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Geox

Quarterly Report Aug 6, 2024

4421_ir_2024-08-06_1137359b-b840-49fb-b523-e34a405fdc84.pdf

Quarterly Report

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2024 HALF-YEAR FINANCIAL REPORT

CONTENTS

Geox S.p.A. Registered Offices in Italy - Via Feltrina Centro 16, Biadene di Montebelluna (Treviso) Share Capital - Euro 25,920,733.1 fully paid Tax Code and Treviso Companies Register No. 03348440268

DIRECTORS' REPORT 5
Profile 6
The distribution system 7
The production system 8
Human resources 9
Shareholders 10
Financial communication10
Control of the Company10
Shares held by directors and statutory auditors10
Company Officers (*)
11
Group Structure 12
Alternative performance measures 13
Economic results 13
Economic results summary 13
Sales14
COGS and gross margin17
Operating expenses17
EBITDA and EBIT 17
Financial income and expenses 17
Income taxes18
IFRS 16 effects on first half 2024 Profit and Loss18
The Group's financial performance 19
The Group's financial performance 19
IFRS 16 effects on Group's financial performance 21
Reclassified consolidated cash flow statement and investments of the period 22
IFRS 16 effects on Reclassified consolidated cash flow statement23
Treasury shares and equity interests in parent companies 24
Stock Plan 24
Transaction between Related parties 25
Significant events during the period 25
Significant subsequent events after 30 June 2024 25
Outlook 25
HALF-YEAR CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AND EXPLANATORY
NOTES 27

DIRECTORS' REPORT

Profile

The Geox Group creates, produces, promotes and distributes Geox-brand footwear and apparel, the main feature of which is the use of innovative and technological solutions that can guarantee the ability to breathe and remain waterproof at the same time.

The extraordinary success that Geox has achieved is due to the technological characteristics of its shoes and apparel. Thanks to a technology that has been protected by 61 different patents and by 6 more recent patent applications, "Geox" products ensure technical characteristics that improve foot and body comfort in a way that consumers are able to appreciate immediately.

Geox's innovation stems essentially from the creation and development of special outsoles: thanks to a special membrane that is permeable to vapour but impermeable to water, rubber outsoles are able to breathe and leather outsoles remain waterproof. In the apparel sector the innovation increases the expulsion of body's internal humidity thanks to hollow spaces and aerators.

Geox is market leader in Italy in its own segment and is one of the leading brands world-wide in the "International Branded Casual Footwear Market" (source: Shoe Intelligence, 2023).

The distribution system

Geox distributes its products through about 9,000 multi-brand selling points and also through a Geox shops network (Franchising and DOS – directly operated stores).

As of June 30, 2024, the overall number of "Geox Shops" came to 630, of which 249 operated directly, 258 in franchising and 123 under license agreement.

Geox Shops

(*) Europe includes: Austria, Benelux, France, Germany, Great Britain, Iberian Peninsula, Scandinavia, Switzerland

The production system

Geox's production system is organized so as to ensure the attainment of three strategic objectives:

  • maintaining high quality standards;
  • continuously improving flexibility and time to market;
  • increasing productivity and reducing costs.

Production is completed by selected partners mainly in the Far East. All stages of the production process are under the strict control and coordination of the Geox organization.

Great care is taken by the Group in selecting third-party producers, taking into account their technical skills, quality standards and ability to handle the production volumes which are assigned by the agreed deadlines.

All of the output from these manufacturing locations is consolidated at the Group's distribution centers in Italy for Europe, Moscow for Russia, New Jersey for the North America, Ontario for Canada, Shanghai for China and Hong Kong for the rest of Asia.

Human resources

As at June 30, 2024 the Group had 2,527 employees, showing a decrease of 54 employees compared with 2,581 employees at 31 December 2023.

As at June 30, 2024, the employees were split as follows:

Level 30-06-2024
Managers 43 45
Middle Managers and office staff 846 874
Shop Employees 1,637 1,661
Factory Workers 1 1
Total 2,527 2,581

The graph shows the employees of the Group at June 30 2024, broken down by geographic area:

Shareholders

Financial communication

Geox maintains a constant dialogue with individual shareholders, institutional investors and financial analysts through its Investor Relations function, which actively provides information to the market to consolidate and enhance confidence and level of understanding of the Group and its businesses.

The Investor Relations section, at www.geox.biz, provides historical financial data and highlights, investor presentations, quarterly publications, official communications and real time trading information on Geox shares.

Control of the Company

Geox S.p.A. is a joint-stock company incorporated and domiciled in Italy with registered office in Via Feltrina Centro 16, Biadene di Montebelluna (TV), Italy. It is specified that the Company has no secondary offices.

LIR S.r.l. holds a controlling interest in the share capital of Geox S.p.A. with a shareholding of 71.10%. LIR S.r.l., with registered offices in Montebelluna (TV), Italy, is an investment holding company that belongs entirely to Mario Moretti Polegato and Enrico Moretti Polegato (who respectively own 85% and 15% of the share capital).

Geox S.p.A. is not subject to management and coordination activities exercised by another person or entity for the reasons illustrated in the Directors' Report to which reference should be made.

The shareholder structure of Geox S.p.A. based on the number of shares held is as follows:

Shareholder structure (*) Number of
shareholders
Number of
shares
from 1 to 5,000 shares 11,298 14,900,345
from 5,001 to 10,000 shares 927 7,108,618
10,001 shares and over 853 245,290,890
Lack of information on disposal of individual positions previously reported (8,092,522)
Total 13,078 259,207,331

(*) As reported by Computershare S.p.A. on June 28, 2024

Shares held by directors and statutory auditors

As mentioned previously, the directors Mr. Mario Moretti Polegato and Mr. Enrico Moretti Polegato directly hold the entire share capital of LIR S.r.l., the Parent Company of Geox S.p.A..

Directors, statutory auditors and executives with strategic responsibilities have submitted declarations that they hold 643,786 shares of the Company as of June 30, 2024. These shares are held exclusively by key management executives.

Company Officers (*)

Board of Directors

Enrico Mistron (1) Claudia Baggio Lara Livolsi (3) Alessandro Antonio Giusti (2) Francesca Meneghel (2) (4) Independent Director Silvia Zamperoni (3) Independent Director Silvia Rachela (2) (3) Independent Director

Name Position and independent status (where applicable)

Mario Moretti Polegato (1) Chairman and Executive Director Enrico Moretti Polegato (1) Vice Chairman and Executive Director CEO and Executive Director Director Director Director

(1) Member of the Executives Committee

  • (2) Member of the Audit, Risk and Sustainability Committee
  • (3) Member of the Nomination and Compensation Committee

(4) Lead Independent Director

(*) effective March 1, 2024 and as subsequently reconfirmed on April 19, 2024.

Board of Statutory Auditors

Name Position
Sonia Ferrero Chairmain
Gabriella Covino Statutory Auditor
Fabrizio Colombo Statutory Auditor
Fabio Antonio Vittore Caravati Statutory Auditor
Francesca Salvi Statutory Auditor

Independent Auditors

KPMG S.p.A.

Group Structure

The structure of the Group controlled by Geox S.p.A., which acts as an operating holding company, is split into 3 macrogroups:

  • Non-EU trading companies. Their role is to monitor and develop the business in the various markets. They operate on the basis of licensing or distribution agreements stipulated with the Parent Company.
  • EU companies. At the beginning their role was to provide commercial customer services and coordinate the sales network in favor of the Parent Company which distributes the products directly on a wholesale basis. Then, they started to manage the Group's own shops in the various countries belonging to the European Union.
  • European trading companies. They are responsible for developing and overseeing their area in order to provide a better customer service, increasing the presence of the Group through localized direct sales force and investments in showrooms closer to the market. The trading companies in Switzerland, Russia and UK, also have the need of purchasing a product immediately marketable in the territory, having already complied with the customs.

Alternative performance measures

In order to better assess its performance, Geox Group makes use of some alternative performance measures which are not identified as accounting measures under IFRS. Management believes that these measures are useful in assessing the Group's operating performance and comparing it to that of companies operating in the same sector, and are intended to provide a supplementary view of results. These alternative performance measures are derived exclusively from historical financial data of the Group and are not to be considered as substitutes for IFRS measures.

The definitions of the alternative performance measures adopted in this document are provided below:

  • Revenues at constant exchange rates: they are represented by the translation of revenues in foreign currencies other than the euro at the same exchange rate as the current year, also for previous year's values.
  • Like for like (LFL): it represents the revenue trend for the current year at a constant perimeter compared to the previous year.
  • EBITDA: it is Operating profit before Amortization and Depreciation and write-downs of tangible/intangible assets and Right-of-use assets.
  • Net working capital: it is Inventories, plus Accounts Receivables net of Trade Payables.
  • Invested Capital: it is the total amount of Non current assets, Current assets excluding financial assets (Other current financial assets and Cash and cash equivalents), net of Non current liabilities, Current liabilities, excluding financial liabilities (Current and non current interest-bearing loans & borrowings, Other current and non current financial liabilities, and Current and non current lease liabilities).
  • IFRS 16 Impact: it identifies the accounting effects of the application of IFRS 16 on the Group's financial statements by extrapolating the impact of the various items related to Lease Assets and Lease Financial Liabilities.

Economic results

Economic results summary

Below the summary results of Geox Group:

  • Sales at Euro 320.4 million, declining by 9,4% compared to the first half of 2023;
  • EBIT at Euro -5.5 million compared to Euro 3.6 million in the first half of 2023;
  • Net result at Euro -15.4 million compared to Euro -9.6 million in the first half of 2023.

The consolidated income statement is shown below:

(Thousands of Euro) I half 2024 % I half 2023 % 2023 %
Sales 320,385 100.0% 353,603 100.0% 719,571 100.0%
Cost of sales (156,398) (48.8%) (173,272) (49.0%) (355,011) (49.3%)
Gross profit 163,987 51.2% 180,331 51.0% 364,560 50.7%
Selling and distribution costs (17,329) (5.4%) (18,616) (5.3%) (36,206) (5.0%)
Advertising and promotion costs (13,759) (4.3%) (17,160) (4.9%) (32,806) (4.6%)
General and administrative expenses (138,411) (43.2%) (140,929) (39.9%) (279,969) (38.9%)
EBIT (5,512) (1.7%) 3,626 1.0% 15,579 2.2%
Net financial expenses (6,480) (2.0%) (13,264) (3.8%) (21,387) (3.0%)
EBT (11,992) (3.7%) (9,638) (2.7%) (5,808) (0.8%)
Income tax (3,453) (1.1%) (5) (0.0%) (643) (0.1%)
Net result (15,445) (4.8%) (9,643) (2.7%) (6,451) (0.9%)
EBITDA 29,052 9.1% 40,207 11.4% 89,024 12.4%
EBITDA excl. IFRS 16 4,013 1.3% 13,926 3.9% 37,045 5.1%

Sales

Consolidated sales for the first six months of 2024 amounted to Euro 320.4 million, decreasing by 9.4% compared to the previous year (-8.0% at constant exchange rates), Such decline is primarily due to the negative performance of the Wholesale channel and Franchising, only partially offset by the positive trend of the Direct Digital channel.

Sales by Distribution Channel

(Thousands of Euro) I half 2024 % I half 2023 % Var. %
Wholesale 155,989 48.7% 185,772 52.5% (16.0%)
Franchising 23,405 7.3% 27,608 7.8% (15.2%)
DOS* - B&M 110,462 34.5% 116,717 33.0% (5.4%)
DOS* - Digital 30,529 9.5% 23,506 6.6% 29.9%
Geox Shops 164,396 51.3% 167,831 47.5% (2.0%)
Total Sales 320,385 100.0% 353,603 100.0% (9.4%)

* Directly Operated Store

Wholesales represent 48.7% of the Group's sales (52.5% in the first six months of 2023) and amount to Euro 156.0 million, down from Euro 185.8 million in June 2023 (-16.0% at current exchange rates, -14.5% at constant exchange rates). This result is primarily driven by the performance of the SS24, which collected fewer orders compared to the previous year's SS23 collection. In the second quarter, the "in season re-orders" activity, although slightly positive compared to the previous fiscal year, only partially mitigated the overall performance.

Franchising channel sales, accounting for 7.3% of the Group's sales, amount to Euro 23.4 million, showing a decline of 15.2% compared to the first six months of 2023. The performance was impacted by the reduction in the number of stores (negative perimeter effect of Euro 2.5 million) and negative comparable sales (LFL) of 3.3% compared to the previous year. The number of franchised stores decreased from 288 in June 2023 to 258 in June 2024.

Sales from directly operated stores (DOS), both B&M and digital, accounting for approximately 44.0% of the Group's sales, amounted to Euro 141.0 million, delivering a slight increase from Euro 140.2 million in the first six months of 2023. This performance resulted in a +0.5% increase at current exchange rates (+1.6% at constant exchange rates). Specifically, comparable sales (LFL) of B&M stores saw a slight growth of 0.7% compared to the first half of 2023. These performances, achieved in a rather challenging market context further penalized by unfavorable weather conditions, only partially compensated for the negative perimeter effect of Euro 8.5 million, which is still significant and largely attributable to closures in 2023 and, to a lesser extent, to those in the first half of 2024.

Regarding the distribution perimeter, the number of B&M DOS decreased from 277 in June 2023 to 249 in June 2024 (255 in December 2023).

Sales generated through directly managed digital channels (own website and directly managed spaces on third-party marketplaces) showed a positive performance with an increase of 29.9% compared to the first half of 2023. This result, consistent with what was achieved in the previous quarter, was driven by excellent comparable sales LFL (+8.5%) and an expansion of the reference perimeter due to the opening of new marketplaces.

Sales by region

(Thousands of Euro) I half 2024 I half 2023 % Var. %
Italy 89,016 27.8% 98,788 27.9% (9.9%)
Europe (*) 146,401 45.7% 148,958 42.1% (1.7%)
North America 11,703 3.7% 13,554 3.8% (13.7%)
Other countries 73,265 22.9% 92,303 26.1% (20.6%)
Total Sales 320,385 100.0% 353,603 100.0% (9.4%)

(*) Europe includes: Austria, Benelux, France, Germany, UK, Iberia, Scandinavia, Switzerland.

The sales mix by geography shows a greater concentration in European countries at the expense of all other regions.

Specifically, sales from the domestic market represent 27.8% of the Group's total sales (27.9% in the first six months of 2023), amounting to Euro 89 million, a decrease of 9.9% compared to Euro 98.8 million in the first half of 2023. This reduction is mainly due to the weak performance of the Wholesale channel (-22.3%) and the Franchised store network (-20.2%), only slightly offset by the positive performance of the Direct Digital store network (+21.7%).

Sales generated in European markets accounts for 45.7% of the Group's total sales (42.1% in the first six months of 2023), representing a larger share compared to the first half of 2023 and amounting to Euro 146.4 million, compared to Euro 149.0 million in 2023, showing a decrease of 1.7%.

Positive results were delivered in France and the Iberian Peninsula, mainly thanks to sales from direct channels, both physical and digital. However, overall performance in the area is still affected by negative results in the DACH region (Germany, Austria, and Switzerland) in physical channels (both Direct and Wholesale), only partially offset by good performances in direct digital channels.

Direct stores in Europe reported comparable sales growth by +6%, driven by positive performances in both physical and digital channels, delivering +4.2% and +11.4% respectively. Also, the franchisees in Europe recorded positive performance at 1.7%.

North America reports sales of Euro 11.7 million, down by 13.7% (-13.2% at constant exchange rates) compared to the first six months of 2023. This decline is seen across all major sales channels, except for the direct digital channel, which shows positive performance at +5.1%.

The "Other Countries" area reports a sales decrease by 20.6% compared to the first six months of 2023 (-15.5% at constant exchange rates), with negative performance across all distribution channels. In particular, the most significant negative performances were seen in Russia, China, and the Middle East, influenced by deteriorated macroeconomic conditions and ongoing tensions due to current conflicts.

Sales by product category

(Thousands of Euro) I half 2024 % I half 2023 % Var. %
Footwear 291,858 91.1% 324,771 91.8% (10.1%)
Apparel 28,527 8.9% 28,832 8.2% (1.1%)
Total Sales 320,385 100.0% 353,603 100.0% (9.4%)

Footwear represents 91.1% of consolidated sales, amounting to Euro 291.9 million, with a decrease of 10.1% (-8.7% at constant exchange rates) compared to the first six months of 2023. Apparel accounted for 8.9% of total sales amounting to Euro 28.5 million compared to Euro 28.8 million in the first six months of 2023 (-1.1% at current and constant exchange rates).

Mono-brand store network – Geox shops

As at 30 June 2024 the total number of "Geox Shops" was 630 of which 249 DOS. During the first six months of 2024, 13 new Geox Shops were opened and 38 were closed, in line with the planned optimization of shops in the more mature markets and an expansion in countries where the Group's presence is still limited but developing positively.

06-30-2024 12-31-2023 I half 2024
Geox
Shops
of which
DOS
Geox
Shops
of which
DOS
Perimeter
Change
Openings Closings
Italy
Europe (*)
North America
172
162
11
107
85
11
174
173
11
107
88
11
(2)
(11)
-
2
1
-
(4)
(12)
-
Other countries (**) 285 46 297 49 (12) 10 (22)
Total 630 249 655 255 (25) 13 (38)

(*) Europe includes: Austria, Benelux, France, Germany, UK, Iberia, Scandinavia, Switzerland.

(**) Includes Under License Agreement Shops (123 as of June 30 2024, 120 as of December 31 2023). Sales from these shops are not included in the franchising channel.

Group operating performance: other income statement items

The first half 2024 shows a decline in performance compared to the previous year. The decrease in sales of 9.4% and the gross margin as % of sales increased in respect to the previous year led the gross margin to a decrease of Euro 16.3 million. The operating cost structure was reduced by Euro 7.2 million thanks to specific and timely actions implemented by management. EBIT decreased by Euro 9.1 million to Euro -5.5 million consequently. We also highlight that the operating cost base includes non-recurring costs of approximately Euro 2 million.

COGS and gross margin

The cost of sales amounted to 48.8% of sales compared to 49.0% in the first semester of 2023, resulting in a gross margin of Euro 164.0 million.

Consequently, the slightly increased % gross margin (+20 bps compared to the previous year) confirms and consolidates the now stable supply chain conditions.

Operating expenses

Total operating expenses for the semester amount to Euro 169.5 million, compared to Euro 176.7 million in the first half of 2023, and include approximately Euro 2 million of non-recurring costs. Excluding these non-recurring costs, the incidence on sales stands at 52.3%, compared to 50% in the first half of 2023.

Management is currently focused on consolidating and implementing further actions to streamline and rationalize the cost base with the aim of reducing structural operating costs also in the remaining part of the financial year.

In details:

  • selling and distribution costs amounted to Euro 17.3 million (Euro 18.6 million in the first half of 2023), accounting for 5.4% of sales (5.3% the incidence in the first half of 2023).
  • advertising and promotion costs amounted to Euro 13.8 million with an incidence of 4.3% on sales, down from Euro 17.2 million in first half of 2023 (4.9% the incidence in the first half 2023) mainly due to the reduction in marketing costs.
  • general and administrative expenses amounted to Euro 140.7 million with an incidence of 43.9% compared to Euro 144.0 million in the first half of 2023 (40.7% incidence in the first half of 2023). The item includes approximately Euro 2 million as non-recurring costs.
  • other revenues amount to Euro 2.3 million, down from Euro 3.1 million in first half 2023.

