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SMCP S.A
Interim Report • Jul 31, 2025
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Interim Report
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SMCP S.A.
Société anonyme (a joint-stock company) with a capital of € 86,159,587.80 Registered office: 49, rue Étienne Marcel, 75001 Paris, France Paris Companies Register no. 819 816 943
2025
INTERIM FINANCIAL REPORT
For the six-month period ended June 30, 2025
This Interim Financial Report is available on SMCP's website at : www.smcp.com
Table des matières
| 1 | STATEMENT OF THE PERSON RESPONSIBLE FOR THE INTERIM FINANCIAL REPORT |
4 |
|---|---|---|
| 1.1. | Person responsible for the 2025 interim financial report | 4 |
| 1.2. | Declaration by the person responsible for the 2025 interim financial report | 4 |
| 2 2.1 |
INTERIM MANAGEMENT REPORT Introduction |
5 5 |
| 2.2 2.2.1 2.2.2 2.2.3 2.2.4 2.2.5 2.2.6 2.2.7 |
First semester 2025 business review and outlook Key figures as of June 30, 2025 Consolidated net income review Free cash-flow Net Financial Debt Outlook Subsequent events Main risks and uncertainties |
6 6 6 10 11 11 11 11 |
| 3 | INTERIM CONSOLIDATED FINANCIAL STATEMENTS | 12 |
| 3.1 | Consolidated income statement | 12 |
| 3.2 | Consolidated statement of comprehensive income | 13 |
| 3.3 3.3.1 3.3.2 |
Consolidated statement of financial position Assets Equity and liabilities |
14 14 15 |
| 3.4 | Consolidated statement of cash flows | 16 |
| 3.5 | Consolidated statement of changes in equity | 17 |
| 3.6 3.6.1 3.6.2 |
GENERAL INFORMATION Presentation of the Group Significant events |
18 18 18 |
| 3.7 3.7.1 3.7.2 |
ACCOUNTING PRINCIPLES AND METHODS Basis of preparation Accounting principles and methods |
19 19 19 |
| 3.8 | SEGMENT INFORMATION | 22 |
|---|---|---|
| 3.8.1 | Group Operating Segments | 22 |
| 3.8.2 | Financial information by operating segment | 23 |
| 3.8.3 | Key performance indicators | 24 |
| 3.8.4 | Financial information by geographic segment | 24 |
| 3.9 | Notes to the income statement | 25 |
| 3.9.1 | Sales | 25 |
| 3.9.2 | Cost of sales | 25 |
| 3.9.3 | Other non-current income and expenses | 26 |
| 3.9.4 | Financial income and expenses | 26 |
| 3.9.5 | Income tax | 26 |
| 3.9.6 | Earnings per share | 27 |
| 3.10 NOTES TO THE STATEMENT OF FINANCIAL POSITION | 28 | |
| 3.10.1 | Goodwill and intangible assets | 28 |
| 3.10.2 | Valuation of intangible assets with an indefinite useful life | 30 |
| 3.10.3 | Property, plant and equipment | 31 |
| 3.10.4 | Lease agreements | 32 |
| 3.10.5 | Inventories | 36 |
| 3.10.6 | Trade receivables | 37 |
| 3.10.7 | Other receivables | 37 |
| 3.10.8 | Share capital | 37 |
| 3.10.9 | Consolidated net debt | 38 |
| 3.10.10 | Current and non-current provisions | 39 |
| 3.10.11 | Fair value of financial assets and liabilities | 40 |
| 3.10.12 | Other liabilities | 41 |
| 3.10.13 | Liquidity risk | 41 |
| 3.10.14 | Capital markets risk management | 41 |
| 3.11 OTHER INFORMATION | 42 | |
| 3.11.1 | Off-balance sheet commitments | 42 |
| 3.11.2 | Headcount | 42 |
| 3.11.3 | Transactions with associated companies and related parties | 42 |
| 3.11.4 | Scope of consolidation | 42 |
| 3.11.5 | Subsequent events | 44 |
| 4 | STATUTORY AUDITORS REPORT ON INTERIM FINANCIAL INFORMATION | 45 |
| 1. Conclusion on the financial statements | 45 | |
| 2. Specific verification | 46 |
1 STATEMENT OF THE PERSON RESPONSIBLE FOR THE INTERIM FINANCIAL REPORT
1.1. Person responsible for the 2025 interim financial report
Isabelle Guichot, Chief Executive Officer of SMCP S.A.
1.2. Declaration by the person responsible for the 2025 interim financial report
"I certify that, to my knowledge, the condensed interim consolidated financial statements, presented in the interim financial report as of June 30, 2025, have been prepared in accordance with applicable accounting standards and provide a faithful representation of the assets, liabilities, financial position and results of SMCP and of all companies within its scope of consolidation, and that the attached interim management report presents a faithful representation of the significant events that occurred in the first six months of the fiscal year, their impact on the condensed interim consolidated financial statements, and the main related party transactions, and it describes the major risks and uncertainties for the remaining six months of the year."
Paris, July 31st, 2025 - Chief Executive Officer
Isabelle Guichot
2 INTERIM MANAGEMENT REPORT
2.1 Introduction
Unless otherwise stated:
- All references herein to the "Group," the "Company" or "SMCP," refer to the Company and its consolidated subsidiaries, as defined on the paragraph 8.4 in chapter 6 "Financial statements" in the 2024 Universal Registration Document
- All references herein to "Consolidated financial statements", "Notes to the consolidated financial statements" refer to the condensed interim consolidated financial statements for the period ended June 30, 2025
- Amounts are stated in millions of euros and rounded to the first digit after the decimal point. As a result, the sum of rounded amounts may present immaterial discrepancies relative to the reported total. Also, ratios and differences are calculated based on the underlying amounts as opposed to the rounded amounts
SMCP reports on financial indicators that are not defined by IFRS, both internally (among indicators used by the chief operating decision-makers) and externally:
- Number of points of sale;
- Like-for-like1 sales growth;
- Organic2 sales growth;
- Adjusted EBITDA3 and adjusted EBITDA margin;
- Adjusted EBIT4 and adjusted EBIT margin;
- "Management" gross margin and Retail margin;
- Operational free cash-flow after tax;
- Net financial debt.
1 On a comparable store basis and at constant exchange rates
2At constant scope (consolidation) and exchange rates
3 EBITDA before charges related to LTIP
4 EBIT before charges related to LTIP
2.2 First semester 2025 business review and outlook
2.2.1 Key figures as of June 30, 2025
| H1 2024 | H1 2025 | Evolution (as reported) |
|
|---|---|---|---|
| Points of sale | 1,701 | 1,642 | -59 |
| Sales (€m) | 585.3 | 601.1 | +2.7% |
| Adjusted EBITDA (€m) | 98.5 | 112.0 | +13.8% |
| Adjusted EBIT (€m) | 18.8 | 42.6 | +126.7% |
| Net income Group Share (€m) | (27.7) | 11.0 | +€38.7m |
| EPS (€)1 | (0.37) | 0.14 | +0.51 € |
| Diluted EPS (€)2 | (0.37) | 0.14 | +0.51 € |
| FCF (€m) | (8.8) | 33.1 | +€41.9m |
2.2.2 Consolidated net income review
2.2.2.1 Consolidated sales
Over the first half of 2025, consolidated revenue reached €601 million, up +3.0% organic compared to H1 2024. Currency impact is slightly negative (-0.3%). The Group recorded a +12% organic growth in America, +6% in EMEA, +2% in France and a decrease of -8% in APAC, impacted by network optimisation in China. Like-for-like sales are increasing by +2.8%, and the trend is stabilizing in B&M in China.
The network reaches 1,642 POS, with 20 net closings in the first semester. The decrease in directly operated stores is attributable to network optimization at Claudie Pierlot in Europe and to the closure of Hudson's Bay corners in Canada; this decrease is partially compensated by several key openings through partners in existing markets as well as in new markets such as India, the Balkans, Jordan, and the Philippines.
1 Net Income Group Share divided by the average number of ordinary shares as of June 30th , 2025, minus existing treasury shares held by the Group
2Net Income Group Share divided by the average number of common shares as of June 30th , 2025, minus the treasury shares held by the company, plus the performance bonus shares – LTIP (76,021 shares) which are prorated according to the performance criteria reached as of June 30th , 2025
| €m (except %) | H1 2024 | H1 2025 | Organic sales change |
Change in reported data |
|---|---|---|---|---|
| By region | ||||
| France | 202.5 | 207.0 | +2.3% | +2.3% |
| EMEA | 191.8 | 204.0 | +5.9% | +6.3% |
| America | 84.8 | 93.5 | +11.9% | +10.3% |
| APAC | 106.2 | 96.6 | -8.0% | -9.0% |
| By brand | ||||
| Sandro | 292.3 | 302.2 | +3.7% | +3.4% |
| Maje | 218.8 | 224.3 | +2.9% | +2.5% |
| Other brands | 74.1 | 74.6 | +0.5% | +0.6% |
| TOTAL | 585.3 | 601.1 | +3.0% | +2.7% |
Consolidated sales by geographical area and by brand as of June 30, 2025
Sales by region
In France, sales reach €207m in H1, an organic increase of +2.3% compared to H1 2024. Like-for-like network is growing both in B&M and in digital, reflecting a good momentum across all channels. This favourable trend continued to be supported by a rigorous full-price strategy, especially for Maje and Claudie Pierlot.
Q2 sales amount to €105m, stable compared to Q2 2024, which represented a high basis of comparison (Q2 2024: +6.5% versus Q2 2023).
The Group continues its network optimization strategy, with 16 net closings in H1, notably for Claudie Pierlot.
EMEA revenue, at €204m in H1, increases by +5.9% organic compared to H1 2024, driven by like-for-like growth (+6.0%), which is positive in nearly all retail markets, and by wholesale performance. The execution of our full-price strategy continues.
The trend in the second quarter (+3.0% vs Q2 2024) is comparable to Q1 in retail; wholesale revenue is impacted by a timing effect between Q1 and Q2.
The network recorded a net growth of 19 points of sale during the semester, mainly due to partners openings, notably in new countries such as the Balkans and Jordan.
In America, sales reach €94m in H1, an organic increase of +11.9% compared to H1 2024 (of which +21.6% in Q2), driven by price increases (US), higher volumes and by the success of openings in 2024. Average discount rate remains stable compared to last year in a competitive and promotional market. All three countries of the region grow, in retail (positive like-for-like sales in both the United States and Canada) and via partners (robust growth in Mexico).
