Tod'S

Quarterly Report • Sep 9, 2022

2022 IAS/IFRS Half Year Financial Report

(Translation of the 2022 Half Year Report approved in Italian solely for the convenience of international readers)

TABLE OF CONTENTS

	Company's data 1
	Corporate Governance bodies 2
	TOD'S Group 3
	Group's organizational chart 4
	Distribution network as of June 30t h, 2022 5
	Key consolidated financial figures 6
	Highlights of results 8
	Interim Report on operations 9
	Group's activity 10
	Group's brands 11
	Main events and operations during the period 12
	Foreign currency markets 14
	Group's results in HY 2022 15
	Items or transactions resulting from unusual and/or exceptional transactions 23
	Business Outlook 23
	Half-Year Condensed Financial Statements24
	Consolidated Income Statement 25
	Consolidated Statement of Comprehensive Income 26
	Consolidated Statement of Financial Position 27
	Consolidated Statement of Cash Flows 29
	Consolidated Statement of Changes in Equity 30
	Explanatory notes to the Half Year Condensed Financial Statements 31
1.	General notes 32
2.	Basis of preparation 32
3.	Accounting standards 33
4.	Seasonal or cyclical nature of interim transactions 36
5.	Alternative indicators of performances 37
6.	Scope of consolidation 37
7.	Segment reporting 39
8.	Management of financial risks 41
9.	Comments on the main income statement figures 46
	10. IFRS 16 47
	11. Intangible and Tangible fixed assets 48
	12. Impairment losses 49
	13. Deferred tax assets and liabilities 50
	14. Inventories 50
	15. Trade receivables 51
	16. Equity 51
	17. Provisions for risks and charges 51
	18. Net Financial Indebtedness 52
	19. Earnings/(Losses) per share 54
	20. Transactions with related parties 55
	21. Significant non-recurring transactions and events 58
	22. Significant events occurred after the reporting period 58
	Attestation of the Half-Year condensed financial statements of TOD'S Group pursuant
	article 154 bis of D.LGS. 58/98 and of article 81-ter of Consob Regulation n. 11971 of May
	14t h 1999 and further modifications and integrations. 60

Company's data

Registered office Parent company

TOD'S S.p.A. Via Filippo Della Valle, 1 63811 Sant'Elpidio a Mare (Fermo) - Italy Tel. +39 0734 8661

Legal data Parent company

Share capital resolved euro 66,187,078 Share capital subscribed and paid euro 66,187,078 Fiscal Code and registration number: 01113570442 on Company Register of Chamber of Commerce of Marche Registered with the Chamber of Commerce of Marche under n. 114030 R.E.A.

Offices and Showrooms

Munich – Domagkstrasse, 1/b, 2 Hong Kong – 35/F Lee Garden One, 33 Hysan Avenue, Causeway Bay London – Wilder Walk, 1 Milan - Corso Venezia, 30 Milan - Via Savona, 56 Milan - Via Serbelloni, 1-4 New York - 555, Madison Avenue Paris – Rue de Faubourg Saint-Honoré, 29 Paris – Rue du Général FOY, 22 Paris – Rue Royale, 25 Seoul – 11/F Pax Tower 609, Eonju-ro, Gangnam-gu Shanghai - 1717 Nanjing West Road, Wheelock Square 45/F Tokyo – 1-5-8 Jingumae Shibuya Ku

Group's Headquarter

and main production site Via Filippo Della Valle, 1 63811 Sant'Elpidio a Mare (Fermo) – Italy

Other production facilities

Arquata del Tronto (AP) – Zona Industriale Pescara del Tronto Pontassieve (FI) - Via Tifariti, 10 Pontassieve (FI) - Via Tifariti, 10 Comunanza (AP) - Via S.Maria, 2-4-6 Comunanza (AP) - Via Merloni, 7 Durres (Albania) – Rr. Jakov Xoxa Prane – Nish Goma – Shkozet Tolentino (MC) - Via Sacharov 41/43

Corporate Governance bodies

Board of directors ( 1)	Diego Della Valle Andrea Della Valle Luigi Abete Marilù Capparelli Luca Cordero di Montezemolo Sveva Dalmasso Chiara Ferragni Romina Guglielmetti Emilio Macellari Vincenzo Manes Cinzia Oglio Emanuela Prandelli Pierfrancesco Saviotti	Chairman Vice - Chairman
Executive Committee	Michele Scannavini Diego Della Valle	Chairman
	Andrea Della Valle Emilio Macellari
Nomination and Remuneration Committee	Vincenzo Manes Sveva Dalmasso Luigi Abete	Chairman
Control and Risk Committee	Romina Guglielmetti Vincenzo Manes Emanuela Prandelli	Chairman
Board of statutory ( 2) Auditors	Pier Luigi Pace Fabrizio Redaelli Piera Tula Enrico Maria Colombo Myriam Amato	Chairman Acting stat. auditor Acting stat. auditor Substitute auditor Substitute auditor
Independent Auditors ( 3)	Deloitte & Touche S.p.A.
Manager charged with preparing Company's financial report	Rodolfo Ubaldi

( 1 ) Term of the office: 2021-2023 (resolution of the Shareholders' meeting as of April 21s t, 2021) ( 2 ) Term of the office: 2022-2024 (resolution of the Shareholders' meeting as of April 21s t, 2022) ( 3 ) Term of the office: 2021-2029 (resolution of the Shareholders' meeting as of June 3 r d, 2020)

TOD'S Group 2022 Half Year Financial Report

TOD'S Group

TOD'S S.p.A. Parent Company, owner of TOD'S, HOGAN, FAY brands and ROGER VIVIER brand under a licence agreement. It operates DOS in Italy and online sales.

TOD'S International B.V. Sub-holding for operation of international subsidiaries and DOS in the Netherlands

An.Del. Usa Inc. Sub-holding for operation of subsidiaries in the United States

Gen.del. SA Company that operates DOS in Switzerland

TOD'S Belgique S.p.r.l. Company that operates DOS in Belgium

TOD'S Deuts chland Gmbh Company that manages DOS in Germany

TOD'S Espana SL Company that operates DOS in Spain

TOD'S France Sas Company that operates DOS in France

TOD'S Japan KK Company that operates DOS in Japan and online sales

TOD'S Macao Ltd Company that operates DOS in Macao

TOD'S Hong Kong Ltd Company that distributes and promotes products in Far East and South Pacific and manages DOS in Hong Kong. Sub-holding for operation of international subsidiaries in Asia

TOD'S Korea Inc. Company that distributes and promotes products in Korea, operates DOS and online sales in Korea

TOD'S Retail India Private Ltd Not operating company

TOD'S (Shanghai) Trading Co. Ltd Company that distributes and promotes products in China and operates DOS in China

TOD'S Singapore Pte Ltd Company that operates DOS in Singapore

TOD'S UK Ltd Company that operates DOS in Great Britain

Webcover Ltd Not operating company

Cal.Del. Usa Inc. Company that operates DOS in California (USA)

Deva Inc. Company that distributes and promotes products in North America, and manages DOS in the State of NY (USA)

Flor. Del. Usa Inc. Company that operates DOS in Florida (USA)

Hono. Del. Inc. Company that operates DOS in Hawaii (USA)

Il. Del. Usa Inc. Company that operates DOS in Illinois (USA)

Neva. Del. Inc. Company that operates DOS in Nevada (USA)

Or. Del. Usa Inc. Company that operates DOS in California (USA)

TOD'S Tex. Del. Usa Inc. Company that operates DOS in Texas (USA)

Alban.Del Sh.p.k. Production company

Un.Del. Kft Production company

Re.Se.Del. S.r.l. Company for services Roger Vivier S.p.A. Owner of ROGER VIVIER brand and Subholding for operation of international subsidiaries and DOS in Italy

Roger Vivier Hong Kong Ltd Company that distributes and promotes products in Far East and South Pacific and manages DOS in Hong Kong. Sub-holding for operation of subsidiaries in Asia

Roger Vivier Singapore Pte Ltd Company that operates DOS in Singapore

Roger Vivier (Shanghai) Trading Co. Ltd Company that operates in China and online sales

Roger Vivier UK Ltd Company that operates DOS in Great Britain

TOD'S Georgia Inc. Not operating company

Roger Vivier France Sas Company that operates DOS in France

Roger Vivier Korea Inc. Company that operates DOS and online sales in Korea and that distributes and promotes products in Korea

Roger Vivier Switzerland S.A. Not operating company

Roger Vivier Macau Ltd Company that operates DOS in Macao

Roger Vivier Japan KK Company that operates DOS in Japan and online sales

TOD'S Austria GMBH Company that operates DOS in Austria

TOD'S Washington Inc. Company that operates DOS in Washington (USA)

Ala Del Inc. Company that operates DOS in California (USA)

TOD'S Massachussets Inc. Company that operates DOS in Massachussets (USA)

Roger Vivier Paris Sas Company that operates DOS in France

Roger Vivier Deutschland GmbH Company that operates DOS in Germany

Roger Vivier Espana SL Company that operates DOS in Spain

Roger Vivier Australia PTY Ltd Company that operates DOS in Australia

TOD'S Australia PTY Ltd Company that operates DOS in Australia

Roger Vivier Canada Ltd Company that operates DOS in Canada

Italiantouch USA Inc. Company that manages online sales in the USA market.

Italiantouch Shanghai Trading Co. Ltd Company under liquidation

TOD'S New Jersey Inc. Company that operates DOS in New Jersey (USA)

TOD'S OAK Ltd. Company that operates DOS in Ireland

TRV Middle East Trading L LC Company that operates DOS in United Arab Emirates

Group's organizational chart

(D)=DOS (F)=FRANCHISED STORES (D)=DOS (F)=FRANCHISING RoW (D) (F) Arabia Saudita 2 Baharain 2 Emirati Arabi 5 Kuwait 1 Libano 2 Qatar 1 Totale 13 USA (D) (F) U.S.A. 13 Asia (D) (F) Giappone 27 1 Cina 17 6 Corea 7 8 Filippine 2 Hong Kong 8 1 India 3 Indonesia 3 Macao 1 1 Malaysia 2 Singapore 3 1 Taiwan 13 Thailandia 3 U.S.A. 1 Totale 66 42 Europe (D) (F) Italy 43 1 Belgium 2 1 France 18 Germany 10 2 Great Britain 7 Greece 2 Netherlands 3 Portugal 2 Russia 3 Spain 7 1 Switzerland 3 Turkey 5 Czech Republic 1 Austria 3 Ukraine 1 Total 96 19 Greater China (D) (F) Mainland China 89 15 Hong Kong SAR 13 Macau SAR 6 Taiwan Region 18 Total 108 33 Americas (D) (F) U.S.A. 22 Brazil 1 Panama 1 Puerto Rico 1 Canada 1 Total 23 3 Rest of the World (D) (F) Saudi Arabia 2 Bahrain 1 U.A.E. 3 2 Kuwait 2 Qatar 2 Japan 39 Korea 41 7 Philippines 5 India 2 Malaysia 2 Singapore 4 Thailand 1 Azerbaijan 1 Australia 4 Kazakistan 1 South Africa 1 Jordan 1 Total 91 30

Distribution network as of June 30t h , 2022

(D)=DOS (F)=FRANCHISED STORES

DOS, 2022 new openings

Greater China

Dalian	(Mainland China)
Dalian	(Mainland China)
Nanning	(Mainland China)

Rest of the World

Gyeonggi	(South Korea)
Seoul	(South Korea)
Busan	(South Korea)

Americas East Hampton (U.S.A.)

Franchised stores, 2022 new openings

Rest of the World

New Delhi	(India)
Mumbai	(India)
Doha	(Qatar)

For a complete list of retail outlets operated by the DOS and franchising network, reference should be made to the corporate web site: www.todsgroup.com.

