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DUFRY AG Listing of 4,218,750 Registered Shares

DUFRY AG Listing of 4,218,750 Registered Shares

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The retail business is highly competitive.<br />

Dufry also competes to attract retail customers. As Dufry’s sales <strong>of</strong> non-traditional duty-free products<br />

increases, Dufry must compete with other, non-airport retailers, such as ‘High Street’ retailers. Some <strong>of</strong> Dufry’s<br />

retail competitors may have greater financial resources, greater purchasing economies <strong>of</strong> scale and/or lower cost<br />

bases, any <strong>of</strong> which may give them a competitive advantage over Dufry. If Dufry were to lose market share to<br />

competitors, its revenues would be reduced and its business, financial condition and results <strong>of</strong> operations<br />

adversely affected. See “Business—Competition.”<br />

Dufry relies on a limited number <strong>of</strong> suppliers.<br />

Dufry relies on a small number <strong>of</strong> suppliers for the majority <strong>of</strong> its purchases in each major product<br />

category. Future consolidation may reduce Dufry’s number <strong>of</strong> suppliers even further. As a result, Dufry’s<br />

suppliers may have increased bargaining power and Dufry may be required to accept less favorable purchasing<br />

terms. In addition, in the event <strong>of</strong> a dispute with any supplier, the delivery <strong>of</strong> a significant amount <strong>of</strong><br />

merchandise may be delayed or cancelled, or the Company may be forced to purchase merchandise from other<br />

suppliers on less favorable terms. Such events could cause revenues to fall and costs to increase, adversely<br />

affecting the Company’s business, financial condition and results <strong>of</strong> operations.<br />

Dufry has operations in emerging markets which exposes it to risks inherent to such less developed<br />

markets.<br />

Dufry has operations in a number <strong>of</strong> emerging markets. Business climates in these countries expose the<br />

Dufry Group to a variety <strong>of</strong> greater political, economic, legal and social uncertainties than countries with more<br />

developed institutional structures, and the risk <strong>of</strong> loss resulting from changes in law, economic and social<br />

upheaval and other factors may be substantial. Among the more significant risks <strong>of</strong> operating and investing in<br />

emerging market countries are those arising from interruption <strong>of</strong> operations due to political or social instability,<br />

the establishment or enforcement <strong>of</strong> foreign exchange restrictions, which could effectively prevent Dufry from<br />

repatriating pr<strong>of</strong>its, liquidating assets or withdrawing from one or more <strong>of</strong> these countries. Furthermore, changes<br />

in tax regulations or enforcement mechanisms could substantially reduce or eliminate any revenues and pr<strong>of</strong>its<br />

derived from operations in these countries and reduce significantly the value <strong>of</strong> assets related to such operations.<br />

Another aspect <strong>of</strong> certain emerging markets is the inadequacy <strong>of</strong> the legal system and law enforcement<br />

mechanism, which leaves Dufry exposed to the possibility <strong>of</strong> considerable loss as a result <strong>of</strong> abusive practices<br />

by competitors, parties with which it contracts or others.<br />

Exchange rate fluctuations may have a material negative effect on Dufry’s business, financial condition<br />

and results <strong>of</strong> operations.<br />

Dufry faces two types <strong>of</strong> exchange rate risk. Firstly, it faces transaction exposure: a certain amount <strong>of</strong> its<br />

sales are denominated in the currencies <strong>of</strong> the countries in which it operates, while its related costs and expenses<br />

are primarily denominated in US dollars or Euro, and vice versa. Therefore, significant movements in currency<br />

rates may have an adverse effect on its business, financial condition and results <strong>of</strong> operations. In Brazil, for<br />

instance the product pricing is done in US dollars. A depreciation <strong>of</strong> the Brazilian real leads to a diminished<br />

purchase power <strong>of</strong> local customers, whereas an appreciation strengthens the Brazilian’s purchase power. Some<br />

fix costs are denominated in Brazilian reais. Thus, any fluctuations in the value <strong>of</strong> the Brazilian real versus the<br />

US dollar can adversely affect Dufry’s Brazilian business, its financial condition and results <strong>of</strong> operations.<br />

The second type <strong>of</strong> risk is the translation exposure, which arises as a result <strong>of</strong> Dufry’s reporting in Swiss<br />

Francs, while a major part <strong>of</strong> its assets and liabilities are denominated in currencies other than the Swiss Franc.<br />

E.g., in the first half <strong>of</strong> 2008, Dufry’s turnover increased by 15.3 percent in comparison to the first half <strong>of</strong> 2007<br />

measured on constant foreign exchange rates, but the negative foreign exchange accounting effects <strong>of</strong> 11.1<br />

percent mainly related to the translation <strong>of</strong> the weakening US dollar against the Swiss Franc resulted in a<br />

turnover growth <strong>of</strong> only 4.2 percent relative to the first six months 2007. Therefore, increases and decreases in<br />

the value <strong>of</strong> the Swiss Franc against other currencies may affect operating and financial results and cash flows,<br />

and the value <strong>of</strong> its assets and liabilities as reported in its consolidated financial statements.<br />

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