185000000 IT Holding Finance SA

IT HOLDING S.p.A. Notes to the consolidated financial statements for the year ended December 31, 2003
8. Acquisition and disposal of subsidiaries
In 2003 the acquisition and disposal of subsidiaries are the following:
Acquisitions:
• Acquisition of 100% of SERVIZI MODA S.r.l. with registered office in Pettoranello di Molise (IS) from third
parties;
• ITTIERRE ACCESSORIES S.p.A., set up in 2003, with registered office in Pettoranello di Molise (IS), active in
the creation, production and marketing of clothing accessories in leather and fabrics;
• IT RESEARCH S.c.a r.l.; set up in 2003, this is a consortium in which all Group companies have equal
shareholdings. It organizes training courses directly or on behalf of consortium members and/or other public and
private entities.
Disposals:
• FINANCIÈRE MELPAR HOLDING S.A., Luxembourg-based company in liquidation.
• BIEMME S.r.l., sold to third parties in 2003.
• MALO S.p.A., following its merger into ITTIERRE S.p.A.
9. Significant Events after the Year-end
March
• March6, 2004 marked the official opening of the GF Ferré boutique in Rome, owned by a business partner of the
Group. The space spans 150 square meters and will showcase the young men’s and women’s apparel and
accessories collections, presented to the public and the press in June 2003. The ready-to-wear, accessories,
eyewear, and perfume collections are gathered under the GF Ferré and Gianfranco Ferré brands. They target two
distinct groups of customers: young people and adults in general. These two brands are the result of an image and
product streamlining project as part of the brand relaunch plan.
• On March 18, 2004, Professor Claudio Demattè unexpectedly passed away. He had served as director of the
holding company, bringing his excellent qualifications, expertise and experience to the board. The company
regrets the loss of Professor Demattè, whose personal and professional qualities were much admired.
• Also on March18, 2004, the owned Gianfranco Ferré boutique officially opened in Munich. The space covers 350
square meters and is furnished in line with the store concept previously applied to the directly operated stores in
Milano, Paris, Cannes, Capri, and Porto Cervo. It will showcase the Gianfranco Ferré men’s and women’s
collections from Spring/Summer 2004. This investment is part of the Ferré relaunch plan, whereby the most
important showrooms are renovated and the product range coordinated and expanded.
• On March 25, 2004, IT HOLDING S.p.A. sold its 90% shareholding in IBEX 2001 S.p.A. to I.C.R.—Industrie
Cosmetiche Riunite S.p.A., owned by Mr. Roberto Martone. Together with shareholder Mr. Roberto Martone,
IBEX 2001 S.p.A. controls ITF S.p.A., which was set up in September 2001 to develop and distribute perfumes
and cosmetics under brands licensed by the IT Holding Group and third parties. At the time of the sale, ITF S.p.A.
had 25-year license agreements with certain IT Holding Group companies. For IT HOLDING S.p.A., the
transaction is in line with its strategy of focusing on the core business, comprised of the apparel and accessories
collections of owned and licensed brands. Furthermore, the proceeds from the sale have made the Group more
financially flexible.
The sale took place following negotiations between the parties. A merchant bank confirmed the sales price of
Euro 31.5 million in its appraisal. The consideration was paid upon signature of the sales contract. This sale will
generate a capital gain of approximately Euro 30 million in the consolidated financial statements. Lastly, IT
HOLDING S.p.A. has not provided for any changes in the fees of the directors of the company or of any of its
subsidiaries following the above transaction.
• In the first quarter 2004, FERRÉ FINANCE S.A. repurchased "Ferré Finance 7% 05/05" bonds it had issued and
cancelled them, for a total of Euro 25 million.
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