Such performance is achieved despite a decline of 25 points of sale in the network over the semester, due to the closure of Hudson's Bay corners in Canada, which are expected to be replaced by a new local partnership.
APAC revenue, at €97m in H1, decreases by -8.0% vs H1 2024 on an organic basis. As anticipated, the decline is linked to the full-year effect of the network optimization in China (65 net closures in 2024). However, like-for-like sales trend is stabilizing in B&M in the first half of the year.
In the rest of the region, several markets have shown good resilience (Singapore, Vietnam, Malaysia, and Thailand), India, Indonesia and Philippines are off to a promising start. In South Korea, the Group is in the process of changing its distribution partner at the term of the current agreement, with no material impact expected on the continuity of operations. The network is slightly expanding, with two net openings.
2.2.2.2 Adjusted EBITDA and adjusted EBITDA margin
Adjusted EBITDA reaches €112m in H1 2025 (adjusted EBITDA margin of 18.6% of revenue), compared with €98.5m in H1 2024 (16.8% of sales).
Management gross margin ratio (74.3%) is stable compared to H1 2024 (74.3%). The increase of gross margin ratio in Retail, supported by a strict full-price strategy (-3 pts of discount rate vs H1 2024), is compensated by a negative mix channel effect (increasing weight of sales through partners, in line with the Group's strategy).
Total Opex (store costs and general and administrative expenses) are decreasing supported by cost optimization initiatives. This decrease is largely due to the closure of retail locations in China and the streamlining of general expenses at Group level. Thanks to the increase of Revenue, Opex are also better absorbed.
2.2.2.2.1 Adjusted EBITDA by brand
| (In €m) | H1 2024 | H1 2025 |
|---|---|---|
| Adjusted EBITDA | 98.5 | 112.0 |
| Sandro | 58.8 | 71.0 |
| Maje | 42.8 | 45.1 |
| Other brands | (3.1) | (4.0) |
| Adjusted EBITDA margin | 16.8% | 18.6% |
| Sandro | 20.1% | 23.5% |
| Maje | 19.6% | 20.1% |
| Other brands | (4.2%) | (5.4%) |
2.2.2.3 Amortization, depreciation, and provisions
Depreciation, amortization, provisions amount to -€69m in H1 2025, decreasing vs H1 2024 (-€80m). Excluding IFRS 16, depreciation and amortization represent 3% of sales in H1 2025, slightly lower than H1 2024 (4%). This evolution is partly explained by the non-recurrence of 2024 one-offs in connection with store closures.
2.2.2.4 Adjusted EBIT and adjusted EBIT margin
Adjusted EBIT at €42.6m in H1 2025 is significantly higher than in H1 2024 (€18.8m). Adjusted EBIT margin is 7.1% in H1 2025 (3.2% in H1 2024).
2.2.2.5 Change from adjusted EBIT to net income Group share
| (In €m) IFRS – |
H1 2024 | H1 2025 |
|---|---|---|
| Adjusted EBIT | 18.8 | 42.6 |
| Long-Term Incentive Plan (LTIP) | (0.9) | (1.8) |
| EBIT | 17.8 | 40.8 |
| Other non-recurring income and expenses | (30.4) | (8.2) |
| Operating profit | 12.6 | 32.6 |
| Cost of net financial debt | (16.5) | (14.7) |
| Other financial income and expenses | (1.2) | (0.4) |
| Financial result | (17.7) | (15.1) |
| Profit before tax | (30.3) | 17.5 |
| Income tax | 2.6 | (6.5) |
| Net profit for the period | (27.7) | 11.0 |
| Of which Group share | (27.7) | 11.0 |
| Of which Share of non-controlling interests | - | - |
2.2.2.6 Long-Term Incentive Plans (LTIP)
In the first half of 2025, SMCP recorded an expense of -€1.8million related to the long-term incentive plans (vs -€0.9m in H1 2024).
2.2.2.7 Other non-recurring income and expenses
Other non-current expenses represented -€8.2m, going down from -€30.4m in H1 2024; they mostly include the booking of impairment (with no impact on cash) of stores for -€2.9m and of goodwill (Claudie Pierlot) for €4.4m.
2.2.2.8 Financial result
Financial expenses reach -€15.1m in H1 2025 vs -€17.7M in H1 2024 (including -€7m of interests on rental debt, in line with H1 2024).
Thanks to a lower average bank debt, the related interest expenses reduce (-€7m in H1 2025 vs -€9m in H1 2024).
2.2.2.9 Profit before tax and income tax
In H1 2025, profit before tax amounted to €17.5 million compared to a loss of €30.3 million in H1 2024.
Income tax amounted to -€6.5 million vs a credit of +€2.6 million in H1 2024.
2.2.2.10 Net income – Group share
Net income - Group share is a profit of €11.0m (vs a net loss of -€27.7m in H1 2024).
2.2.2.11 From Net income – Group share to EPS
| H1 2024 | H1 2025 | ||
|---|---|---|---|
| Net profit - Group share (€ million) | (27.7) | 11.0 | |
| Average number of shares | |||
| Before dilution1 | 75,151,807 | 78,179,515 | |
| After dilution2 | 78,011,295 | 78,255,536 | |
| EPS (in euros) | |||
| Before dilution1 | (0.37) | 0,14 | |
| After dilution2 | (0.37) | 0,14 |
2.2.3 Free cash-flow
The free-cash-flow generated by the Group (€33 million) is at a record-high level for a first half, thanks to:
- Strict control of inventories (-13%);
- Improvement in operational performance.
Capex investment is also well managed at 17 million euros (vs 24 million euros in H1 2024), representing 3% of sales.
| In € million | H1 2024 Published |
H1 2024 restated |
H1 2025 |
|---|---|---|---|
| Cash from operations before changes in working capital | 101.6 | 97.8 | 110.8 |
| Change in working capital | (4.5) | (3.9) | 5.6 |
| Income tax | (3.7) | (3.7) | 2.3 |
| Net cash flow from operating activities * | 93.4 | 90.3 | 118.7 |
| Capex | (24.1) | (24.1) | (16.7) |
| Reimbursement rent lease | (66.2) | (63.0) | (59.6) |
| Interest & Other Financial | (12.4) | (12.4) | (7.6) |
| Other & FX | 0.3 | 0.3 | (1.7) |
| Free cash flow | (8.8) | (8.8) | 33.1 |
'* Change in the presentation of proceeds from asset disposals
1 Average number of common shares in H1 2025 minus existing treasury shares held by the company.
2 Average number of common shares in H1 2025, minus the treasury shares held by the company, plus the common shares that may be issued in the future. They include the long-term incentive plan shares – LTIP (76,021 shares) which are prorated according to the performance criteria reached as of June 30, 2025.
2.2.4 Net Financial Debt
| (In € million) | As of December 31, 2024 | As of June 30, 2025 | |
|---|---|---|---|
| Non-current financial debt & other financial liabilities | (159.3) | (92.8) | |
| Bank overdrafts and short-term borrowings and debt | (126.4) | (156.5) | |
| Cash and cash equivalents | 48.5 | 43.7 | |
| Net financial debt | (237.2) | (205.6) | |
| Adjusted EBITDA excl. IFRS 16 over the last 12 months | 92.2 | 108.4 | |
| Net financial debt / adjusted EBITDA1 | 2.57x | 1.90x |
Net financial debt stood at €206 million as of June 30th, 2025, a material decrease compared to end of 2024 (237 million of euros) and compared to June 30th, 2024 (293 million euros). Net debt/EBITDA ratio stands at 1.9x, in line with covenant ratios.
Reimbursements performed during the semester are mostly linked to Term Loan A and State guaranteed loans for €62m, in line with contractual schedules.
The Term Loan and the Revolving Credit Facility (RCF) were extended from May 2026 to May 2027 for €57 million (out of €75 million) and €155 million (out of €200 million), respectively.
2.2.5 Outlook
In an external environment still uncertain and challenging, the Group remains fully committed to executing its action plans, focusing both on revenue growth and cost control, with the ambition of confirming in the second half the positive momentum observed in the first half.
2.2.6 Subsequent events
SMCP has been informed that the Singapore High Court decided on July 4th to order Dynamic Treasure Group Ltd (DTG) to return to European Topsoho S.à r.l. (ETS) the 15.5% stake of SMCP which had been transferred in 2021. DTG had to comply with this order within one week following notification (notification having been completed on July 8th). SMCP understands that DTG did not comply with this order in the required time frame, and that Glas has therefore initiated forced transfer procedures.
The order remains subject to potential appeal (within one month following notification date).
SMCP will keep the market informed about the effective completion of the return of this stake to ETS.
2.2.7 Main risks and uncertainties
The main risks and uncertainties to which SMCP believes it is exposed in 2025 are specified in Chapter "Risk factors and Internal Control" of the 2024 Universal Registration Document.
1 Adjusted EBITDA calculated on a rolling 12-month basis and excluding the impacts of IFRS 16
3 INTERIM CONSOLIDATED FINANCIAL STATEMENTS
3.1 Consolidated income statement
| 1st semester | 1st semester | ||
|---|---|---|---|
| 2024 | 2025 | ||
| in €m | in €m | ||
| Sales | 3.10.1 | 585.3 | 601.1 |
| Cost of sales | 3.10.2 | (215.8) | (220.1) |
| Gross margin | 369.5 | 381.0 | |
| Other operating income and expenses | (127.8) | ||
| (123.3) | |||
| Personnel costs | (143.3) | (145.7) | |
| Depreciation, amortization, and impairment | (79.7) | (69.4) | |
| Share-based Long-Term Incentive Plan | (0.9) | (1.8) | |
| Current operating income | 17.8 | 40.8 | |
| Other non-current income and expenses | 3.10.3 | (30.4) | (8.2) |
| Operating profit | (12.6) | 32.6 | |
| Financial income and expenses | (1.2) | (0.4) | |
| Cost of net debt | (16.5) | (14.7) | |
| Financial income | 3.10.4 | (17.7) | (15.1) |
| Profit/(loss) before tax | (30.3) | 17.5 | |
| Income tax expense | 3.10.5 | 2.6 | (6.5) |
| Net profit for the period | (27.7) | 11.0 | |
| Attributable to owners of the Company | (27.7) | 11.0 | |
| Attributable to non-controlling interests | - | ||
| Net profit/(loss) attributable to owners of the Company | (27.7) | 11.0 | |
| Basic Group share of net earnings per share (EUR) | 3.10.6 | (0.37) | 0.14 |
| Diluted Group share of net earnings per share (EUR) | 3.10.6 | (0.37) | 0.14 |
Foreign currency items in the consolidated income statement and consolidated statement of comprehensive income are translated at the average exchange rate for each period presented (see note 3.7.2.2 – "Rates applicable for the period").