Key consolidated financial figures

P&L key figures (euro mn)
	H1 2022		H1 2021		H1 2020
Revenues	467.5		398.4		256.9
EBIT	17.7	3.8%	(2.7)	-0.7%	(94.1)	-36.6%
Profit/(Loss) before tax	8.1	1.7%	(13.9)	-3.5%	(106.1)	-41.3%
Profit/(Loss) for the period	0.8	0.2%	(20.7)	-5.2%	(81.0)	-31.5%

Main Balance Sheet indicators (euro mn)
	06.30.22	12.31.21	06.30.21	06.30.20
Net working capital (*)	284.7	262.3	314.5	367.8
Intangible and tangible fixed assets	718.9	722.3	716.1	734.5
Shareholders' equity	1,007.2	998.5	984.6	1,001.7
Net financial indebtedness/(surplus)	574.3	519.1	562.3	589.1
Capital expenditures	17.0	44.9	19.0	14.9

(*) Trade receivable + inventories - trade payables

2022 Revenues - % by product Shoes 79.0% Leather goods 15.4% Apparel 5.5% Other 0.1%

Financial key indicators (euro mn)
	H1 2022	FY 2021	H1 2021	H1 2020
Operating cash flow	56.8	218.4	68.2	(66.8)
Net operating cash flow	44.8	198.8	57.2	(93.2)
Cash flow generated/(used)	(37.3)	(100.5)	(141.3)	331.6

Main stock Market indicators
Official price at 01.03.2022 (euro)	50.00
Official price at 06.30.2022 (euro)	29.52
Minimum price (euro)	28.64
Maximum price (euro)	51.00
Market capitalization at 01.03.2022 (million euros)	1,654,676,950.00
Market capitalization at 06.30.2022 (million euros)	977,004,005.13
Number of outstanding shares at 06.30.22	33,093,539

Highlights of results

Revenues: revenues totalled 467 . 5 million euros during the period and increased by 17.4% in respect to H1 2021 (the exchange rate impact was positive for 12.1 million euros). Sales of the retail channel totalled 348.6 million euros.

Operating profit (EBIT): positive for 1 7 . 7 million euros (negative for 2.7 million euros was the EBIT at June 30t h, 2021). At constant exchange rate EBIT would have been 15.6 million euros.

Net financial indebtedness (NFI): the NFI is 574.3 million euros at June 30t h, 2022 (at June 30t h, 2021 it was 562.3 million euros). Excluding lease liabilities, the NFI would be 85 million euros (at June 30t h, 2021 it was 136.6 million euros). Net liquid assets are 178.4 million euros (they were 174.9 million euros at June 30t h , 2021).

Capital expenditures: 17 million euros capital expenditures for tangible and intangible fixed assets were made in H1 2022, while in H1 2021 they amounted to 19 million euros.

Distribution network: as at June 30t h, 2022 the mono brand distribution network comprised 318 DOS and 85 Franchised stores.

Group's activity

TOD'S Group operates in the luxury sector with its brands TOD'S, HOGAN, FAY and ROGER VIVIER. The Group actively creates, produces and distributes shoes, leather goods and accessories, and apparel. The mission of the Group is to offer global customers top-quality products that satisfy their functional requirements and aspirations.

O r g a ni z a t i o n a l s t r u c t u r e o f t h e G r o u p Group's organisational configuration rotates around its parent company TOD'S S.p.A. (the "Company"), which is at the heart of Group's organisation, managing Group's production and distribution, owning TOD'S, HOGAN and FAY brands and holding the license of the ROGER VIVIER brand, the latter owned by the fully controlled subsidiary ROGER VIVIER S.p.A. The activities of the parent company also include some activities relating to retail distribution, dedicated, in particular, to the management of most of the direct stores (DOS) located in Italy and on-line sales mainly in Italy and Europe.

The organisation of the Group is rounded out by a series of sub-holdings commercial companies that are delegated complete responsibility for retail distribution in the remaining geographical areas where the Group operates, both through the DOS network and on-line sales. Some of them, strategically located on international markets, are assigned major ro les in product distribution, marketing and promotion, and public relations processes along the "value chain", while simultaneously guaranteeing the uniform image that Group brands must have worldwide.

Production structure The Group's production structure is based on complete control of the production process, from creation of the collections to production and then distribution of the products. This approach is considered key to assuring the prestige of its brands.

Shoes and leather goods are produced in Group-owned plants, with partial outsourcing to specialized workshops. All of these outsourcers are located in areas with a strong tradition of shoe and leather good production. This preference reflects the fact that an extremely high standard of professional quality is required to make these items, with a significantly high level of added value contributed to the final product by manual work.

Distribution structure The prestige of Group's brands and the high degree of specialization necessary to offer the respective products to customers entails distribution through a network of similarly specialized stores. Accordingly, the Group relies principally on following distribution channels: directly operated single-brand stores (DOS), e-commerce channel, franchised stores, and a series of selected, independent multibrand stores.

The e-commerce channel, in particular, is assuming, in line with the rapid dynamics of the sector, an increasingly central role in the Group's distribution strategy, with the presence of the ecommerce sites of the Group's brands in 36 countries around the world. In the current year, in

particular, the presence of the e-commerce channel was launched in South Korea, another important market for the sector.

The online sales channel and that of directly operated stores, however, have now evolved towards a concept of "omnichannel", in which the commercial and distribution interrelationships of the two channels make it possible to offer innovative services and have a privileged and direct contact with the customer, in order to meet their expectations and build lasting and trusting relationships.

Group's brands

The TOD'S brand is synonymous with luxury footwear and leather goods. Characterised from the outset by models that have become cult contemporary lifestyle items, in the world of luxury accessories it represents the perfect combination of tradition, high quality and modernity. Every product is made by hand with superior craftsmanship to become, after numerous steps and checks, an exclusive, recognisable, modern and functional item. Some of the designed products, such as the Driving Shoe or D-Bag, popular among celebrities and personalities worldwide, have become icons of a new style of masculine and feminine elegance. Each collection is a different take on "Contemporary Living", an iconic lifestyle imbued with Italian spirit, a value that the whole world recognises as synonymous with impeccable taste and elegance, handed down from generation to generation.

Roger Vivier, who created the first stiletto heel in the '50s, designed extravagant and luxuriously embellished shoes that he described as "sculptures". A skilled artisan who loved feminine elegance, Vivier elevated shoes to art objects through the savoir-faire of French embroidery houses. The artistic heritage and traditional roots of the Vivier fashion house have now been given a new lease of life. Thanks to the Group's work, ROGER VIVIER's creativity and vision live on and new chapters are added to this unique story every season, going beyond footwear expertise to include bags, small leather goods, jewelry and sunglasses. Today, ROGER VIVIER's womenswear is sophisticated and elegant, yet slightly eccentric: it is designed for a woman who tries, through her clothes, to express her timeless elegance, without forgetting to add a cheeky, extravagant touch.

The HOGAN brand was founded in 1986 and is positioned in the luxury market, combining style, functionality and innovation. HOGAN translates the original vision of the concept of casual luxury suitable for any occasion into a contemporary lifestyle, in which quality and style are always appreciated. The brand offers footwear and accessories with a modern, essential design that perfectly balances versatility and elegance. HOGAN products, which are made from extraordinarily high-quality materials, are iconic objects designed to remain fashionable from season to season.

FAY, a brand launched in the second half of the '80s, boasts a range of high-quality clothing products distinguished by the brand's specific outerwear expertise, by the technical treatment of its fabrics and by the meticulous design and extreme functionality of its clothes, which stand out due to their excellence, comfort and durability, combining style, quality and versatility. Every season, the brand presents a menswear/womenswear collection and a junior collection consisting of both iconic garments, restyled according to current trends and technologies, and brand-new additions to all its product categories. The brand, which is strongly anchored in Italian vintage fashion, is now taking on the challenge of communicating its distinct identity to new generations, combining innovative and practical fabrics with the timeless characteristics of authentic Italian style.

Main events and operations during the period

The first half of 2022 was characterized by significant uncertainties on the macroeconomic and geopolitical front, as a consequence of the conflict between Russia and Ukraine that began on February 24t h, 2022, with negative effects on global economic activ ity and on financial markets around the world. The conflict and sanctions imposed by the international community on the government, companies and economy of Russia, as well as the countermeasures implemented by this country, have led to an increase in the prices of raw materials (mainly energy, metals and agricultural goods), as well as disruptions and turbulence in intern ational trade chains, reinforcing inflation, which has already started a s a result of the Covid-19 epidemic.

Despite this difficult macro-economic context, the results recorded by the Group in the first half of the year show a growth in revenues, with a recovery, compared to the first half of 2021, of 17.4%. This result is due to a positive trend recorded in most of the mar kets in which the Group operates, with the sole exception of Greater China, whose results were influenced by the restrictions imposed by the local government, especially in mainland China, following the new and unexpected wave of Covid-19.

The sales of the brands TOD'S and ROGER VIVIER, more present in this market, have suffered more from the consequences of the lockdowns, but, once the restrictive measures were relaxed, it was possible to observe a recovery in turnover, a sign of appreciati on for the brands and collections presented, as well as testimony of the goodness of the business strategies tha t the Group is implementing for these brands.

The evolution of the pandemic and the consequent restrictive measures, especially in Mainland China, represent an element of uncertainty for the business of the entire sector in the second half of the year, although the medium-term outlook continues to indicate this market in very strong development, driving the growth of the entire sector.

The European and American markets, in addition to the recovery in domestic demand, already evident from the end of the previous year, were also characterized by the recover y of intra-European and American tourism, especially starting from the second quarter of the yea r, with positive effects on the performances of the half year. In these markets, the tou rism of Asian and, above all, Chinese customers is still clearly absent.

With reference to the Russia-Ukraine conflict, the direct impacts suffered in the first six months of the year are not significant, as the Group is not present with direct stores in these countries and its presence through the indirect channel is also very limited. In particular, the overall exposure of the Group to these two countries, recorded in 2021, is less than 1% of consolidated revenues.

The impacts on the half year deriving from the indirect effects of the conflict are also limited, mainly in terms of the increase in energy and transport costs, thanks also to the continuous attention to efficiency activities which, in contexts of uncertainty such as the current one, remain necessary to preserve the operating margins. Certainly, an impact on the business dynamics of the sector could derive from the persistence of the inflationary pressure, which is hitting transversally most of the international markets in which the Group operates, which could influence the propensity to consume of some of the customers. The significance of the impacts on companies in the sector will also be linked to the duration and possible evolutions of the international crisis, which remains, to date, one of the main elements of uncertainty and concern in the business context.

The performances of the Group's online channel were positive in the period, although they were also affected by the aforementioned lockdown period in mainland China, where shippin g logistics

activities were also suspended due to restrictive measures imposed by the local government. In the first half of 2022, however, the number of markets reached by the Group's e -commerce channel was further expanded, with the launch of on-line sales, and the activation of future omnichannels, in South Korea, another strategic market for the sector. With this further development, 36 are the countries where the Group has implemented e-commerce distribution with omnichannel features, which is increasingly central to strengthening the relationship with customers and conveying innovative and effective commercial and digital communication initiatives. Other development activities are in the pipeline to launch, by the end of the year, the online channel in other markets, further strengthening the Group's distribution structure.

With reference to the direct distribution structure, further development activities of the DOS network, which led to the inauguration, during the period, of 7 new directly operated stores, mainly aimed at strengthening the presence in South Korea and in mainland China.

Foreign currency markets

The trends in the average exchange rates of the first six months of 2022, compared to the same period of 2021, see a general devaluation of the euro in respect to the main currencies with which the Group operates. The weakening of the euro is mainly linked both to the complexity and uncertainty of the historical momentum that is going through Europe, following the Russian-Ukrainian conflict, to the significant increase in the level of inflation, to the prospects of a recessionary phase of the real economy and the consequent restrictive monetary policies of the European central bank; the latter finds itself having to manage a very delicate phase of monetary policy which, if on the one hand it could be beneficial in buffering the inflationary pressure, on the other it could favour the economic recession, weakening the European economy even more.

Group's results in HY 2022

Results for the period

The Group's consolidated sales amounted to 467.5 million euros in the first half of 2022, showing an increase of 17.4% compared to the first half of 2021, returning to levels above pre-pandemic results. The effect arising from a change in average exchange rates was positive, so, at constant exchange rates, revenues would amount to 455.4 million euros, showing an increase of 14.3% compared to the first half of 2021.

