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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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Brands and goodwill<br />

The Group tests brands and goodwill annually for impairment. The underlying calculation requires the use<br />

<strong>of</strong> estimates.<br />

Income taxes<br />

The Group is subject to income taxes in numerous jurisdictions. Significant judgment is required in<br />

determining the provision for income taxes. There are many transactions and calculations for which the ultimate<br />

tax assessment is uncertain. The Group recognizes liabilities for tax audit issues based on estimates <strong>of</strong> whether<br />

additional taxes will be payable. Where the final tax outcome is different from the amounts that were initially<br />

recorded, such differences will impact the income tax and deferred tax provisions in the period in which such<br />

assessment is made.<br />

Recent Developments<br />

As part <strong>of</strong> the Acquisition <strong>of</strong> Hudson by Dufry, the outstanding credit facilities pertaining to the purchase <strong>of</strong><br />

a significant stake in Hudson by Advent have been repaid. As <strong>of</strong> the date <strong>of</strong> this <strong>Listing</strong> Prospectus, the debt that<br />

will be on the books and records will be an intercompany loan to Hudson.<br />

Results <strong>of</strong> Operations<br />

Comparison <strong>of</strong> the twenty-six weeks ended June 29, 2008 and July 1, 2007<br />

Turnover. Hudson continued its growth trend for another consecutive half year. In the first half <strong>of</strong> 2008,<br />

turnover increased by US$ 14.2 million. Turnover in comparison to the first half <strong>of</strong> 2007 grew by 4.7 percent to<br />

US$ 319.7 million. In the same period, sales increased by US$ 13.3 million. Of this, organic growth accounted<br />

for 4.3 percent while new project contributed 0.1 percent to sales growth. Sales in comparison to the first half <strong>of</strong><br />

2007 grew by 4.4 percent to US$ 317.9 million. Using the same accounting policies as Dufry, Hudson’s<br />

turnover would have reached US$ 337.5 million in the first half <strong>of</strong> 2008 and US$ 326.8 million in the<br />

corresponding period 2007.<br />

Gross Pr<strong>of</strong>it. Gross pr<strong>of</strong>it reached US$ 185.0 million for the first half <strong>of</strong> 2008, an increase <strong>of</strong> approximately<br />

7 percent compared to US$ 172.6 million in the corresponding period <strong>of</strong> the previous year. The gross margin<br />

including advertising income for the six months ended June 30, 2008 was approximately 57.9 percent, compared<br />

to approximately 56.5 percent for the same period in 2007. Using the same accounting policies as Dufry,<br />

Hudson’s gross margin for the six months ended June 29, 2008, would have been 54.8 percent while<br />

52.8 percent for the same period <strong>of</strong> 2007.<br />

Selling, General and Administrative Expenses. Selling, General and Administrative Expenses increased by<br />

US$ 7.1 million compared to the first half <strong>of</strong> 2007, reaching US$ 83.8 million. To break this down, occupancy<br />

expenses reached US$ 59.9 million and amounted to 18.6 percent <strong>of</strong> turnover for the six months ended June 30,<br />

2008 compared to 18.4 for the same period in 2007. These expenses consist <strong>of</strong> concession and other periodic<br />

fees paid to airport authorities and other travel facility landlords in connection with the Hudson Group’s retail<br />

operations. General expenses for the six months ended June 30, 2008 represented 7.8 percent <strong>of</strong> turnover<br />

compared to 6.7 percent for the same period in 2007. In absolute terms, general expenses increased by 4.1<br />

million compared to the same period in 2007, or approximately 19.9 percent, and reached US$ 34.8 million.<br />

Payroll and Payroll-related Expenses. Payroll and payroll-related expenses, expressed as a percentage <strong>of</strong><br />

turnover, increased from 19.2 percent for the six months ended June 30, 2007 to 21.3 percent for the same<br />

period in 2008. In absolute terms, personnel expenses increased by approximately US$ 9.8 million for the six<br />

months ended June 30, 2008 compared to the same period in 2007, or approximately 16 percent. Part <strong>of</strong> the<br />

increase, approximately US$ 2.5 million is due to a change in timing <strong>of</strong> accruals for bonuses and other fringes.<br />

In the past, these accruals were adjusted in the last month <strong>of</strong> the year.<br />

EBITDA. EBITDA for the first half <strong>of</strong> 2008 decreased by 9.7 percent to US$ 32.5 million compared to US$<br />

36.0 million for the respective period <strong>of</strong> 2007. The Hudson Group’s EBITDA margin is affected this year by a<br />

change in accounting accruals (in particular by accruing more exactly on a quarterly basis) and one-time charges<br />

that related to the purchase <strong>of</strong> a significant stake in Hudson by Advent. Adjusted EBITDA for the effects<br />

described above would reach US$ 35.6 million as <strong>of</strong> June 29, 2008 (net <strong>of</strong> one-time charges related to the<br />

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