3.2 Consolidated statement of comprehensive income
| 1st semester 2024 |
1st semester 2025 |
|
|---|---|---|
| in €m | in €m | |
| Net profit/(loss) for the period | (27.7) | 11.0 |
| Revaluation of the net liability for defined benefit plans | 0.3 | - |
| Total other comprehensive income/(loss) that may not be reclassified to profit or loss | 0.3 | - |
| Gains/(losses) on derivative financial instruments (cash flow hedges), net of tax Gains/(losses) on exchange differences on translation of foreign operations |
(0.2) 1.2 |
1.0 (9.3) |
| Total other comprehensive income/(loss) that may be reclassified to profit or loss | 1.0 | (8.3) |
| Total other comprehensive income/(loss) | 1.3 | (8.3) |
| Total comprehensive income/(loss) | (26.3) | 2.7 |
Foreign currency items in the consolidated income statement and consolidated statement of comprehensive income are translated at the average exchange rate for each period presented (see note 3.7.2.2 – "Rates applicable for the period").
3.3 Consolidated statement of financial position
3.3.1 Assets
| 12/31/2024 | 6/30/2025 | ||
|---|---|---|---|
| Notes | in €m | in €m | |
| Net | Net | ||
| Goodwill | 3.11.1.1 | 604.3 | 599.9 |
| Trademarks | 3.11.1.2 | 663.0 | 663.0 |
| Right of use | 3.11.4.1 | 464.0 | 415.8 |
| Other intangible assets | 3.11.1.2 | 12.1 | 10.7 |
| Property, plant and equipment | 3.11.3 | 79.7 | 66.5 |
| Non-current financial assets | 16.8 | 15.2 | |
| Deferred tax assets | 29.6 | 25.7 | |
| Non-current assets | 1,869.6 | 1,796.7 | |
| Inventories | 3.11.5 | 260.2 | 229.1 |
| Trade receivables | 3.11.6 | 69.0 | 64.3 |
| Other receivables | 3.11.7 | 50.8 | 45.5 |
| Cash and cash equivalents | 48.5 | 43.7 | |
| Current assets | 428.5 | 382.6 | |
| Total Assets | 2,298.1 | 2,179.3 |
3.3.2 Equity and liabilities
| 12/31/2024 | 6/30/2025 | ||
|---|---|---|---|
| Notes | in €m | in €m | |
| Net | Net | ||
| Share capital | 3.11.8 | 83.9 | 86.2 |
| Share premium | 949.5 | 947.3 | |
| Reserves | 133.3 | 137.8 | |
| Self-control action | (3.6) | (4.6) | |
| Equity attributable to owners of the Company | 1,163.1 | 1,166.7 | |
| Total equity | 1,163.1 | 1,166.7 | |
| Non-current lease liabilities | 3.11.4.2 | 343.5 | 301.6 |
| Non-current financial debt | 3.11.10 | 158.7 | 92.2 |
| Other non-current liabilities | 3.11.11 | 0.6 | 0.6 |
| Non-current provisions | 3.11.11 | 4.9 | 4.5 |
| Net employee defined benefit liabilities | 3.11.11 | 4.6 | 4.8 |
| Deferred tax liabilities | 163.9 | 164.1 | |
| Non-current liabilities | 676.2 | 567.8 | |
| Trade and other payables | 143.4 | 114.5 | |
| Current lease liabilities | 3.11.4.2 | 100.7 | 93.3 |
| Bank overdrafts and short-term borrowings and debt | 3.11.10 | 126.4 | 156.5 |
| Short-term provisions | 3.11.11 | 1.6 | 1.3 |
| Other liabilities | 3.11.12 | 86.7 | 79.2 |
| Current liabilities | 458.8 | 444.8 | |
| Total equity and liabilities | 2,298.1 | 2,179.3 |
3.4 Consolidated statement of cash flows
| 1st semester | 1st semester | |
|---|---|---|
| 2024 | 2025 | |
| in €m | in €m | |
| Profit/(loss) before tax | (30.3) | 17.5 |
| Depreciation, amortization and impairment | 79.7 | 69.4 |
| Financial income | 17.7 | 15.1 |
| Other incomes and expenses without counterpart in cash | 34.5 | 8.8 |
| Cash from operations before changes in working capital | 101.6 | 110.8 |
| (Increase)/decrease in trade and other receivables and prepayments | 8.1 | 2.1 |
| (Increase)/decrease in net inventories after depreciations | 20.7 | 23.4 |
| Increase /(decrease) in trade and other payables | (33.3) | (20.0) |
| Change in working capital | (4.5) | 5.6 |
| Reimbursed (paid) income tax | (3.7) | 2.3 |
| Net cash flow from operating activities | 93.4 | 118.7 |
| Purchases of property, plant and equipment and intangible assets | (25.7) | (18.4) |
| Sales of property, plant, equipment and intangible assets | 1.4 | 1.2 |
| Purchases of financial instruments | (1.3) | (1.2) |
| Proceeds from sales of financial instruments | 1.4 | 1.7 |
| Purchases of subsidiaries net of cash acquired | - | - |
| Net cash flow used in investing activities | (24.1) | (16.7) |
| Share repurchased program | - | (1.3) |
| Issuance of financial borrowings | 6.2 | 25.0 |
| Net reimbursement of financial borrowings1 | (43.9) | (63.7) |
| Reimbursement of lease liabilities | (66.2) | (59.6) |
| Other financial income and expenses | (0.7) | (0.3) |
| Interest paid | (11.7) | (7.2) |
| Net cash flow from financing activities | (116.3) | (107.2) |
| Net foreign exchange difference | 0.3 | (1.7) |
| Change in net cash and cash equivalents | (46.6) | (6.9) |
| Cash and cash equivalents at the beginning of the period | 50.9 | 48.5 |
| Bank credit balances at the beginning of the period | (17.2) | (21.7) |
| Net cash and cash equivalents at the beginning of the period | 33.7 | 26.8 |
| Cash and cash equivalents at the end of the period | 37.2 | 43.7 |
| Bank credit balances at the beginning/end of the period | (49.9) | (24.0) |
| Net cash and cash equivalents at the end of the period | (12.8) | 19.7 |
1 Includes mainly, in 2025, the €15 million reimbursement of TLA, €42 million reimbursement of state-guaranteed loan 1 and €5 million reimbursement of state-guaranteed loan 2; in 2024, the €10 million reimbursement of TLA, €28 million reimbursement of stateguaranteed loan 1 and €5 million reimbursement of state-guaranteed loan 2
3.5 Consolidated statement of changes in equity
| In €m | Number of OS | Share capital (Note 3.11 8) |
Share premium |
Treasury shares |
Reserves and retained earnings |
Revaluation of defined benefit liabilities |
Translation adjustment |
Future cash flow hedges |
Net profit attributable to owners of the Company |
Total Group share |
Total equity |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as of January 1st, 2024 | 76,288,530 | 83.9 | 949.5 | (5.0) | 140.2 | 1.4 | (0.9) | (0.2) | 11.2 | 1,180.1 | 1,180.1 |
| Net profit as of June 30, 2024 | - | - | - | - | - | - | - | - (27.7) |
(27.7) | (27.7) | |
| Exchange differences arising from the translation of foreign operations | 0.3 | 0.3 | 0.3 | ||||||||
| Gains/(losses) on exchange differences on translation of foreign operations | - | - | - | - | - | - | 1.2 | 1.2 | 1.2 | ||
| Gains/(losses) on derivative financial instruments (cash flow hedges), net of tax | (0.2) | (0.2) | (0.2) | ||||||||
| Other comprehensive income/(loss) | - | - | - | - | - 0.3 |
1.2 | (0.2) | 1.3 | 1.3 | ||
| Total comprehensive income/(loss) | - | - | - | - | - 0.3 |
1.2 | (0.2) | (27.7) | (26.3) | (26.3) | |
| Appropriation of 2023 net result | - | - | - | - | 11.2 | - | - | - (11.2) |
- | - | |
| Conversion of class G preferred shares | - | ||||||||||
| Share-based Long-Term Incentive Plan | |||||||||||
| Purchase of treasury shares | 1.7 | 1.0 | 2.8 | 2.8 | |||||||
| Total transactions with owners | 1.7 | 12.2 | (11.2) | 2.8 | 2.8 | ||||||
| Balance as of June 30, 2024 | 76,288,530 | 83.9 | 949.5 | (3.3) | 152.4 | 1.7 | 0.3 | (0.4) | (27.7) | 1,156.6 | 1,156.6 |
| Balance as of January 1st, 2025 | 76,288,530 | 83.9 | 949.5 | (3.6) | 152.5 | 2.0 | 2.8 | (0.4) | (23.6) | 1,163.0 | 1,163.0 |
| Net profit as of June 30, 2025 | - | - | - | - | - | - | - | - | 11.0 | 11.0 | 11.0 |
| Exchange differences arising from the translation of foreign operations | (9.3) | (9.3) | (9.3) | ||||||||
| Gains/(losses) on exchange differences on translation of foreign operations | - | - | - | - | - | - | 1.0 | 1.0 | 1.0 | ||
| Other comprehensive income/(loss) | - | - | - | - | - | - | (9.3) | 1.0 | (8.3) | (8.3) | |
| Total comprehensive income/(loss) | - | - | - | - | - | (9.3) | 1.0 | 11.0 | 2.7 | 2.7 | |
| Appropriation of 2024 net result | - | - | - | - | (23.6) | - | - | - | 23.6 | - | - |
| Conversion of class G preferred shares | 2,038,368 | 2.2 | (2.2) | - | |||||||
| Share-based Long-Term Incentive Plan | |||||||||||
| Free shares allocation plan | 1.9 | 1.9 | 1.9 | ||||||||
| Purchase of treasury shares | (1.0) | (1.0) | (1.0) | ||||||||
| Total transactions with owners | 2,038,368 | 2.2 | (2.2) | (1.0) | (21.8) | 23.6 | 0.9 | 0.9 | |||
| Balance as of June 30, 2025 | 78,326,898 | 86.2 | 947.3 | (4.6) | 130.7 | 2.0 | (6.5) | 0.6 | 11.0 | 1,166.7 | 1,166.7 |
3.6 GENERAL INFORMATION
3.6.1 Presentation of the Group
The consolidated group ("the Group") includes parent company SMCP S.A. and its subsidiaries. The Company's registered office is located at 49 rue Étienne Marcel, 75001 Paris, France. It has been listed on Euronext Paris since October 2017.