EBITDA and EBIT are both positive for 90.6 million euros and 17.7 million euros respectively, representing 19.4% and 3.8% of sales revenue. The trends in the exchange rates for the period had a positive impact on such indicators, which would have been respectively positive for 85.3 million euros and for 15.6 million euros on a comparable cross rate basis.

	euro 000's
FY 21	Main economic indicators	H1 2022	H1 2021	Change	%
883,807	Sales Revenues	467,539	398,365	69,174	17.4
(859,650)	Operating costs and other income	(449,862)	(401,025)	48,837	12.2
24,156	EBIT	17,677	(2,660)	20,337	764.5
2,471	Profit/(Loss) before taxes	8,062	(13,866)	21,928	158.1
(5,938)	Profit/(Loss) for the period	755	(20,729)	21,484	103.6
	Foreign exchange impact on revenues	(12,094)
	Sales Revenues at constant exchange rates	455,445	398,365	57,080	14.3
	Foreign exchange impact on operating costs and
	other income	10,015
	EBIT at constant exchange rates	15,598	(2,660)	18,258	686.3
	EBIT %	3.8	(0.7)
	EBIT % at constant exchange rates	3.4	(0.7)

	euro 000's
FY 21	EBITDA reconciliation	H1 2022	H1 2021	Change	%
24,156	EBIT	17,677	(2,660)	20,337	764.5
133,000	Amortisations and depreciations	72,887	67,624	5,262	7.8
3,665	Impairment/Reversing of fixed assets
160,821	EBITDA	90,563	64,964	25,599	39.4
18.2	EBITDA %	19.4	16.3
160,821	EBITDA at constant exchange rates	85,349	64,964	20,385	31.4
18.2	EBITDA % at constant exchange rates	18.7	16.3

	euro 000's
06.30.21	Main Balance Sheet Indicators	06.30.22	12.31.21	Change
314,494	Net working capital (*)	284,684	262,313	22,371
411,684	Right of use assets	474,814	436,786	38,028
716,112	Intangible and tangible fixed assets	718,914	722,296	(3,382)
104,697	Other current assets/liabilities Net assets held for sale	103,061	96,208	6,853
1,546,987	Invested capital (A)	1,581,473	1,517,603	63,870
562,339	Net financial indebtedness/(surplus) (B)	574,311	519,068	55,243
984,648	Shareholders' equity (A) - (B)	1,007,162	998,535	8,627
18,960	Capital expenditures (**)	16,963	44,933	(27,970)
57,244	Net cash flows from operating activities	44,791	198,801	(154,010)
(141,322)	Cash flow generated/(used)	(37,260)	(100,466)	63,206

(*) Trade receivable + inventories - trade payables

(**) Right of use assets are not included

Revenues

The TOD's brand recorded a growth of 24.2% with respect to the same period of previous year; sales of the brand in the Chinese market were affected by the restrictions imposed by the authorities to deal with new outbreaks of Covid-19 and the closures of stores during the months of April and May.

The ROGER VIVIER brand had a good start at the beginning of the year, but given its strong exposure to the Chinese market, it suffered a slowdown in growth in March and a weak second quarter, due to the commented situation of the Chinese market.

(euro mn)	H1 2022	%	H1 2021	%	% current exch. rates	H1 2022 constant rates	% constant exch. rates
TOD'S	233.5	49.9	188.0	47.2	24.2	227.2	20.9
ROGER VIVIER	118.7	25.4	112.7	28.3	5.3	114.3	1.4
HOGAN	95.0	20.3	80.5	20.2	17.9	93.6	16.3
FAY	19.6	4.2	16.8	4.2	17.1	19.6	17.0
Other	0.7	0.2	0.4	0.1	n.s.	0.7	n.s.
Total	467.5	100.0	398.4	100.0	17.4	455.4	14.3

Revenues of the HOGAN and FAY brands increased by 17.9% and 17.1% respectively , also thanks to the easy basis of comparison, given their strong exposure to the Italian and European markets, which in 2021 had suffered from some periods of closure of shops, due to the lockdown following the pandemic.

Revenues in footwear registered an increase of 12.9% with respect to the first half of 2021 , while those of leather goods and accessories saw an increase of 44.2%. The trend of the apparel mainly reflects the already commented trend of FAY brand.

The trend in revenues by geographical area still reflects the impact of the pandemic on both years. The 2021 comparison base contains long periods of shop closures, especially in European markets; new restrictions have been imposed in Greater China and in some Asian countries, starting from March 2022. Furthermore, the absence of Asian tourists in Western markets persists.

(Euro mn)	H1 2022	%	H1 2021	%	% current exch. rates	H1 2022 constant rates	% constant exch. rates
Italy	109.5	23.4	88.8	22.3	23.3	109.5	23.3
Europe (excl. Italy)	102.3	21.9	74.9	18.8	36.8	101.4	35.6
Americas	38.0	8.1	25.4	6.4	49.3	34.9	37.6
Greater China	135.7	29.0	156.2	39.2	(13.1)	126.6	(18.9)
Rest of world	82.0	17.5	53.1	13.3	54.3	83.0	56.1
Total	467.5	100.0	398.4	100.0	17.4	455.4	14.3

Revenues in the domestic and European markets recorded a growth of 23.3% and 36.8% respectively respect to the first six months of 2021, thanks to purchases from local customers and the return of intra-European and American tourism, especially starting from the second quarter of the year.

Revenues of the Americas geographical area increased by 49.3% with respect to the first half of 2021, while revenues of Greater China suffered a reduction of 13.1% with respect to the same period of last year. Such region particularly has experienced a significant slowdown since mid-March, due to the strict restrictions imposed by the authorities to deal with the new cases of Covid-19.

Equal to 54.3% the increase of sales revenues recorde d in the first half of 2022 by the Rest of the world region.

The retail channel recorded a growth of 19.4% with respect to the first six months of 2021; the trend was impacted by the Chinese lockdown even with reference to the e-commerce distribution.

At June 30t h , 2022, the Group's distribution network was made up of 318 DOS and 85 franchised stores, compared to 304 DOS and 96 franchised stores at June 30t h , 2021.

Finally, revenues from the wholesale channel registered a growth of 11.8% with respect to 2021.

O p e r a t i n g r e s u l t s .

The results recorded by the Group during the first half of 2022 benefited of the trend of sales revenues and the increase of gross margin thanks to most favourable product and channel mix, especially in some geographical areas in which margins are higher.

Transport costs are on the rise, as a consequence of the generalized increase in energy costs linked to the current international crisis; these increases are added to those already recognized in the previous year, as a consequence of the pandemic. However, the percentage ratio on the Group's turnover remained stable, with therefore limited impacts on profitability.

The increase recorded in costs for services is a direct and physiological consequence of the recovery of normal business dynamics which, in the same period of the previous ye ar, were still characterized by some containment and saving of operating costs, in order to mitigate the impacts resulting from the pandemic. Although some efficiency improvement activities continued also in the current year, in order to preserve margins i n the complex and uncertain reference context, during the period, an increase in communication costs was highlighted, in support of the enhancement activities of individual brands and new collections, and those related to production, which is back to full capacity. The ratio of costs for services on revenues for the period increased, in particular, from 23.8% in the first half of 2021 to 27% in the first half of 2022.

The costs of use of third party assets went from 23.7 million euros at June 30 t h, 2021 to 31.6 million euros at June 30t h, 2022. The increase with respect to the first half of 2021, is mainly due to leases with variable fees linked to sales, as well as to a reduction in concessions deriving from

the renegotiation of rents following the closing periods to which the directly operated stores were subjected as a consequence of the COVID-19 pandemic; such reductions went from 4.4 million euros at June 30t h , 2021 to 2.2 million euro at June 30t h , 2022.

The cost incurred for the remuneration of the staff employed by the Group increased from 102.5 million euros in the first six months of 2021 to 115.7 million euros at June 30 th , 2022, mainly due to the variable component of salary linked to sales and strengthening of the Group's workforce, both in terms of corporate functions and with reference to the expansion of the retail cha nnel. The incidence on sales went from 25.7% in the first six months of 2021 to 24.7% in the first six months of 2022, taking advantage of the increase of sales revenue. As of June 30th , 2022, the workforce in the Group numbered 4,890 employees, showing an increase of 144 units compared to December 31s t , 2021 and by 294 units compared to June 30t h , 2021.

As a result of these trends, EBITDA for the first six months of 2022 is positive for 90.6 million euros and represents 19.4% of consolidated turnover, while it was 65 million euros in the first half of 2021, representing 16.3% of consolidated turnover. At constant exchange rates, EBITDA for the first half of 2022 would have been 85.3 million euros, accounting for 18.7% of consolidated revenues.

Amortization and depreciation of fixed assets amounted to 72.9 million euros (67.6 million euros in the first half of 2021) and include amortization for rights of use assets (IFRS 16) for 52 million euros (48.4 million euros as at June 30t h , 2021). The incidence on revenues was 15.6% as at June 30 t h , 2022, while it was 17% as at June 30t h , 2021.

Net of additional operating impairment of 0.3 million euros, Operating profit (EBIT) in H1 2022 is 17.7 million euros while it was negative for 2.7 million euros at June 30t h, 2021. At constant exchange rate, EBIT for the period would have been 15.6 million euros.

Financial income and expenses posted a negative result of 9.6 million euros, improved in respect of June 30t h of the previous period, when it was negative for 11.2 million euros. The balance includes also both financial interests on long-term loans for 2.4 million euros and financial charges on lease liabilities for 6.2 million euros.

The trends mentioned above have determined a positive result for the period, at June 30t h , 2022, net of income and deferred taxes, equal to 0.8 million euros, while in the first half of 2021 it was negative for 20.7 million euros.

Capital expenditures of intangible and tangible fixed assets. Capital expenditures in H1 2022 totalled 17 million euros, decreasing in respect of the first half 2021 (when they were 19 million euros).

Capital expenditures during the period for the DOS network totalled about 8.4 million euro (9.2 million euros in the first half 2021), primarily used for both new DOS fitting out, and the usual renovation activities of some historical boutiques. The remaining investments in the period regarded not only the normal processes of modernising the structures and industrial equipment (mainly lasts and moulds), but also the development of the digital channel, further to the company management software.

Net financial indebtedness (NFI). At June 30th , 2022 net financial indebtedness was 574.3 million euros (519.1 million euros at December 31st, 2021) and it includes lease liabilities related to the application of IFRS 16 for 489.4 million euros (448.6 million euros at December 31st , 2021); net of the latter, the NFI would have been 85 million euros (70.5 million euros at December 31s t , 2021). NFI at June 30t h , 2021 amounted to 562.3 million euros, including lease liabilities for 425.7 million euros.

Cash and cash equivalents at June 30t h, 2022 are 185.5 million euros (cash and cash equivalents net of bank overdrafts are 178.4 million euros).

	euro 000's
06.30.21	Net financial indebtedness	06.30.22	12.31.21	Change
188,147	Cash and cash equivalents	185,517	223,312	(37,796)
	Other current financial assets	2,189		2,189
(88,336)	Current financial liabilities	(86,177)	(57,115)	(29,062)
(236,400)	Non current financial liabilities	(186,482)	(236,651)	50,168
(136,588)	(Net financial liabilities)/surplus	(84,953)	(70,453)	(14,500)
(425,750)	Lease liabilities	(489,358)	(448,615)	(40,744)
(562,339)	(Total net financial indebtedness)/surplus	(574,311)	(519,068)	(55,243)

euro 000's
Statement of cash flows	H1 2022	H1 2021
Net Cash and cash equivalents at the beginning of the period	215,706	316,172
Cash flows from operating activities	56,782	68,224
Interests and taxes collected/(paid)	(11,991)	(10,980)
Net cash flows from operating activities	44,791	57,244
Cash flow generated (used) in investing activities	(16,307)	(18,206)
Cash flow generated (used) in financing activities	(69,847)	(182,268)
Translation differences	4,103	1,907
Net Cash and cash equivalents at the end of the period	178,446	174,850

The cash flow from operating activities for the period generated liquidity for 56.8 million euros, while in the first half of the previous year amounted to 68.2 million euros. The difference, compared to the first half of 2021, is mainly determined by the absorption of liquidity due to the increase in inventories, especially with reference to the finished products of the subsequent sales season, whose production is back at full capacity, after the appropriate cautiousness taken as a result of the persistence of the pandemic; these inventories will allow to generate liquidity in the second half of the year.