EBITDA and EBIT

EBITDA decreased to Euro 29.1 million (9.1% of sales) compared to Euro 40.2 million in the first half of 2023 (11.4%). The EBITDA before IFRS 16 amounts to Euro 4.0 million (compared to Euro 13.9 million in the first half of 2023).

EBIT negative for Euro -5.5 million (compared to positive Euro 3.6 million in the first half of 2023).

Financial income and expenses

Net financial expenses amount to Euro -6.5 million, showing a significant decrease in respect to the first half of 2023 (Euro -13.3 million) and mainly refer to:

  • positive exchange rate differences of about Euro 1.1 million (negative for Euro 5.9 million in the first half of 2023) arising from the subsidiary Geox RUS in relation to the different EUR/RUB exchange rate.
  • cost of financial debt, for approximately Euro 3.7 million, slightly increasing in respect to first half 2023 (Euro 3.2 million) due to an increase in market interest rates (+1%) during the period and a higher average level of indebtedness of about Euro 11 million.
  • IFRS 16 financial costs of Euro 2.3 million (Euro 2.0 million in the previous year).

Income taxes

Taxes for the first half of 2024 amount to Euro 3.5 million, compared to nearly zero in the first half of 2023. This cost is non-monetary and relates to the absorption of deferred taxes, mainly related to balance sheet provisions. It should be noted that the recorded amount of deferred tax assets does not include the tax benefits associated with the tax losses of the first half of 2024 and 2023, except for certain countries, amounting to Euro 6.2 million and Euro 2.0 million, respectively. This is because deferred tax assets have been recognized only to the extent of amounts considered recoverable as of the date of this report, pending the approval of the new industrial plan.

IFRS 16 effects on first half 2024 Profit and Loss

In order to give a clearer representation of the Group's performance and to improve the level of transparency for the financial community, a reconciliation between the income statement figures for the semester and those excluding the accounting effects resulting from the application of IFRS 16 is presented below:

(Thousands of Euro) I half
2024
Reported
IFRS
16
impact
I half 2024
excl. IFRS
16
% I half 2023
excl. IFRS
16
%
Sales 320,385 - 320,385 100.0% 353,603 100.0%
Cost of sales (156,398) - (156,398) (48.8%) (173,272) (49.0%)
Gross profit 163,987 - 163,987 51.2% 180,331 51.0%
Selling and distribution costs (17,329) (678) (18,007) (5.6%) (19,258) (5.4%)
Advertising and promotion costs (13,759) (142) (13,901) (4.3%) (17,293) (4.9%)
General and administrative expenses (138,411) (1,395) (139,806) (43.6%) (142,132) (40.2%)
EBIT (5,512) (2,215) (7,727) (2.4%) 1,648 0.5%
Net interest (6,480) 2,316 (4,164) (1.3%) (11,271) (3.2%)
PBT (11,992) 101 (11,891) (3.7%) (9,623) (2.7%)
Income tax (3,453) - (3,453) (1.1%) (5) (0.0%)
Net result (15,445) 101 (15,344) (4.8%) (9,628) (2.7%)
EBITDA adjusted 29,052 (25,039) 4,013 1.3% 13,926 3.9%

The item IFRS 16 impact includes mainly the following effects:

  • elimination of depreciation and write-downs for Euro 22,824 thousand, relating to Right-of-use assets;
  • higher rent and lease costs for Euro 25,039 thousand;
  • lower financial expenses related to financial lease liabilities for Euro 2,316 thousand.

It is emphasized that the income statements set out above, which exclude the impact of the application of IFRS 16, are not to be considered as substitutes for those defined by the IFRS accounting standards adopted by the European Union and therefore their presentation must be carefully considered by the reader of this Financial Report.

The Group's financial performance

The Group's financial performance

The following table summarizes the reclassified consolidated balance sheet data:

(Thousands of Euro) June, 30 2024 Dec. 31, 2023 June, 30 2023
Intangible assets 27,697 30,433 30,582
Property, plant and equipment 29,784 31,269 32,461
Right-of-use assets 229,793 235,491 243,562
Other non-current assets - net 33,064 36,410 35,959
Total non-current assets 320,338 333,603 342,564
Net operating working capital 126,697 116,706 113,185
Other current assets (liabilities), net (16,309) (15,913) (16,819)
Net invested capital 430,726 434,396 438,930
Equity 76,366 90,590 91,926
Provisions for severance indemnities, liabilities and charges 6,416 6,739 7,565
Net financial position 347,944 337,067 339,439
Net invested capital 430,726 434,396 438,930

The following table shows the mix and changes in the net operating working capital and other current assets (liabilities):

(Thousands of Euro) June, 30 2024 Dec. 31, 2023 June, 30 2023
Inventories 270,278 275,979 305,004
Accounts receivable 66,380 72,076 76,957
Trade payables (209,961) (231,349) (268,776)
Net operating working capital 126,697 116,706 113,185
% of sales for the last 12 months 18.5% 16.2% 15.1%
Taxes payable (7,849) (6,564) (15,650)
Other non-financial current assets 18,975 17,238 28,667
Other non-financial current liabilities (27,435) (26,587) (29,836)
Other current assets (liabilities), net (16,309) (15,913) (16,819)

Operating working capital amounts to Euro 126.7 million, an increase of approximately Euro 10 million compared to Euro 116.7 million at December 2023.

Inventory levels are around Euro 270.3 million, in reduction by Euro 5.7 million from December 31, 2023. Trade receivables have decreased compared to both December 2023 (Euro -5.7 million) and June 2023 (Euro -10.6 million); considering the stability of DSO, the decrease is attributable to the lower sales volumes recorded. Trade payables amount to Euro 210.0 million, a reduction of Euro 21.4 million compared to December 31, 2023. The average DPO have slightly decreased compared to previous periods.

The trend in working capital is consistent with the sound efficiency of the supply chain, which has allowed to receive finish products on time while maintaining payment balance. However, it is affected by the lower volumes generated by operating activities. As a result, the incidence of net working capital on sales over the last 12 months stands at 18.5% (16.2% at the end of December 2023 and 15.1% in June 2023).

The following table shows the composition of the net financial position:

(Thousands of Euro) June, 30 2024 Dec. 31, 2023 June, 30 2023
Cash and cash equivalents 13,996 70,146 47,215
Current financial assets - excluding derivatives 5,562 5,341 3,913
Current financial liabilities - excluding derivatives (81,346) (89,293) (82,821)
Net financial position - current portion (61,788) (13,806) (31,693)
Non-current financial assets 27 27 27
Long-term loans (50,970) (76,304) (68,842)
Net financial position - non-current portion (50,943) (76,277) (68,815)
Net financial position - prior to fair value
adjustment of derivatives and IFRS 16 impact
(112,731) (90,083) (100,508)
Lease liabilities (238,933) (243,945) (249,894)
Net financial position - prior to fair value
adjustment of derivatives
(351,664) (334,028) (350,402)
Fair value adjustment of derivatives 3,720 (3,039) 10,963
Net financial position (347,944) (337,067) (339,439)

Net financial position at the end of June stood at to Euro -109.0 million (before IFRS 16 and after the fair value of hedging contracts), compared to Euro -93.1 million in December 2023 and Euro -89.5 million in June 2023. Net debt to banks, increasing by Euro 22.6 million, reached Euro -112.7 million (compared to Euro -90.1 million in December 2023 and Euro -100.5 million in June 2023). This increase is mainly attributable to the cash absorption from operating activities.

The following table is a reconciliation between the Parent Company's equity and net result for the period and the Group's equity and net result for the period:

Description Net income
for the
period
June 30,
2024
Equity
06-30-2024
Net income
for the
period
2023
Equity
12-31-2023
Parent company's equity and net income (9,424) 85,054 (3,941) 91,913
Differences between the carrying value of the investments in
subsidiaries and the Group share of their equity
(95) 1,533 6,486 8,809
Group share of affiliates' results (6,987) (6,987) (5,533) (5,533)
Elimination of intragroup transactions on inventories 2,203 (10,806) (2,880) (11,136)
Elimination of intragroup dividends and investments write-off (1,395) - (1,693) -
Other adjustments 253 7,572 1,110 6,537
Group equity and net income (15,445) 76,366 (6,451) 90,590

IFRS 16 effects on Group's financial performance

In order to provide a clearer representation of the Group's financial performance and to improve the level of transparency for the financial community, a reconciliation between the balance sheet values as at 30 June 2024 and those excluding the accounting effects resulting from the application of the IFRS 16 is presented below:

(Thousands of Euro) June 30,
2024
IFRS 16
impact
June 30,
2024
excluding
IFRS 16
December
31, 2023
excluding
IFRS 16
June 30,
2023
excluding
IFRS 16
Intangible assets 27,697 1,537 29,234 32,087 32,344
Property, plant and equipment 29,784 917 30,701 32,323 33,322
Right-of-use assets 229,793 (229,793) - - -
Other non-current assets - net 33,064 - 33,064 36,410 35,959
Total non-current assets 320,338 (227,339) 92,999 100,820 101,625
Net operating working capital 126,697 - 126,697 116,706 113,185
Other current assets (liabilities), net (16,309) - (16,309) (15,913) (16,819)
Net invested capital 430,726 (227,339) 203,387 201,613 197,991
Equity 76,366 11,594 87,960 101,752 100,881
Provisions for severance indemnities, liabilities and charges 6,416 - 6,416 6,739 7,565
Net financial position 347,944 (238,933) 109,011 93,122 89,545
Net invested capital 430,726 (227,339) 203,387 201,613 197,991

The item IFRS 16 Impact mainly includes the following effects:

  • elimination of Non-current Assets for Euro 227,339 thousand, mainly related to Right-of-use assets;
  • elimination of Financial lease liabilities for leasing for Euro 238,933 thousand.

It is emphasized that the balance sheet schedules shown above, which exclude the impact of the application of IFRS 16, are not to be considered substitutes for those defined by the IFRS accounting standards adopted by the European Union and therefore their presentation should be carefully considered by the reader of this Financial Report.

Reclassified consolidated cash flow statement and investments of the period

The following table shows the reclassified consolidated cash flow statement:

(Thousands of Euro) I half 2024 I half 2023 2023
Net result (15,445) (9,643) (6,451)
Depreciation, amortization and impairment 34,564 36,581 73,445
Other non-cash items (8,609) 2,595 8,600
Cash flow from economics 10,510 29,533 75,594
Change in net working capital (2,549) (35,140) (35,312)
Change in other assets/liabilities (1,121) 14,798 13,810
Cash flow from operations 6,840 9,191 54,092
Capital expenditure (7,212) (7,376) (18,702)
Disposals 4 - -
Net capital expenditure (7,208) (7,376) (18,702)
Free cash flow (368) 1,815 35,390
Increase in right-of-use assets (16,868) (44,484) (61,978)
Change in net financial position (17,236) (42,669) (26,588)
Initial net financial position - prior to fair value adjustment of derivatives (334,028) (308,038) (308,038)
Change in net financial position (17,236) (42,669) (26,588)
Translation differences (400) 305 598
Final net financial position - prior to fair value adjustment of derivatives (351,664) (350,402) (334,028)
Fair value adjustment of derivatives 3,720 10,963 (3,039)
Final net financial position (347,944) (339,439) (337,067)

Consolidated capital expenditures are analyzed in the following table:

(Thousands of Euro) I half 2024 I half 2023 2023
Trademarks and patents 138 156 349
Opening and restructuring of Geox Shop 2,316 3,233 6,079
Industrial plant and equipment 1,560 1,270 3,208
Logistic 673 171 809
Information technology 2,163 2,170 7,058
Offices furniture, warehouse and fittings 362 376 1,199
Total cash capex 7,212 7,376 18,702
Right-of-Use 16,868 44,546 62,130
Total capex 24,080 51,922 80,832

IFRS 16 effects on Reclassified consolidated cash flow statement

In order to give a clearer representation of the changes that occurred during the period in the Group's net financial position and to improve the level of transparency for the financial community, a reconciliation statement is presented below between the values of the consolidated cash flow statement and those excluding the accounting effects resulting from the application of IFRS 16:

(Thousands of Euro) I half 2024 IFRS 16
impact
I half 2024
excluding
IFRS 16
I half 2023
excluding
IFRS 16
Net result (15,445) 101 (15,344) (9,628)
Depreciation, amortization and impairment 34,564 (22,824) 11,740 12,278
Other non-cash items (8,609) - (8,609) 2,595
Cash flow from economics 10,510 (22,723) (12,213) 5,245
Change in net working capital (2,549) - (2,549) (35,140)
Change in other current assets/liabilities (1,121) - (1,121) 14,798
Cash flow from operations 6,840 (22,723) (15,883) (15,097)
Capital expenditure (7,212) (19) (7,231) (8,276)
Disposals 4 - 4 -
Net capital expenditure (7,208) (19) (7,227) (8,276)
Free cash flow (368) (22,742) (23,110) (23,373)
Increase in right-of-use assets (16,868) 16,868 - -
Change in net financial position (17,236) (5,874) (23,110) (23,373)
Initial net financial position - prior to fair value
adjustment of derivatives
(334,028) 243,945 (90,083) (75,714)
Change in net financial position (17,236) (5,874) (23,110) (23,373)
Translation differences
Final net financial position - prior to fair value
(400) 862 462 (1,421)
adjustment of derivatives (351,664) 238,933 (112,731) (100,508)
Fair value adjustment of derivatives 3,720 - 3,720 10,963
Final net financial position (347,944) 238,933 (109,011) (89,545)

The item IFRS 16 impact includes the effects described above on the income statement items (mainly reversal of depreciation relating to Right-of-use assets and consideration of lease costs) and on the balance sheet and financial position (mainly reversal of Right-of-use assets and financial lease liabilities).

It should be noted that the above statements, which exclude the impact of the application of IFRS 16, are not to be considered as substitutes for those defined by the IFRS accounting standards adopted by the European Union and therefore their presentation should be carefully considered by the reader of this Financial Report.

Treasury shares and equity interests in parent companies

As at 30 June 2024, the Parent Company Geox S.p.A. held a total of 734,041 treasury shares, equal to 0.28% of the share capital, in execution of the resolution passed by the Shareholders' Meeting on 16 April 2019, which launched a buy-back program of Geox shares to be used for the Stock Grant Plan.

The buy-back program started on 5 June, 2019 and ended on 20 November, 2019. In May 2024, 3,262,209 shares were assigned (free of charge) to the beneficiaries of the "Equity (Stock Grant) & Cashed-Based 2021-2023 Plan," in accordance with the resolution of Geox's Board of Directors of April 19, 2024.

Stock Plan

The Shareholders' Meeting of 22 April 2021 approved a medium-long term incentive plan, the Equity (Stock Grant) & Cash-Based Plan 2021-2023, which provided for the free assignment of a maximum of 7,696,626 of ordinary shares of the Company as well as the disbursement of a monetary component for a maximum amount of Euro 1,320,000 gross in the event of the overachievement of certain objectives, in favor of the Chief Executive Officer, of Executives with Strategic Responsibilities, as well as Executives and Key People of Geox or of other companies of the Group.

The Plan had a vesting period of three years and, consequently, the shares may be granted as of the date of approval of these consolidated financial statements 2023. The grant of the components of the Equity Share to the beneficiaries was subject to the fulfilment of a permanence condition (permanence of the employment/management relationship as at the date of approval by the Company's Board of Directors of the draft consolidated financial statements for the year ended 31 December 2023), the achievement of certain profitability targets related to EBIT in 2022, Target EBITDA in 2023 and certain Group financial capital targets in 2023. The payment of the Cash Quota was also subject to the achievement of the overachievement target.

Through the adoption of the Plan, the Company intended to promote and pursue the following objectives: to involve and incentivize beneficiaries whose activities are deemed to be of fundamental importance for the achievement of the Group's objectives; to promote the loyalty of beneficiaries, encouraging their permanence within the Group; to share and align the interests of beneficiaries with those of the Company and the shareholders in the medium-long term, recognizing the contribution made by management in increasing the value of the Company.

With reference to such plan a total of 3,262,209 shares have vested, which were assigned free of charge within 30 days after the Shareholders' Meeting approved the Financial Statements on April 19, 2024.

The shares were allocated using those from the buy-back plan that ended on November 25, 2019.

For further information on the information documents relating to the Plans, please refer to the company's website, www.geox.biz, in the 'Governance' section.

Transaction between Related parties

With regard to transactions carried out with related parties, it should be noted that these do not qualify as either atypical or unusual, as they fall within the normal course of business of Group companies. These transactions are regulated at market conditions.

Information on transactions with related parties is provided in note 37 of the half-year condensed consolidated financial statements.

The parent company Geox S.p.A. is not subject to management and coordination activities carried out by any other person or entity. Although it is 71.10% controlled by Lir S.r.l., Geox S.p.A. has in fact carried out the checks required pursuant to Articles 2497 et seq. of the Italian Civil Code and has ascertained that the parent company has never imposed binding market strategies on the subsidiary, nor has it ever taken upon itself the management of relations with public and private institutions on its behalf, since the Company and its Board of Directors have provided in full autonomy to define its strategic, industrial and financial plans, to examine and approve its financial policies, as well as to assess the adequacy of its organizational, administrative and accounting structure.

Accordingly, also in consideration of the fact that there is no strict contiguity or complementarity between the economic activities of Geox S.p.A. and those of LIR S.r.l., nor is there any instrumentality in the pursuit of a single common interest of the operating programs of these companies, Geox S.p.A. has deemed that there is no concrete existence of any management and coordination activity by LIR S.r.l. over it pursuant to Articles 2497 et seq. of the Italian Civil Code.

Significant events during the period

The international macroeconomic context remains characterized by significant uncertainty, which continues to significantly influence key variables in our target market and the consumer goods market in general. Although the slowdown in inflationary pressure shows positive signs for future developments, it is progressing more slowly than expected and still significantly affects the purchasing attitude in many of our key markets. Analyzing the domestic footwear market, consumer spending has declined for the fourth consecutive quarter compared to the previous year. Similarly, Italian exports of footwear products have seen double-digit declines in both value and volume over the past 12 months (source: Assocalzaturifici).

The international tension generated by the Russo-Ukrainian conflict and the Israeli-Palestinian conflict remains extremely high. The ongoing severe instability results in humanitarian and social repercussions, significantly impacting the living conditions of the populations in these countries, as well as their internal economic activities and commercial exchanges in these areas.

In the countries involved in these conflicts, Geox's business is primarily conducted through third parties, Wholesale, and Franchising channels, and can be considered not material in Ukraine, Israel, and Palestine. Regarding Russia, revenues in the area have contracted compared to the previous year, totaling approximately Euro 27 million in the first half (about 8.4% of consolidated revenue).

Significant subsequent events after 30 June 2024

No significant events occurred after 30 June 2024.

Outlook

In analyzing forecasts for the current year, it remains crucial to deeply examine and consider the main variables that define the macroeconomic context, the sector dynamics of the market in which Geox operates, and the evolution of the international geopolitical situation in the coming months.

