VSTE3

Veste S.A. Estilo, traded on B3 under the ticker VSTE3, is a company in the apparel and accessories retail sector focused on the high-end fashion segment. Founded in 1982 under the name Restoque Comércio de Roupas Ltda., the company began its trajectory with the creation of the Le Lis Blanc brand in 1988, geared toward women’s fashion for a higher-income audience. The first store was opened in Shopping Iguatemi, in São Paulo, and over the following years the company expanded its presence through proprietary stores, multibrand retailers and licensed units in several Brazilian cities. In 2008, it went public on B3, channeling funds to accelerate the expansion of its store network, repurchase licensed operations and strengthen the development of its own brands, consolidating itself as a relevant group in Brazil’s premium apparel market.

Veste’s development was marked by strategic acquisitions of well-known brands in the fashion segment. In 2008, the company acquired the BO.BÔ brand, which at the time was based on a single showroom, and redesigned and repositioned it, moving to distribute it through proprietary stores, an online channel and multibrand boutiques. In 2012, it acquired John John, originally focused on wholesale jeans sales, and transformed it into a retail operation with proprietary stores. In 2014, it bought Dudalina, a traditional shirt manufacturer founded in 1957, known for the quality of its products and which expanded its line into a complete men’s and women’s wardrobe; the share merger was concluded in 2017. These acquisitions expanded the brand portfolio, store base and reach in the multibrand channel, reinforcing Veste’s presence in different niches of the higher value-added fashion market.

Veste’s operating structure combines a retail network, B2B distribution and outlets. As of December 31, 2024, the company had 176 proprietary stores distributed among five main brands — Le Lis, Dudalina, John John, BO.BÔ and Individual — in addition to 11 outlets under the Estoque banner and 7 franchise agreements. The company also sells its products through approximately 3,000 multibrand stores across Brazil, which extends the reach of its collections beyond major urban centers. VSTE3 shares reflect a business model based on a portfolio of complementary brands, each with its own positioning and target audience, but all leveraged by an integrated platform for design, production, logistics and distribution. Le Lis, for example, accounts for around half of gross revenue, while Dudalina and John John represent a relevant share of sales, underscoring the concentration in a few brands with high penetration in the premium segment.

Veste’s portfolio is focused on apparel and accessories, with diversification into home and fragrance items. The product line covers women’s, men’s and children’s clothing, including shirts, dresses, tops, blouses, T-shirts, polos, pants, skirts, jackets, coats, shorts, blazers and suits. The company also operates in accessories such as handbags, footwear, fashion jewelry, belts, scarves and ties, as well as home décor items — such as dishes, vases, glasses, cushions, flatware and trays — and fragrance and personal care products, including candles, diffusers, home sprays, soaps and perfumes. The collections are developed by design teams dedicated to each brand, which monitor domestic and international fashion trends to quickly translate these references into new products. Development includes structured stages of research, design, prototyping, fabric testing, quality control and subsequent industrialization in either in-house factories or third-party suppliers.

From an industrial and logistics standpoint, Veste combines in-house and outsourced production. The company has two manufacturing units, located in the states of Paraná and Goiás, responsible for part of its apparel production, while most products are made by third parties in Brazil and abroad. In 2024, approximately 71% of revenue came from items manufactured in Brazil, with 19% produced internally and 52% by domestic suppliers, while 29% came from products made abroad. Distribution is centralized in three distribution centers located in São Paulo (SP), Aparecida de Goiânia (GO) and Extrema (MG). Each center serves specific groups of brands and channels, including proprietary stores, multibrand retailers, franchises, e-commerce and outlets, using road and air transport via third-party carriers. This logistics infrastructure plays a central role in inventory replenishment and in operating an omnichannel model that integrates physical stores and digital channels.

The company structures its revenue across three main operating channels. The B2C channel, which includes physical stores and e-commerce, accounted for 75.3% of gross revenue in 2024, highlighting the importance of direct interaction with end consumers. The B2B channel, aimed at multibrand retailers and other commercial partners, represented 17.0% of gross revenue, while the outlet channel contributed 7.7%. The geographic presence of proprietary stores is concentrated in states with higher income and population density, with São Paulo standing out for hosting most points of sale, followed by locations in states such as Paraná, Minas Gerais, Santa Catarina, Rio de Janeiro, Rio Grande do Sul, the Federal District and other regions. The company did not generate revenue abroad in the most recent fiscal year, characterizing an essentially domestic operation focused on the Brazilian market for high-end apparel and accessories.

In the competitive landscape, Veste operates in a fragmented market, in which small local stores and national brands predominate, with a relatively limited presence of international competitors in the premium segment. The company identifies as competitors several relevant fashion brands in Brazil, operating in similar niches of apparel, jeanswear, lifestyle and affordable luxury products. Entry barriers for foreign players include the need to build relationships with shopping malls, adapt collections to a retail calendar inverted relative to the northern hemisphere, and navigate tax and logistics complexity, in addition to credit and distribution challenges in serving the extensive multibrand store network. In this context, operating scale, logistics reach and the installed base of points of sale contribute to the company’s competitive positioning in the domestic market.

Veste’s activities are influenced by regulatory requirements typical of retail, the textile industry and the marketing of cosmetics and home products. To operate stores and distribution centers, the company depends on municipal operating licenses, land-use and operating permits, fire department inspection certificates and, in some cases, health surveillance authorizations. On the environmental front, the apparel manufacturing units are subject to environmental licensing in its various phases (site selection, installation and operation), requiring periodic issuance and renewal of permits and compliance with rules on any use of water resources and waste disposal. The company also benefits from tax incentives related to ICMS in certain states, such as São Paulo and Goiás, through industrial development programs, which can affect the cost structure of its manufacturing operations.

Regarding environmental, social and governance practices, Veste publishes annual sustainability reports, which in 2025 reached their fourth edition. The report for 2024 is prepared based on the Global Reporting Initiative (GRI) guidelines and linked to the UN Sustainable Development Goals (SDGs), aligning its content with the principles of the Global Compact. The company conducts materiality studies to identify short- and medium-term priority topics in its ESG agenda, in order to guide impact management and define key performance indicators. Although the sustainability report is not audited by an independent entity, the financial statements used as an information base undergo external audit, providing greater robustness to the economic and financial information disclosed to the market about Veste and its VSTE3 shares.