Cash flows from financing activities in the first half of 2022 mainly include the payment of lease liabilities principal amounts for 48.7 million euros and the repayment of outstanding bank pool loan.

Items or transactions resulting from unusual and/or exceptional transactions

There were no items or transactions resulting from unusual and/or exceptional transactions during the first half.

Business Outlook

Revenues recorded in the first half of 2022 show a growth compared to the first half of 2021, returning to levels higher than those recorded before the pandemic, despite a complex and uncertain market environment such as the current one. This trend also brought benefits in terms of operating profitability, confirming the soundness of the corporate strategies implemented. These results confirm the strong appreciation for the brands and the high quality of the Group's products, and allow us to look forward to the second half of the year with confidence, although great prudence is necessary, taking into account the reference context, characterized by strong macroeconomic and geopolitic instabilities and uncertainties about the possible evolutions of the pandemic in some important international markets.

Milan, September 7 t h , 2022

The Chairman of the Board of Directors Diego Della Valle

Consolidated Income Statement

euro 000's
	Note	H1 2022	H1 2021
Revenue
Sales revenue	9.1	467,539	398,365
Other income		8,493	6,691
Total revenue and income		476,031	405,056
Operating Costs
Change in inventories of work in progress and finished goods		18,188	(22,704)
Cost of raw materials, supplies and materials for consumption		(114,971)	(85,088)
Costs for services	9.2	(126,464)	(94,751)
Costs of use of third party assets	9.3	(31,581)	(23,705)
Personnel costs	9.4	(115,694)	(102,482)
Other operating charges		(14,697)	(11,013)
Amortisation and depreciation	9.5	(72,887)	(67,624)
Write downs/Reversing of assets	12-15	(250)	(349)
Total operating costs		(458,355)	(407,716)
Operating profit		17,677	(2,660)
Financial income and expenses
Financial income	9.6	20,604	9,701
Financial expenses	9.6	(30,219)	(20,907)
Total financial income (expenses)		(9,615)	(11,206)
Income (losses) from equity investments
Profit before taxes		8,062	(13,866)
Income taxes	1 3	(7,307)	(6,862)
Profit/(loss) for the period		755	(20,729)
Non-controlling interests
Profit/(loss) of the Group		755	(20,729)
Basic Earnings/(Loss) per share (in euro)	1 9	0.02	(0.63)
Diluted Earnings/(Loss) per share (in euro)	1 9	0.02	(0.63)

Consolidated Statement of Comprehensive Income

euro 000's
	H1 2022	H1 2021
Profit (loss) for the period (A)	755	(20,729)
Other comprehensive income that will be reclassified subsequently to profit and loss:
Gains/(Losses) on derivative financial instruments (cash flow hedge)	4,244	(4,092)
Gains/(Losses) on currency translation of foreign subsidiaries	4,539	1,477
Gains/(Losses) on net investments in foreign operations	(1,680)	532
Total other comprehensive income that will be reclassified subsequently to profit and
loss (B)	7,102	(2,083)
Other comprehensive income that will not be reclassified subsequently to profit and
loss:
Cumulated actuarial gains/(losses) on defined benefit plans	769	284
Total other comprehensive income that will not be reclassified subsequently to profit
and loss (C)	769	284
Total Comprehensive Income (A) + (B) + (C)	8,627	(22,528)
Of which:
Attributable to Shareholders of the Parent company	8,627	(22,528)
Attributable to non-controlling interests

Consolidated Statement of Financ ial Position

euro 000's
	Note	06.30.22	12.31.21	06.30.21
Non current assets
Right of use assets
Right of use assets	10	474,814	436,786	411,684
Total Right of use assets		474,814	436,786	411,684
Intangible fixed assets
Assets with indefinite useful life	1 1	554,236	554,234	554,234
Other intangible assets	1 1	27,559	27,551	27,166
Total Intangible fixed assets		581,795	581,785	581,400
Tangible fixed assets
Buildings and land	1 1	53,051	53,741	52,777
Plant and machinery	1 1	9,264	9,011	9,031
Equipment	1 1	11,275	11,298	10,919
Leasehold improvement	1 1	31,288	34,108	30,969
Others	1 1	32,241	32,352	31,016
Total Tangible fixed assets		137,119	140,511	134,712
Other assets
Investment properties		6	8	1 0
Deferred tax assets	1 3	108,185	109,392	106,570
Others		23,904	22,287	18,847
Derivative financial instruments		5,693
Total other assets		137,789	131,687	125,427
Total non current assets		1,331,517	1,290,770	1,253,223
Current assets
Inventories	1 4	336,759	306,985	334,787
Trade receivables	1 5	88,215	87,564	78,117
Tax receivables		13,077	15,082	11,515
Derivative financial instruments		3,772	318	483
Others		79,695	70,248	70,553
Cash and cash equivalents	1 8	185,517	223,312	188,147
Total current assets		707,036	703,508	683,601
Total assets		2,038,552	1,994,278	1,936,823
				to be continued

to be continued

euro 000's
(continuing)	Note	06.30.22	12.31.21	06.30.21
Equity
Share capital	1 6	66,187	66,187	66,187
Capital reserves	1 6	416,588	416,588	416,588
Hedging and translation reserves	1 6	22,360	15,258	15,228
Other reserves	1 6	501,272	506,440	507,374
Profit/(loss) attributable to the Group	1 6	755	(5,938)	(20,729)
Total Equity attributable to the Group		1,007,162	998,535	984,648
Non-controlling interest
Share capital and reserves
Profit/(loss) attributable to non-controlling interests
Total Equity attributable to non-controlling interests
Total Equity		1,007,162	998,535	984,648
Non-current liabilities
Provisions for risks	1 7	16,692	15,778	13,112
Deferred tax liabilities	1 3	12,876	10,745	7,288
Employee benefits		16,517	16,814	15,695
Derivative financial instruments				567
Non current borrowings	1 8	178,534	228,149	227,902
Non-current lease liabilities	1 0	391,378	353,975	333,887
Others		11,748	11,738	12,165
Total non-current liabilities		627,746	637,198	610,615
Current liabilities
Trade payables		140,290	132,235	98,410
Tax payables		12,599	17,066	7,428
Derivative financial instruments		7,767	6,719	4,935
Others		65,431	56,322	53,057
Current borrowings	1 8	78,410	50,396	83,401
Current lease liabilities	1 0	97,980	94,640	91,863
Provisions for risks		1,168	1,167	2,465
Total current liabilities		403,645	358,545	341,560
Total Equity and liabilities		2,038,552	1,994,278	1,936,823

Consolidated Statement of Cash Flows

euro 000's
	Jan.-Jun. 22	Jan.-Jun. 21
Profit/(Loss) for the period	755	(20,729)
Adjustments to reconcile net profit (loss) to net cash provided by (used in) operating activities:
Amortizat., deprec., revaluat., and write-downs	71,927	70,603
Other non monetary expenses/(income)	3,096	3,222
Income taxes for the period	7,307	6,862
Changes in operating assets and liabilities:
Trade receivables	(933)	(2,303)
Inventories	(28,626)	14,228
Tax receivables and tax payables	(3,057)	(2,547)
Trade payables	8,055	(6,860)
Other assets and liabilities	(2,212)	5,003
Change in reserve for employee	472	745
Cash flows from operating activities	56,782	68,224
Interests (paid)/collected	(2,563)	(2,998)
Interests (paid) on lease liabilities	(6,055)	(5,934)
Income taxes (paid)/refunded	(3,373)	(2,049)
Net cash flows from operating activities (A)	44,791	57,244
Acquisitions of intangible and tangible fixed assets	(16,960)	(18,960)
Transfers of intangible and tangible fixed assets Other changes in fixed assets	653	754
Cash flows generated (used) in investing activities (B)	(16,307)	(18,206)
Repayments of lease liabilities	(48,700)	(42,585)
Repayments of financial liabilities	(21,147)	(397,292)
Proceeds from financial liabilities		257,609
Cash flows generated (used) in financing (C)	(69,847)	(182,268)
Translation differences (D)	4,103	1,907
Cash flows from continuing operations (E)=(A)+(B)+(C)+(D)	(37,260)	(141,322)
Cash flow from assets held for sale (F)
Cash flows generated (used) (G)=(E)+(F)	(37,260)	(141,322)
Net cash and cash equivalents at the beginning of the period	215,706	316,172
Net cash and cash equivalents at the end of the period	178,446	174,850
Change in net cash and cash equivalents	(37,260)	(141,322)

Consolidated Statement of Changes in Equity

January-June 2022 euro 000's	Share Capital	Capital reserves	Hedging and reserve for translation	Retained earnings	Group interests	Non controlling interests	Total
Balances as of 01.01.22	66,187	416,588	15,258	500,503	998,535		998,535
Profit & Loss account				755	755		755
Directly in equity			7,102	769	7,872		7,872
Total Comprehensive Income			7,102	1,524	8,627		8,627
Dividend paid
Capital increase
Share based payments
Other
Balances as of 06.30.22	66,187	416,588	22,360	502,027	1,007,162		1,007,162

January-June 2021 euro 000's			Hedging and			Non
	Share Capital	Capital reserves	reserve for translation	Retained earnings	Group interests	controlling interests	Total
Balances as of 01.01.21	66,187	416,588	17,311	507,090	1,007,176		1,007,176
Profit & Loss account				(20,729)	(20,729)		(20,729)
Directly in equity			(2,083)	284	(1,799)		(1,799)
Total Comprehensive Income			(2,083)	(20,445)	(22,528)		(22,528)
Dividend paid
Capital increase
Share based payments
Other
Balances as of 06.30.21	66,187	416,588	15,228	486,645	984,648		984,648

Explanatory notes to the half‐year Condensed Financial Statements

1. General notes

TOD'S Group operates in the luxury sector under its proprietary brands (TOD'S, ROGER VIVIER HOGAN and FAY). It actively creates, produces and distributes shoes, leather goods and accessories, and apparel. The mission is to offer global customers top-quality products that satisfy their functional requirements and aspirations.

The parent company TOD'S S.p.A., registered office in Sant'Elpidio a Mare (Fermo) at Via Filippo Della Valle 1, is listed on Mercato Telematico Azionario (MTA) of Borsa Italiana S.p.A..

At June 30 t h, 2022 TOD'S S.p.A. share capital is owned by DI.VI. FINANZIARIA di DIEGO DELLA VALLE & C. S.r.l. for 50.291%.

The half-year condensed financial statements at June 30t h , 2022 was approved by the Board of Directors of TOD'S S.p.A. on September 7 t h, 2022. It was audited (limited review) by the independent auditor DELOITTE & TOUCHE S.p.A..

2. Basis of preparation

The half-year Financial Report, which includes the half-year condensed financial statements of TOD'S Group at June 30t h , 2022, has been prepared in accordance with Article 154 ter (2, 3 and 4) of the Consolidated Law on Financial Intermediation ("TUF"), introduced by Legislative Decree 195/2007 in implementation of Directive 2004/109/EC (the "Transparency" directive) as amended by Legislative Decree 25/2016 in implementation of Directive 2013/50/UE. The half-year condensed financial statements complies with IAS 34 – Interim Financial Reporting, adopted according to the procedure envisaged in Article 6 of EC Regulation no. 1606/2002. Consequently, it does not include all the information required for the annual report and must be read together with the annual report prepared for the financial year at December 31st, 2021.

The half-year condensed financial statements includes the half-year condensed financial statements of TOD'S S.p.A. and its Italian and foreign subsidiaries, together identified as TOD'S Group, drafted with the reference date of June 30 t h, 2022 (January 1st – June 30t h).

The half-year condensed financial statements (consolidated income statements, comprehensive income, consolidated statement of financial position, consolidated statement of cash flows, and consolidated statement of changes in equity) were drafted in the long form and are the same as those used for the consolidated financial statements at December 31 st, 2021. The Group, in line with the reference best practice, doesn't represent the alternative performance indicator EBITDA in the consolidated income statement. Anyway, this indicator is shown in the interim report on operations in order to achieve a better understanding of the economic performance.