SMCP is an international retailer of ready-to-wear and accessories. The Group markets its collections through a network of physical points of sale and websites. The Group is structured around four highly recognised brands, each with its own identity and dedicated design teams and workshops: Sandro (Women and Men), Maje, Claudie Pierlot and Fursac. These four complementary brands enable the Group to better penetrate its markets by targeting different customer profiles with appropriate product ranges, while sharing a single global platform and a single optimised distribution chain.
The Group's collections are made up of high-quality clothing and accessories for women and men, in a more affordable price segment than that of luxury brands. The Group manages the design, marketing and sale of the products for its four brands. The Group believes that its Parisian anchoring is a natural source of inspiration and the cornerstone for the positioning of its brands.
The Group's creative approach is focused on capturing fashion trends and consumer aspirations and interpreting them by creating and developing affordable and very appealing apparel and accessories, while maintaining a strong attention to detail and craftsmanship, providing luxury, high value-added products.
At the end of June 2025, the Group is present in 55 countries through 1,642 points of sale (of which 749 Sandro, 622 Maje, 193 Claudie Pierlot and 78 Fursac), including 1,255 directly operated (free-standing stores, concessions, affiliates, outlets and websites) of which 547 Sandro, 456 Maje, 176 Claudie Pierlot and 76 Fursac, and 387 operated by partners. Compared to the end of 2024, the network decreased by 20 units.
3.6.2 Significant events
Conversion of Class G preferred shares
As of January 1, 2025, the remaining 697,343 class G preferred shares were automatically converted into 2,735,711 ordinary shares. As a result of the capital increase following this automatic conversion, the Company's share capital, which did comprise 76,288,530 shares, now comprises 78,326,898 ordinary shares which amount at 86,159,587.80 euros.
3.7 ACCOUNTING PRINCIPLES AND METHODS
3.7.1 Basis of preparation
The Group's consolidated interim financial statements cover a business period of six months, from January 1 to June 30, 2025, and were approved by the Board of Directors on July 29th, 2025. They should be read in conjunction with the Group's consolidated financial statements for the year ended December 31, 2024 and the consolidated interim financial statements as of June 30, 2024 for a comparative analysis. All amounts are expressed in millions of euros unless stated otherwise.
3.7.2 Accounting principles and methods
The condensed consolidated interim financial statements for the period ended June 30,2025 have been prepared in accordance with IAS 34 – Interim Financial Reporting and the international accounting standards and interpretations (IAS/IFRS) adopted by the European Union and in force on June 30,2025. These standards and interpretations are applied consistently to the periods presented. The condensed consolidated interim financial statements have been prepared according to the same accounting policies as those used to prepare the annual financial statements for the period ended December 2024, subject to the following clarifications:
• Seasonality of sales and changes in inventories
The Group's business is sensitive to seasonal effects that have an impact on:
- its stock levels:
- o the Group presents two annual collections, the "Fall/Winter" and the "Spring/Summer" collections, which are available from June and December/January respectively, leading to a generally higher level of inventory volume in April and in October/November due to the receipt of products before the merchandising in stores of these two collections,
- o Inventory write-down rules were reviewed by management to take account of the sell through of inventories during the period and the information available at the closing date. This review has refined the method used to write down inventories, making the net value of inventories and the Group's net worth more relevant.
- income and margin levels:
- o the Group's sales volume is higher in the first weeks of the January and June/July sale periods, although they have a lower margin due to discounts,
- o the volume of sales is also lower in the first quarter (February is a month with fewer days) and in the third quarter (August is a month of holidays),
- o the Christmas and fourth quarter margins are historically stronger given lower discounts over this period.
• Calculation of tax at the end of the interim period
At the end of each interim period, income tax expense or income is determined according to the principles defined in IAS 34. The tax is calculated, for each tax entity, based on the best possible estimate of the average annual effective tax rate expected for the full year, adjusted for the tax effects of one-off items recognized in the period in which they occur. The estimated impact of Pillar 2 is expected to be nonsignificant on the 2025 annual tax expense. This estimated tax rate is 29.63%.
• Valuation of non-current assets at the end of the interim period
In presence of impairment indicators related to non-current assets, the Group carries out an assessment to determine whether the recoverable amount is sufficient.
The Group tests the carrying value of non-current assets with indefinite useful life annually. At the end of each interim period, when indicators of impairment are identified (significant deterioration in the legal or economic environment, significant decline in asset performance, etc.), the Group conducts the assessment of such non-current assets. An impairment indicator was identified over the period on the Claudie Pierlot and Fursac brands. The impairment tests carried out led the Group to record impairment losses for the half-year (note 3.11.2).
• Post-employment benefits
The expense recognized as of June 30, 2025, for post-employment benefits corresponds to the amount calculated for 2024 fiscal year prorated over six months.
3.7.2.1 New Standards or Interpretations
Standards, amendments, and interpretations mandatory in 2025
The application of the standards, amendments, and interpretations that came into effect on January 1, 2025, has had no significant impact on the Group's financial statements. The application of the IAS 21 amendment – Lack of Exchangeability, effective from January 1, 2025, had no impact on the financial statements.
Other standard developments and standards effective after January 1, 2025
The effects of applying IFRS 18, which concerns the presentation of financial statements and will become mandatory as of January 1, 2027, are currently being analyzed.
3.7.2.2 Exchange rates applicable for the period
Expenses, proceeds, and cash flows for each of the two interim periods were converted using the average rate of the semester. Assets and liabilities were converted at the closing rate in effect on 6/30/2025. The table below shows the main exchange rates applied to the operations:
| 6/30/2024 6/30/2024 |
6/30/2025 | ||||
|---|---|---|---|---|---|
| Closing | Average | Closing | Average | ||
| 6 months | 6 months | ||||
| EURO | EUR/EUR | 1.0000 | 1.0000 | 1.0000 | 1.0000 |
| SWISS FRANC | EUR/CHF | 0.9634 | 0.9615 | 0.9347 | 0.9414 |
| POUND STERLING | EUR/GBP | 0.8464 | 0.8546 | 0.8555 | 0.8423 |
| DANISH CROWN | EUR/DKK | 7.4575 | 7.4580 | 7.4609 | 7.4607 |
| NORWEGIAN CROWN | EUR/NOK | 11.3965 | 11.4926 | 11.8345 | 11.6608 |
| SWEDISH CROWN | EUR/SEK | 11.3595 | 11.3914 | 11.1465 | 11.0961 |
| US DOLLAR | EUR/USD | 1.0705 | 1.0813 | 1.1720 | 1.0927 |
| CANADIAN DOLLAR | EUR/CAD | 1.4670 | 1.4685 | 1.6027 | 1.5400 |
| CHINESE YUAN | EUR/CNY | 7.8209 | 7.8175 | 8.3970 | 7.9238 |
| HONG KONG DOLLAR | EUR/HKD | 8.3594 | 8.4540 | 9.2001 | 8.5168 |
| SINGAPORE DOLLAR | EUR/SGD | 1.4513 | 1.4561 | 1.4941 | 1.4461 |
| MACAO PATACA | EUR/MOP | 8.6166 | 8.7055 | 9.5065 | 8.7783 |
| TAIWAN DOLLAR | EUR/TWD | 34.7093 | 34.4941 | 34.2798 | 34.7937 |
| JAPANESE YEN | EUR/JPY | 171.9400 | 164.4600 | 169.1700 | 162.1200 |
| MALAYSIA RINGGIT | EUR/MYR | 5.0501 | 5.1107 | 4.9365 | 4.7798 |
| AUSTRALIAN DOLLAR | EUR/AUD | 1.6079 | 1.6422 | 1.7948 | 1.7229 |
| NZ DOLLAR | AUR/NZD | 1.7601 | 1.7752 | 1.9334 | 1.8827 |
3.8 SEGMENT INFORMATION
According to IFRS 8 – Segment Reporting, an operating segment is a component of an entity that engages in business activities from which it may earn sales and incur expenses, including sales and expenses relating to transactions with other components of the same entity; and:
- whose operating results are reviewed regularly by the entity's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance;
- for which separate financial information is available.
3.8.1 Group Operating Segments
SMCP's activities are managed through three separate operating segments within the meaning of IFRS 8, corresponding to the four brands, each with its own customer base:
- Sandro
- Maje
- Other brands (including Claudie Pierlot & Fursac)
Each brand has its own identity with dedicated creative teams and plays a key role in the Group's strategy. They are directed and managed by separate management teams with their own financial information.
The main operational decision-maker is the Executive Committee (COMEX) of SMCP S.A. which reviews the activities and performance of each of the four brands on a monthly basis.
The Claudie Pierlot and Fursac brands are grouped together in the same sector for the following reasons:
- their geographic coverage is very similar, with most of their business conducted in France and Europe (>90% of Retail Revenue);
- their logistics resources have been pooled;
- their long-term Gross margin ratio and EBITDA margin are similar;
- their respective weight is not significant at the SMCP Group level (Claudie Pierlot and Fursac jointly accounted for 12% of Group revenue in 2025).
3.8.2 Financial information by operating segment
The tables below set out the Group's financial information by operating segment as of June 30, 2025 and June 30, 2024:
| Sandro | Other Maje brands |
Holdings | 1st semester 2025 |
||
|---|---|---|---|---|---|
| in €m | in €m | in €m | in €m | in €m | |
| Sales | 302.2 | 224.3 | 74.6 | - | 601.1 |
| Adjusted EBITDA(1) | 71.0 | 45.0 | (4.0) | - | 112.0 |
| Adjusted EBITDA excluding IFRS 16 (2) | 40.5 | 22.6 | (10.8) | - | 52.3 |
| Depreciation, amortization, and | |||||
| impairment | (35.3) | (26.2) | (7.9) | - | (69.4) |
| Adjusted EBIT (3) | 35.7 | 18.9 | (12.0) | - | 42.6 |
| Goodwill | 338.7 | 239.7 | 21.5 | - | 599.9 |
| Right of use | 193.6 | 127.9 | 44.9 | 49.4 | 415.8 |
| Intangible assets | 320.1 | 229.0 | 118.0 | 6.5 | 673.6 |
| Property. plant and equipment | 30.9 | 21.3 | 8.9 | 5.4 | 66.5 |
| Capital expenditure (4) | 7.9 | 4.6 | 1.4 | 5.7 | 19.6 |
(1) Adjusted EBITDA is an indicator not defined by IFRS and is defined by the Group as current operating income less depreciation, amortization and provisions and the free share allocation plan.