Inflationary pressure, although slowly decreasing, especially in the euro area, and the tight monetary policy adopted by central banks, continue to negatively influence market dynamics and consumer behavior. Consequently, both the semester and the forecasts for the rest of the year are heavily affected.

As previously highlighted, the results for the first half of 2024, despite being supported by encouraging like-for-like (LFL) sales in direct-operated stores (DOS), both physical and digital, remain significantly impacted by the difficulties of the Wholesale segment.

Given the context and the short-term uncertainty that still characterizes our main reference markets, the company expects sales for the full year 2024 to decrease by mid-single digits compared to 2023, with operating margins increasing by 50 basis points (for the full year).

These forecasts are, however, due to their nature, subject to significant uncertainties in terms of the geo-political and cost inflation environment.

Biadene di Montebelluna, 31 July 2024

For the Board of Directors The Chairman Mr. Mario Moretti Polegato

Income statement

(Thousands of Euro) Notes I half
2024
of
which
related
party
(note
37)
I half
2023
of
which
related
party
(note
37)
2023 of
which
related
party
(note
37)
Sales 4 320,385 519 353,603 548 719,571 1,012
Cost of sales 5 (156,398) 99 (173,272) 13 (355,011) 113
Gross profit 5 163,987 180,331 364,560
Selling and distribution costs 6 (17,329) (18,616) (36,206)
Advertising and promotion costs 6 (13,759) (82) (17,160) (70) (32,806) (140)
General and administrative expenses 7 (140,726) (38) (144,045) (28) (286,505) (115)
Other revenues 8 2,315 50 3,116 46 6,536 99
EBIT (5,512) 3,626 15,579
Financial income 12 2,541 2,101 3,537
Financial expenses 12 (9,021) (768) (15,365) (820) (24,924) (1,613)
EBT (11,992) (9,638) (5,808)
Income tax 13 (3,453) (5) (643)
Net result (15,445) (9,643) (6,451)
Earning/(Loss) per share (Euro) 14 (0.06) (0.04) (0.03)
Diluted earning/(loss) per share (Euro) 14 (0.06) (0.04) (0.02)

Statement of other comprehensive income

(Thousands of Euro) Notes I half
2024
of
which
related
party
I half
2023
of
which
related
party
2023 of
which
related
party
Net income 25 (15,445) (9,643) (6,451)
Other comprehensive income that
will not be reclassified subsequently
to profit or loss:
Net gain (loss) on actuarial defined
benefit plans
25 7 - 77 - 165 -
Other comprehensive income that
may be reclassified subsequently to
profit or loss:
Gain (loss) on Cash Flow Hedge 25 3,367 - (6,536) - (10,692) -
Tax effects on items that may be later
reclassified to profit or loss
25 (809) 1,568 2,567
Currency translation 25 (1,344) - (978) - (2,160) -
Net comprehensive income (14,224) (15,512) (16,571)

Statement of financial position

(Thousands of Euro) Notes June, 30
2024
of which
related
party
Dec. 31,
2023
of which
related
party
June, 30
2023
of which
related
party
(note 37) (note 37) (note 37)
ASSETS:
Intangible assets 15 27,697 30,433 30,582
Property, plant and equipment 16 29,784 31,269 32,461
Right-of-use assets 17 229,793 235,491 243,562
Deferred tax assets 18 28,123 31,638 30,731
Non-current financial assets 23 27 27 27
Non-current lease assets 29 366 532 694
Other non-current assets 19 5,968 5,958 6,351
Total non-current assets 321,758 335,348 344,408
Inventories 20 270,278 275,979 305,004
Accounts receivable 21 66,380 670 72,076 700 76,957 604
Other current assets 22 18,975 1 17,238 2 28,667 1
Current financial assets 23-36 9,869 7,193 15,374
Cash and cash equivalents 24 13,996 70,146 47,215
Current assets 379,498 442,632 473,217
Total assets 701,256 777,980 817,625
LIABILITIES AND EQUITY:
Share capital 25 25,921 25,921 25,921
Reserves 25 65,890 71,120 75,648
Net result 25 (15,445) (6,451) (9,643)
Equity 76,366 90,590 91,926
Employee benefits 26 1,648 1,649 1,724
Provisions for liabilities and charges
long-term 27 4,768 5,090 5,841
Long-term loans 28 50,970 76,304 68,842
Non-current lease liabilities 29 199,766 60,684 201,923 63,031 209,269 65,585
Other long-term payables 30 1,027 1,186 1,123
Total non-current liabilities 258,179 286,152 286,799
Trade payables 31 209,961 1,687 231,349 1,883 268,776 4,173
Other current liabilities 32 25,128 29 23,910 27,122
Provisions for liabilities and charges 33 2,307 2,677 2,714
Taxes payable 34 7,849 6,564 15,650
Current financial liabilities 28-36 81,933 94,184 83,319
Current lease liabilities 29 39,533 5,212 42,554 5,165 41,319 5,129
Current liabilities 366,711 401,238 438,900
Total liabilities and equity 701,256 777,980 817,625

Statement of cash flow

(Thousands of Euro) Notes I half 2024 half 2023 2023
CASH FLOW FROM OPERATING ACTIVITIES:
Net result 25 (15,445) (9,643) (6,451)
Adjustments to reconcile net income to net cash generate
(absorbed) by operating activities:
Depreciation and amortization and impairment 9-10 34,564 36,581 73,445
Income tax 13 3,453 5 643
Net financial expenses 12 6,480 13,264 21,387
Share-based payment transactions settled with equity instruments 25 - (772) (1,049)
Other non-cash items (11,375) 3,124 9,632
33,122 52,202 104,058
Change in assets/liabilities:
Accounts receivable 21 12,421 5,184 6,326
Other assets 19-22 (3,119) 6,520 17,832
Inventories 20 2,747 (10,730) 20,997
Accounts payable 31 (17,717) (29,594) (62,635)
Funds and employee benefits 26-27-33 (687) 237 (626)
Other liabilities 30-32-34 2,212 8,838 (3,005)
(4,143) (19,545) (21,111)
Cash flow generated (absorbed) by operating activities 13,534 23,014 76,496
Taxes paid 13 (214) (560) (1,017)
Interests paid 12 (8,423) (6,404) (13,866)
Interests received 12 1,025 1,282 2,553
(7,612) (5,682) (12,330)
Net cash flow generated (absorbed) by operating activities 5,922 17,332 64,166
CASH FLOW USED IN INVESTING ACTIVITIES:
Capital expenditure on intangible assets 15 (2,393) (2,337) (7,740)
Capital expenditure on property, plant and equipment 16 (4,819) (5,039) (10,962)
(7,212) (7,376) (18,702)
Disposals 15-16 4 - -
(Increase) decrease in financial assets 23 (46) (372) (1,630)
Net cash flow generated (absorbed) by investing activities (7,254) (7,748) (20,332)
CASH FLOW FROM (USED IN) FINANCING ACTIVITIES:
Increase (decrease) in short-term bank borrowings, net 28 3,971 (11,727) (13,016)
Lease liabilities repayment 29 (22,631) (25,664) (49,166)
Loans:
- Proceeds 28 11,080 65,653 104,891
- Repayments 28 (47,399) (14,480) (40,357)
Net cash flow generated (absorbed) by financing activities (54,979) 13,782 2,352
Increase (decrease) in cash and cash equivalents (56,311) 23,366 46,186
Cash and cash equivalents, beginning of the period 24 70,146 24,303 24,303
Effect of translation differences on cash and cash equivalents 161 (454) (343)
Cash and cash equivalents, end of the period 24 13,996 47,215 70,146

Please note that the comparative information is restated to reflect the new classifications of financial statements items.

Statement of changes in equity

(Thousands of Euro) Notes Share
capital
Legal
reserve
Share
Premium
reserve
Transla
tion
reserve
Cash
flow
hedge
IFRS 2
reserve
Treasury
Shares
reserve
Retained
earnings
Net
income
Group
equity
Balance at
December 31, 2022
25,921 5,184 37,678 (5,451) 7,141 3,904 (5,051) 51,905 (13,021) 108,210
Allocation of result - - - - - - - (13,021) 13,021 -
Share-based payment
transactions settled
with equity instruments
- - - - - (1,049) - - - (1,049)
Other Items of the
Comprehensive Income
Statement
- - - (2,160) (8,125) - - 165 - (10,120)
Net result - - - - - - - - (6,451) (6,451)
Balance at
December 31, 2023
25 25,921 5,184 37,678 (7,611) (984) 2,855 (5,051) 39,049 (6,451) 90,590
Allocation of result - - - - - - - (6,451) 6,451 -
Other Items of the
Comprehensive Income
Statement
- - - (1,344) 2,558 - - 7 - 1,221
Other changes in equity - - - - - (2,855) 4,123 (1,268) - -
Net result - - - - - - - - (15,445) (15,445)
Balance at June 30,
2024
25 25,921 5,184 37,678 (8,955) 1,574 - (928) 31,337 (15,445) 76,366
(Thousands of Euro) Notes Share
capital
Legal
reserve
Share
Premium
reserve
Transla
tion
reserve
Cash
flow
hedge
IFRS 2
reserve
Treasury
Shares
reserve
Retained
earnings
Net
income
Group
equity
Balance at December
31, 2022
25 25,921 5,184 37,678 (5,451) 7,141 3,904 (5,051) 51,905 (13,021) 108,210
Allocation of result - - - - - - - (13,021) 13,021 -
Share-based payment
transactions settled with
equity instruments
Other Items of the
- - - - - (772) - - - (772)
Comprehensive Income
Statement
- - - (978) (4,968) - - 77 - (5,869)
Net result - - - - - - - - (9,643) (9,643)
Balance at June, 30
2023
25,921 5,184 37,678 (6,429) 2,173 3,132 (5,051) 38,961 (9,643) 91,926

Explanatory notes

1. Information about the Company: the Group's business activity

The Geox Group develops, schedules and coordinates production and sells Geox-brand footwear and apparel to retailers and end-consumers. It also grants distribution rights and/or use of the brand name to third parties in markets where the Group has chosen not to have a direct presence. Licensees handle production and marketing in accordance with licensing agreements and pay Geox royalties.

Geox S.p.A., the parent company, is a joint-stock company incorporated and domiciled in Italy and is controlled by LIR S.r.l. Geox S.p.A. is a joint-stock company incorporated and domiciled in Italy with registered office at Via Feltrina Centro 16, Biadene di Montebelluna (TV), Italy.

Geox S.p.A. is controlled, with a share of 71.10%, by Lir S.r.l., which has its registered office in Treviso, Italy, and is an investment holding company that belongs entirely to Mario Moretti Polegato and Enrico Moretti Polegato (who respectively own 85% and 15% of the share capital).

Geox S.p.A. is not subject to management and coordination activities exercised by another person or entity for the reasons illustrated in the Directors' Report to which reference should be made.

2. Accounting policies

Form and contents of the half-year condensed consolidated financial statements

The half-year condensed consolidated financial statements have been prepared by the Board of Directors on the basis of the accounting records updated to 30 June 2024. The half-year condensed consolidated financial statements have been drawn up in compliance with the International Financial Reporting Standards adopted by the European Union (IFRS) in force at the date of preparation, as well as on the basis of the measures issued in compliance with article 9 of Legislative Decree 38/2005 (Consob Resolutions No. 15519 and 15520 of 27 July 2006). Unless otherwise indicated, the accounting standards described below have been applied consistently for all periods included in these condensed consolidated financial statements.

These half-year condensed consolidated financial statements comprise the income statement, the statement of comprehensive income, the statement of financial position, the cash flow statement, the statement of changes in equity, and the notes to the financial statements. It should be noted, as required by IAS 34, in order to avoid duplicating the information already provided, the notes refer exclusively to the consolidated income statement, consolidated statement of comprehensive income, consolidated statement of financial position, consolidated statement of changes in equity and the consolidated statement of cash flows, whose nature and changes are essential in order to understand the financial position and results of operations of the Group.

To facilitate comparison with the previous year, the accounting schedules provide comparative figures with 31 December 2023 for balance sheet accounts and with the first half of 2023 in the case of the income statement. It should be noted that the comparative information in the cash flow statement is restated to reflect the new classifications of balance sheet items.

The financial statements are presented in Euro and all values are rounded to the nearest thousand.

Format of financial statements

The Group presents its income statement by classifying costs by function, a reclassification deemed most representative of the business sector in which the Group. The format chosen is that used for managing the business and for management reporting purposes and is consistent with international practice in the footwear and apparel sector.

For the Statement of financial position, a format has been selected to present current and non-current assets and liabilities.

The Statement of cash flow is presented using the indirect method.

In connection with the requirements of the Consob Resolution No. 15519 of July 27, 2006 as to the format of the financial statements, specific supplementary column has been added for related party transactions so as not to compromise an overall reading of the statements (note 37).

Scope of consolidation

The half-year condensed consolidated financial statements at 30 June 2024 include the figures, on a line-by-line basis, of all the Italian and foreign companies in which the Parent Company holds a majority of the shares or quotas, directly or indirectly.

The companies taken into consideration for consolidation purposes are listed in the attached schedule entitled "List of companies consolidated at 30 June 2024".

Consolidation principles

The financial statements of the subsidiaries included in the scope of consolidation are consolidated on a line-by-line basis, which involves combining all of the items shown in their financial statements regardless of the Group's percentage interest.

If the companies included in the scope of consolidation are subject to different local regulations, the most suitable reporting formats have been adopted to ensure maximum clarity, truth and fairness. The financial statements of foreign subsidiaries are reclassified where necessary to make their form of presentation more consistent with the criteria followed by the Parent Company. They are also adjusted to ensure compliance with IFRS.

In particular, for the subsidiaries included in the scope of consolidation:

  • the book value of equity investments included in the scope of consolidation is eliminated against the equity of the companies concerned according to the full consolidation method. There is no direct or indirect investment that is less than 100%, therefore minority interests are not shown;
  • if the amount transferred exceeds the net book value of the related shareholders' equity at the time of acquisition, the difference is allocated to specific assets of the companies acquired, with reference to the fair value at the acquisition date and amortized on a straight-line basis having regard to the useful life of the investment. If appropriate, any amounts which are not allocated are recorded as goodwill. In this case, the amounts are not amortized but subjected to impairment testing at least once a year, or whenever considered necessary;
  • if the book value exceeds the purchase cost, the difference is credited to the income statement.

The following are also eliminated:

  • receivables and payables, costs and revenues and profits and losses resulting from intragroup transactions, taking into account the related tax effects;
  • the effects of extraordinary transactions involving Group companies (mergers, capital contributions, etc). It should be noted that there were no extraordinary transactions in the first half of 2024.

Accounting standards, amendments and interpretations applicable since January 1, 2024

The following is a list of IFRS accounting standards, amendments and interpretations that became effective on January 1, 2024:

Title Issue Date Effective date Endorsment Date Commission
regulation and date
of publication
Lease liability in a sale and leaseback
(Amendments to IFRS 16)
September
2022
1 January 2024 20 November 2023 (UE) 2023/2579
21 November 2023
Classification of liabilities as current
or non-current (Amendments to IAS
1) and Non current liabilities with
covenants (Amendments to IAS 1)
January 2020
October
2022
1 January 2024 19 December 2023 (UE) 2023/2822
20 December 2023
Supplier Finance Arrangements
(Amendments to IAS 7 and IFRS 7)
May 2023 1 January 2024 15 May 2024 (UE) 2024/1317
16 May 2024

With reference to the amendments to IAS 1, relevant information on the accounting standards adopted and the decisions made by management during the process of applying the accounting standards, which have the most significant effects on the amounts in the financial statements, have been reported in the section Accounting Policies and in the note 28.

Accounting standards, amendments and interpretations not yet endorsed by the European Union

As of the date of this document, the competent authorities of the European Union have not yet concluded the endorsement process necessary for the adoption of the amendments and principles described:

Title
Issue Date
Effective date of IASB
document
Approval date by EU
Standards
IFRS 14 Regulatory deferral accounts January 2014 1 January 2016 Postponed pending the
conclusion of the IASB
project on "rate-regulated
activities".
IFRS 18 Presentation and disclsoure in
financial statements
April 2024 1 January 2027 TBD
IFRS 19 Subsidiaries without public
accountability: disclosures
April 2024 1 January 2027 TBD
Amendments
Sale or contribution of assets between
an investor and its associate or joint
venture (Amendments to IFRS 10 and
IAS 28)
September 2014 Deferred until the
completion of the IASB
project on the equity
method
Postponed pending the
conclusion of IASB project
on the equity method
Lack of Exchangeability (Amendment
to IAS 21)
August 2023 1 January 2025 TBD
Amendments to the classification and
measurement of financial instruments
(Amendments to IFRS 9 and IFRS 7)
May 2024 1 January 2026 TBD

Translation of foreign currency financial statements into Euro

The financial statements of foreign companies denominated in currencies other than the Euro are translated as follows:

  • income statement items are translated at the average exchange rate for the period, whereas the closing rate is used for balance sheet items, except for net income and equity;
  • equity items are translated at the historical exchange rate.

The difference between equity translated at historical rates and the assets and liabilities translated at closing rates is recorded as a "Translation reserve" under "Reserves" as a part of consolidated equity.

The exchange rates applied represent the rates available published by the Italian Bank, with the exception of the Russian Ruble exchange rate, which the ECB has decided to suspend publishing as from 1 March 2022. As of that date, the Group considered the exchange rate published by WMR (World Market Reuters) in London.

Currency Average for As at Average for As at Average for As at
06-30-2024 06-30-2024 12-31-2023 12-31-2023 06-30-2023 06-30-2023
US Dollar 1.0812 1.0705 1.0816 1.1050 1.0811 1.0866
Swiss Franc 0.9616 0.9634 0.9717 0.9260 0.9856 0.9788
British Pound 0.8545 0.8464 0.8699 0.8691 0.8766 0.8583
Canadian Dollar 1.4685 1.4670 1.4596 1.4642 1.4569 1.4415
Japanese Yen 164.4978 171.9400 151.9421 156.3300 145.7527 157.1600
Chinese Yuan 7.8011 7.7748 7.6591 7.8509 7.4898 7.8983
Czech Koruna 25.0192 25.0250 24.0007 24.7240 23.6801 23.7420
Russian Ruble 98.1824 92.1575 92.4875 98.7600 83.6989 97.6446
Polish Zloty 4.3167 4.3090 4.5421 4.3395 4.6259 4.4388
Hungarian Forint 389.9208 395.1000 381.7591 382.8000 380.7114 371.9300
Macau Pataca 8.7071 8.6027 8.7216 8.8903 8.7289 8.7712
Serbian Dinar 117.1400 117.1052 117.2518 116.9841 117.3002 117.1796
Vietnam Dong 26,981.5000 27,250.0000 25,777.9167 26,808.0000 25,434.3333 25,618.0000
Indonesian Rupiah 17,207.0100 17,487.2100 16,480.3450 17,079.7100 16,274.9200 16,384.5400
Turkish Lira 34.2539 35.1868 25.7487 32.6531 21.5444 28.3193
Indian Rupia 89.9804 89.2495 89.3249 91.9045 88.8775 89.2065
Hong Kong Dollars 8.4535 8.3594 8.4676 8.6314 8.4747 8.5157
Danish Kroner 7.4580 7.4575 7.4510 7.4529 7.4464 7.4474

Estimates and assumptions

Drawing up financial statements and notes in compliance with IFRS requires directors to make estimates and assumptions that can affect the value of the assets and liabilities in the balance sheet, including disclosures on contingent assets and liabilities at the balance sheet date. The estimates and assumptions used are based on experience and other relevant factors.