As envisaged in IAS 34, the notes to the financial statements were drafted in summary form and refer only to the components of the profit and loss account, statement of financial position, and statement of cash flows, whose composition or change in amount or nature was significant. Thus,

they illustrate additional information for accurate comprehension of Group's financial position at June 30t h, 2022.

Following art. 3 of Consob resolution n.18079 dated January 20t h , 2012 we inform you that the Company adopt the waiver provided by art. 70 (8) and art. 71 (1-bis) of Consob regulation n. 11971/99 (and following modifications and integrations), with regard to the documents made available to the public at the registered office and concerning mergers, demergers, capital increases, acquisitions and disposals. If it proves necessary or appropriate to amend items in the half-year Financial Report as a result of the application of a new accounting standard, a change in the nature of a transaction or an accounts review, in order to provide reliable and more relevant information for the users of the half-year Financial Report, the comparative data are reclassified accordingly in order to improve the comparability of the information between one financial year and another. In this case, if the changes are significant, they are suitably disclosed in the explanatory notes.

Finally it is highlighted that the economic and financial results of the Group at June 30t h, 2022 have been still impacted by the effects caused by the Coronavirus pandemic, although to a lesser extent than in the previous period, and indirectly by the effects of the war between Ukraine and Russia; predictably, such effects are likely to remain so for the rest of the year, although they cannot be determined clearly concerning both possible evolution of the pandemic and the effects of the war between the above-mentioned countries. As regards potential liquidity risks, in view of the financial position at June 30 t h and available credit facilities, as well as taking into account the short-term cash flow forecasts and also the Group's assets, the Directors of TOD'S S.p.A. deem that there are ample guarantees that it will continue to operate as a going concern, owing to both its financial solidity and its capacity to pursue its corporate strategies. Consequently, the condensed consolidated financial statements of the TOD'S Group at June 30th , 2022 have been prepared on a going-concern basis.

3. Accounting standards

The accounting standards and principles of consolidation applied to the preparation of these Condensed Consolidated Half-Year Financial Statements are consistent with those applied to the preparation of the Consolidated Financial Statements at December 31st , 2021, except for the new standards or interpretations endorsed by the European Union and applicable from January 1 st , 2022.

Accounting standards, amendments and interpretations endorsed by the European Union, which are applicable from January 1 s t , 2022 and which were first adopted in the TOD'S Group's Condensed Consolidated Half-Year Financial Statements at June 30t h , 2022.

On 14 May 2020, the IASB published the following amendments called:

• Amendments to IFRS 3 Business Combinations: the amendments are i ntended to update the reference in IFRS 3 to the Conceptual Framework in the revised version, w ithout this entailing changes to the provisions of the standard;
• Amendments to IAS 16 Property, Plant and Equipment: the amendments a re intended not to allow the deduction from the cost of tangible assets of the amount received from the sale of goods produced in the test phase of the activity itself. These sales revenues and the related costs will therefore be recognized in the income statement;
• Amendments to IAS 37 Provisions, Contingent Liabilities and Contingent Assets: the amendment clarifies that in the estimate of the possible cost of a contract, all costs directly attributable to the contract must be considered. Consequently, the evaluation of the possible cost of a contract includes not only the incremental costs (such as, for example, the cost of the direct material used in the processing), but also all the costs that the company cannot avoid as it has stipulated. the contract (such as, for example, the share of the depreciation of the machinery used to fulfill the contract);
• Annual Improvements 2018-2020: the changes were made to IFRS 1 First-time Adoption of International Financial Reporting Standards, IFRS 9 Financial Instrumen ts, IAS 41 Agriculture and the Illustrative Examples of IFRS 16 Leases.

The adoption of these amendments did not have any effects on the Group's condensed interim consolidated financial statements.

Accounting standards, amendments and interpretations IFRS and IFRIC endorsed by the European Union but not yet mandatory applicable and not early adopted in the preparation of the condensed Consolidated Financial Statements at June 30t h, 2022.

On 12 February 2021, the IASB published two amendments called "Disclosure of Accounti ng Policies - Amendments to IAS 1 and IFRS Practice Statement 2" and "Definition of Ac counting Estimates - Amendments to IAS 8". The amendments are aimed at improving disclosure on accounting policies in order to provide more useful information to investors and other primary users of the financial statements as well as to help companies distinguish changes in accounting estimates from changes in accounting policies. The changes will apply from 1 January 2023, but early application is allowed. The directors do not expect a significant effect, in the consolidated financial statements of the Group, from the adoption of these amendments.

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

At the reference date of this document, the competent bodies of the European Union have not yet concluded the approval process necessary for the adoption of the amendments and principles described below:

• On 23 January 2020, the IASB published an amendment called "Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current". The document aims to clarify how to classify debts and other short or long-term liabilities. The changes come into effect from 1 January 2023; however, early application is permitted. At the moment the directors are evaluating the possible eff ects of the introduction of this amendment on the consolidated financial statements of the Group;
• On 7 May 2021, the IASB published an amendment called "Amendments to IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Sing le Transaction". The document clarifies how deferred taxes on certain transactions tha t can generate assets and liabilities of the same amount, such as leasing and dismantling obligations, must be accounted for. The changes will apply from 1 January 2023, but early application is allowed. At the moment the directors are evaluating the possible effects of the introduction of this amendment on the consolidated financial statements of the Group;
• On 30 January 2014, the IASB published IFRS 14 Regulatory Deferral Accounts, which allows only those who adopt IFRS for the first time to continue to recognize the amounts relating to assets subject to regulated tariffs ("Rate Regulation Activities "), according to the previous accounting principles adopted. As the Group is not a first-time adopter, this standard is not applicable.

Estimates and assumptions. Preparation of the financial figures reported on the half-year condensed financial statements entails making estimates and assumptions based on the management's best valuation. Estimates and assumptions are reviewed regularly. If these estimates and assumptions should change in future from the actual circumstances, they will obviously be modified for the period in which those circumstances changed.

The management, particularly, has updated the estimates and assumptions compared to the financial statements for the financial year ended December 31s t , 2021, mainly in relation to the recoverable value of goodwill and of other assets with an indefinite useful life (trademarks), the provision for bad debts, the provision for write-down of inventories, the recoverability of receivables for deferred tax assets, right-of-use assets and related financial liabilities.

Specifically with regard to determination of eventual impairment losses affecting fixed assets, we remind that the tests are carried out in a complete manner only in the annual financial statements, except in cases where there are indicators of impairment that require an immediate assessment of any loss in value, or that events have occurred that in any case require repetition of the procedure. Taking into account the complex reference context described, characterized by possible direct and indirect effects deriving from the Russia-Ukraine conflict, an analysis was conducted by the directors aimed at identifying the existence of any impairment indicators. Based on the analyses conducted, at the reference date of this half-yearly financial report, it was not necessary to carry out the impairment test (Note 12).

Presentation of financial statements drafted in foreign currency. The rates applied for translation of the financial statements of subsidiaries using a functional currency other than the currency used for consolidation, are illustrated in the following table and compared with those used in the previous period:

		H1 2022	H1 2021
	Exch. rates as of end of period	Average exch. rate	Exch. rates as of end of period	Average exch. rate
U.S. dollar	1.04	1.09	1.19	1.21
British pound	0.86	0.84	0.86	0.87
Swiss franc	1.00	1.03	1.10	1.09
Hong Kong dollar	8.15	8.56	9.23	9.36
Japanese yen	141.54	134.31	131.43	129.87
Hungarian forint	397.04	375.13	351.68	357.88
Singapor dollar	1.45	1.49	1.60	1.61
Korean won	1,351.60	1,347.84	1,341.41	1,347.54
Macao pataca	8.39	8.81	9.51	9.64
Chinese renmimbi	6.96	7.08	7.67	7.80
Indian rupee	82.11	83.32	88.32	88.41
Albanian lek	118.62	121.14	122.57	123.25
Canadian dollar	1.34	1.39	1.47	1.50
Australian dollar	1.51	1.52	1.59	1.56
United Arab Emirates Dirham	3.81	4.02	4.36	4.43

4. Seasonal or cyclical nature of interim transactions

TOD'S Group engages in a business that, despite the fact that it is not perfectly homogeneous in the various months of the year in the flow of revenues and costs arising from industrial activity, it does not show any profound seasonal or cyclical variations in overall annual sales.

5. Alternative indicators of performances

In order to strip the results of the first six months of 2022 from the effects of exchange rates fluctuations, compared to the average values for the six months of 2021, the typical economic indicators (Revenues, EBITDA and EBIT) have been restated by applying the average exchange rates for the six months of 2021, thus making them fully comparable with those of the previous comparison period.

These criteria for measuring business performance must not be considered alternative to those established by IFRS.

Furthermore – as it has already been mentioned in the preceding paragraph, the Group's revenues and costs flows is uneven from quarter to quarter, largely on account of its industrial activity. Consequently, the analysis of interim results and financial statement indicators (EBITDA, EBIT, net financial indebtedness and working capital) cannot be considered fully representative, and it would thus be improper to consider the indicators for the reference period to be in proportion to the results for the entire financial year.

6. Scope of consolidation

The scope of consolidation at June 30t h, 2022 changed in respect to June 30th , 2021 as a consequence of the following transaction:

• On August 7 t h, 2021 TRV Middle East Trading LLC has been incorporated. It's 100% owned by Tod's S.p.A. TRV Middle East Trading LLC manages the retail business in Dubai and Abu Dhabi, previously managed on franchising.

In addition to the above transaction, the following mergers were carried out in order to complete the process of concentrating direct distribution (DOS) in Italy within the parent company, Tod's S.p.A:

• Merger by incorporation of Del. Pav. S.r.l., a company wholly owned by TOD'S S.p.A., executed by deed dated 16 November 2021 and effective from 31 December 2021 ;
• Merger by incorporation of Filangieri 29 S.r.l., a company wholly owned by TOD'S S.p.A., executed by deed dated 16 November 2021 and effective from 31 December 2021.

For accounting and tax purposes, the effects of these mergers, moreover neutral in the consolidated financial statements, have been recorded in the financial statements of the acquiring company as of 1 January 2021.

Furthermore, on 6 May 2022, the Group acquired full control of the company TOD'S Retail India Private Ltd, previously held at 50%, with no effects on the consolidated financial statements, since the company was already considered as a who lly owned subsidiary in application of the IFRS 10 principle.

Finally, it's highlighted the completion of the liquidation process of Buena Ltd which was not operating since July 1 s t , 2021.

With respect to the financial statements at December 31st, 2021 no changes occurred in the scope of consolidation.

