjustments to results.

In the third quarter of 2020, adjusted results exclude the following:

              A $52.7 million pre-tax loss ($40.0 million net of tax of $12.7 million), included in other income (loss), associated with the early extinguishment of outstanding notes.

              A $29.9 million pre-tax gain ($27.2 million net of tax of $2.7 million), included in general, administrative and store operating expenses, related to the establishment of a joint venture for the
               Victoria’s Secret U.K. and Ireland business with Next PLC.

              A $23.1 million net income tax benefit related to tax matters associated with foreign investments and recent changes in tax legislation.

In the second quarter of 2020, adjusted results exclude the following:

              A $117.1 million charge ($98.7 million net of tax of $18.5 million), included in buying and occupancy expenses, related to the impairment of certain Victoria’s Secret lease and store assets.

              An $80.8 million charge ($65.2 million net of tax of $15.6 million), included in general, administrative and store operating expenses, related to previously announced restructuring actions.

              A $36.3 million gain ($24.7 million net of tax of $11.6 million), principally included in buying and occupancy expenses, related to the closure and termination of our lease and the related
               liability for the Victoria’s Secret Hong Kong flagship store.

              A $20.5 million income tax benefit related to recent changes in tax legislation included in the CARES Act.

                                                                                                                                                                                                               25
Notes to Reconciliation of Adjusted Results
                                                                          L BRANDS, INC. AND SUBSIDIARIES
                                                               NOTES TO RECONCILIATION OF GAAP FINANCIAL MEASURES
                                                                         TO NON-GAAP FINANCIAL MEASURES
                                                                                     (Unaudited)

In the first quarter of 2020, adjusted results exclude the following:

               A $96.8 million charge ($72.0 million net of tax of $24.8 million), included in buying and occupancy expenses, related to the impairment of certain Victoria’s Secret store assets.

               A $50.4 million tax benefit related to the resolution of certain tax matters.

Fiscal 2019

In the fourth quarter of 2019, adjusted results exclude the following:

               A $689.6 million charge ($686.4 million net of tax of $3.2 million) related to the impairment of Victoria’s Secret goodwill.

               A $35.4 million charge ($29.5 million net of tax of $5.8 million), included in buying and occupancy expenses, related to the impairment of certain Victoria’s Secret store-related assets.

In the third quarter of 2019, adjusted results exclude the following:

               A $217.1 million charge ($199.6 million net of tax of $17.5 million), included in buying and occupancy expenses, related to the impairment of Victoria’s Secret store-related assets.

               A $30.5 million charge (no tax impact) related to the impairment of Victoria’s Secret goodwill.

               A $37.2 million charge ($27.7 million net of tax of $9.5 million), included in other income (loss), to increase reserves related to ongoing guarantees for the La Senza business which was
                sold in the fourth quarter of 2018.

In the second quarter of 2019, adjusted results exclude the following:

               A $39.6 million pre-tax loss ($30.0 million net of tax of $9.5 million), included in other income (loss), associated with the early extinguishment of $764 million in outstanding notes maturing
                between 2020 and 2022 through the issuance of $500 million of new notes maturing in 2029 and the use of $315 million in cash, lowering total debt by $264 million.

In the first quarter of 2019, there were no adjustments to results.

                                                                                                                                                                                                              26
Notes to Reconciliation of Adjusted Results
                                                                            L BRANDS, INC. AND SUBSIDIARIES
                                                                 NOTES TO RECONCILIATION OF GAAP FINANCIAL MEASURES
                                                                           TO NON-GAAP FINANCIAL MEASURES
                                                                                       (Unaudited)

 Fiscal 2018
    A $99.2 million ($55.1 million net of tax of $44.1 million) loss on the sale of La Senza to an affiliate of Regent LP.
    An $80.9 million charge ($72.7 million net of tax of $8.2 million), included in buying and occupancy expenses, related to the impairment of certain Victoria’s Secret store-related assets.
    $20.3 million ($15.0 million net of tax of $5.3 million) of Henri Bendel closure costs, included in buying and occupancy expenses ($13.8 million) and general, administrative and store operating
     expenses ($6.5 million).
 Fiscal 2017
    A $45.0 million pre-tax loss ($28.8 million net of tax of $16.2 million), included in other income (loss), associated with the early extinguishment of our June 2019 notes.
    A $92.2 million tax benefit related to changes in U.S. tax legislation.
 Fiscal 2016
    A $41.7 million tax benefit related to the favorable resolution of a discrete income tax matter.
    A $108.3 million pre-tax gain ($70.2 million net of tax of $38.1 million), included in other income (loss), related to a $124.4 million cash distribution from Easton Town Center.
    A $35.8 million pre-tax loss ($22.4 million net of tax of $13.4 million), included in other income (loss), associated with the early extinguishment of our July 2017 notes.
    Pre-tax charges of $34.5 million ($21.4 million net of tax of $13.1 million) related to actions at Victoria’s Secret, including severance charges, fabric cancellations and the write-off of catalogue paper.

 Fiscal 2015

    A $78 million pre-tax gain related to the sale of our remaining interest in the third-party apparel sourcing business.

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