It is to be noted, however, that forecasts are by their very nature subject to significant factors of uncertainty, especially in the current economic situation characterized by geo-political tensions concerning Russia and Ukraine and the new outbreak of the Israeli-Palestinian conflict. Therefore, it is possible, based on currently available knowledge, that the results that will be achieved may differ from these estimates and may require adjustments that are difficult to estimate and predict today.

Estimates and assumptions are revised periodically and the effects of each variation made to them are reflected in the income statement for the period when the estimate is revised. In particular, with regard to asset values, impairment tests were updated, based on the financial projections for the period 2024-2028, as better described in note 10.

The balance sheet items mainly affected by these uncertainties are:

  • intangibles assets, property plan and equipment and Right-of-use assets;
  • deferred tax assets;
  • provision for returns;
  • provision for obsolete and slow-moving inventory;
  • provision for bad and doubtful accounts;
  • lease liabilities;
  • provision for risks and contingent liabilities;
  • share-based payments (incentive plans and variable remuneration).

The following summarizes the critical valuation processes and key assumptions used by management in the process of applying accounting standards with regard to the future and which may have significant effects on the values recognized in the financial statements.

Impairment of intangible assets, property, plant and equipment and right-of-use assets (Impairment Test)

The Group has recognized impairment losses against the possibility that the carrying amounts of intangible assets, property, plant and equipment and right-of-use assets may not be recoverable from them by use. The Directors are required to make a significant assessment to determine the amount of asset impairment that should be recognized. They estimate the possible loss of value of assets in relation to the estimated future economic performance closely linked to them and the related discount rate. Further details and the main Directors' assumptions related impairment test are provided in note 10.

Deferred tax assets

Deferred tax assets are recognized for temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding amounts recognized for tax purposes, as well as for tax loss carryforwards considered recoverable.

The Directors are required to make a significant assessment to determine the amount of recoverable deferred tax assets to the extent that it is probable that there will be adequate future taxable profits against which such losses can be utilized. They have to assess the timing and amount of future taxable income and develop a tax planning strategy for the coming years. The book value of the tax losses that have been recognized is shown in note 18.

Provision for returns

The Group has valued the possibility that products already sold can be returned by customers. To this end, the Group has made certain assumptions based on the quantity of goods returned in the past and their estimated realizable value. The Group took into account the changed economic scenario and made a provision which reflects the assumptions relating to the performance of its customers until the end of the season and therefore of the expected returns. These estimates were detailed based on the types of agreements entered into with customers (wholesale, franchise and ecommerce).

Further details are provided in note 31.

Inventories - provision for obsolete and slow-moving inventory

The Group has recognized write-downs against the possibility that products in inventory may have to be sold at stock and thus at an estimated realizable value lower than the recorded cost, or macerated.

For this purpose, the Group has developed assumptions regarding the quantity of goods sold at a discount in the past and the possibility of selling them through the Group's own outlets. In particular, the Group reflected in the inventory write-down provision its assumptions regarding the disposal of previous collections inventories and the surplus estimation relating to the current season collections, considering the current scenario of uncertainty. Further details are provided in note 20.

Provision for bad and doubtful accounts

The provision for bad and doubtful accounts is calculated on the basis of both files in litigation and files that, although not in litigation, show some signs of riskiness due to delayed collections. Furthermore, the provision includes the receivable evaluation according to the lifetime expected credit loss model. The assessment of the overall amount of trade receivables that are likely to be paid requires the development of estimates about the probability of recovery of the aforementioned files, as well as the write-down percentages applied for not in dispute receivables, and therefore it is subject to uncertainties. In particular, Directors took into account the current uncertainty scenario and made a bad debt provision consistent with the situation of the accounts receivable that are partly subject to insurance. Further details are provided in note 21.

Lease liabilities and Right-of-use assets

The Group records right-of-use assets and lease liabilities. Right-of-use assets are initially valued at cost, and then at cost net of amortization and accumulated losses due to reductions in value and are adjusted in order to reflect revaluations of lease liabilities.

The Group values lease liabilities at the current value of the payments due for lease contracts and not yet paid as at the effective date, discounting them using the incremental borrowing rate defined taking into account the term of the leases, the currency in which they are denominated, the characteristics of the economic environment in which the lease was entered into and the credit adjustment. Lease liabilities are then subsequently increased by the interest that accrues on them and are reduced by the payments made for the leasing. Lease liabilities are also revalued if future payments due for the leasing are altered, due to a change to the index or rate, if there is a change to the amount that the Group believes it will have to pay as a guarantee on the residual value or if the Group alters its valuation with reference to the option to purchase the asset, or to extend or terminate the lease contract.

The Group has estimated the duration of leasing for contracts for which it acts as lessee and that provide for a renewal option. The Group's assessment as to whether or not it is reasonably certain that the option will be exercised affects the estimate of the duration of the leasing, thereby significantly impacting the amount of the lease liabilities and of the right-of-use assets recorded.

The Group has analyzed all lease contracts, defining the lease term for each by combining the "non-cancellable" period with the effects of any extension or early termination clauses that are expected to be exercised with reasonable certainty. Specifically, for real estate this assessment considered the specific facts and circumstances of each asset. With regard to other categories of assets, mainly company cars and equipment, the Group generally did not deem it likely for extension or early termination clauses to be exercised, considering the approach normally taken by the Group.

Further details are provided in note 17 with regard to Right-of-use assets and note 29 with regard to lease assets/liabilities.

Provision for risks and contingent liabilities

The Group may be subject to legal and tax litigation concerning a wide range of issues that are subject to the jurisdiction of different countries in which it operates. Lawsuits and litigation against the Group are subject to varying degrees of uncertainty, including the facts and circumstances inherent in each litigation, jurisdiction, and different applicable laws. In the normal course of business, the Directors consult with their legal advisors and experts in legal and tax matters. The Group recognizes a liability for such litigation when it believes it is probable that a financial outlay will occur and when the amount of losses that will result can be reasonably estimated. Where a financial outlay becomes possible but the amount cannot be determined, that fact is disclosed in the notes to the financial statements.

Share based payments

For a description regarding the determination of the fair value of share-based payments for Geox Group management incentive, please refer to note 35.

Accounting policies

The financial statements are prepared on a historical cost basis, with the exception of derivative instruments measured at fair value, and on the going concern assumption.

The main accounting policies are outlined below:

Intangible assets

Intangible assets with a finite useful life are recorded at purchase or production cost, including directly-related charges, and amortized systematically over their residual useful lives.

The residual value and useful life of intangible assets are reviewed at least at the end of each period end and if, regardless of the amortization already recorded, an impairment loss occurs, the intangible asset is written down accordingly. If the reason for the impairment loss ceases to apply in subsequent years, its value is reinstated.

Amortization is applied systematically over the useful life of the assets based on the period that they are expected to be of use to the Group. The residual value of intangible assets at the end of their useful life is assumed to be zero, unless there is a commitment by a third party to purchase the assets at the end of their useful life or there is an active market for them. With regard to the key money item, which arose prior to the entry into force of IFRS 16, it should be noted that in France the protections provided to the tenant by specific legal provisions, complemented by market practices, allow the recognition of a value of commercial positions even at the end of the contract. This has led the Directors to estimate a residual value, of the key money paid, at the end of each lease.

The Directors review the estimated useful life of intangible assets at the end of each period.

The following table summarizes the useful life (in years) of the various intangible assets:

Trademarks 10 years
Geox Patents 10 years
Other patents and intellectual property rights 3-5 years
Key money Period of the rental contract
Other intangible assets Period of the rental contract

Geox patents include the costs incurred to register, protect and extend new technological solutions in various parts of the world. The other patents and intellectual property rights mainly relate to the costs of implementing and customizing software programs which are amortized in 3-5 years, taking into account their expected future use.

Key money, which arose before IFRS 16 came into force, includes:

  • amounts paid to acquire businesses (shops) that are managed directly or leased to third parties under franchising agreements;
  • amounts paid to access leased property by taking over existing contracts or persuading tenants to terminate their contracts so that new ones can be signed with the landlords. The premises were then fitted out as Geox shops.

Goodwill represents the excess cost of acquisition over the fair value of the net assets of the newly acquired business. Goodwill is not amortized; instead, it is subjected to impairment testing at least once a year, and anyway, whenever there is evidence of a loss in value, in order to identify any loss in value of the asset.

Property, plant and equipment

Property, plant and equipment are booked at their purchase or construction cost, which includes the price paid for the asset and any directly-related purchasing costs and start-up costs. Property, plant and equipment are shown at cost, net of accumulated depreciation and write-downs/write backs.

The residual value of the assets, together with their estimated useful life, is reviewed at least once a year at the end of each accounting period and written down if it is found to be impaired, regardless of the amount of depreciation already charged. The value is reinstated in subsequent years if the reasons for the write-down no longer apply.

Maintenance costs, of an ordinary nature, are charged in full to the income statement, whereas improvement expenditure is allocated to the assets to which they relate and depreciated over their residual useful life.

The following table shows the useful life in years related to the depreciation rates applied:

Building 20-30 years
Plant and machinery 3-8 years
Photovoltaic plant 11 years
Industrial and commercial equipment 2-4 years
Moulds 2 years
Office furniture 8 years
Electronic machines 3-5 years
Motor vehicles 4 years
Internal transport and trucks 5 years
Leasehold improvements Period of contract *
Shop equipment Lower of contract period and 8 years
Shop fittings and concept stores 2-5 years

* Depreciated over the lower of the usefule life of the improvements and the residual duration of the lease

Right-of-use assets

Upon signing a contract, the Group assesses whether it is, or contains, a leasing agreement. In other words, if the contract grants the right to use a given asset for a period of time in exchange for a fee.

The Group as lessee

The Group applies a single model to recognize and measure all leasing contracts, with certain exceptions referring to short-term leases and the leasing of assets of modest value. The Group recognizes liabilities relating to payments for leasing and the right-of-use asset representing the right to use the asset underlying the contract.

Right-of-use assets

The Group recognizes right-of-use assets as at the effective date of the lease. Right-of-use assets are measured at cost, net of accumulated depreciation and impairment losses, and are adjusted for any remeasurement of lease liabilities. Right of use assets are amortized on a straight-line basis from the effective date to the end of the useful life of the right-of-use asset.

Right-of-use assets are subject to impairment test.

Lease liabilities

On the effective date of the lease, the Group recognizes lease liabilities by measuring them at the present value of lease payments due but not yet paid at that date. Payments due include fixed payments (including fixed payments in terms of substance) net of any leasing incentives to be received, variable leasing payments that depend on an index or rate and amounts that are expected to be due as a guarantee on the residual value. Lease payments also include the price to exercise the purchase option, if there is reasonable certainty that the Group will exercise said option, and the penalty payments for termination of the lease contract, if the duration of the lease takes into account the Group exercising the option to terminate the lease in question.

Variable lease payments that do not depend on an index or rate are recognized as costs in the period in which the event or condition that generated the payment occurs.

When calculating the current value of payments due, the Group uses the marginal financing rate as at the start date. After the effective date, the lease liability amount is increased to take into account the interest accruing on said lease liabilities and is reduced to take into account any payments made.

Furthermore, the book value of lease liabilities is recalculated if any changes are made to the lease agreements or if the contractual terms and conditions are reviewed to alter payments; this is also recalculated if there are any changes to the valuation of the option to purchase the underlying asset or to future payments deriving from an alteration to the index or rate used to calculate said payments.

Short-term leases and leases for assets of modest value The Group has decided not to recognize right-of-use assets and lease liabilities related to low-value assets and short-term leases. The Group recognizes the related lease payments as an expense over the lease term.

Impairment of property, plant and equipment and intangible assets

The book value of the Geox Group's property, plant and equipment and intangible assets is reviewed whenever there is internal or external evidence that the value of such assets, or group of assets (defined as a Cash Generating Unit or CGU), may be impaired. Goodwill has to be subjected to impairment testing at least once a year.

Impairment tests are performed by comparing the book value of the asset or of the CGU with its realizable value, represented by its fair value (net of any disposal costs) or, if greater, the present value of the net cash flows that the asset or CGU is expected to generate.

If the book value of the asset is greater than its recoverable value, this asset is consequently impaired in order to align it to its recoverable value through use.

Each unit, to which the specific values of assets are allocated (tangible and intangible), represents the lowest level at which the Group monitors such assets. The Group's terms and conditions for reinstating the value of an asset that has previously been written down are those established by IAS 36. Write backs of goodwill are not possible under any circumstances.

Financial instruments

Financial instruments held by the Group are included in the following financial statements items:

  • non-current financial assets comprise non-current loans and receivables;
  • current financial assets include trade receivables, financial receivables and current securities and derivative financial instruments with a positive fair value;
  • cash and cash equivalents include bank deposits, units in liquidity funds and other money market securities that are readily convertible into cash and are subject to an insignificant risk of changes in value;
  • financial liabilities refer to financial payables, financial instruments with a negative fair value, trade payables and other payables.

When financial assets do not have a fixed maturity, they are measured at acquisition cost. Receivables with a maturity of more than one year, non-interest-bearing or bearing interest lower than market rates, are discounted using market rates.

Assessments are regularly made to determine whether there is objective evidence that a financial asset or group of assets may be impaired. If there is objective evidence, the impairment loss should be recognized as an expense in the income statement for the period.

Accounts receivable are initially recognized at their current value and then shown net of the provision for bad debt necessary to adjust them in accordance with the impairment model introduced by IFRS 9 (expected losses model). Provision for the doubtful accounts is charged to the income statement.

Receivables subject to impairment are written off when it's confirmed that they are not recoverable.

Receivables sold to the factor without recourse (pro-soluto) have been removed from the Balance Sheet as the relative contract transfers ownership of the receivables, together with all cash flows generated by said receivable and all related risks and benefits, to the factor.

Except for derivative instruments, financial liabilities are measured at amortized cost using the effective interest method.

Financial assets and liabilities hedged by derivative instruments are measured in accordance with hedge accounting principles applicable to fair value hedges: gains and losses arising from remeasurement at fair value, due to changes in relevant hedged risk, are recognized in the income statement and are offset by the effective portion of the loss or gain arising from remeasurement at fair value of the hedging instrument.

Derivative financial instruments

All derivative financial instruments are measured in accordance with IFRS 9 at fair value.

Derivative financial instruments are used for hedging purposes, in order to foreign exchange and interest rate risk. In accordance with IFRS 9, derivative financial instruments qualify for hedge accounting only when at the inception of the hedge there is formal designation and documentation of the hedging relationship and the hedge relationship is effective on the basis of the "economic relationship" between the hedged item and the hedge instrument.

When derivative financial instruments qualify for hedge accounting, the following accounting treatments apply:

  • Fair value hedge Where a derivative financial instrument is designated as a hedge of the exposure to changes in fair value of a recognized asset or liability that is attributable to a particular risk and could affect the income statement, the gain or loss from remeasuring the hedging instrument at fair value is recognized in the income statement. The gain or loss on the hedged item attributable to the hedged risk adjusts the carrying amount of the hedged item and is recognized in the income statement;
  • Cash flow hedge Where a derivative financial instrument is designated as a hedge of the exposure to variability in future cash flows of a recognized asset or liability or a highly probable forecasted transaction and could affect income statement, the effective portion of any gain or loss on the derivative financial instrument is recognized directly in equity. The cumulative gain or loss is removed from equity and recognized in the income statement at the same time as the economic effect arising from the hedged item affects income. The gain or loss associated with a hedge or part of a hedge that has become ineffective is recognized in the income statement immediately. When a hedging instrument or hedge relationship is terminated but the hedged transaction is still expected to occur, the cumulative gain or loss realized to the point of termination remains in equity and is recognized in the income statement at the same time as the underlying transaction occurs. If the hedged transaction is no longer probable, the cumulative unrealized gain or loss held in equity is recognized in the income statement immediately.

If hedge accounting cannot be applied, the gains or losses from the fair value measurement of derivative financial instruments are recognized immediately in the income statement.

Inventories

Inventories of finished products are measured at the lower of purchase or production cost and their estimated net realizable or replacement value. For raw materials, purchase cost is calculated at the weighted average cost for the period.

For finished products and goods, purchase or production cost is calculated at the weighted average cost for the period, including directly-related purchasing costs and a reasonable proportion of production overheads. Obsolete and slowmoving goods are written down according to the likelihood of them being used or sold.

Employee benefit

Benefits paid to employees under defined-benefit plans on or after termination of employment (employee severance indemnities) are recognized over the period that the right to such benefits accrues. The liability arising under defined benefit plans, net of any assets servicing the plan, is determined using actuarial assumptions and recorded on an accrual basis in line with the work performed to earn the benefits.

The liability is assessed by independent actuaries. The amount reflects not only the liabilities accrued up to the balance sheet date, but also future pay rises and related statistical trends. The benefits guaranteed to employees through definedcontribution plans are recognized on an accrual basis; at the same time, they also give rise to the recognition of a liability at face value.

Share-based payments

The fair value at grant date of the incentives granted to employees in the form of share-based payments, that are equity settled, is usually included in expenses with a corresponding increase in equity over the period during which the employees earn the incentives rights. The amount recognised as an expense is adjusted to reflect the actual number of incentives for which the conditions of continued employment and non-market performance are met, so that the final amount recognised as an expense, is based on the number of incentives that fulfil these conditions at the vesting date. In case the incentives granted as share-based payments whose conditions are not to be considered to maturity, the fair value at the grant date of the share-based payment is measured to reflect such conditions. With reference to the nonvesting conditions, any difference between amounts at the grant date and the actual amounts will have no impact on the Consolidated Financial Statements.

The fair value of the amount payable to employees related to share appreciation rights, settled in cash, is recognized as an expense with a corresponding increase in liabilities over the period during which the employees unconditionally become entitled to receive the payment. The liability is measured at year-end and at the settlement date based on the fair value of the share appreciation rights.

Any changes in the fair value of the liability are recognised in profit or loss for the year.

Provisions for liabilities and charges

Provisions for liabilities and charges are recognized when there is an effective obligation (legal or implicit) deriving from a past event, providing there will probably be an outlay of resources to settle the obligation and the amount of the obligation can be reliably estimated.

Provisions represent the best estimate of the amount that the business would have to pay to settle the obligation or transfer it to third parties at the balance sheet date. Provisions are determined by discounting the expected future cash flows, if the effect of discounting is significant.

Operating globally, the Group is subject to legal and tax risks arising from the conduct of normal business. Based on the information available to date, the Group believes that as of the date of preparation of this document, the provisions set aside in the financial statements are sufficient to ensure a fair presentation of the Consolidated Financial Statements.

In this regard, the parent company Geox S.p.A., underwent an audit by the Guardia di Finanza, Economic and Financial Police Unit of Venice for the tax years 2016-2020 in order to check compliance with the provisions of tax regulations for the purposes of VAT, income tax and other taxes.