The following list illustrates the entire consolidation scope at June 30t h, 2022:

Parent Company

TOD'S S.p.A. S.Elpidio a Mare - Italy Share Capital (S.C.) - euro 66,187,078

Direct Subsidiaries

TOD'S Deutsch. Gmbh TOD'S France Sas An.Del. USA Inc. TOD'S International BV S.C. - euro 153,387.56 S.C. - euro 780,000 S.C. - Usd 3,700,000 S.C. - euro 2,600,200

Italiantouch Shanghai Tr TOD'S Oak Ltd. TRV Middle East Trad. Shanghai – China Dublin – Ireland Dubai – UAE S.C. – euro 2,900,000 S.C. – euro 1 S.C. – Aed 150,000 % held: 100% % held: 100% % held: 100%

Indirect subsidiaries

Cal.Del. USA Inc. TOD'S Tex Del USA Inc. Deva Inc. Flor.Del. USA Inc. Beverly Hills, Ca - U.S.A. Dallas, Tx - U.S.A Wilmington, De – U.S.A. Tallahassee, Fl - U.S.A. S.C. - Usd 10,000 S.C. - Usd 10,000 S.C. - Usd 500,000 S.C. - Usd 10,000 % held: 100% % held: 100% % held: 100% % held: 100%

Hong Kong Tokyo - Japan Tirana - Albania Mumbai - India S.C. - Usd 16,550,000 S.C. - Jpy 100,000,000 S.C. - euro 720,000 S.C. - Inr 193,900,000

TOD'S Singapore Pte Ltd Un.Del Kft TOD'S UK Ltd Webcover Ltd Singapore Tata - Hungary London - Great Britain London - Great Britain S.C. - Sgd 300,000 S.C. - Huf 42,900,000 S.C. - Gbp 350,000 S.C.- Gbp 2 % held: 100% % held: 100% % held: 100% % held: 100%

Gen.Del SA TOD'S Belgique S.p.r.l. TOD'S Espana SL TOD'S New Jersey Inc. Zurich - Switzerland Bruxelles - Belgium Madrid – Spain Princeton NJ – U.S.A. S.C. - Chf 200,000 S.C. - euro 1,300,000 S.C. - euro 500,000 S.C. – Usd 1,000 % held: 100% % held: 100% % held: 100% % held: 100%

% held: 100% % held: 100% % held: 100% % held: 100%

Roger Vivier S.p.A. TOD'S Austria Gmbh TOD'S Australia PTY Ltd. Re.Se.Del. S.r.l. S.Elpidio a Mare – Italy Vienna - Austria Sydney – Australia S.Elpidio a Mare - Italy S.C. – euro 10,000,000 S.C. – euro 50,000 S.C. – Aud 7,800,000 S.C. - euro 25,000 % held: 100% % held: 100% % held: 100% % held: 100%

Hono.Del. Inc. Il.Del. USA Inc. Neva.Del. Inc. Or.Del. USA Inc. Honolulu, Hi - U.S.A. Spring field, Il - U.S.A. Carson City, Nv - U.S.A. Sacramento, Ca - U.S.A. S.C. - Usd 10,000 S.C. - Usd 10,000 S.C. - Usd 10,000 S.C. - Usd 10,000 % held: 100% % held: 100% % held: 100% % held: 100%

% held: 100% % held: 100% % held: 100% % held: 100%

Munich - Germany Paris - France New York - U.S.A Amsterdam – Netherlands

TOD'S Hong Kong Ltd TOD'S Japan KK Alban.Del Sh.p.k. TOD'S Retail India Pte Ltd

Indirect subsidiaries

% held: 100% % held: 100% % held: 100% % held: 100%

Kong Ltd PTE Ltd Tr.Co. % held: 100% % held: 100% % held: 100% % held: 100%

Macau Tumwater, Wa – U.S.A. Wilmington, De – U.S.A. Boston, Ma – U.S.A. S.C. – Mop 500,000 S.C. – Usd 10,000 S.C. – Usd 10,000 S.C. – Usd 10,000

Sydney – Australia Toronto – Canada S.C. – Aud 100,000 S.C. – Cad 350,000 % held: 100% % held: 100%

Roger Vivier Paris Sas TOD'S Korea Inc. TOD'S Macao Lda TOD'S (Shanghai) Tr. Co. Paris - France Seoul - Korea Macau Shanghai - China S.C. - euro 6,700,000 S.C. - Won 2,600,000,000 S.C. - Mop 20,000,000 S.C. - Usd 32,000,000 % held: 100% % held: 100% % held: 100% % held: 100%

Roger Vivier Australia Roger Vivier Canada Ltd.

Roger Vivier Japan KK Italiantouch USA Inc. Roger Vivier Espana SL Roger Vivier Deutsch. Tokyo – Japan New York – USA Madrid – Spain Munich – Germany S.C. – Jpy 10,000,000 S.C. – Usd 1,000 S.C. – euro 10,000 S.C. – euro 25,000

Roger Vivier Hong Roger Vivier Sing. Roger Vivier (Shan.) Roger Vivier UK Ltd S.C. – Hkd 1,000,000 S.C. – Sgd 200,000 S.C. – Rmb 75,000,000 S.C. – Gbp 150,000

Norcross, GA – USA Paris – France Seoul – Korea Lugano – Switzerland S.C. – Usd 10,000 S.C. – euro 3,507,500 S.C. – Won 1,200,000,000 S.C. – Chf 2,000,000 % held: 100% % held: 100% % held: 100% % held: 100%

% held: 100% % held: 100% % held: 100% % held: 100%

Hong Kong Singapore Shanghai – China London – Great Britain

TOD'S Georgia Inc. Roger Vivier France Sas Roger Vivier Korea Inc. Roger Vivier Switzerland

Roger Vivier Macau Lda TOD'S Washington Inc. Ala. Del. Inc. Tod's Massachussets Inc.

7. Segment reporting

The search for higher levels of operating efficiency has identified as key element for maximising profitability via the sharing of a significant portion of service activities (first and foremost production), both at the central and peripheral levels; on the contrary, possible aggressive segmentation of the business appears uneconomical, under current circumstances.

At the operating level, the Group's organisation is based on an articulated matrix structure according to the different functions/activities in the value chain, alternatively according to brand, product, channel and geographical area. The overall organisation envisages a unified strategic vision of the business.

This type of organisation is reflected in the ways in which management monitors and strategically focuses the Group's activities.

The economic disclosure set out in the Interim Report on operations includes operating information, including a break-down of consolidated revenues by BRAND, CHANNEL, PRODUCT TYPE and REGION. Below are provided some further details for completion:

Capital expenditures at June 30t h ,2022

Distribution network

	TOD'S Group - Distribution channel
		H1 2022	H1 2021
Italy	DOS	43	47
	FRANCHISED STORES	1	1
Europe	DOS	53	53
	FRANCHISED STORES	18	18
Americas	DOS	23	24
	FRANCHISED STORES	3	4
Greater China	DOS	108	98
	FRANCHISED STORES	33	37
RoW	DOS	91	82
	FRANCHISED STORES	30	36
Total DOS		318	304
Total FRANCHISED STORES		85	96

The table below, which shows the breakdown of the distribution network by brand, doesn't include the DOS which sell products of more than one brand of the Group.

8. Management of financial risks

The TOD'S Group has implemented a system for monitoring its financial risks in accordance with the guidelines set out in the Corporate Governance Code of Listed Companies. As part of this policy, the Group constantly monitors the financial risks connected with its operations, in order to assess their potential negative impact and undertake appropriate action to mitigate them.

An analysis of the risks to which the TOD'S Group is exposed is reported below, while also showing the level of its exposure in consideration of both the evolution of COVID-19 pandemic and the outbreak of war between Russia and Ukraine:

i. Credit risk. This represents the exposure of TOD'S Group to potential losses stemming from default on the obligations assumed by commercial counterparties. Sales of the wholesale channel showed an incidence of 25.4% of consolidated revenue in the first half of the year.

For sales to third party customers, the Group adopts a policy aimed at optimizing credit management and reducing associated risk through credit insurance transactions and stand-by letters of credit to protect collections. In particular, it is the policy of the Group, in granting credit limits to customers, to periodically analyse the creditworthiness of all customers, both consolidated and potential, in order to monitor and prevent potential solvency crises.

Below it is shown the ageing of trade receivables at June 30t h, 2022, gross of allowances for doubtful accounts, compared with the one reported at December 31st, 2021:

06.30.22		Overdue
euro 000's	Current	0 > 60	60 > 120	Over	Total
From third parties	70,751	6,565	10,724	4,256	92,296

12.31.21		Overdue
euro 000's	Current	0 > 60	60 > 120	Over	Total
From third parties	70,747	14,042	2,789	3,784	91,362

As can be seen from the table above, in the current economic and financial context, still influenced by both the pandemic caused by the coronavirus, especially in some geographical areas, and by the recent conflict between Russia and Ukraine, the Group exposure to risk, in terms of the riskiness of overdue receivables, has not changed significantly in absolute terms, compared to 31 December 2021 (23.3% the percentage weight of overdue trade receivables as at 30 June 2022, while it was 22.6% at 31 December 2021). In relative terms, there is a different breakdown between the overdue rang which, however, does not reflect a general deterioration in credit quality, but mainly the effects of the lockdown in Greater Chin a which generated delays in payments by the malls. At the date of this report, this situation has normalized.

The allowances for doubtful accounts at June 30t h, 2022 is 4.1 million euros (3.8 million euros at December 31s t, 2021), it completely and accurately represents the estimated risk of the Group versus the third party receivables, also taking into account the current economic situation and the uncertainties related to the foreseeable future.

ii. Liquidity risk. The liquidity risk represents the risk stemming from the unavailability of financial resources as necessary to meet the short-term commitments assumed by the Group and its own financial requirements.

The main factors that determine the Group's degree of liquidity are the resources generated or used by operating and investment activities and, on the other hand, the due dates or renewal dates of its payables or the liquidity of its financial investments and market conditions.

This risk is limited by taking actions aimed at ensuring a balanced structure of the Group's capital and by maintaining such a level of cash and cash equivalents as is required to meet its financial debt requirements at the relevant maturity dates in an adequate manner.

Particular attention is paid to the definition of the credit counterparty that is considered to be suitable for cash operations and that is identified according to increasingly selective liquidity, security and yield criteria and in line with the Management's instructions.

The Revolving Credit Facility, which is a part of the loan signed with a pool of banks, coordinated by Intesa Sanpaolo S.p.A. - through the IMI Corporate and Investment Banking Division, it is still available for the entire amount of 250 million euros, having not yet been used at 30 June 2022. Below it is shown the breakdown of the net financial debt in accordance with their maturities:

euro 000's		Within 1 year Between 1 and 5 years	Beyond 5 years	Total
06.30.2022
Non current borrowings		178,534		178,534
Other non-current liabilities		7,948		7,948
Trade payables	140,290			140,290
Current borrowings	78,410			78,410
Derivative financial instruments	7,767			7,767
Other current liabilities	699			699
Total	227,166	186,482		413,648
Cash and cash equivalents	(185,517)			(185,517)
Cash and self-liquidating credit lines	(420,365)			(420,365)
Total	(605,882)			(605,882)
Total net financial liabilities	(378,716)	186,482		(192,234)

euro 000's		Within 1 year Between 1 and 5 years	Beyond 5 years	Total
06.30.2022
Lease liabilities	97,980	239,915	151,463	489,358
Total	97,980	239,915	151,463	489,358

In the table shown below it is represented the breakdown of credit lines:

Credit lines		Self-liquidating	Financial Credit
euro 000's	Cash Credit lines	Credit lines	lines	Total
06.30.2022
Credit lines	57,959	38,941	330,500	427,400
Utilizations	(7,035)			(7,035)
Total	50,924	38,941	330,500	420,365
12.31.21
Credit lines	59,378	38,941	330,500	428,819
Utilizations	(7,602)			(7,602)
Total	51,776	38,941	330,500	421,217

Finally, as regards financial assets, the Group's policy is to continue to invest all of its available liquid funds in sight bank deposits or in short-term liquidity, without making use of financial instruments, including those of the money market, and dividing its deposits among an adequate number of banks, which are carefully selected by taking account the level of remuneration offered, in addition to the financial soundness and reliability.

iii. Market risk. IFRS 7 includes in this category all risks that are directly or indirectly connected with the fluctuation in prices on physical and financial markets to which the company is exposed:

– exchange rate risk;

– interest rate risk;

– commodity risk, which is tied to the volatility of prices for the raw materials used in the production process.

Concerning the above-mentioned risks, TOD'S Group is exposed to exchange rate and interest rate risk, since there is no physical market subject to actual fluctuations in the purchase prices for raw materials used in the production process.

Exchange rate risk. Due to its commercial operations, the Group is exposed to fluctuations in the exchange rates for currencies in which some of its commercial transactions are denominated (particularly USD, GBP, CHF and currencies of Far East countries), against a cost structure that is concentrated principally in the eurozone. The TOD'S Group realises greater revenues than costs in all these currencies; therefore, changes in the exchange rate between the euro and the aforementioned currencies can impact the Group's results.

Moreover, due to the geographical composition of the Group structure, which is formed by subsidiaries with different currencies, the Group is exposed to exchange rate risk related to intercompany financial flows (mainly dividends, loans, transactions on share capital).

Finally, the Group is exposed to "translation risk". This risk stems from the fact that the assets and liabilities of consolidated companies whose functional currency is different from the euro can have different countervalues in euros according to changes in foreign exchange rates. The measured amount of this risk is recognised in the "translation reserve" in equity.

The Group monitors the changes of such exposure. No hedges of this risk existed at the reporting date. Governance of individual foreign currency operations by the Group's subsidiaries is highly simplified by the fact that they are wholly owned by the parent company.