(2) Adjusted EBITDA excluding IFRS 16 is an indicator not defined by IFRS and corresponds to adjusted EBITDA restated for fixed rents. (3) Adjusted EBIT is an indicator not defined by IFRS and is defined by the Group as current operating income less the free share allocation plan.
(4) Capital expenditure breaks down as follows: (see note 3.4. Consolidated cash flow statement) and excluding rights of use:
Purchases of property, plant and equipment: €16.7m at June 30, 2024 and €8.0m at June 30, 2025;
Purchases of intangible assets: €3.2m as of June 30, 2024, and €2.3m as of June 30, 2025;
Purchases of financial instruments: €1.3 million at June 30, 2024 and €1.2 million at June 30, 2025;
Change in payables to suppliers of fixed assets: 4.2 m€ at June 30, 2024 and 8.1 m€ at June 30, 2025.
| Sandro | Maje | Other brands |
Holdings | 1st semester 2024 |
|
|---|---|---|---|---|---|
| in €m | in €m | in €m | in €m | in €m | |
| Sales | 292.3 | 218.8 | 74.1 | - | 585.3 |
| Adjusted EBITDA(1) | 58.3 | 43.2 | (3.0) | - | 98.5 |
| Adjusted EBITDA excluding IFRS 16 (2) | 27.9 | 18.6 | (11.0) | - | 35.5 |
| Depreciation. amortization. and | |||||
| impairment | (40.2) | (29.5) | (10.0) | - | (79.7) |
| Adjusted EBIT (3) | 18.1 | 13.7 | (13.0) | - | 18.8 |
| Goodwill | 338.7 | 239.7 | 25.9 | - | 604.3 |
| Right of use | 201.0 | 145.0 | 59.2 | 35.6 | 440.8 |
| Intangible assets | 322.0 | 228.0 | 118.5 | 5.7 | 674.2 |
| Property. plant and equipment | 34.0 | 25.3 | 12.1 | 7.7 | 79.1 |
| Capital expenditure(4) | 12.3 | 8.9 | 3.0 | 1.2 | 25.4 |
Operating expenses of holding companies are rebilled to the brands pro rata to sales, plus a mark-up.
3.8.3 Key performance indicators
| 1st semester 2024 | 1st semester 2025 | ||
|---|---|---|---|
| in €m | in €m | ||
| Recurring operating income | 17.8 | 40.8 | |
| Share-based Long-Term Incentive Plan | 0.9 | 1.8 | |
| Adjusted EBIT | 18.7 | 42.6 | |
| Depreciation. amortization. and impairment | 79.7 | 69.4 | |
| Adjusted EBITDA | 98.5 | 112.0 | |
| IFRS 16 impact | (63.0) | (59.7) | |
| Adjusted EBTDA excluding IFRS 16 | 35.5 | 52.3 |
Among the key performance indicators followed by the Board of Directors, Adjusted EBITDA is not defined by IFRS but is defined by the Group as the recurring operating income before depreciation, amortization, impairment, and impact of share-based Long-Term Incentive Plan. Adjusted EBIT is defined as the recurring operating income before the impact of share-based Long-Term Incentive Plan.
3.8.4 Financial information by geographic segment
The table below sets out sales and assets by geographic region of delivery. To be noted that wholesale sales and online sales are allocated based on the customer's country of residence.
| France | EMEA | America | APAC | 6/30/2025 | |
|---|---|---|---|---|---|
| in €m | in €m | in €m | in €m | in €m | |
| Net sales | 207.0 | 204.0 | 93.5 | 96.6 | 601.1 |
| Non-current assets | 1,529.7 | 121.3 | 84.2 | 61.5 | 1,796.7 |
| France | EMEA | America | APAC | 6/30/2024 | |
|---|---|---|---|---|---|
| in €m | in €m | in €m | in €m | in €m | |
| Net sales | 202.5 | 191.8 | 84.8 | 106.2 | 585.3 |
| Non-current assets | 1,543.4 | 124.1 | 94.9 | 81.0 | 1,843.4 |
3.9 NOTES TO THE INCOME STATEMENT
3.9.1 Sales
| 1st semester 2024 | 1st semester 2025 | ||
|---|---|---|---|
| in €m | in €m | ||
| Sales of goods | 585.3 | 601.1 | |
| Sales | 585.3 | 601.1 |
The table below shows the Group's sales by distribution channel over the two periods presented:
| 1st semester 2024 | 1st semester 2025 | ||
|---|---|---|---|
| in €m | in €m | ||
| Retail | 531.5 | 535.5 | |
| Directly operated stores - |
173.9 | 169.9 | |
| Concessions ("corners") - |
177.4 | 177.4 | |
| Outlets - |
69.5 | 73.7 | |
| Affiliates - |
12.9 | 11.3 | |
| Online - |
97.8 | 103.2 | |
| Partnered retail sales | 53.8 | 65.6 | |
| Sales | 585.3 | 601.1 |
3.9.2 Cost of sales
Cost of sales includes:
- Consumption of raw materials and products plus sub-contracting costs and ancillary costs (customs duties, etc.);
- Fees paid to affiliates, department stores and local partners, and to third-party websites.
| 1st semester 2024 | 1st semester 2025 | ||
|---|---|---|---|
| in €m | in €m | ||
| Raw materials consumed | (33.4) | (26.6) | |
| Finished products consumed | (81.9) | (93.9) | |
| Subcontracting and ancillary expenses | (35.4) | (36.1) | |
| Commissions | (64.8) | (65.1) | |
| Net foreign exchange gain/(loss) on operating items | (0.2) | 1.6 | |
| Cost of sales | (215.8) | (220.1) |
3.9.3 Other non-current income and expenses
| (in €m) | 1st semester 2024 | 1st semester 2025 |
|---|---|---|
| Other income | 0.1 | - |
| Other expenses | (30.5) | (8.2) |
| Other non-current income and expenses | (30.4) | (8.2) |
Other income and expenses include the following items:
| (in €m) | 1st semester 2024 | 1st semester 2025 |
|---|---|---|
| Impairment of goodwill (1) | (22.4) | (4.4) |
| Impairment of right-of-use and other fixed assets (2) | (7.5) | (2.9) |
| Others | (0.5) | (0.9) |
| Other non-current income and expenses | (30.4) | (8.2) |
(1) As of June 30, 2025, the Group performed impairment tests on its indefinite-lived assets, resulting in the recognition of a -€4.4 million impairment related to Claudie Pierlot (vs -€22.4 million as of June 30, 2024).
(2) As of June 30, 2025, the Group also conducted impairment tests on its right-of-use assets, resulting in the recognition of a -€2.9 million impairment (vs -€7.5 million as of June 30,2024).
3.9.4 Financial income and expenses
| 1st semester 2024 | 1st semester 2025 | ||
|---|---|---|---|
| in €m | in €m | ||
| Interest expenses on borrowings | (16.5) | (14.7) | |
| RCF & NEU CP | (2.1) | (1.7) | |
| Term Loan | (3.1) | (2.5) | |
| State-guaranteed loan | (3.1) | (2.5) | |
| IFRS 16 | (7.3) | (7.4) | |
| Other interest charges | (0.8) | (0.6) | |
| Net exchange gain/ (loss) | (0.3) | (1.9) | |
| Other financial expenses | (0.9) | 1.5 | |
| Financial income | (17.7) | (15.1) |
3.9.5 Income tax
3.9.5.1 Income tax
Income tax includes the current tax expense for the period and deferred taxes arising on temporary differences:
For the period ended 30 June 2025, the reconciliation between the theoretical tax charge and the effective tax charge is mainly due to:
-
Other taxes based on income and added value (including CVAE in France, IRAP in Italy, Trade Tax in Germany and State Tax in the United States);
-
Differences in tax rates of foreign subsidiaries.
The effective tax rate used for half-year closing is based on a projection of the estimated effective rate for the financial year. As a result, at 30 June 2025 the Group's effective tax rate was 29.63% (before the impact of goodwill impairments), down 3.53 points compared with the first half of 2024, mainly due to the reduction of the CVAE tax rate, the increase of the impact of differences in tax rates with foreign subsidiaries and the absence of any impact from the non-deductibility of part of the expense relating to the allocation of bonus shares.
For the six-month period ended on June 30, 2024, reconciliation between the theoretical tax expense and the income tax expense as recorded in the P&L was explained by the same factors (CVAE and LTI Plans).
3.9.5.2 Deferred tax position
Deferred taxes liabilities relating to the trademarks and leasehold rights in France were calculated based on a tax rate of 25.83%.
Other deferred taxes have been recognized at the tax rate applicable in each tax jurisdiction, i.e. 25.83% for France.
3.9.6 Earnings per share
Earnings per share is calculated as follows:
| 1st semester 2024 | 1st semester 2025 | |
|---|---|---|
| Net profit (group share) in €m | (27.7) | 11.0 |
| Numbers of shares - before dilution Numbers of shares - after dilution |
75,151,807 78,011,295 |
78,179,515 78,255,536 |
| Earnings per share (€) | (0.37) | 0.14 |
| Diluted earnings/(loss) per share (€) | (0.37) | 0.14 |
3.10 NOTES TO THE STATEMENT OF FINANCIAL POSITION
3.10.1 Goodwill and intangible assets
3.10.1.1 Goodwill
When a newly acquired company is recognized for the first time, goodwill represents the difference between (i) the sum of the consideration transferred, measured at fair value, and the amount recognized for the entire non-controlling interest in the company acquired and (ii) identifiable assets and the acquired company's liabilities assumed at the acquisition date. If the difference is negative, it is immediately recognized in the income statement.