The audit was concluded on June 27, 2022 with the notification of the relevant tax audit report (PVC). Faced with the findings contained in this document, Geox S.p.A., as is its practice, reserved the right to provide the necessary clarifications within the envisaged timeframe, also through the filing of appropriate briefs. To this end, the Company, supported by its tax advisors, believes that Geox S.p.A.'s actions are correct and that the position taken by the Guardia di Finanza in formulating the aforesaid findings is unfounded in fact and in law.

On 17 March 2023, a notice of assessment was notified in relation to 2016 with reference only to the IRES assessment, to which Geox S.p.A. acquiesced, while on 24 March 2023, a notice of assessment with adhesion was notified, again in relation to 2016, with reference to the IRAP and VAT assessments, through which Geox S.p.A. completed the settlement of the 2016 tax year. As part of the assessment with adhesion, no penalties were applied on the main finding for VAT purposes.

On 27 September 2023 Geox S.p.A. received two invitations to appear through which the Veneto Regional Office activated the assessment with adhesion procedure on the 2017 financial year. During the month of February 2024 Geox S.p.A. defined this annuality with the signing of the relative adhesion deeds.

With reference to the years subsequent to 2017, it should be noted that Geox S.p.A. intends to proceed in the same way to define them by way of assessment with adhesion, with timing that will have to be agreed with the Agenzia delle Entrate, and has reflected the estimate of the related amounts in the financial statements.

During the first half of 2024 the documentation requested by the Tax Authorities during the meetings with the office was submitted in view of the final settlement of the assessment, and, as at today, the company is discussing the timeline of the final agreement and payments..

Revenues

The Geox Group creates, produces, promotes and distributes Geox-brand footwear and apparel, the main feature of which is the use of innovative and technological solutions that can guarantee the ability to breathe and remain waterproof at the same time. The Group's revenues include:

  • sales of goods to customers operating through mono-brand stores (franchising stores) or multi-brand stores (wholesalers);
  • sales of goods directly through Geox shops or e-commerce channel;
  • royalties

Sale of goods (Wholesale and Franchising)

Revenues from the sale of goods are recognized when control of the asset is transferred to the buyer, i.e. when the asset is delivered to the customer in accordance with contractual provisions and the customer acquires the ability to direct the use of and obtain substantially all of the benefits from the asset. If the sales contract includes retrospective volume-related discounts, the Group estimates the relevant impact and treat it as variable consideration. Group estimates the impact of potential returns from customers. This impact is accounted for as variable consideration, recognizing a liability for returns and the corresponding asset in the statement of financial position. This estimate is based on the Group's right of return policies and practices along with historical data on returns.

The Group includes in the transaction price the variable considerations estimated (discounts and returns) only to the extent that it is highly probable that a significant reversal in the amount of recognized revenue will not occur in the future.

Sale of goods (Retail)

Retail revenues are recognized upon receipt of the goods by the customer at the retail location. The relevant consideration is usually received at the time of the delivery. Any advance payments or deposits from customers are not recognized as revenue until the product is delivered. Concerning sales through the ecommerce channel, the moment in which the customer obtains control of the asset is identified based on the specific terms and conditions applied by the on-line sales platforms used by the Group. In some countries, the Group allows customers to return the products for a certain period of time after the purchase: therefore, it estimates the relevant impact by accounting for it as variable consideration, recognizing the relevant assets and liabilities (see Sale of goods (Wholesale and Franchising)).

The estimate is based on the historical trend in returns, accounts for the time elapsed from the purchase date, and is regularly reviewed. The Group includes in the transaction price the variable considerations estimated only to the extent that it is highly probable that a significant reversal in the amount of recognized revenue will not occur in the future. There are no post-delivery obligations other than product warranties, if required by local law; these warranties do not represent a separate performance obligation.

Royalties

The Group licenses the rights to use trademarks and/or patents to third parties and recognizes royalty revenues based on the characteristics of the contracts entered into with customers.

Loyalty programs

The companies of the Retail division offer their customers discount programs or similar loyalty programs with a term of 12 months or greater. Customers who present a valid loyalty card receive a fixed percentage discount off the retail prices for a specified range of products and/or services. Revenue under these arrangements is recognized upon receipt of the products or services by the customer at the retail location.

Rental income

Rental income relates to the Geox Shops owned by the Group and leased to third parties under franchising agreements; rental income is recognized on an accrual basis.

Government Grants

Government grants are recognized in the financial statements when there is reasonable assurance of the Group's compliance with the conditions for receiving such grants and that the grants will be received. Government grants are recognized as income over the periods necessary to match them with the related costs which they are intended to offset.

Income tax

Current income taxes

Current income taxes for the period are calculated on the basis of taxable income in accordance with the tax rules in force in the various countries.

Geox S.p.A. joined, as parent company, a domestic tax consolidation for three years (2014-2016), then renewed. The two Italian subsidiaries Geox Retail S.r.l. and Xlog S.r.l. are included in this tax consolidation scheme.

Deferred taxes

Deferred tax assets and liabilities are recognized on temporary differences between the amounts shown in the balance sheet and their equivalent value for fiscal purposes. Deferred tax assets are also recognized on the tax losses carried forward by Group companies when they are likely to be absorbed by future taxable income earned by the same companies.

Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply in the various countries in which the Geox Group operates in the tax periods when the temporary differences reverse or expire.

The book value of deferred tax assets is reviewed at each balance sheet date and if necessary reduced to the extent that future taxable income is no longer likely to be sufficient to recover all or part of the assets. These write-downs are reversed if the reasons for them no longer apply. Income taxes on the amounts booked directly to equity are also charged directly to equity rather than to the income statement.

Taxes - Pillar II

Legislative Decree No. 209 of 27 December 2023 transposed Directive No. 2022/EU/2523 on 'Global Minimum Tax' (legislation originating from the rules formulated at the OECD and commonly known as 'Pillar II'), with the express purpose of guaranteeing a minimum level of taxation for multinational or domestic groups of companies as of 1 January 2024.

The new rules affect companies located in Italy, which are part of a multinational or domestic group characterised by annual revenues of Euro 750 million or more, a revenue threshold that must be reached in at least two of the four financial years immediately preceding the financial year in question.

The Geox Group, which is included in the consolidation perimeter of the LIR Group, falls within the scope of application of the Pillar 2 regulations.

As is well known, given the complexity of determining the level of effective taxation under the ordinary rules, the Pillar 2 legislation provides for the first three effective periods (three-year period 2024-2026), the possibility of applying a simplified regime (so-called "Transitional Safe Harbour") based mainly on accounting information available for each jurisdiction. Specifically, passing at least one of three tests under this simplification results in reduced compliance burden and zero taxes from "Pillar II."

In this regard, it should be noted that The Group has not recorded any global minimum top up tax because, considering the information known or reasonably estimable as of 30 June 2024, the Group would not be significantly exposed to taxes arising from the "Pillar" discipline mainly on the basis of passing the Transitional Safe Harbors.

The Group has applied a temporary mandatory exception to the recognition of deferred taxes with respect to the global minimum top-up tax, which is recognized under current taxes when incurred.

Earnings per share (EPS)

Basic EPS is calculated by dividing the net income attributable to the Parent Company's shareholders by the weighted average number of ordinary shares outstanding during the period.

Diluted EPS is calculated by dividing the net income attributable to the Parent Company's shareholders by the weighted average number of shares outstanding, taking into account the effects of all potentially dilutive ordinary shares (e.g. with reference to employee stock option plans, if there are vested options not yet exercised).

3. Segment reporting

Ai fini dell'IFRS 8 "Operating segment", l'attività svolta dal Gruppo è identificabile in un unico segmento operativo riferito al business Geox.

4. Sales

Consolidated sales for the first six months of 2024 amounted to Euro 320.4 million, decreasing by 9.4% compared to the previous year (-8.0% at constant exchange rates), Such decline is primarily due to the negative performance of the Wholesale channel and Franchising, only partially offset by the positive trend of the Direct Digital channel.

Sales by product category are shown in the following table:

(Thousands of Euro) I half 2024 % I half 2023 % Var. %
Footwear 291,858 91.1% 324,771 91.8% (10.1%)
Apparel 28,527 8.9% 28,832 8.2% (1.1%)
Total Sales 320,385 100.0% 353,603 100.0% (9.4%)

Sales by region are shown in the following table:

(Thousands of Euro) I half 2024 % I half 2023 % Var. %
Italy 89,016 27.8% 98,788 27.9% (9.9%)
Europe (*) 146,401 45.7% 148,958 42.1% (1.7%)
North America 11,703 3.7% 13,554 3.8% (13.7%)
Other countries 73,265 22.9% 92,303 26.1% (20.6%)
Total Sales 320,385 100.0% 353,603 100.0% (9.4%)

(*) Europe includes: Austria, Benelux, France, Germany, UK, Iberia, Scandinavia, Switzerland.

As regards the sales made to individual customers, there are no situations of particular concentration as all are well under the threshold of 10% of total sales.

Revenues from royalties amounted Euro 698 thousand, compared to Euro 673 thousand in the first half of 2023.

5. Cost of sales and gross margin

The cost of sales amounted to 48.8% of sales compared to 49.0% in the first semester of 2023, resulting in a gross margin of Euro 164.0 million.

Consequently, the slightly increased % gross margin (+20 bps compared to the previous year) confirms and consolidates the now stable supply chain conditions.

6. Selling and distribution costs and advertising and promotion costs

Selling and distribution costs stood at Euro 17,329 thousand (Euro 18,616 thousand in the first half of 2023) accounting for 5.4% of sales (5.3% in the first half of 2023). These costs include, mainly, the costs of the sales force, credit management costs, such as the cost of credit insurance, and transportation costs on sales. The decrease is linked to the already explained reduction in turnover and, in particular in the wholesale channel.

Advertising and promotions costs amounted to Euro 13,759 thousand, accounting for 4.3% of sales down compared to Euro 17,160 thousand of the first half of 2023 (4.9% in the first half of 2023) mainly due to the reduction in marketing costs.

7. General and administrative expenses

General and administrative expenses are analyzed in the following table:

I half 2024 I half 2023 Change
Wages and salaries 49,101 48,297 804
Rental and occupancy expenses 4,984 6,225 (1,241)
Services and consulting 17,953 19,388 (1,435)
Depreciation 32,435 34,434 (1,999)
Samples 2,828 2,864 (36)
Maintenance 4,268 4,854 (586)
Other costs 29,157 27,983 1,174
Total 140,726 144,045 (3,319)

Wages and salaries went from Euro 48,297 thousand to Euro 49,101 thousand, showing an increase of about Euro 804 thousand.

The change compared to the same period in the previous year is due to the combined effect of a reduction in the average number of store employees (decreasing from 2,019 in the first half of 2023 to 1,616 in in the first half of 2024) as a result of the closure of some stores operated directly by the Group, and an increase in non-recurring costs related to the termination of the employment and administration relationship with the former CEO.

Rental and service charges include costs related to short term contracts, variable rent on turnover contracts and those related to lease contracts for which the underlying asset is a low-value asset.

Rental and service charges relate to shops, offices and industrial property leased by the Group, and they show a decrease for Euro 1,241 thousand in the first half of 2024.

It should be noted that this item includes service charges of Euro 2,880 thousand, variable rents of Euro 848 thousand, short-term leases of Euro 468 thousand and lease contracts related to low-value assets of Euro 638 thousand.

The item services and consulting, amounting to Euro 17,953 thousand, includes mainly logistics and warehousing services,

outsourcing services, and information systems.

Depreciation. amounting to Euro 32,435 thousand (Euro 34,434 thousand in the first half of 2023) includes mainly the depreciation of Right-of-use assets, shops furniture, and software and hardware related to information systems.

The item samples, amounting to Euro 2,828 thousand, includes costs for samples development.

The item maintenance, amounting to Euro 4,268 thousand, includes maintenance related to the headquarter, stores and related to information systems.

Other costs, amounting to Euro 29,157 thousand, mainly include: utilities and telephone expenses (amounting to Euro 1,906 thousand), consumption materials (amounting to Euro 1,765 thousand), bank commissions and expenses (amounting to Euro 2,265 thousand), company officers' compensation (amounting to Euro 1,572 thousand), travel expenses (amounting to Euro 983 thousand), insurance (amounting to Euro 985 thousand), and other miscellaneous costs.

8. Other revenues

The following table details other revenues:

I half 2024 I half 2023 Change
Rental income 824 698 126
Insurance compensation 102 268 (166)
Government grants 548 1,055 (507)
Other 841 1,095 (254)
Total 2,315 3,116 (801)

Rental income relates to the Geox Shops owned by the Group and leased to third parties under franchising agreements.

Insurance compensation, amounting to Euro 102 thousand, decreased compared to same period last year for an amount of Euro 166 thousand.

Government grants, amounting to Euro 548 thousand, mainly refer to a grant of Euro 413 thousand, for investments in research, development and technological innovation, in relation to the 2023 projects pursuant to Article 1, paragraphs 198-209, of Law No. 160/2019.

The item other includes mainly sales of miscellaneous goods.

9. Depreciation, amortization and payroll costs

The following table includes the total value of depreciation and amortization for the year, presented in the movements in fixed assets shown in notes 15, 16 and 17, net of provisions and releases of impairment funds:

I half 2024 I half 2023 Change
Industrial depreciation 2,129 2,147 (18)
Non-industrial depreciation and amortization 32,435 34,434 (1,999)
Total 34,564 36,581 (2,017)

Industrial depreciation decreased from Euro 2,147 thousand to Euro 2,129 thousand and refers mainly to molds for shoes soles. These costs are included in the cost of sales.

Non-industrial depreciation and amortization went from Euro 34,434 thousand to Euro 32,435 thousand and refer mainly to Right-of-use assets, shops furniture, and software and hardware related to information systems. These costs are included in general and administrative expenses.

Total payroll costs amount to Euro 58,394 thousand (Euro 57,672 thousand in the first half of 2023). The change from the previous year is mainly attributable to the combined effect of a reduction in number of store employees as a result of the closure of some stores operated directly by the Group, and an increase in non-recurring costs.

10. Impairment test

The following describes the approach followed and the assumptions adopted in carrying out the impairment test, aimed at verifying the recoverability of the Group's assets and approved independently and concurrently with these financial statements. The recoverable amount is based on value in use determined on the basis of projections of estimated future cash flows.

The impairment test was carried out on the basis of the Group's budget for 2024 approved by the Board of Directors on March 1, 2024, and the cash flows from the financial forecasts for the period 2025-2028 prepared and approved by the Board of Directors on the same date.

The performances of the stores were also taken into account for the purpose of the analysis, which, as noted in the Directors' Report, recorded an increase on comparable sales of 0.7%

The estimation of value in use for the purpose of impairment testing was based on the discounting of forecast data considering the growth levels of sales and EBITDA based on both past economic-income performance and future expectations, also taking into account the continuing uncertain environment.

In estimating growth over the financial forecast period, the Group took into account both its own internal expectations and indications obtained from independent external sources.

The impairment test included a first phase in which the recoverability of the invested capital referable to each store operated directly by the Group (Direct Operated Stores, DOS) was verified, excluding a very limited number of stores that are flagship.

At that stage for each of the cash-generating units (CGUs), the recoverable value is based on the value in use, calculated using estimated future cash flows.

Regarding the assets of the stores analyzed, total assets of Euro 182 million (of which Right-of-use assets for Euro 157 million) were tested, as of 30 June 2024.

This methodology is consistent with what was done last year.

For each store, the forecast period is in line with the expected duration of the relative lease agreement, making the necessary projections to cover the years following said forecast timeframe.

In order to calculate the current value, future cash flows obtained in this way have been discounted using a WACC pretax, taking into consideration the specific characteristics and risks of each area in which the Group operates, between 11.0% and 18.4% (18.4% refers to the Russian market).

The Directors therefore proceeded to write down, in whole or in part, assets relating to18 shops (CGUs), compared to the 24 shops written down as at 31 December 2023.

The total impairment provision allocated as an adjustment to fixed assets as of 30 June 2024, amounted to Euro 3,133 thousand, while it was Euro 3,638 thousand as of 31 December 2023.

The decrease from the previous year is mainly attributable to the gradual depreciation process of assets (notes 15,16 and 17).

In fact, it should be recalled how the Group continues to depreciate the assets subject to impairment and at the same time proceeds to release the impairment fund, thus not adjusting, as a result of the impairment, the value on which to calculate depreciation.

Changes in the impairment fund for the different categories of fixed assets is shown below:

Property, plant
and equipment
Right-of
use assets
Total
Impairment fund as at 12-31-23 (325) (3,313) (3,638)
Provisions (50) (524) (574)
Releases 183 912 1,095
Translation differences and other movements (1) (15) (16)
Change in impairment fund 132 373 505
Impairment fund as at 06-30-24 (193) (2,940) (3,133)

The next phase of the test was carried out by the Directors at the time of approval of the financial statements as of 31 December 2023, and it involved testing the recoverability of the Group's net invested capital including goodwill amounting to Euro1,138 thousand.

As of 30 June 2024, the Directors have not identified any trigger events that required the test to be updated again, also in view of the initial findings emerging from the work still underway on the new business plan that will be finalized within the year.

An asset-side approach was used to check the recoverable value of the Group's goodwill and net invested capital, comparing the value in use of each cash generating unit with the relative carrying amount.

As previously indicated, cash flow projections were made considering a five-year time horizon, assuming 2024 in line with 2023 and for 2025-2028 to resume the revenue growth trend with a 2023-2028 CAGR of 4.3%.

Expected future cash flows after 2028 and used for terminal value were determined using a growth rate ("g-rate") of 2.2%. The discount rate was calculated using the Weighted Average Cost of Capital ("WACC") and taking into account the changed scenario of the economy and the resulting interest rate implications.

The calculated discount rate is 10% and is based on the following assumptions: (i) the risk-free rate adopted is 4.7% and corresponds to the yield on 10-year government bonds of the various countries in which the Group operates; (ii) the equity risk premium of 7.6% is based on the results of long-term analysis related to industrialized countries, Group size, and professional practice; (iii) the beta coefficient was estimated on the basis of a panel of comparable companies and is 0.8; (iv) the cost of debt, 4.4%, was estimated on the basis of the 10-year IRS plus a spread of 180bps; (v) the debt/equity ratio was estimated on the basis of a panel of comparable companies and is 40%. Future flows include annual investments of about Euro 23 million.

As a result, the impairment test shows positive coverage, sufficient to support the Group's net invested capital and goodwill. Consequently, no further impairment is necessary than those already accounted for with reference to the impairment test on stores.

In addition, the Group conducted the usual sensitivity analyses in order to highlight the effects produced on "value in use" by a change in key assumptions (WACC, growth rate, and EBITDA).

Sensitivity analyses show that in order to make the "value in use" equal to the value of Net Invested Capital, the following parameters would need to change, considered individually and if nothing else changes: i) increase in WACC to 16.2%; ii) growth rate "g" used in terminal value of less than 0; and iii) a reduction in EBITDA of about 23.4%.

Finally, it should be noted that as of 30 June 2024 Geox's market capitalization was well above the book value of equity. The second phase of the impairment test will be carried out again by the Directors when they approve the financial statements as of 31 December 2024.