The main goal of Group's risk management policy is to minimize the economic and transactional exchange rate risk which is achieved converting in euro the collections from sales in foreign currencies, for each season, net of related costs, using an average exchange rate in line with the related exchange rates used for the pricing list; in addition to the promptly conversion in euro of present and future financial cash flows in foreign currencies (i.e. bank loans, intercompany loans etc.) using market exchange rates. The Group pursues these aims by entering into forward contracts for each individual currency to hedge a specific percentage of the expected revenue (and cost) volumes in the individual currencies other than the functional currency. These positions are not hedged for speculative or trading purposes, consistently with the strategic policies adopted for prudent management of cash flows.

The Group defines its commercial hedging activities, for each single season, in ac cordance with the progress of sales and costs budgeting process in foreign currencies.

The process of hedging exchange rate risk inside the Group is broken down into a series of activities that can be grouped into the following distinct phases:

• definition of operating limits;
• identification and quantification of exposure;
• define hedging activities and related executions on the market;
• monitoring of position and alert procedures;

In connection with the exchange rate risk on financial intercompany transactions, the Group monitors the risk underlying outstanding transactions (loans) and forecast transactions (dividends and capital increases), in view of guaranteeing that no material operating and financial impact for the entities involved results from these transactions in relation to fluctuations in exchange rates. These goals are pursued by the Group through monitoring the foreign exchange rate trends related to outstanding or expected capital transactions and entering into forward contracts if they will have material contingent effects. These forward contracts are made to hedge the individual transactions, and not for speculation or trading. This is consistent with the strategic policies focused on prudent management of cash flows.

Interest rate risk. TOD'S Group is exposed to interest rate fluctuations, limited to its variablerate debt instruments. Interest rate risk is managed in conformity to long-established practice with the aim of cutting down the risk of interest rate volatility, at the same time pursuing the goal of reducing the financial costs involved to a minimum.

The Group has only one outstanding loan at a variable interest rate, obtained by TOD'S S.p.A. for 250 million euros (Term loan part), refundable half-yearly, starting from June 30t h, 2022 and expiring on December 2025, on which contractually envisaged interests, at variable rate, are accumulated applying EURIBOR 6M + 250 basis points.

The spread is subject to future variations based on the trends in the financial and sustainability indicators provided for in the contract and, starting from 1 July 2021, it was consequently reduced to 243 basis points (Note 18).

To hedge the risk of possible changes in the interest rates on the above-mentioned loan, six derivative contracts (interest rate swaps - IRSs), have been signed, each for an amount representing the participation of the banks in the pool and for a total amount equal to the Term Loan part.

These derivatives protect the Group from the risk of a generalised rise in interest rates, swapping the variable rate on the loan for a contractually fixed rate (-0.185% + spread).

The above-mentioned hedging transaction has been recognised in accordance with cash flow hedge methodology provided by IFRS 9 and, at 30 June 2022, the fair value was positive for 7,882 thousand euros. The corresponding assets for derivatives were recognized for 2,189 thousand euros among current assets and, for 5,693 thousand euros, among non-current assets.

8.1 Categories of measurement at fair value

The fair value of derivative financial instruments outstanding at June 30th , 2022 is classified as Level 2 and has been determined using exchange rate that are quoted in active markets.

Note that during the first half 2022 there have not been any transfers between fair value levels indicated by the IFRS 13.

9. Comments on the main income statement figures

9.1 S a l e s r e v e n u e s

Sales revenues at June 30t h , 2022 have been equal to 467,539 thousand euros while they were 398,365 thousand euros at June 30t h, 2021. For further comments see the interim report on operations.

9.2 C o st s f o r s e r v i c e s

Costs for services increased from 94,751 thousand euros at June 30t h , 2021 to 126,464 thousand euros at June 30t h , 2022. The increase is a direct and physiological consequence of the recovery of normal business dynamics which, in the same period of the previous year, were still characterized by some control and savings in operating costs, in order to mitigate th e impacts resulting from the pandemic. Although some efficiency improvement activities continued also in the current year, in order to preserve margins in the complex and uncertain reference context, during the period, there was an increase in communicatio n costs, in support of the enhancement activities of individual brands and new collections, and those related to production, which is back to full capacity.

9.3 C o s t s o f u s e o f t h i r d -p a r t y a s s e t s

At June 30t h , 2022, the costs of the use of third party assets amounted to 31.6 million euros while at June 30th , 2021 they amounted to 23.7 million euros. The increase, compared to the first half of last year, is mainly due to leases with variable considerati on based on sales, as well as to a reduction in concessions deriving from the renegotiation of rents, following periods of closure due to COVID-19 pandemic; these reductions went from 4.4 million euros at 30 June 2021 to 2.2 million euros at 30 June 2022 (Note 10).

9.4 P e r s onn e l c o s t s

The cost incurred for the remuneration of the staff employed by the Group increased, from 102.5 million euros, in the first six months of 2021, to 115.7 million euros, at 30 June 2022, mainly due to the variable cost component, linked to sales, and following the strengthening of the Group's workforce, both with regard to corporate functions and with reference to the expansion of the retail channel. The incidence on sales increased from 25.7% in the first six months of 2021 to 24.7% in the first six months of 2022, benefiting from the growth in revenues. At 30 June 2022, the workforce in force in the Group numbered 4,890 employe es, an increase of 144 units compared to 31 December 2021 and by 294 units compared to 30 June 2021.

9.5 A m ort i s a t i o n a n d d e p r e c i a t i o n

Below it is shown the breakdown of amortisation and depreciation:

euro 000's
	H1 2022	H1 2021	Change
Amortisation of intangible assets	3,901	3,873	28
Depreciation of tangible assets	16,948	15,366	1,582
Depreciation of right of use assets	52,037	48,386	3,652
Total	72,887	67,624	5,262

9.6 F i n a n c i a l i n c o m e a n d e x p e n s e s

The breakdown of financial income and expenses are illustrated below:

euro 000's
	H1 2022	H1 2021	Change
Income
Interest income on bank account	116	127	(11)
Foreign exchange gains	20,459	9,562	10,897
Other	28	12	16
Total income	20,604	9,701	10,902
Expenses
Interest on medium-long term financing	(2,440)	(2,459)	18
Interest on short term borrowings	(57)	(89)	32
Interest expenses on leases	(6,238)	(5,825)	(413)
Foreign exchange losses	(19,575)	(10,795)	(8,780)
Other	(1,909)	(1,740)	(169)
Total expenses	(30,219)	(20,907)	(9,312)
Total net financial income and expenses	(9,615)	(11,206)	1,591

10. IFRS 16

IFRS 16 defines the principles for the recognition, measurement, presentation and disclosure of leases (contracts that give the right to use third-party assets) and requires lessees to account for all lease agreements in accordance with the methodology envisaged for financial leases by the old accounting standard IAS 17, effectively eliminating the previous dichotomy between operating and financial leases.

The application of IFRS 16 has a significant impact on the consolidated financial statements of TOD'S Group as a consequence of the operational activity linked to the retail distribution network which represents the main part of the business. In fact, TOD'S Group is the lessee of a series of lease contracts which mainly concern the directly operate stores (DOS), warehouses, offices and showrooms, company cars, office and electronic machinery and equipment. The leases of DOS represent the main category, representing approximately 90% of the total lease liabilities.

Right of use assets at June 30t h , 2022 are 474,814 thousand euros while they were 436,786 thousand euros at December 31s t , 2021. The net increases for the period, following new lease agreements signed during the first half and lease modifications of current agreements, are 80,643 thousand euros while depreciations for the first half are 52,037 thousand euros.

Lease liabilities at June 30t h , 2022, excluding accrued interests, are 487,451 thousand euros while they were 447,021 thousand euros at December 31s t , 2021. The increases for the period are 79,886 thousand euros while payments are 48,700 thousand euros.

Lease financial charges are 6,238 thousand euros at June 30t h , 2022 while they were 5,825 thousand euros at June 30t h , 2021.

In addition to the information provided above it is noted that:

• Lease payments included in the definition of the short term leases envisaged by IFRS 16 amounted to 3,171 thousand euros at June 30t h , 2022 (2,386 thousand euros at June 30t h , 2021); - Lease payments relating to those assets included in the definition of low value assets envisaged by IFRS 16 amounted to 483 thousand euros at June 30t h, 2022 (460 thousand euros at June 30 th , 2021);

• The rents relating to those contracts which provide for a variable fee and which therefore were not included in the valuation of the lease liability amounted to 25,295 thousand euros at June 30t h, 2022 (21,848 thousand euros at June 30t h, 2021).

Finally, it should be noted that during the period some renegotiation activities of the lease contracts with the relative lessors continued, in order to review the contractual rents in l ight of the persistence of the COVID-19 pandemic. The reductions obtained, recognized in the income statement for the half year, amount to 2.2 million euros (they were 4.4 million euros at 30 June 2021).

11. Intangible and Tangible fixed assets

Intangible assets with undefined useful life, which include the values of the Group own brands, are 554,236 thousand euros (554,234 unchanged in respect to December 31s t , 2021).

Intangible assets with definite useful life include long-term amounts to protect the brands owned by the Group, software and other intangible assets. This item includes the net book value related to the agreement signed by the holding TOD'S S.p.A. for financing the restoration work on the Colosseum, amounting to 3,451 thousand euros.

The increase in the period, relating to intangible assets, amounted to 3,864 thousand euros, mainly referring to the development activities of the digital channel and company management systems (software).

Tangible assets capital expenditure in H1 2022 totalled 13,096 thousand euros, of which 8,422 thousand euros invested in the DOS network for both new DOS openings and for renovation activities of the existing stores. The remaining investment quota in the period regarded the normal processes of modernising the structures and industrial equipment (mainly lasts and moulds).

12. Impairment losses

Assets with an indefinite useful life (proprietary brands and goodwill) are not subject to the normal amortization process but, in accordance with the provisions of IAS 36, the directors assess the possible existence of impairment indicators.

In this regard, it should be noted that, in carrying out this analysis, with r eference to the halfyear financial statements as at 30 June 2022, the directors also took into account the recommendations published by ESMA in the Public Statement of 13 May 2022 and Consob's attention 3/22 of 19 May 2022, as well as the consequent OIV d ocument "Impairment test of nonfinancial assets (IAS 36) following the war" of 29 June 2022. In particular, the directors, taking into account the reference context, influenced by the Russia-Ukraine conflict, assessed the existence of indicators of possible reductions in value, considering the internal and external sources of information available and assessed whether the effects, direct and indirect, deriving from the ongoing conflict, constituted an indication of impairment .

More specifically, after verifying the insignificance of the direct effects deriving from the conflict, thanks to the Group's reduced exposure to these two countries (consolidated rev enues achieved in Russia and Ukraine in 2021 less than 1% of the total), the following internal and external factors: i) coverage of the impairment test conducted at 31 December 2021 and results of the related sensitivity analyzes, ii) results achieved in the half-year just ended and updating of the forecasts for the entire year and their consistency wit h the assumptions and the assumptions used in the preparation of the 2021 impairment test, iii) update of the wacc rate to take into account the new context, iv) dynamics of the estimates of external analysts regarding the available forecasts concerning the Company and the sector to which it belongs, v ) change in stock market capitalization during the period and comparison with the Group's shareholders' equity.

In consideration of these elements, it was possible to conclude that it is not necessary to repe at the impairment test at 30 June 2022, as it is more likely than not that the recoverable value of intangible assets with an indefinite useful life will be higher than the carrying amount.

13. Deferred tax assets and liabilities

At June 30t h, 2022, recognition of the effects of deferred taxes, determined on the basis of temporary differences between the carrying amount of assets/liabilities and its tax base, lead to the following tax assets and liabilities:

euro 000's
	06.30.22	12.31.21	Change
Deferred tax assets	108,185	109,392	(1,207)
Deferred tax liabilities	(12,876)	(10,745)	(2,131)
Net Balance	95,309	98,647	(3,337)

Deferred tax assets recognized on tax losses that can be carried forward, on the basis of local tax regulations, not yet used by the Group at June 30t h , 2022, amount to 33,924 thousand euros (38,016 thousand euros at December 31st , 2021).