The net value of goodwill as of June 30, 2025 totalled € 599.9 million.
| in €m | 1/01/2025 Change in scope of consolidation |
Impairment | Translation adjustment |
6/30/2025 | |
|---|---|---|---|---|---|
| Goodwill - gross value | 688.6 | - | - | - | 688.6 |
| Impairment | (84.2) | - | (4.4) | - | (88.7) |
| Goodwill - net value | 604.3 | - | (4.4) | - | 599.9 |
Note 3.11.2.2. Goodwill valuation
As a reminder, the net value of goodwill as of June 30, 2024 was as follows:
| in €m | 1/01/2024 | Change in scope of consolidation |
Impairment | Translation adjustment |
6/30/2024 |
|---|---|---|---|---|---|
| Goodwill - gross value | 688.6 | - | - | - | 688.6 |
| Impairment | (61.9) | - | (22.4) | - | (84.3) |
| Goodwill - net value | 626.3 | - | (22.4) | - | 604.3 |
3.10.1.2 Intangible assets
The table below illustrates changes over the period presented:
| in €m | 1/01/2025 | Acquisitions | Disposals | Depreciation & amortization |
Other | 6/30/2025 |
|---|---|---|---|---|---|---|
| Trademarks | 663.0 | 663.0 | ||||
| Leasehold rights | 2.4 | 0.2 | (0.5) | 2.1 | ||
| Other intangible assets | 64.7 | 2.1 | - | (1.0) | 65.8 | |
| Intangible assets | 730.0 | 2.3 | - | (1.5) | 730.9 | |
| Amort. /Impairment of intangible assets | (54.8) | - | (3.5) | 1.2 | (57.2) | |
| Amort. /Impairment of intangible assets | (54.8) | - | (3.5) | 1.2 | (57.2) | |
| Net value of intangible assets | 675.1 | 2.3 | - | (3.5) | (0.3) | 673.6 |
| 1/01/2024 | Acquisitions | Disposals | Depreciation & amortization |
Other | 6/30/2024 | |
|---|---|---|---|---|---|---|
| in €m | ||||||
| Trademarks | 663.0 | 663.0 | ||||
| Leasehold rights | 2.8 | 0.5 | (2.0) | 1.3 | ||
| Other intangible assets | 56.6 | 2.6 | - | 1.7 | 60.9 | |
| Intangible assets | 722.4 | 3.1 | - | (0.3) | 725.2 | |
| Amort. /Impairment of intangible assets | (47.4) | - | (3.4) | (0.2) | (51.0) | |
| Amort. /Impairment of intangible assets | (47.4) | - (3.4) |
(0.2) | (51.0) | ||
| Net value of intangible assets | 675.0 | 3.1 | - | (3.4) | (0.5) | 674.2 |
3.10.2 Valuation of intangible assets with an indefinite useful life
3.10.2.1 Points of sales valuation
The Group defines its wholly owned sales as CGUs, i.e., the smallest grouping of assets (including rights of use, property, plant and equipment and intangible assets) that can individually generate cash flows.
A targeted review of points of sales losing value was performed, with an impact of 2.9 million euro of impairment recognized as of June 30, 2025.
3.10.2.2 Goodwill valuation
An impairment test is performed every semester for each brand presenting an impairment indication, and at least once a year for each brand.
As part of the preparation of its annual strategic plan, the Group has reviewed the business outlook for its various segments. This strategic plan serves as the basis for the impairment test performed on each of the Group's CGU tested.
It compares the net carrying amount of the CGU combination, comprising the brand name, the portion of goodwill allocated, rights of use, other non-current assets and working capital, with the higher of the fair value net of exit costs and the value in use of the CGU combination.
The Group has verified the consistency of the interest, the discount rates used by the Group are at the median of the range.
An impairment indicator was identified for the CGU combination of Claudie Pierlot and Fursac, which was consequently tested on June 30, 2025. Following this test, the Group recognized a partial impairment of Claudie Pierlot's goodwill amounting to 4.4 million euros.
The amount of assets as well as the potential impacts of changes in the after-tax discount rate or the perpetual growth rate are detailed below:
| Carrying amount of goodwill and brands (net of DTA) as of 06/30/2025 |
Carrying amount of the assets of the concerned CGUs as of 06/30/2025 |
Increase of 0.5 pt in the after-tax discount rate |
Decrease of 0.5 ot in the perpetual growth rate |
Discount rate threshold |
Perpetual growth rate threshold |
|---|---|---|---|---|---|
| 54.9 | 78.9 | (6.5) | (3.5) | 10.9% | 1.8% |
| 53.2 | 61.1 | (2.5) | (0.2) | 11.3% | 1.3% |
Amount of impairment that would be recognized in the event of:
3.10.3 Property, plant and equipment
The table below illustrates changes over the period presented:
| in €m | 1/01/2025 | Acquisitions | Disposals | Depreciation & | Translation | Other | 6/30/2025 |
|---|---|---|---|---|---|---|---|
| amortization | adjustment | ||||||
| Technical fittings, equipment and industrial tools | 3.3 | (0.4) | 2.9 | ||||
| Property, plant and equipment in progress | 5.3 | 0.6 | (0.1) | (2.7) | 3.1 | ||
| Advances and down payments on property, plant and | 0.1 | ||||||
| equipment | 0.5 | (0.4) | 0.2 | ||||
| Other property, plant and equipment | 309.2 | 7.3 | (8.2) | (14.9) | 1.5 | 294.8 | |
| Property, plant and equipment | 318.3 | 8.0 | (8.7) | (15.0) | (1.7) | 300.9 | |
| Amort. /Impairment of technical fittings, equipment and | |||||||
| industrial tools | (3.1) | 0.4 | (2.7) | ||||
| Amort. /Impairment of other property, plant and equipment | (235.6) | 7.8 | (15.4) | 11.6 | (0.1) | (231.7) | |
| Amort. /Impairment of property, plant and equipment | (238.7) | 8.2 | (15.4) | 11.6 | (0.1) | (234.4) | |
| Net value of property, plant and equipment | 79.7 | 8.0 | (0.5) | (15.4) | (3.5) | (1.8) | 66.5 |
| in €m | 1/01/2024 | Acquisitions | Disposals | Amortization | Depreciati | Translation | Other | 6/30/202 4 |
|---|---|---|---|---|---|---|---|---|
| on | adjustment | |||||||
| Technical fittings, equipment and industrial tools | 3.9 | 3.9 | ||||||
| Property. plant and equipment in progress |
6.5 | 2.0 | (4.5) | 4.0 | ||||
| Advances and down payments on property. plant and |
0.4 | |||||||
| equipment | 1.0 | (1.1) | 0.3 | |||||
| Other property. plant and equipment |
285.5 | 14.3 | (8.8) | 2.5 | 3.7 | 297.2 | ||
| Property. plant and equipment | 296.9 | 16.7 | (8.8) | 2.5 | (1.9) | 305.4 | ||
| Amort. /Impairment of technical fittings. equipment and |
||||||||
| industrial tools | (3.5) | (0.1) | (3.6) | |||||
| Amort. /Impairment of other property. plant and equipment |
(210.3) | 8.7 | (19.6) | (0.5) | (1.9) | 0.9 | (222.7) | |
| Amort. /Impairment of property. plant and equipment | (213.8) | 8.7 | (19.7) | (0.5) | (1.9) | 0.9 | (226.3) | |
| Net value of property. plant and equipment | 83.1 | 16.7 | (0.1) | (19.7) | (0.5) | 0.6 | (1.0) | 79.1 |
3.10.4 Lease agreements
3.10.4.1 Rights of use
Rights of use break down as follows:
| in €m | 12/31/2024 | 06/30/2025 | ||||
|---|---|---|---|---|---|---|
| Net | Brut | Amort. et dépréciations |
Net | |||
| Stores | 331.5 | 723.4 | (432.3) | 291.1 | ||
| Offices and warehouses | 55.3 | 113.2 | (63.8) | 49.4 | ||
| Capitalized fixed rents | 386.8 | 836.6 | (496.1) | 340.5 | ||
| Leasehold rights | 77.2 | 117.9 | (42.6) | 75.3 | ||
| Right of use | 464.0 | 954.5 | (538.7) | 415.8 |
The change in the net balance of rights of use during the half year can be explained by the following elements:
| Gross value in €m | Capitalized discounted fixed lease | Leasehold | |||
|---|---|---|---|---|---|
| payments | rights | Total | |||
| Stores | Offices and warehouses |
Total | |||
| January 1st, 2025 | 768.7 | 114.5 | 883.2 | 124.0 | 1,007.2 |
| Arrangement of new leases | 19.2 | 0.2 | 19.4 | - | 19.4 |
| Expirations and early terminations | (36.5) | (0.3) | (36.8) | (5.7) | (42.5) |
| Other (foreign exchange difference) | (28.1) | (1.1) | (29.2) | (0.4) | (29.6) |
| As of June 30, 2025 | 723.3 | 113.3 | 836.6 | 117.9 | 954.5 |
| Amortization, depreciation and impairment in €m |
Capitalized discounted fixed lease payments |
Leasehold rights |
Total | ||
|---|---|---|---|---|---|
| Stores | Offices and warehouses |
Total | |||
| January 1st, 2025 | (437.2) | (59.2) | (496.4) | (46.8) | (543.2) |
| Amortization and impairment | (44.5) | (5.6) | (50.1) | (1.7) | (51.7) |
| Depreciation | (2.0) | - | (2.0) | - | (2.0) |
| Expirations and early terminations | 32.9 | 0.3 | 33.2 | 5.5 | 38.7 |
| Other (exchange rate) | 18.6 | 0.6 | 19.2 | 0.3 | 19.5 |
| As of June 30, 2025 | (432.2) | (63.9) | (496.1) | (42.6) | (538.7) |
| Net value as of June 30, 2025 | 291.1 | 49.4 | 340.5 | 75.3 | 415.8 |
| Gross value in m€ | Capitalized discounted fixed lease payments |
Leasehold rights |
Total | ||
|---|---|---|---|---|---|
| Offices and | |||||
| Stores | warehouses | Total | |||
| January 1st, 2024 | 711.5 | 88.2 | 799.7 | 124.2 | 923.9 |
| Arrangement of new leases | 62.7 | 2.1 | 64.8 | - | 64.8 |
| Expirations and early terminations | (39.8) | (0.3) | (40.1) | (0.5) | (40.6) |
| Other (foreign exchange difference) | 17.9 | 0.4 | 18.3 | 0.8 | 19.1 |
| As of June 30, 2024 | 752.3 | 90.4 | 842.7 | 124.5 | 967.2 |
| Amortization, depreciation, and | Capitalized discounted fixed lease | Leasehold | Total | ||
|---|---|---|---|---|---|
| impairment in m€ | payments | rights | |||
| Offices and | |||||
| Stores | warehouses | Total | |||
| January 1st, 2024 | (391.9) | (49.1) | (441.0) | (37.5) | (478.5) |
| Amortization and impairment | (49.1) | (5.7) | (54.8) | (0.9) | (55.7) |
| Depreciation | (7.5) | - | (7.5) | - | (7.5) |
| Expirations and early terminations | 30.8 | 0.3 | 31.1 | 0.2 | 31.3 |
| Other (exchange rate) | (15.5) | (0.3) | (15.8) | (0.2) | (16.0) |
| As of June 30, 2024 | (433.2) | (54.8) | (488.0) | (38.4) | (526.4) |
| Net value as of June 30, 2024 | 319.1 | 35.6 | 354.7 | 86.1 | 440.8 |
Lease arrangements mainly concern store rentals, and incidentally, administrative and storage buildings.