11. Personnel

The average number of employees is shown below:

06-30-2024 06-30-2023 Change
Managers 44 44 (0)
Middle managers and office staff 859 858 1
Shop employees 1,616 2,019 (403)
Factory workers 1 1 -
Total 2,520 2,922 (402)

The average number of employees for the first half of 2024 amounted to 2,520 showing a reduction of 402 compared to the first half of 2023 mainly due mainly due to closure of some stores operated directly by the Group.

12. Financial income and Financial expenses

This item is made up as follows:

I half 2024 I half 2023 Change
Financial income 2,541 2,101 440
Financial expenses (9,021) (15,365) 6,344
Total (6,480) (13,264) 6,784

Financial income is made up as follows:

I half 2024 I half 2023 Change
Interest from banks 962 915 47
Interest from customers 3 10 (7)
Other interest income 474 1,176 (702)
Net gains on exchange rate differences 1,102 - 1,102
Total 2,541 2,101 440

Other interest income mainly includes the time value effect referring to derivative financial instruments mentioned in note 36.

Net gains on exchange rate differences amounted to Euro 1,102 thousand mainly referred to the EUR/RUB exchange rate.

Financial expenses are made up as follows:

I half 2024 I half 2023 Change
Bank interest and charges 215 369 (154)
Interest on loans 3,855 2,761 1,094
Interest on leases 2,319 2,115 204
Other interest expense 1,356 2,644 (1,288)
Financial discounts and allowances 1,276 1,544 (268)
Net losses on exchange rate differences - 5,932 (5,932)
Total 9,021 15,365 (6,344)

Interest on loans increases by Euro 1,094 thousand compared to previous year, as a result of the increase in the average borrowing rate compared to the same period last year.

Other interest expense mainly includes the time value effect referring to derivative financial instruments mentioned in note 36.

Interest on leases relate to the application of the accounting standard IFRS 16. The weighted average of the interest borrowing rate (IBR) of the year is 1.92%.

The change related to net losses on exchange rate differences is mainly related to the EUR/RUB exchange rate. In fact, it should be recalled that the ruble had undergone a sudden devaluation from an exchange rate against the Euro of 77.90 at the end of 2022 to an exchange rate of 97.64 as of June 2023, generating exchange rate losses of approximately Euro 5.9 million that could not be mitigated by hedging transactions.

13. Income tax

Income taxes in the first half of 2024 amount to Euro 3,453 thousand, compared to Euro 5 thousand in the first half of 2023.

I half 2024 I half 2023 Change
(560) (251) (309)
(2,893) 246 (3,139)
(3,453) (5) (3,448)

The following table shows reconciliation between the Group's effective tax burden and its theoretical tax charge, based on the current tax rate in force during the period in Italy (the country of Geox S.p.A., the Parent Company):

I half 2024 % I half 2023 %
EBT (11,992) 100.0% (9,638) 100.0%
Theoretical income taxes (*) (2,878) 24.0% (2,313) 24.0%
Effective income taxes 3,453 (28.8%) 5 (0.1%)
Difference due to: 6,331 (52.8%) 2,318 (24.1%)
1) different tax rates applicable in other countries (79) 0.7% 261 (2.7%)
2) permanent differences:
i) IRAP and other local taxes 238 (2.0%) 801 (8.3%)
ii) writedowns of deferred tax asset 6,228 (51.9%) 2,026 (21.0%)
iii) previous years' taxes and other taxes (56) 0.5% (770) (8.0%)
Total difference 6,331 (52.8%) 2,318 (24.1%)

(*) Theoretical income taxes based on the tax rates applicable to Geox S.p.A.

It should be noted how the recorded amount of deferred tax assets does not include tax benefits associated with tax losses in the first semesters of 2024 and 2023, with the exception of some countries, amounting to Euro 6,228 thousand and Euro 2,026 thousand, respectively, as deferred tax assets have been recognized within the limits of the amounts deemed recoverable as of the date of this report, pending approval of the new business plan.

14. Earning per share

EPS is calculated by dividing the net income for the period attributable to the ordinary shareholders of the Parent Company by the weighted average number of ordinary shares outstanding during the period.

Diluted EPS is calculated by dividing the net income for the period attributable to the Parent Company's shareholders by the weighted average number of shares outstanding during the period, taking into account the effects of all potential dilutive ordinary shares with reference to vested, but not yet exercised, options related to the Equity (Stock Grant) Plan 2021- 2023 adopted by the Group. It should be noted that this dilutive effect is present only in the first half of 2023 (note 35).

The following table shows the result and the number of ordinary shares used to calculate basic and diluted EPS in accordance with IAS 33:

I half 2023
(0.04)
(0.04)
255,211,081
261,695,790

15. Intangible assets

Intangible assets are made up as follows:

Balance at June
30, 2024
Balance at Dec.
31, 2023
Change
Industrial patents and intellectual property rights 14,069 14,737 (668)
Trademarks, concessions and licenses 182 202 (20)
Key money 11,671 12,528 (857)
Assets in progress and payments on account 637 1,828 (1,191)
Goodwill 1,138 1,138 -
Total 27,697 30,433 (2,736)

The following table shows the changes in intangible assets during the first half of 2024:

Industrial
patents
and
intellectual
property
rights
Trademarks,
concessions
and licenses
Key
money
Assets in
progress
and
payments
on
account
Goodwill Total
Historical value at 12-31-2023 115,897 115,683 61,769 1,828 1,789 296,966
Accumulated depreciation at 12-31-2023 (101,160) (115,481) (49,241) - (651) (266,533)
Impairment fund at 12-31-2023 - - - - - -
Net book value at 12-31-2023 14,737 202 12,528 1,828 1,138 30,433
Additions 2,112 10 - 271 - 2,393
Disposals (3,136) - (1,535) - - (4,671)
Translation differences and other movements 1,468 (1) 64 (1,462) - 69
Change in historical value 444 9 (1,471) (1,191) - (2,209)
Amortization (4,243) (29) (858) - - (5,130)
Decreases 3,136 - 1,535 - - 4,671
Translation differences and other movements (5) - (63) - - (68)
Change in amortization fund (1,112) (29) 615 - - (527)
Total change in the period (668) (20) (857) (1,191) - (2,736)
-
Historical value at 06-30-2024 116,341 115,692 60,298 637 1,789 294,757
Accumulated depreciation at 06-30-2024 (102,272) (115,510) (48,626) - (651) (267,060)
Impairment fund at 06-30-2024 - - - - - -
Net book value at 06-30-2024 14,069 182 11,671 637 1,138 27,697

Investments mainly concern:

  • personalization of the IT system and software utilization licenses for a total of Euro 1,984 thousand, costs incurred for registration, extension and protection of patents in various parts of the world for Euro 128 thousand;
  • assets in progress relating to further implementations and customizing of the new IT system.

The decreases concern, mainly, the abandonment of trademarks and patents filed in some countries and the divestment of key money as a result of store closures.

16. Property, plant and equipment

Details of property, plant and equipment are shown in the following table:

Balance at June
30, 2024
Balance at Dec.
31, 2023
Change
Plant and machinery 2,790 2,544 246
Industrial and commercial equipment 2,928 3,030 (102)
Other assets 7,482 7,615 (133)
Leasehold improvements 15,967 16,724 (757)
Assets in progress and payments on account 617 1,356 (739)
Total 29,784 31,269 (1,485)

The following table shows the changes in property, plant and equipment during the first half of 2024:

Plant and
machinery
Industrial
and
commercial
equipment
Other
assets
Leasehold
improvements
Assets in
progress
and
payments
on
account
Total
Historical value at 12-31-2023 25,679 34,588 54,449 76,756 1,356 192,828
Accumulated depreciation at 12-31-2023 (23,135) (31,547) (46,667) (59,885) - (161,234)
Impairment fund at 12-31-2023 - (11) (167) (147) - (325)
Net book value at 12-31-2023 2,544 3,030 7,615 16,724 1,356 31,269
Additions 150 1,499 1,081 1,520 569 4,819
Disposals (14) (32) (1,582) (2,002) - (3,630)
Translation differences and other movements 562 (1) 484 515 (1,308) 252
Change in historical value 698 1,466 (17) 33 (739) 1,441
Amortization (462) (1,603) (1,703) (2,700) - (6,468)
Decreases 10 32 1,575 1,989 - 3,606
Translation differences and other movements - 1 (100) (97) - (196)
Change in amortization fund (452) (1,570) (228) (808) - (3,058)
Provisions - - (2) (48) - (50)
Releases - 2 105 76 - 183
Translation differences and other movements - - 9 (10) - (1)
Change in impairment fund - 2 112 18 - 132
Total change in the period 246 (102) (133) (757) (739) (1,485)
Historical value at 06-30-2024 26,377 36,054 54,432 76,789 617 194,269
Accumulated depreciation at 06-30-2024 (23,587) (33,117) (46,895) (60,693) - (164,292)
Impairment fund at 06-30-2024 - (9) (55) (129) - (193)
Net book value at 06-30-2024 2,790 2,928 7,482 15,967 617 29,784

Investments mainly concern:

  • the purchase of machinery for the logistics center in Signoressa;
  • the purchase of industrial equipment (mainly molds for shoe soles) by the parent company Geox S.p.A.;
  • Geox shop, office and head office fittings and hardware;
  • leasehold improvements relating to industrial buildings and offices and to premises fitted out as Geox Shop;
  • asset in progress item mainly related to the purchase of furniture for the restyling of some Geox Shops and work in progress at the logistics center in Signoressa.

Decreases concern, mainly, furniture and improvements of stores renewed or closed during the period.

Movements in the impairment fund are the result of the impairment test on non current assets relating to the stores, as further described in note 10.

The item "Other assets" is made up as follows:

Balance at June
30, 2024
Balance at Dec.
31, 2023
Change
Electronic machines 2,185 2,327 (142)
Furniture and fittings 5,015 5,019 (4)
Motor vehicles and internal transport 282 269 13
Total 7,482 7,615 (133)

17. Right-of-use assets

Right-of-use assets are made up as follows:

Balance at June
30, 2024
Balance at Dec.
31, 2023
Change
Right-of-use - Apartments 525 610 (85)
Right-of-use - Building 228,183 233,756 (5,573)
Right-of-use - Cars and Trucks 1,085 1,125 (40)
Total Right-of-use 229,793 235,491 (5,698)

The following table shows the changes in Right-of-use assets during the first half of 2024:

Right-of-use -
Apartments
Right-of-use -
Building
Right-of-use -
Cars and
Trucks
Total
Historical value at 12-31-2023 1,589 424,682 2,407 428,678
Accumulated depreciation at 12-31-2023 (979) (187,613) (1,282) (189,874)
Impairment fund at 12-31-2023 - (3,313) - (3,313)
Net book value at 12-31-2023 610 233,756 1,125 235,491
Additions 61 16,539 268 16,868
Disposals - (10,689) (262) (10,951)
Translation differences and other movements - 1,392 - 1,392
Change in historical value 61 7,242 6 7,309
Amortization (146) (23,033) (308) (23,486)
Decreases - 10,689 262 10,951
Translation differences and other movements - (845) - (845)
Change in amortization fund (146) (13,189) (45) (13,380)
Provisions - (524) - (524)
Releases - 912 - 912
Translation differences and other movements - (15) - (15)
Change in impairment fund - 373 - 373
Total change in the period (85) (5,574) (40) (5,698)
Historical value at 06-30-2024 1,650 431,925 2,413 435,987
Accumulated depreciation at 06-30-2024 (1,125) (200,802) (1,327) (203,254)
Impairment fund at 06-30-2024 - (2,940) - (2,940)
Net book value at 06-30-2024 525 228,183 1,085 229,793

The increases during the first half of 2024 relate mainly to renegotiations of existing contracts.

Movements in the impairment fund are the result of the impairment test on non current assets relating to the stores, as further described in note 10.

18. Deferred tax

The following table analyses the change in deferred tax assets and the nature of the items and temporary differences that gave rise to them. The Group has offset the deferred tax assets and liabilities as the law permits the compensation of fiscal assets with fiscal liabilities.

Balance at
June 30, 2024
Balance at
Dec. 31, 2023
Change
Carry-forward tax losses 7,041 6,479 562
Depreciation and amortization and impairment 4,756 4,861 (105)
Evaluation derivates - 310 (310)
Provision for obsolescence and slow-moving inventory and returns 10,571 12,997 (2,426)
Provision for agents' severance indemnities 466 473 (7)
Provision for bad and doubtful accounts 3,728 4,194 (466)
Provision for liabilities 459 547 (88)
Other 1,946 2,142 (196)
Deferred tax assets 28,967 32,003 (3,036)
Evaluation derivates (498) - (498)
Other (346) (365) 19
Deferred tax liabilities (844) (365) (479)
Total deferred taxes 28,123 31,638 (3,515)

Deferred tax assets have been recognized to the extent that it is considered probable that sufficient future taxable income will be available to allow for their recovery. In order to calculate projections of future taxable income, considered for the purposes of recovering the prepaid tax assets of Group companies, reference was made to financial forecasts up to the period 2028, as described in notes 10 and 13.

The deferred tax assets on tax losses mainly relate to the tax loss generated during 2019 by the parent company Geox S.p.A. as part of the domestic tax consolidation with the Italian subsidiaries Geox Retail S.r.l. and Xlog. S.r.l., amounting to Euro 4,198 thousand. It should be noted that no deferred tax assets have been recognized in respect of the tax losses of the parent company and of the other Italian subsidiaries, for the years 2020-2024, for a total amount of 40,962 thousand, as well as those of the foreign subsidiaries in markets such as USA, Canada and China, for which, at the date of this report, there is no reasonable certainty that taxable income, over the financial forecast horizon, will allow for their recovery.

Derivatives that are defined as cash flow hedges and measured at fair value booked directly to equity require all related taxes also to be booked directly to equity and not to the income statement.

19. Other non-current assets

Other non-current assets are made up as follows:

Balance at June
30, 2024
Balance at Dec.
31, 2023
Change
Accounts receivable from others in 1 to 5 years
Accounts receivable from others in more than 5 years
3,568
2,400
3,453
2,505
115
(105)
Total 5,968 5,958 10

Other non-current assets mainly relate to guarantee deposits for utilities and shop leases.

20. Inventories

The following table shows the breakdown of inventories:

Balance at June
30, 2024
Balance at Dec.
31, 2023
Change
Raw materials 5,134 3,659 1,475
Finished products and goods for resale 264,990 272,107 (7,117)
Furniture and fittings 154 213 (59)
Total 270,278 275,979 (5,701)

Inventories of finished products also include goods in transit acquired from countries in the Far East and the costs related to the expected returns on sales.

The value of finished product inventories decreases by Euro 5,701 thousand compared to previous year.

Furniture and fittings relate to furnishings that will be used or sold to franchisees for opening new Geox Shops.

The book value of inventories is not significantly different from their current cost at the end of the period.

Inventories are shown net of the provision for obsolete and slow-moving inventory, deemed appropriate for the measurement at estimated realizable value of finished products from previous collections and raw materials no longer used.

The provision for obsolete and slow-moving inventory is analyzed below:

Balance at January 1 23,106
Provisions 5,491
Translation differences 247
Utilizations (5,728)
Balance at June 30 23,116

21. Accounts receivable

Accounts receivable are made up as follows:

Balance at June
30, 2024
Balance at Dec.
31, 2023
Change
Gross value
Provision for bad and doubtful accounts
83,032
(16,652)
90,627
(18,551)
(7,595)
1,899
Net value 66,380 72,076 (5,696)

Accounts receivable amounted to Euro 83,032 thousand at 30 June 2024, showing a decrease of Euro 7,595 thousand compared to 31 December 2023.

It has to be noted that this item, during the semester 2024, was influenced by non-recourse factoring transactions, amounting to Euro 20,366 thousand (Euro 25,892 thousand in 2023).

As of 30 June 2024, the composition of receivables by maturity was as follows:

Not yet
due
Past due
0 - 90
days
Past due
91 - 180
days
Past due
over 180
days
Total
Gross value of trade receivables at June 30, 2024 51,480 14,852 3,703 12,997 83,032
Gross value of trade receivables at December 31, 2023 57,129 14,923 2,893 15,682 90,627

As regards the sales made to individual customers, there are no situations of particular concentration as all are well under the threshold of 10% of total revenues.

The book value of trade receivables coincides with their fair value.

The Group continues to maintain tight control over credit. This management practice ensures that the investment in working capital is limited. Accounts receivable are adjusted to their estimated realizable value by means of a provision for bad and doubtful accounts based on a review of individual outstanding balances. The provision at the end of the first half represents a prudent estimate of the current collection risk.

Changes in the provision during the period are as follows:

Balance at January 1 18,551
Provisions 213
Translation differences 6
Utilizations (2,118)

Balance at June 30 16,652

The risk of customer insolvency is significantly mitigated as specific contracts with leading credit insurance companies cover credit risk on most of the turnover. The clauses provide that, initially, the insurance is configured solely as a request to accept the credit risk up to previously agreed credit limits. The insurance does become operating only after a formal communication of non-payment within the stipulated time.

22. Other current assets

This item is made up as follows:

Balance at June
30, 2024
Balance at Dec.
31, 2023
Change
Tax credits 2,075 2,632 (557)
VAT recoverable 4,455 2,460 1,995
Advances to vendors 2,819 1,715 1,104
Other receivables 3,413 4,644 (1,231)
Accrued income and prepaid expenses 6,213 5,787 426
Total 18,975 17,238 1,737

Prepaid expenses mainly include prepayments for rentals and maintenances.

23. Financial assets

The book value of the financial assets shown below coincides with their fair value.

The following table shows the breakdown of this item:

Balance at June
30, 2024
Balance at Dec.
31, 2023
Change
Term bank deposits
Total non current financial assets
27
27
27
27
-
-
Fair value derivative contracts 4,307 1,852 2,455
Other current financial assets 5,562 5,341 221
Total current financial assets 9,869 7,193 2,676

The term bank deposits of Euro 27 thousand include amounts lodged to guarantee rent contracts on foreign shops.

As regards the mark-to-market derivative contracts, see the comments in note 36.

The item Other current financial assets amounting to Euro 5,562 thousand includes mainly, sums deposited as guarantee for the purpose of the e-commerce business.

24. Cash and cash equivalent

The amount of Euro 13,996 thousand relates to: short term deposits for Euro 2,920 thousand, to current account in Euro for Euro 4,222 thousand, in US Dollar for Euro 480 thousand, in Canadian Dollar for Euro 368 thousand, in British Pound for Euro 178 thousand, in Rouble for Euro 2,313 thousand, in Chinese Yuan for Euro 825 thousand, other currencies for the rest.

It should be noted that the book value of cash and cash equivalents coincides with their fair value.

25. Equity

Share capital

The share capital of Euro 25,921 thousand is fully paid and is made up of 259,207,331 shares with a par value of Euro 0.10 each. As at June 30, 2024 the treasury shares held by the Company amount to 734,041 corresponding to 0,28% of the share capital.