3.10.4.2 Lease liabilities
Lease liabilities break down as follows:
| in €m | 12/31/2024 | 6/30/2025 |
|---|---|---|
| Lease liabilities - more than 5 years | 94.5 | 82.6 |
| Lease liabilities - between 1 and 5 years | 248.9 | 219.0 |
| Lease liabilities - less than one year | 100.7 | 93.3 |
| Total | 444.1 | 394.9 |
The change in lease liabilities during the half year can be explained by the following items:
| in €m | Offices and | ||||
|---|---|---|---|---|---|
| Stores | warehouses | Total | |||
| January 1st, 2025 | 386.0 | 58.1 | 444.1 | ||
| Arrangement of new leases | 19.1 | 0.3 | 19.4 | ||
| Reimbursement of the nominal | (45.3) | (5.7) | (51.0) | ||
| Changes in incurred interests | 0.1 | - | 0.1 | ||
| Termination of lease | (4.9) | - | (4.9) | ||
| Other | (12.0) | (0.8) | (12.8) | ||
| As of June 30, 2025 | 343.0 | 51.9 | 394.9 |
| in €m | Offices and | |||||
|---|---|---|---|---|---|---|
| Stores | warehouses | Total | ||||
| January 1st, 2024 | 370.4 | 41.9 | 412.3 | |||
| Arrangement of new leases | 69.8 | 2.1 | 71.9 | |||
| Reimbursement of the nominal | (50.3) | (5.8) | (56.1) | |||
| Changes in incurred interests | 0.3 | - | 0.3 | |||
| Termination of lease | (9.2) | - | (9.2) | |||
| Other (incl. FX) | (4.0) | 0.2 | (3.8) | |||
| As of June 30, 2024 | 377.0 | 38.4 | 415.4 |
The amount of fixed rent paid in H1 2025 is €64.0 million. It was €65.4 million in H1 2024.
The residual rent expense shown in the income statement under operating income and expenses breaks down as follows:
| semester en m€ |
1st 2024 |
1st semester 2025 |
|---|---|---|
| Variable lease payments or rents on low-value assets Rental charges Total (12.6) |
(5.0) (7.6) |
(6.0) (8.0) (14.0) |
3.10.5 Inventories
| 6/30/2025 | |||
|---|---|---|---|
| in €m | Gross value | Impairment | Net value |
| Raw materials and other supplies | 33.4 | (7.1) | 26.4 |
| Finished products | 219.0 | (16.3) | 202.7 |
| Total inventories | 252.4 | (23.3) | 229.1 |
| 6/30/2024 |
| in €m | Gross value | Impairment | Net value | |
|---|---|---|---|---|
| Raw materials and other supplies | 37.5 | (5.2) | 32.3 | |
| Finished products | 248.4 | (18.2) | 230.2 | |
| Total inventories | 285.9 | (23.4) | 262.5 |
3.10.6 Trade receivables
| in €m | 1/01/2025 | Changes in gross value |
Impairment | Reversals | Translation adjustment |
Change in scope of consolidation |
6/30/2025 |
|---|---|---|---|---|---|---|---|
| Trade receivables Depreciation |
71.3 (2.3) |
(2.0) | (1.3) | (1.4) | 67.8 (3.5) |
||
| Trade receivables. net | 69.0 | (2.0) | (1.3) | (1.4) | 64,3 |
| in €m | 1/01/2024 | Changes in gross value |
Impairment | Reversals | Translation adjustment |
Change in scope of consolidation |
6/30/2024 |
|---|---|---|---|---|---|---|---|
| Trade receivables Depreciation |
68.9 (0.7) |
(4.4) | (1.6) | 0.3 | 0.3 | 64.7 (2.0) |
|
| Trade receivables, net | 68.2 | (4.4) | (1.6) | 0.3 | 0.3 | 62.7 |
Amounts owed by department stores are invoiced at the end of the month, for a payment in the course of the next month.
The receivables from local partners are paid between 30 and 45 days. A bank guarantee is set up where necessary.
The proportion of overdue trade receivables was 12% at June 30, 2025.
3.10.7 Other receivables
On June 30, 2025, other receivables totalled € 45.5 million and included prepaid expenses for € 21.7 million, advance payments to suppliers for € 10.7 million, tax receivables for € 3.5 million, particularly VAT recoverable by the Group from the tax authorities in the countries in which it operates and € 3.2 millions of income tax receivables, mainly in France and in the US.
3.10.8 Share capital
The total value of the shares issued by the parent company is recognized within equity, as these instruments represent its share capital.
As of June 30, 2025, the Company's fully subscribed and paid-up share capital amounted to € 86,159,587.80. It is divided into 78,326,898 fully paid-up ordinary shares with a value of € 1.10.
3.10.9 Consolidated net debt
The Group calculates on a quarterly basis its consolidated net financial debt, which constitutes an important indicator of its performance, as follows.
| in m€ | 12/31/2024 | 06/30/2025 |
|---|---|---|
| Cash and cash equivalent | (48.5) | (43.7) |
| Current bank overdrafts | 21.7 | 24.0 |
| Cash and cash equivalents net of current bank overdrafts |
(26.8) | (19.7) |
| Short-term borrowings and debt |
103.9 | 131.5 |
| Bank borrowings | 156.7 | 90.2 |
| Deposits and sureties received | 3.6 | 3.7 |
| Accrued interest on borrowings | (0.3) | (0.1) |
The Non-IFRS leverage (net financial debt/ 12-month Adjusted EBITDA ratio) is at 1.90x at June 30, 2025 and respects financing contracts.
During the first half of 2025, the Group repaid 15 million euros under the amortizable term loan (the outstanding principal of which now stands at 75 million euros), and 42 and 5 million euros under the two state-guaranteed loans (outstanding principal now standing at 42 and 38 million euros respectively).
Furthermore, during the first half of 2025, the maturities of the Term Loan and the Revolving Credit Facility (RCF) were extended from May 2026 to May 2027 for €57 million (out of €75 million) and €155 million (out of €200 million), respectively.
3.10.10 Current and non-current provisions
The table below illustrates changes over the period presented:
| in €m | 1/01/2025 | Additions | Reversals (utilized provisions) |
Reversals (surplus provisions) |
Other comprehensive income |
6/30/2025 |
|---|---|---|---|---|---|---|
| Provisions for risk and charges | 4.9 | - | - | (0.4) | 4.5 | |
| Provisions for pension liabilities | 4.6 | 0.4 | (0.2) | - | - | 4.8 |
| Total non-current provisions | 9.5 | 0.4 | (0.2) | - (0.4) |
9.3 | |
| Provisions for contingencies | 1.6 | - | (0.3) | - | - | 1.3 |
| Total current provisions | 1.6 | - | (0.3) | - - |
1.3 |
| in €m | 1/01/2024 | Additions | Reversals (utilized provisions) |
Reversals (surplus provisions) |
Other comprehensive income |
6/30/2024 |
|---|---|---|---|---|---|---|
| Provisions for risk and charges | 0.7 | - | - | - | - | 0.7 |
| Provisions for pension liabilities | 4.9 | 0.5 | (0.2) | (0.3) | - | 4.9 |
| Total non-current provisions | 5.6 | 0.5 | (0.2) | (0.3) | - | 5.6 |
| Provisions for contingencies | 1.3 | 2.3 | - | - | - | 3.6 |
| Total current provisions | 1.3 | 2.3 | - | - | - | 3.6 |
Provisions for disputes include provisions for labor-related and supplier-related risks and a provision for restructuring and end of lease in China for some POS.
3.10.11 Fair value of financial assets and liabilities
Net book value and fair value of financial assets and liabilities are summarized in the table below:
| 31/12/2024 | 30/06/2025 | |||||||
|---|---|---|---|---|---|---|---|---|
| en m€ | en m€ | |||||||
| Notes | Fair value hierarchy |
Net book value |
Fair value |
Net book value |
Fair value |
|||
| Loans and receivables | Amortized cost |
(1) | 16.8 | 16.8 | 15.2 | 15.2 | ||
| Non-current financial assets | 16.8 | 16.8 | 15.2 | 15.2 | ||||
| Trade receivables | 3.11.6 | Amortized cost |
(1) | 69.0 | 69.0 | 64.3 | 64.3 | |
| Derivative instruments eligible for hedge accounting |
FV OCI/ FV P&L |
(2) | 0.2 | 0.2 | 2.5 | 2.5 | ||
| Cash and cash equivalents | 3.11.9 | Amortized cost |
(1) | 48.5 | 48.5 | 43.7 | 43.7 | |
| Term Loan | Amortized cost |
(1) | 75.0 | 75.0 | 56.7 | 56.7 | ||
| State-guaranteed loan | Amortized cost |
(1) | 79.7 | 79.7 | 32.7 | 32.7 | ||
| Other loans | Amortized cost Amortized |
(1) | 1.9 | 1.9 | 0.9 | 0.9 | ||
| Deposits and sureties received | cost | (1) | 0.6 | 0.6 | 0.6 | 0.6 | ||
| Accrued interest on borrowings | Amortized cost |
(1) | (0.3) | (0.3) | (0.1) | (0.1) | ||
| Other financial debt | Amortized cost |
(1) | 2.2 | 2.2 | 2.0 | 2.0 | ||
| Non-current financial debt | 3.11.9 | 159.2 | 159.2 | 92.7 | 92.7 | |||
| Trade and other payables | Amortized cost |
(1) | 143.4 | 143.4 | 114.5 | 114.5 | ||
| Bank overdraft | Amortized cost |
(1) | 21.7 | 21.7 | 24.0 | 24.0 | ||
| Term Loan | Amortized cost |
(1) | 13.6 | 15.0 | 16.3 | 18.4 | ||
| RCF | Amortized cost |
(1) | 15.0 | 15.0 | 35.0 | 35.0 | ||
| State-guaranteed loan | Amortized cost |
(1) | 25.0 | 25.0 | 30.0 | 30.0 | ||
| Other loans | Amortized cost |
(1) | 48.0 | 47.3 | 47.8 | 47.3 | ||
| NEU CP | Amortized cost |
(1) | 2.5 | 2.5 | 2.3 | 2.3 | ||
| Other financials debt | Amortized cost |
(1) | 0.7 | 0.7 | 1.2 | 1.2 | ||
| Bank overdrafts and short-term borrowings and debt |
3.11.9 | 126.5 | 127.2 | 156.7 | 158.2 | |||
| Derivative instruments eligible for hedge accounting |
FV OCI/ FV P&L |
(2) | 2.0 | 2.0 | 3.0 | 3.0 |
FV : Fair Value
(1) Fair value is not provided since the net book value represents a reasonable estimate of their fair value.