Other reserves

This item is made up as follows:

Balance at June 30, 2024 Balance at Dec. 31, 2023 Change
Legal reserve 5,184 5,184 -
Share premium reserve 37,678 37,678 -
Translation reserve (8,955) (7,611) (1,344)
Reserve for cash flow hedges 1,574 (984) 2,558
Reserve IFRS 2 - 2,855 (2,855)
Reserve for treasury shares (928) (5,051) 4,123
Retained earnings 31,337 39,049 (7,712)
Total 65,890 71,120 (5,230)

The legal reserve amounts to Euro 5,184 thousand. This reserve is not distributable.

The share premium reserve was set up mainly in 2004 as a result of the public offering of shares which increased the share capital by Euro 850 thousand, then this reserve was increased following the exercise of the stock option plans reserved for management.

The reserve for cash flow hedges, negative for Euro 1,574 thousand, originated as a result of valuing the financial instruments defined as cash flow hedges at 30 June 2024. Fair value valuation of cash flow hedges is stated net of the tax effect as explained in greater detail in note 36. This reserve is not distributable.

The decrease in the IFRS 2 reserve, amounting to Euro 2,855 thousand, results from the accounting treatment related to the Equity (Stock Grant) & Cash-Based Plan 2021-2023.

Reserve for treasury shares, for Euro 928 thousand as at 30 June 2024 (Euro 5,051 thousand as at December 31, 2023) , originated during 2019 in execution of a program to purchase treasury shares to service the Stock Grant Plans and was reduced by euro 4,123 thousand compared to December 31, 2023 as a result of the free assignment in May 2024 of 3,262,209 shares to the beneficiaries of the "Equity (Stock Grant) & Cashed-Based 2021-2023 Plan," in accordance with the resolution of Geox's Board of Directors of April 19, 2024.

The reduction in item retained earnings refers to the 2023 loss carried forward.

26. Employee benefits

Employee benefits at 30 June 2024 amount to Euro 1,648 thousand as shown below:

Balance at December 31, 2023 1,649
Reversal of 0.50% withholding (120)
Reversal of 17% flat-rate tax (3)
Payments to supplementary pension schemes (607)
Advances granted to employees (118)
Provision for the period 1,819
Payments to supplementary pension schemes run by INPS net of amounts paid to leavers (973)
Change as a result of actuarial calculations 1
Balance at June, 30 2024 1,648

Changes in the item, during the first half of 2024, show a utilization of Euro 607 thousand for payments to supplementary pension funds and one of Euro 973 thousand for net payments to supplementary pension schemes run by INPS. This is because, based on the legislative changes introduced by Law 296/06, with effect from June 30, 2007, severance indemnities accruing after January 1, 2007 have to be paid by companies (with more than 50 employees) to a special treasury fund set up by INPS or, if the employee prefers, to a supplementary pension fund that complies with D.Lgs 252/05.

Companies book a short-term payable which is then cancelled when the amount is paid over to INPS.

The actuarial valuation is carried out on the basis of the Projected Unit Credit Method in accordance with IAS 19. This method involves measurements that reflect the average present value of the pension obligations that have accrued on the basis of the period of service that each employee has worked up to the time that the valuation is carried out, without extrapolating the employee's pay according to the legislative amendments introduced by the recent Pension Reform.

The various stages of the calculation can be summarized as follows:

  • for each employee on the books at the date of the valuation, an extrapolation of the severance indemnity already accrued up to the time that it will probably be paid;
  • for each employee, a calculation of the expected future payments of severance indemnity by the Company when the employee leaves due to dismissal, resignation, disability, death and retirement, as well as if an advance is requested;
  • discounting, to the valuation date, of each expected future payment.

The actuarial model used for the valuation of the provision for severance indemnities is based on various assumptions, some demographic, others economic and financial. The main assumptions used in the model are as follows:

  • mortality rates: RG48 life expectancy table
  • disability rates: INPS tables split by age and gender
  • employee turnover rate: 2.0%
  • discount rate (index Iboxx Corporate AA con duration 10+): 3.66%
  • rate of severance indemnities increase: 3.000%
  • inflation rate: 2.00%

The following table shows the effect that there would be on the obligation for the defined benefit obligation as a result of changes of significant actuarial assumptions at the end of the period:

Changes in assumptions

+1% employee turnover rate 16
-1% employee turnover rate (18)
+1/4% inflation rate 28
-1/4% inflation rate (28)
+1/4% discount rate (41)
-1/4% discount rate 43

27. Provision for liabilities and charges long term

This item is made up as follows:

Balance at
Dec. 31,
2023
Utilization Provisions Trans.
Diff.
Reclassification Actuarial
adj
Balance at
June 30,
2024
Provision for agents' severance
indemnities
Other
3,598
1,492
(336)
(70)
48
-
(18)
1
-
(24)
77
-
3,369
1,399
Total 5,090 (406) 48 (17) (24) 77 4,768

The provision for agents' severance indemnities is provided for on the basis of legislative rules and collective agreements that regulate situations in which agency mandates may be terminated. Provisions represent the best estimate of the amount that the business would have to pay to settle the obligation or transfer it to third parties at the balance sheet date. The cumulative effect of the actuarial valuation carried out in accordance with IAS 37 amounts to Euro 510 thousand.

The item Other reflects mainly an estimate of the risks involved in outstanding disputes, as well as the estimated restoration costs.

28. Current and non current financial liabilities

This item is made up as follows:

Balance at June
30, 2024
Balance at Dec.
31, 2023
Change
Bank loans
Other loans
50,908
62
76,242
62
(25,334)
-
Total 50,970 76,304 (25,334)

Non current financial liabilities amount to Euro 50,970 thousand compared to Euro 76,304 thousand at December 31, 2023 and are all due within 25,334 thousand is mainly explained by the repayment of loan installments due within the six-month period.

Current financial liabilities is made up as follows:

Balance at June
30, 2024
Balance at Dec.
31, 2023
Change
Cash advances 4,153 12 4,141
Loans 61,647 68,646 (6,999)
Advances against orders 15,000 19,000 (4,000)
Fair value derivative contracts 587 4,891 (4,304)
Other current financial liabilities 546 1,635 (1,089)
Total 81,933 94,184 (12,251)

Current financial liabilities amount to Euro 81,933 thousand compared to Euro 94,184 thousand at December 31, 2023.

The item loans includes the portion due within 12 months of medium-to long-term loans.

Regarding the item fair value derivative contracts, refer note 36.

The Group had provided for adequate committed credit lines and has implemented a strategy for covering financial requirements aimed at achieving maximum consistency between sources and financing needs so as to have the right balance between short-term credit lines, to be placed at the service of the ordinary seasonality of the business, and medium- to long-term credit lines to support the investments required by the evolution of the business model toward omnichannel with seamless integration between physical and digital.

The Group has in place seven loan agreements for a total remaining amount of Euro 112 million maturing within the next 3 years, out of which 5 assisted by SACE guarantees "Guarantee Italy" and "Supportitalia" on 90% of the amount. These loans are mainly intended to support personnel costs and investments, as well as working capital dynamics for production plants and business activities located in Italy.

Some of these agreements, for a total amount of Euro 55 million, require compliance with financial covenants (to be calculated before IFRS 16), measured on a semi-annual basis in June and/or December, with reference to the Group's consolidated figures. These parameters are the Debt Ratio (Net Financial Position/Equity) and the ratio of Net Financial Position to EBITDA. The values vary over the term of the contract and can also be possibly remedied by Equity Cure transactions.

Over the past few months, the parent company has been working on preparing a new business plan for the years 2025 - 2029 to be submitted before the end of 2024.

The development of the new business plan is going to define new goals consistent with the evolution of the current market situation as well as the market situation expected in the coming years, but especially with the evolution of the Group's organizational structure and the new focus in terms of product, channels and markets.

In line with the development of the plan, the financial requirements to support it will be defined, followed by the restructuring of the current debt structure, defined in previous years and characterized by repayment schedules and terms (including covenants) that are no longer in line with the current capital structure of the Group and the current market moment.

The adjustment of the current debt structure, which should be finalized by the second half of 2024, therefore, appears to be of crucial importance to ensure financial sustainability for the Group at the end of the year and over the period of the Plan, avoiding any failure to meet the parameters.

In this regard, within the framework of the existing cooperation with the credit institutions involved, during June 2024, the SACE INTESA - BNL loan agreement for a residual Euro 45 million was discussed and redefined, through the signing of an amending deed, in which the need for the recognition of financial parameters for June 2024 is eliminated, while the recognition for subsequent dates remains unchanged.

It should be noted that the Group did not resort to any suspension of loan repayments.

The net financial position as defined by the new ESMA Guidelines of 4 March 2021 (Consob Warning notice no. 5/21 to the Consob Communication DEM/6064293 of 28 July 2006) is detailed below:

(Thousands of Euro) June, 30 2024 Dec. 31, 2023 June, 30 2023
A. Cash 13,996 70,146 47,215
B. Cash equivalents - - -
C. Other current financial assets 9,869 7,193 15,374
D. Liquidity (A + B + C) 23,865 77,339 62,589
E. Current financial debt (59,819) (68,092) (75,758)
F. Current portion of non-current financial debt (61,647) (68,646) (48,880)
G. Current financial indebtedness (E + F) (121,466) (136,738) (124,638)
H. Net current financial indebtedness (G + D) (97,601) (59,399) (62,049)
I. Non current financial debt (250,281) (277,606) (277,328)
J. Debt instruments - - -
K. Non-current trade and other payables (62) (62) (62)
L. Non-current financial indebtedness (I + J + K) (250,343) (277,668) (277,390)
M. Total financial indebtedness (H + L) (347,944) (337,067) (339,439)

It should be noted that the non current financial debt is shown net of non-current financial assets.

29. Lease assets and lease liabilities

The item refers to the present value of the payments due for rents following the application of IFRS 16 Accounting Standard.

The item is made as follows:

Balance at June
30, 2024
Balance at Dec.
31, 2023
Change
Non-current lease assets – third parties 366 532 (166)
Total lease assets 366 532 (166)
Non-current lease liabilities - third parties 139,082 138,892 190
Non-current lease liabilities - related parties 60,684 63,031 (2,347)
Total non-current lease liabilities 199,766 201,923 (2,157)
Current lease liabilities - third parties 34,321 37,389 (3,068)
Current lease liabilities - related parties 5,212 5,165 47
Total current lease liabilities 39,533 42,554 (3,021)
Total lease liabilities 239,299 244,477 (5,178)
Total net lease liabilities 238,933 243,945 (5,012)

Non-current lease liabilities amount to Euro 199,766 thousand, of which Euro 119,323 thousand are due within 5 years, and Euro 80,443 thousand beyond 5 years.

The following table shows the changes lease liabilities during the first half of 2024:

Balance at Dec.
31, 2023
Net increases Transl. Diff. Payments Balance at June
30, 2024
Total Lease liabilities 244,477 16,868 585 (22,631) 239,299

Increases refer to new lease contracts signed during the period, mainly for stores, or renegotiations of existing contracts.

The weighted average of the interest borrowing rate (IBR) of the year is 1.92%.

30. Other long-term payables

This item is made up as follows:

Balance at June
30, 2024
Balance at Dec.
31, 2023
Change
Guarantee deposits 204 245 (41)
Accrued expenses and deferred income 823 941 (118)
Total 1,027 1,186 (159)

The guarantee deposits refer to amounts received from third parties to guarantee business lease contracts (for Geox Shops).

31. Trade payables

The item is made as follows:

Balance at June
30, 2024
Balance at Dec.
31, 2023
Change
Accounts payable 189,007 206,506 (17,499)
Provision for returns 20,954 24,843 (3,889)
Total 209,961 231,349 (21,388)

Accounts payable at 30 June 30 2024 amount to Euro 209,961 thousand, showing a decrease of Euro 21,388 thousand if compared with 31 December 2023. This decrease is mainly attributable to the newfound efficiency of the supply chain and the resulting rebalancing of the liability cycle.

All amounts are due within the next 12 months. Terms and conditions of the above financial liabilities:

  • trade payables do not bear interests and were settled, in the first half of 2024, in an average period of about 102 days;
  • the terms and conditions applied to related parties are the same as those applied to third parties.

The book value of accounts payable coincides with their fair value.

Changes in the refund liabilities are as follows:

Balance at January 1 24,843
Provisions 19,783
Translation differences 153
Utilizations (23,825)

Balance at June 30 20,954

The provision for returns has been estimated based on the potential returns and credit notes arising from the trade agreements signed with customers, in particular with franchising ones.

32. Other current liabilities

This item is made up as follows:

Balance at June
30, 2024
Balance at Dec.
31, 2023
Change
Social security institutions 3,071 4,110 (1,039)
Employees 14,462 12,104 2,358
Other payables 6,348 6,289 59
Accrued expenses and deferred income 1,247 1,407 (160)
Total 25,128 23,910 1,218

The amounts due to social security institutions mainly relate to pension contributions for the first half of 2024, paid in the second half of 2024.

The amounts due to employees include payroll, bonuses and accrued vacation not yet taken as of 30 June 2024.

Other payables are mainly advances received from customers and the short term part of the guarantee deposits received from third parties.

33. Provision for liabilities and charges short term

Provision for liabilities and charges short term, amounting to Euro 2,307 thousand (Euro 2,677 thousand in 2023) include, mainly, an estimate of the risks involved in outstanding disputes, task risks as well as the estimated restoration costs.

34. Taxes payable

The item is made up as follows:

Balance at June
30, 2024
Balance at Dec.
31, 2023
Change
Withholding taxes
VAT payable and other taxes
3,183
4,666
3,270
3,294
(87)
1,372
Total 7,849 6,564 1,285

35. Share-based payments

In accordance with IFRS 2, the adoption of a share-based payment plan implies the accounting recognition of a cost equal to the fair value of the options at the grant date. This cost is charged to the income statement over the vesting period, and a specific equity reserve is booked. The fair value of these options has been determined by an independent expert using the binomial method, at the time they are granted.

The Shareholders' Meeting of 22 April 2021 approved a medium-long term incentive plan, the Equity (Stock Grant) & Cash-Based Plan 2021-2023, which provided for the free assignment of a maximum of 7,696,626 of ordinary shares of the Company as well as the disbursement of a monetary component for a maximum amount of Euro 1,320,000 gross in the event of the overachievement of certain objectives, in favor of the Chief Executive Officer, of Executives with Strategic Responsibilities, as well as Executives and Key People of Geox or of other companies of the Group.

The Plan had a vesting period of three years and, consequently, the shares may be granted as of the date of approval of these consolidated financial statements 2023. The grant of the components of the Equity Share to the beneficiaries was subject to the fulfilment of a permanence condition (permanence of the employment/management relationship as at the date of approval by the Company's Board of Directors of the draft consolidated financial statements for the year ended 31 December 2023), the achievement of certain profitability targets related to EBIT in 2022, Target EBITDA in 2023 and certain Group financial capital targets in 2023. The payment of the Cash Quota was also subject to the achievement of the overachievement target.

Through the adoption of the Plan, the Company intended to promote and pursue the following objectives: to involve and incentivize beneficiaries whose activities are deemed to be of fundamental importance for the achievement of the Group's objectives; to promote the loyalty of beneficiaries, encouraging their permanence within the Group; to share and align the interests of beneficiaries with those of the Company and the shareholders in the medium-long term, recognizing the contribution made by management in increasing the value of the Company.

With reference to such plan a total of 3,262,209 shares have vested, which were assigned free of charge within 30 days after the Shareholders' Meeting approved the Financial Statements on April 19, 2024.

The shares were allocated using those from the buy-back plan that ended on November 25, 2019.

For further information on the information documents relating to the Plans, please refer to the company's website, www.geox.biz, in the 'Governance' section.

36. Risk management: objectives and criteria

Credit risk

Geox Group policy is to insure its trade receivables, thereby minimizing the risk of bad debts due to non-payment and/or significant payment delays on the part of customers. The policy of insuring against credit risk is applied to the main part of the Geox Group's accounts receivable from third parties.

The maximum risk involved in the Group's financial assets, which include cash and cash equivalents, derivative and other financial assets, is the book value of these assets in the event of counterparty insolvency.

Interest rate risk

Indebtedness to the banking system exposes the Group to the risk of interest rate fluctuations. Floating rate loans, in particular, run the risk of cash flow variations. At 30 June 2024 the Group's indebtedness to the banking system amounts to Euro 131,7 million.

The Group decided to put in place specific policies to hedge against the risk of changes in interest rates on medium/longterm loans. It therefore entered into three Interest Rate Swap (IRS) transactions for a total of Euro 44.2 million, also with the specific aim of being able to remove, on part of the notional amount, the initial floor condition at zero in relation to Euribor included in the floating rate.

In terms of sensitivity analysis, we would emphasize that a positive (negative) variation of 50 b.p. in the level of interest rates applicable to short-term variable-rate financial liabilities that are not hedged would have resulted in a higher (lower) annual financial burden, gross of tax, of approximately Euro 667 thousand.

Exchange risk

The Geox Group also carries on its activity in countries outside the Euro-zone, which means that exchange rate fluctuations are an important factor to be taken into consideration.

The principal exchange rates to which the Group is exposed are the following:

  • EUR/USD, in relation to purchases of finished product in U.S. dollars, made by Geox S.p.A., typically in the Far East, where the U.S. dollar is the reference currency for trade;
  • EUR/GBP, EUR/CHF in relation to sales in the British and Swiss territories.

The Group initially calculates the amount of exchange risk, from trading transactions forecast for the coming 12 months, that is involved in the budget for the coming period. It then gradually hedges this risk during the process of order acquisition to the extent that the orders match the forecasts. These hedges take the form of specific forward contracts and options for the purchase and sale of the foreign currency. Group policy is not to arrange derivative transactions for speculative purposes.

With regard to the Russian market, where transactions between the parent Geox S.p.A. and the Russian subsidiary are exposed, it should be noted that starting from the second half of 2022, in particular from the Fall/Winter 22 sales season, trade relations of sales of finished products were settled in EUR currency, as a result of the impossibility of hedging transactions on RUB currency. So to date, the transactional exchange risk between EUR and ruble for the Group is mainly present in the balance sheet of the Russian company that purchases finished product in EUR currency.

The Board of Directors believes that the risk management policies adopted by the Geox Group are appropriate.

Group companies may find themselves with trade receivables or payables denominated in currencies other than the functional currency of the entity holding them.

In addition, companies may incur debt or use funds in currencies other than the functional currency. Changes in exchange rates may result in exchange gains or losses arising from these situations. It is the Group's policy to hedge fully, whenever possible, the exposure resulting from receivables, payables and securities denominated in foreign currencies different than the functional currency.

Some of the Group's subsidiaries are located in countries that are not members of the European monetary union. As the Group's reference currency is the Euro, the income statements of those entities are converted into Euro using the average exchange rate for the period, and while revenues and margins are unchanged in local currency, changes in exchange rates may lead to effects on the converted balances in Euro.

The assets and liabilities of consolidated companies whose functional currency is different from the Euro may acquire converted values in Euro which differ based on the fluctuation in exchange rates. The effects of these changes are recognized directly in the translation reserve, included in other comprehensive income.

There have been no substantial in the first half of 2024 in the nature or structure of exposure to currency risk or in the Group's hedging policies.