(2) Refers to forward contracts or options for the hedging of future foreign currency-denominated cash flows. The application of IFRS 9 has widened the scope of financial instruments eligible for hedge accounting. Below are the Group's accounting rules for hedge accounting under IAS 39 and then IFRS 9:
| Hedge type | Type of impact of IFRS 9 |
|---|---|
| CFH total (Cash flow Hedge) | Other comprehensive |
| FVH total (Faire Value Hedge) | P&L impacts |
| Trading | P&L impacts |
The fair value of derivative instruments was estimated based on their market value (using Level 2 of the fair value hierarchy according to IFRS 13, by reference to recent transactions between knowledgeable, willing parties in an arm's length transaction).
3.10.12 Other liabilities
Other liabilities amounted to € 79.2 million on June 30, 2025 and were mainly composed of taxes, duties and other payroll-related liabilities for € 52.4 million, and advances and prepayments from customers for € 17.1 million.
3.10.13 Liquidity risk
Taking into account the available cash facilities, the Group considers its liquidity position, including the €200.0 million revolving credit facility (RCF), of which €165 million remained undrawn as of June 30, 2025, to be satisfactory and in line with its needs.
3.10.14 Capital markets risk management
The Group is exposed to the same risk and uncertainty as set out in note 6.17 "Financial instruments and market risk management" of Consolidated financial statements on December 31, 2024.
The fair values of derivatives on June 30, 2025 is as follows:
| in €m | Positive Fair Value | Negative Fair Value | Net Fair Value |
|---|---|---|---|
| Terms | 2,0 | (2,0) | 0,0 |
| Options | 0,5 | (1,0) | (0,5) |
| Total | 2,5 | (3,0) | (0,5) |
The fair value of derivatives was as follows on December 31, 2024:
| in €m | Positive Fair Value | Negative Fair Value | Net Fair Value | |
|---|---|---|---|---|
| Terms | 0.1 | (0.8) | (0.7) | |
| Options | 0.1 | (0.3) | (0.1) | |
| Total | 0.2 | (1.1) | (0.8) |
3.11 OTHER INFORMATION
3.11.1 Off-balance sheet commitments
Commitments and contractual obligations received or given are of the same nature as the ones described in the Group's consolidated financial statements at year-end 2024.
3.11.2 Headcount
The following table illustrates the breakdown of headcount by geographical area:
| Operational employees | 6/30/2024 | 6/30/2025 | |
|---|---|---|---|
| France | 2,732 | 2,659 | |
| Europe (except France) | 1,780 | 1,775 | |
| America | 662 | 652 | |
| Asia | 1,575 | 1,318 | |
| Total headcount | 6,749 | 6,404 |
3.11.3 Transactions with associated companies and related parties
The Group's transactions with related parties are mainly linked to:
- compensation and similar benefits granted to members of the Board of Directors or to executive officers;
- transactions with members of the Board of Directors or with executive officers.
Related party transactions are carried out on a market price basis. During the first half of 2025, there was no significant change.
3.11.4 Scope of consolidation
The scope of consolidation as of June 30, 2025, is presented in the table below:
| Société | 12/31/2024 06/30/2025 |
||||||
|---|---|---|---|---|---|---|---|
| % interest* | Closing Method | % interest | Closing Method | ||||
| SMCP | 100,00 % | Holding | 100,00 % | Holding | |||
| SMCP GROUP | 100,00 % | FC | 100,00 % | FC | |||
| SANDRO ANDY | 100,00 % | FC | 100,00 % | FC | |||
| MAJE | 100,00 % | FC | 100,00 % | FC | |||
| CLAUDIE PIERLOT | 100,00 % | FC | 100,00 % | FC | |||
| FURSAC | 99,97 % | FC | 99,97 % | FC | |||
| SMCP LOGISTIQUE | 100,00 % | FC | 100,00 % | FC | |||
| SMCP BELGIQUE | 100,00 % | FC | 100,00 % | FC | |||
| SMCP DEUTSCHLAND | 100,00 % | FC | 100,00 % | FC | |||
| PAP SANDRO ESPANA | 100,00 % | FC | 100,00 % | FC | |||
| SMCP ITALIA | 100,00 % | FC | 100,00 % | FC | |||
| SMCP UK | 100,00 % | FC | 100,00 % | FC | |||
| SMCP IRELAND | 100,00 % | FC | 100,00 % | FC | |||
| SMCP LUXEMBOURG | 100,00 % | FC | 100,00 % | FC | |||
| MAJE SPAIN | 100,00 % | FC | 100,00 % | FC | |||
| MAJE STORES | 100,00 % | FC | 100,00 % | FC | |||
| SMCP USA | 100,00 % | FC | 100,00 % | FC | |||
| SMCP USA Retail East, Inc. | 100,00 % | FC | 100,00 % | FC | |||
| SMCP USA Retail West, Inc. | 100,00 % | FC | 100,00 % | FC | |||
| SMCP CANADA | 100,00 % | FC | 100,00 % | FC | |||
| SMCP ASIA | 100,00 % | FC | 100,00 % | FC | |||
| SMCP SHANGHAI TRADING CO. | 100,00 % | FC | 100,00 % | FC | |||
| SMCP NETHERLANDS | 100,00 % | FC | 100,00 % | FC | |||
| SMCP SWITZERLAND | 100,00 % | FC | 100,00 % | FC | |||
| SMCP HONG KONG | 100,00 % | FC | 100,00 % | FC | |||
| SANDRO FASHION SINGAPORE | 100,00 % | FC | 100,00 % | FC | |||
| AZ RETAIL | 100,00 % | FC | 100,00 % | FC | |||
| SMCP DENMARK | 100,00 % | FC | 100,00 % | FC | |||
| SMCP NORWAY | 100,00 % | FC | 100,00 % | FC | |||
| SMCP MACAU | 100,00 % | FC | 100,00 % | FC | |||
| SMCP SWEDEN | 100,00 % | FC | 100,00 % | FC | |||
| SMCP PORTUGAL | 100,00 % | FC | 100,00 % | FC | |||
| SMCP TAIWAN | 100,00 % | FC | 100,00 % | FC | |||
| SMCP JAPAN | 100,00 % | FC | 100,00 % | FC | |||
| SMCP MALAYSIA | 100,00 % | FC | 100,00 % | FC | |||
| SMCP APAC | 100,00 % | FC | 100,00 % | FC | |||
| SMCP AUSTRALIA | 100,00 % | FC | 100,00 % | FC | |||
| SMCP NEW ZEALAND | 100,00 % | FC | 100,00 % | FC | |||
| SMCP FASHION | 100,00% | FC | 100,00% | FC | |||
| * % of interest is the same as % of ownership. |
« FC » = Fully consolidated. « NC » = Not Consolidated.
3.11.5 Subsequent events
Update on the proceedings in relation to the transfer of a 15.5% SMCP Stake in 2021
SMCP has been informed that the Singapore High Court decided on July 4th to order Dynamic Treasure Group Ltd (DTG) to return to European Topsoho S.à r.l. (ETS) the 15.5% stake of SMCP which had been transferred in 2021. DTG had to comply with this order within one week following notification (notification having been completed on July 8th). SMCP understands that DTG did not comply with this order in the required time frame, and that Glas has therefore initiated forced transfer procedures.
The order remains subject to potential appeal (within one month following notification date).
SMCP will keep the market informed about the effective completion of the return of this stake to ETS.
4 STATUTORY AUDITORS REPORT ON INTERIM FINANCIAL INFORMATION
For the period from January 1st to June 30th, 2025
This is a free translation into English of the statutory auditors' review report on the half-yearly financial information issued in French and is provided solely for the convenience of English-speaking users. This report includes information relating to the specific verification of information given in the Group's half-yearly management report. This report should be read in conjunction with, and construed in accordance with, French law and professional standards applicable in France.
To the Shareholders of SMCP,
In compliance with the assignment entrusted to us by your General Meeting and in accordance with the requirements of article L. 451-1-2-III of the French Monetary and Financial Code ("code monétaire et financier"), we hereby report to you on:
- the review of the accompanying condensed half-yearly consolidated financial statements of SMCP, for the period from January 1, 2025 to June 30, 2025,
- the verification of the information presented in the half-yearly management report.
These condensed half-yearly consolidated financial statements are the responsibility of the Board of Directors. Our role is to express a conclusion on these financial statements based on our review.
1. Conclusion on the financial statements
We conducted our review in accordance with professional standards applicable in France.
A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with professional standards applicable in France 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.
Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed half-yearly consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34 - standard of the IFRSs as adopted by the European Union applicable to interim financial information.
2. Specific verification
We have also verified the information presented in the half-yearly management report on the condensed half-yearly consolidated financial statements subject to our review.
We have no matters to report as to its fair presentation and consistency with the condensed half-yearly consolidated financial statements.
Neuilly-sur-Seine et Paris-La Défense, July 31th 2025 The Statutory Auditors - French original signed by
Grant Thornton Deloitte & Associés
Lionel CUDEY Benedicte SABADIE