The Group's financial statements could be materially affected by fluctuations in the exchange rates, mainly referred to the US dollar and Rouble. The impact on the Group's result at 30 June 2024 resulting from a hypothetical, unfavorable and instantaneous change of 10% in the exchange rates of the leading foreign currencies with the Euro would have been approximately Euro 2,4 million, while in case of a favorable change of 10% in exchange rates the impact would have been approximately Euro 2,0 million, almost all of which relating to RUB. Receivables, payables and future trade flows whose hedging transactions have been analyzed were not considered in this analysis. It is reasonable to assume that changes in exchange rates will produce the opposite effect, of an equal or greater amount, on the underlying transactions that have been hedged.

Liquidity risk

The sector in which the Group operates is very seasonal in nature. The year can be split into two collections (Spring/Summer and Fall/Winter), which more or less coincide with the first and second half. On the one hand, purchases and production are concentrated in the three months prior to the half-year in question, leading to an increase in inventory and, subsequently, the absorption of cash. On the other hand the wholesale and franchising sales are concentrated in the first three months of the half-year in question, transforming inventory into receivables. The same period sees the completion of payment of accounts payable. Receipts from customers and end consumers, on the other hand, are collected

before the end of the half-year in question.

These situations bring about very strong seasonal trends, also in the Group's financial cycle, which leads to peaks of absorption of financial resources from January to April and from July to October.

The Group manages liquidity risk by maintaining tight control over the various components of working capital, especially inventory and accounts receivable. The Group's credit risk hedging policies guarantee short-term collection of all accounts receivable, even those from customers in financial difficulty, eliminating almost entirely the risk of insolvency. In addition, the finished products remained in stores at the end of the season are then disposed of in a planned way in the outlets owned by the Group and through promotional sales to third parties. The Group also has bank lines of credit in line with the strong balance sheet and which are also roomy compared to seasonal phenomena described above.

The Directors, in view of current business performance, financial forecasts, current available and undrawn lines, and financing obtained from the banking system, do not believe that the impacts of the above events may be such that there is a risk that the Group will be unable to meet its payment commitments.

Fair value and related hierarchy

As at 30 June 2024 financial instruments are as follows:

Notional
value
06-30-2024
Fair value
on
06-30-2024
(debit)
Fair value on
06-30-2024
(credit)
Notional
value
12-31-23
Fair value
on
12-31-23
(debit)
Fair value
on
12-31-23
(credit)
FX Forward buy agreements to hedge exch. rate risk 20,235 322 (2) 14,582 3 (231)
FX Forward sell agreements to hedge exch. rate risk 61,158 53 (581) 64,372 774 (544)
FX Currency Option agreem. to hedge exch. rate risk 252,219 3,588 - 208,145 - (4,080)
Target Forward FX Trans. To hedge exch. rate risk 44,250 344 (4) 55,688 1,075 (36)
Totale 377,862 4,307 (587) 342,787 1,852 (4,891)

In relation to financial instruments recognized in the statement of financial position, IFRS 13 establishes a hierarchy that classifies the inputs of valuation techniques adopted to measure fair value into levels. The levels provided, set out in hierarchical order, are as follows:

  • Level 1: quoted prices (unadjusted) in active markets for identical assets and liabilities that the entity can access at the measurement date;
  • Level 2: these are variables other than quoted prices included in Level 1 that are directly or indirectly observable for assets or liabilities;
  • Level 3: are unobservable variables for assets or liabilities.

All the financial assets and liabilities measured at fair value at 30 June 2024 are classified on Level 2. In the first half of 2024 there were no transfers from Level 1 to Level 2 or to Level 3 or vice versa.

The Group holds the following derivatives to cover exchange rate fluctuations at 30 June 2024:

  • FX forward exchange agreements to hedge future purchases and sales of foreign currency;
  • FX Currency Option agreements for future purchases and sales of foreign currency

These agreements hedge future purchases and sales planned for the upcoming seasons.

The fair value measurement of the derivatives being analyzed was carried out by means of independent valuation models on the basis of the following market data posted on 30 June 2024:

  • Short-term interest rates on the currencies in question as quoted on www.euribor.org and www.bba.org.uk;
  • The spot exchange rates taken directly from the European Central Bank's website and the relative volatility posted by Bloomberg.

With regard to derivative financial instruments to hedge the interest rate risk, at 30 June 2024, the Group held three Interest Rate Swap (IRS), used to alter the profile of original interest rate risk exposure from variable rate to fixed rate. On set dates, such IRS exchange interest flows with the counterparties, calculated on the basis of a reference notional value, at the agreed fixed and variable rates.

Potential risks related to climate change

The Geox Group is aware of the relevance of climate-related issues and their relative impacts and, in this perspective, monitors them in relation to the type of its business (e.g. transition risks) and the sector in which it operates, which includes among its main risks, as well as emerging ones, those relating to so-called 'climate change' and, in particular:

  • physical risks that could cause extreme natural events with potential impacts related to supply chains, production facilities and stores with possible business interruptions and financial losses;
  • risks related to supply chain vulnerability caused by the above-mentioned physical risks and which could lead to possible disruptions in supply chains, affecting the availability and cost of raw materials, transport and distribution.

As set out in the Consolidated Non-Financial Statement, the product initiatives, process initiatives and the awards obtained by the Group, in addition to the initiatives towards personnel and other stakeholders, demonstrate the Group's attention and positioning - in a context of extreme sensitivity - with respect to emerging needs and the consequent risks, including regulatory risks, of a climatic-environmental nature.

37. Related-party transactions

Pursuant to IAS 24, the Group's related parties are companies and people who are able to exercise control or significant influence and associated companies. Finally, are considered related parties the members of the Board of Directors, the Statutory Auditors and Executives with strategic roles of the Group and their families (note 7 and 9).

The Regulation governing related party transactions is available on the website www.geox.biz Governance section.

The Group has dealings with the ultimate parent company (LIR S.r.l.), with affiliated companies (mainly Diadora S.p.A. for the portion related to revenues on royalties and Domicapital S.r.l. for the portion related to leases on capital properties) and other related parties. Commercial relations with these parties are based on the utmost transparency and on market terms and conditions. The economic transactions held with related parties in 2023 and 2022 are summarised in the following tables:

I half 2024 Parent
company
Affiliated
company
Other related
parties
Total of which
related parties
Effect on
Total (%)
Sales 320,385 - 519 - 519 0.2%
Cost of sales (156,398) - 99 - 99 (0.1%)
Advertising and promotion costs (13,759) (82) - - (82) 0.6%
General and administrative expenses (140,726) (1) (34) (3) (38) 0.0%
Other revenues 2,315 26 24 - 50 2.2%
Financial expenses (9,021) (13) (755) - (768) 8.5%
I half 2023 Parent
company
Affiliated
company
Other related
parties
Total of which
related parties
Effect on
Total (%)
Sales 353.603 - 548 - 548 0,2%
Cost of sales (173.272) - 13 - 13 (0,0%)
Advertising and promotion costs (17.160) (70) - - (70) 0,4%
General and administrative expenses (144.045) (2) (26) - (28) 0,0%
Other revenues 3.116 24 22 - 46 1,5%
Financial expenses (15.365) (16) (804) - (820) 5,3%

Sales I half
2024
Cost of sales
I half 20224
Advertising
and
promotion
costs I half
2024
General and
administrative
expenses I half
2023
Other
revenues I half
2023
Financial
expensens I
half 2023
Lir S.r.l. - - (82) (1) 26 (13)
Total Parent company - - (82) (1) 26 (13)
Domicapital S.r.l.
Diadora S.p.A.
Ca' D'Oro 3 S.r.l.
-
519
-
-
99
-
-
-
-
(7)
(17)
(10)
24
-
-
(755)
-
-
Total Affiliated company 519 99 - (34) 24 (755)
Other related parties - - - (3) - -
Total Other related parties - - - (3) - -
Total of which related parties 519 99 (82) (38) 50 (768)
Sales I half
2023
Cost of sales
I half 2023
Advertising
and
promotion
costs I half
2023
General and
administrative
expenses I half
2023
Other
revenues I half
2023
Financial
expensens I
half 2023
Lir S.r.l. - - (70) (2) 24 (16)
Total Parent company - - (70) (2) 24 (16)
Domicapital S.r.l.
Diadora S.p.A.
Ca' D'Oro 3 S.r.l.
-
548
-
-
13
-
-
-
-
(6)
(9)
(11)
22
-
-
(804)
-
-
Total Affiliated company 548 13 - (26) 22 (804)
Other related parties - - - - - -
Total Other related parties - - - - - -
Total of which related parties 548 13 (70) (28) 46 (820)

The main effects on financial statement of the transactions with these parties at 30 June 2024 and at 31 December 2023 are summarized below:

Balance at
June 30, 2024
Parent
company
Affiliated
company
Other related
parties
Total of
which related
parties
Effect on
Total (%)
Accounts receivable 66,380 25 645 - 670 1.01%
Other non-financial current assets 18,975 1 - - 1 0.01%
Non-current lease liabilities 199,766 791 59,893 - 60,684 30.38%
Accounts payable 209,961 205 1,479 3 1,687 0.80%
Other current liabilities 25,128 - 29 - 29 0.12%
Current lease liabilities 39,533 291 4,921 - 5,212 13.18%
Balance at
Dec. 31, 2023
Parent
company
Affiliated
company
Other related
parties
Total of
which related
parties
Effect on
Total (%)
Accounts receivable 72,076 61 639 - 700 1.0%
Other non-financial current assets 17,238 2 - - 2 0.0%
Non-current lease liabilities 201,923 937 62,094 - 63,031 31.2%
Accounts payable 231,349 342 1,535 6 1,883 0.8%
Current lease liabilities 42,554 320 4,845 - 5,165 12.1%

Accounts
receivable
June 30,
2024
Other non
financial
current assets
June 30, 2024
Non-current
lease
liabilities
June 30, 2024
Accounts
payable
June 30, 2024
Other
current
liabilities
June 30,
2024
Current
lease
liabilities
June 30,
2024
Lir S.r.l. 25 1 791 205 - 291
Total Parent company 25 1 791 205 - 291
Domicapital S.r.l. 22 - 59,893 1,449 29 4,921
Diadora S.p.A. 623 - - 18 - -
Ca' D'Oro 3 S.r.l. - - - 12 - -
Total Affiliated company 645 - 59,893 1,479 29 4,921
Other related parties - - - 3 - -
Total Other related parties - - - 3 - -
Total of which related parties 670 1 60,684 1,687 29 5,212
Accounts
receivable
2023
Other non
financial
current assets
2023
Non-current
lease
liabilities 2023
Accounts
payable 2023
Other
current
liabilities
2023
Current
lease
liabilities
2023
Lir S.r.l. 61 2 937 342 - 320
Total Parent company 61 2 937 342 - 320
Domicapital S.r.l. 55 - 62,094 1,468 - 4,845
Diadora S.p.A. 584 - - 22 - -
Ca' D'Oro 3 S.r.l. - - - 45 - -
Total Affiliated company 639 - 62,094 1,535 - 4,845
Other related parties - - - 6 - -
Total Other related parties - - - 6 - -
Total of which related parties 700 2 63,031 1,883 - 5,165

38. Commitments and contingent liabilities

The future rental payments under lease contracts, excluded from the application of IFRS 16, as of June 30, 2024 are as follows:

06-30-2024
Within 1 year 6,514
Within 1-5 years 12,654
Beyond 5 years 4,023

Total 23,191

The Group has decided not to recognise right-of-use assets and lease liabilities related to low-value assets and short-term leases. The Group recognises the related lease payments as an expense over the lease term.

39. Atypical and/or unusual transactions

There are no positions or transactions deriving from atypical and/or unusual transactions that could have a significant impact on the results and financial position of the Group and the Parent Company.

40. Significant subsequent events after 30 June 2024

No significant events occurred after 30 June 2024.

***

Biadene di Montebelluna, 31 July 2024

Per il Consiglio di Amministrazione Il Presidente Dr. Mario Moretti Polegato

Attachment 1

Biadene di Montebelluna, 31 July 2024

ATTESTATION

OF THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS IN ACCORDANCE WITH ART- 154-BIS, PARAS. 5 AND 5-BIS OF LEGISLATIVE DECREE 58 OF FEBRUARY 24, 1998 "THE FINANCIAL INTERMEDIATION CODE".

The undersigned Livio Libralesso, Chief Executive Officer of Geox S.p.A. and Massimo Nai, Financial Reporting Manager of Geox S.p.A., attest, bearing in mind the provisions of art. 154-bis, paras. 3 and 4 of Legislative Decree 58 of February 24, 1998:

  • the adequacy in relation to the characteristics of the enterprise and
  • the effective application

of the administrative and accounting procedures for preparing the consolidated financial statements during the first half of 2024.

They also confirm that the consolidated financial statements:

  • a) agree with the books of account and accounting entries;
  • b) are prepared in accordance with the International Financial Reporting Standards adopted by the European Union, as well as the provisions issued to implement art. 9 of Legislative Decree 38/2005 and to the best of their knowledge, they are able to give a true and fair view of the assets and liabilities, results and financial position of the Issuer and of the other enterprises included in the consolidation;
  • c) provide a fair and correct representation of the financial conditions, results of operations and cash flows of the Company as of 30 June, 2024;
  • d) Director's report includes a reliable operating and financial review of the Company as well as a description of the main risks and uncertainties to which it is exposed.

_________________________ ____________________________

Enrico Mistron Massimo Nai CEO Financial Reporting Manager

Attachment 2

LIST OF COMPANIES INCLUDED IN THE HALF-YEAR CONDENSED FINANCIAL STATEMENTS AS AT JUNE 30, 2024

Name Location Year Currency Share % held
Directly Indirectly Total
- Geox S.p.A. Biadene di Montebelluna (TV), Italy Dec. 31 EUR 25,920,733
- Geox Deutschland Gmbh Munich, Germany Dec. 31 EUR 500,000 100% 100%
- Geox Respira SL Barcelona, Spain Dec. 31 EUR 1,500,000 100% 100%
- Geox Suisse SA Lugano, Switzerland Dec. 31 CHF 200,000 100% 100%
- Geox UK Ltd London, U.K. Dec. 31 GBP 1,050,000 100% 100%
- Geox Canada Inc. Mississauga, Canada Dec. 31 CAD 23,500,100 100% 100%
- S&A Distribution Inc. New York, Usa Dec. 31 USD 1 100% 100%
- Geox Holland B.V. Breda, Netherlands Dec. 31 EUR 20,100 100% 100%
- Geox Retail S.r.l. Biadene di Montebelluna (TV), Italy Dec. 31 EUR 100,000 100% 100%
- Geox Hungary Kft Budapest, Hungary Dec. 31 HUF 10,000,000 99% 1% 100%
- Geox Hellas S.A. Athens, Greece Dec. 31 EUR 220,000 100% 100%
- Geox France Sarl Sallanches, France Dec. 31 EUR 15,000,000 100% 100%
- Geox Asia Pacific Ltd Hong Kong, China Dec. 31 USD 5,116,418 100% 100%
- XLog S.r.l. Signoressa di Trevignano (TV), Italy Dec. 31 EUR 110,000 100% 100%
- Geox Rus LLC Moscow, Russia Dec. 31 RUB 60,000,000 100% 100%
- Geox AT Gmbh Wien, Austria Dec. 31 EUR 35,000 100% 100%
- Geox Poland Sp. Z.o.o. Warszawa, Poland Dec. 31 PLN 5,000 100% 100%
- Technic Development D.O.O. Vranje (*) Vranje, Serbia Dec. 31 RSD 802,468,425 100% 100%
- Geox Trading Shangai Ltd Shanghai, China Dec. 31 CNY 136,489,316 100% 100%
- Dongguan Technic Footwear Apparel Design Ltd Dongguan, China Dec. 31 CNY 3,795,840 100% 100%
- Technic Development Vietnam Company Ltd Ho Chi Minh City, Vietnam Dec. 31 VND 3,403,499,500 100% 100%
- XBalk D.O.O. Vranje Vranje, Serbia Dec. 31 RSD 1,200,000 100% 100%

(*) Under liquidation

Company's data and information for Shareholders

Registered office

Geox S.p.A. – Joint Stock Company Via Feltrina Centro, 16 31044 Biadene di Montebelluna (TV) - Italy

Legal data

Via Feltrina Centro, 16 31044 Biadene di Montebelluna (TV) - Italy Share Capital: Euro 25,920,733.1 i.v. Economic and Administrative Database no. 265360 Treviso Commercial Register and Taxpayer's Code no. 03348440268

Investor Relations

[email protected] tel. +39 0423 282476

Documents for shareholders

www.geox.biz (Investor Relations Sections)

Disclaimer

This English version of the consolidated financial statements of Geox Group constitutes a non-official version which has not been prepared in accordance with the provisions of the Commission Delegated Regulation (EU) 2019/815. The official version of the financial statements, which was prepared in accordance with the aforementioned Regulation, has been translated into the English language solely for the convenience of international readers. Accordingly, only the original text in Italian language is authoritative.

KPMG S.p.A. Revisione e organizzazione contabile Via Rosa Zalivani, 2 31100 TREVISO TV Telefono +39 0422 576711 Email [email protected] PEC [email protected]

(Translation from the Italian original which remains the definitive version)

Report on review of condensed interim consolidated financial statements

To the Shareholders of Geox S.p.A.

Introduction

We have reviewed the accompanying condensed interim consolidated financial statements of the Geox Group comprising the income statement, statement of other comprehensive income, statement of financial position, statement of cash flows, statement of changes in equity and notes thereto, as at and for the six months ended 30 June 2024. The parent's directors are responsible for the preparation of these condensed interim consolidated financial statements in accordance with the International Financial Reporting Standard applicable to interim financial reporting (IAS 34), endorsed by the European Union. Our responsibility is to express a conclusion on these condensed interim consolidated financial statements based on our review.

Scope of Review

We conducted our review in accordance with Consob (the Italian Commission for Listed Companies and the Stock Exchange) guidelines set out in Consob resolution no. 10867 dated 31 July 1997. A review of condensed interim consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (ISA Italia) and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion on the condensed interim consolidated financial statements.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed interim consolidated financial statements of the Geox Group as at and for the six months ended

Ancona Bari Bergamo Bologna Bolzano Brescia Catania Como Firenze Genova Lecce Milano Napoli Novara Padova Palermo Parma Perugia Pescara Roma Torino Treviso Trieste Varese Verona

Società per azioni Capitale sociale Euro 10.415.500,00 i.v. Registro Imprese Milano Monza Brianza Lodi e Codice Fiscale N. 00709600159 R.E.A. Milano N. 512867 Partita IVA 00709600159 VAT number IT00709600159 Sede legale: Via Vittor Pisani, 25 20124 Milano MI ITALIA

KPMG S.p.A. è una società per azioni di diritto italiano e fa parte del network KPMG di entità indipendenti affiliate a KPMG International Limited, società di diritto inglese.

Report on review of condensed interim consolidated financial statements 30 June 2024

30 June 2024 have not been prepared, in all material respects, in accordance with the International Financial Reporting Standard applicable to interim financial reporting (IAS 34), endorsed by the European Union.

Treviso, 5 August 2024

KPMG S.p.A.

(signed on the original)

Francesco Masetto Director of Audit

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