The recoverability of these deferred tax assets, mainly attributable to the parent company, was assessed on the basis of the update of the analysis, conducted at December 31s t , 2021, prepared taking into account the income forecasts for the period 2022-2026.

In the first half of 2022, deferred tax assets were used, on losses previously recognized, for 5,038 thousand euros, while no write-down was necessary, in the period, in relation to deferred tax assets on losses allocated in previous years, nor deferred assets, previously written down were reinstated. Deferred assets on losses that can be carried forward prudently not recorded, since, on the basis of the analysis conducted, there is no reasonable certainty about recovery through future taxable income during the aforementioned time period, totalling 42,202 thousand euros.

14. Inventories

They totalled 336,759 thousand euros at June 30t h, 2022 (306,985 thousand euros at December 31t h , 2021). The increase in inventories mainly refers to the finished products of the subsequent sales season, whose production is back to full capacity after the appropriate precautions taken as a result of the persistence of the pandemic .

The allowance for inventory write-downs reasonably reflects the technical and stylistic obsolescence of the Group's inventories.

euro 000's
	06.30.22	12.31.21
Opening balance	106,389	100,349
Increase	9,427	19,864
Utilization	(10,775)	(14,394)
Reversal
Translation effects	200	570
Closing balance	105,241	106,389

15. Trade receivables

At June 30t h, 2022 the breakdown of trade receivables is shown below:

euro 000's
	06.30.22	12.31.21	Change
Trade receivables	92,296	91,362	934
Allowances for doubtful accounts	(4,081)	(3,799)	(282)
Net trade receivables	88,215	87,564	652

The allowances for doubtful accounts as of 30 June 2022 was determined by adopting an Expected credit loss logic (as required by the reference IFRS 9), and by taking into account overdue receivables, whose write-down is determined on the basis of a '' specific analysis of items that are difficult to recover, both by taking into account the receivables not yet past due at the balance sheet date, and therefore determining a generic write -down estimated on the basis of the data, and historical experience, on the credit losses recorded by the Group, adjusted to take into account specific forecasting factors relating to debtors and the macroeconomic environment.

The amount accrued for HY 2022 totalled 250 thousand euros (350 thousand euros for HY 2021).

16. Equity

16.1 Share Capital

At June 30t h, 2022, the parent company share capital totalled 66,187,078 euros, and was divided into 33,093,539 shares, fully subscribed and paid in.

The Group did not own treasury shares in the parent TOD'S S.p.A., and it did not execute any transactions on those shares during the period.

17. Provisions for risks and charges

They include the estimate of liabilities, with uncertain maturity date or amount, on which the Group might incur in case of a legal or constructive obligation in connec tion with a past event. The figure mainly includes provisions related to both legal lawsuits, risks and costs for employees and reinstatement costs.

Below it is showed the variation of the provision for risks and charges:

euro 000's
	06.30.22	12.31.21
Provisions for risks - non current
Opening balance	15,778	12,692
Increase	832	4,779
Utilization	(339)	(732)
Reversal		(1,213)
Translation effects	396	751
Other	25	(500)
Closing balance	16,692	15,778
Provisions for risks - current
Opening balance	1,167	2,213
Increase		374
Utilization		(130)
Reversal
Translation effects	25	62
Other	(25)	(1,352)
Closing balance	1,168	1,167

18. Net Financial Indebtedness

At June 30t h, 2022, net financial indebtedness was 574,311 thousand euros (it was 519,068 thousand euros at December 31 s t , 2021 and 562,339 thousand euros at June 30th , 2021 respectively). Cash and cash equivalents are 185,517 thousand euros while financial liabilities are 762,017 thousand euros, of which 577,861 thousand euros as non-current financial liabilities. It is noted that the net financial indebtedness includes both non-current and current lease liabilities for 489,358 thousand euros (Note 10).

The following is the net financial indebtedness, as defined by the ESMA guidelines contained in the Guidelines on disclosure requirements under the Prospec tus Regulation of March 4t h , 2021 (Consob attention no. 5/21):

euro 000's
Net financial indebtedness	06.30.22	12.31.21	Change
Cash (A)	185,517	223,312	(37,796)
Cash equivalents (B)
Other current financial assets (C)	2,189		2,189
Liquidity (D) = (A) + (B) + (C)	187,706	223,312	(35,607)
Current financial debt (E)	16,957	16,626	331
Current portion of non-current financial debt (F)	167,200	135,128	32,072
Current financial indebtedness (G) = (E) + (F)	184,157	151,755	32,402
Net current financial indebtedness/(surplus) (H) = (G) - (D)	(3,549)	(71,558)	68,009
Non-current financial debt (I)	569,913	582,123	(12,210)
Debt instruments (J)
Non-current trade and other payables (K)	7,948	8,502	(554)
Non-current financial indebtedness (L) = (I) + (J) + (K)	577,861	590,626	(12,765)
Total Net financial indebtedness/(surplus) (H) + (L)	574,311	519,068	55,244

Below it is shown the breakdown of financial indebtedness:

euro 000's
Breakdown of financial indebtedness	06.30.22	12.31.21	Change
Bank overdraft (A)	7,070	7,606	(536)
Short Term loan (B)	2,120	2,301	(181)
Current financial debts (C) = (A) + (B)	9,190	9,907	(717)
Current portion of m/l loan (D)	69,204	39,167	30,037
Other current financial liabilities (E)	1 7	1,321	(1,304)
Current financial liabilities (F) = (C) + (D) + (E)	78,410	50,396	28,014
Current lease liabilities (G)	97,980	94,640	3,340
Derivative financial instruments (H)	7,767	6,719	1,048
Current financial indebtedness (F) + (G) + (H)	184,157	151,755	32,402
Non-current portion of m/l loan	178,534	228,149	(49,614)
Non-current lease liabilities	391,378	353,975	37,404
Other non-current liabilities	7,948	8,502	(554)
Non-current financial indebtedness	577,861	590,626	(12,766)

It should be noted that, starting from 31 December 2021 , in light of the best practice of reference, financial indebtedness includes liabilities for derivatives and, when referring to financial liabilities included within the net financial indebtedness, assets for derivatives. In this Half Year Financial Report, the financial indebtedness referring to 30 June 2021 was consequently restated.

The breakdown of current and non-current financial liabilities at June 30t h, 2022 is shown below (excluded bank overdraft, lease liabilities and other non-current liabilities):

Currency 000's				Res. Debt in	Res. Debt in
Type	Counterpart	Currency	Maturity	currency	Euro
Medium and long term bank pool loan	IntesaSanPaolo - Crédit Agricole - BPM - BNL - Unicredit	Eur	2025		230,000
Medium and long term loan	Cassa di Risparmio di Fermo S.p.A.	Eur	2023		20,000
Short term loan	BNP Paribas S.A. - Tokyo branch	Jpy	2022	300,000	2,120
Total financing					252,120
Interest accruals and amortised cost		Eur	n.a.		(2,245)
Derivative financial instruments					7,767
Total financing and other financial liabilities					257,642

The loan agreement signed on January 22n d, 2021 and coordinated by Intesa SanPaolo S.p.A. through IMI Corporate and Investment Banking Division, consists of both a Term Loan portion, disbursed for 250 million euros, and a portion of Revolving Credit Facility, totally unused at 30 June 2022 and available for further 250 million euros. The expiry of the loan is scheduled for December 31s t , 2025 and the repayment of the Term Loan part will take place in increasing halfyearly installments starting from June 30t h , 2022. This loan will accrue interests, contractually envisaged, at a variable rate equal to the EURIBOR 6M + 250 basis points. The spread is subject to future variations based on the trends in the financial and sustainability indicators provided for in the contract and, starting from 1 July 2021, it was reduced to 243 basis points following t he achievement of the objectives set by the contract. To hedge the risk arising from the possible change in interest rates on this syndicated loan, there are derivative contracts (interest rate swaps - IRS), for a notional amount equal to the amount of the Term Loan share (Note 8).

It should be noted that, to date, the financial covenants provided for in the contract have been complied with.

Further to the above-mentioned loan, the loan with Cassa di Risparmio di Fermo S.p.A., signed on November 15 t h, 2021, is still outstanding for an amount of 20 million euros, totally refundable at the expiring date on May 15 t h, 2023. The agreed annual interest rate is 0.65% payable quarterly.

19. Earnings/(Losses) per share

The calculation of base and diluted earnings/(losses) per share is based on the followings:

i . R e f e r e n c e p r o f i t / ( l o s s )

euro 000's
For continuing and discontinued operations	H1 2022	H1 2021
Profit/(loss) used to determine basic earning/(loss) per share	755	(20,729)
Dilution effects
Profit/(loss) used to determine diluted earning/(loss) per share	755	(20,729)

euro 000's
For continuing operations	H1 2022	H1 2021
Profit/(loss) for the year	755	(20,729)
Income/(Loss) from discontinued operations
Profit/(loss) used to determine basic earning/(loss) per share	755	(20,729)
Dilution effects
Profit/(loss) used to determine diluted earning/(loss) per share	755	(20,729)

In both periods, first half 2022 and 2021, there were no dilutions of net consolidated earnings/(losses), partly as a result of activities that were discontinued during the periods in question.

ii. R e f e r e nce n um b e r o f s h a r e s

	H1 2022	H1 2021
Weighted average number of shares to determine basic earning/(loss) per share	33,093,539	33,093,539
Share Options
Weighted average number of shares to determine diluted earning/(loss) per share	33,093,539	33,093,539

20. Transactions with related parties

The Group's related parties transactions were executed in compliance with the procedural sequence and the methods of implementation provided for in the Procedure on transactio ns with related parties, adopted by the Board of Directors of TOD'S S.p.A., in implementation of the Regulation on transactions with related parties, adopted by CONSOB with resolution no. 17221 of 12 March 2010, as subsequently amended. The Procedure on Related parties transactions of TOD'S S.p.A. is archived in the "Governance" section of the corporate web site www.todsgroup.com. In accordance with market best practices, significant related party transactions are subject to an in-depth review involving, inter alia:

(i) a complete and timely transmission of the relevant information to the competent Control and Risk Committee, composed exclusively of non-executive and independent Directors who, with the board resolution of 21 April 2021, were assigned the duties provided for by the regulations in force on transactions with parties related parties and the RPT Procedure adopted by TOD'S S.p.A., with regard to both transactions of lesser signific ance and transactions of greater significance with related parties, with the sole exclusion of transactions with non -exempt related parties, concerning the remuneration of Directors and other executives with strategic responsibilities, attributed to the competence of the Appointments and Remuneration Committee (likewise composed exclusively of non-executive and independent Directors); each Committee, in the exercise of its functions in relation to operations with related parties, may also make use of the assistance of appropriate independent experts;

(ii) the issuance of an opinion (binding or non-binding, depending on the case) before the approval of the transaction by the Board of Directors (or, if applicable, by the different body competent to approve the transaction).

All transactions - attributable to the normal activities of the TOD's Group companies - were carried out in the primary interest of the TOD's Group, appl ying contractual conditions consistent with those theoretically obtainable in a negotiation with third parties.

Most significant transactions concluded during the period.

No significant transactions are reported, which were completed during the period. With regard to new transactions of lesser importance, the following are provided:

• The renewal by the Group of four real estate lease agreements in place with the related party Immobiliare De.IM. S.r.l., owner of the premises in question, all located in Milan; more in deta il, the properties consist of: i) two showrooms (respectively dedicated to the HOGAN and FAY brands), located in Via Savona n. 56, ii) a real estate portion for office use, located in Via Serbelloni n. 1, on the 3rd floor, iii) the real estate complex, loc ated in Via Sant'Andrea n. 17, which houses the Milan flagship store of the ROGER VIVIER brand. The transactions are configured as transactions between related parties, as Immobiliare De.IM. S.r.l. is a wholly owned subsidiary of DI.VI. Immobiliare Holding S.r.l., a company headed by the President, Diego Della Valle and the Vice President, Andrea Della Valle, and controlled by the first;

• the signing of a sponsorship agreement with the companies TBS CREW S.r.l. an d VIEFFE S.r.l. concerning the execution, for a fee, of services by some well-known influencers, including Ms. Chiara Ferragni, aimed at the communication campaign of the TOD's brand for the Spring-Summer 2022 season; the transaction is configured as a tra nsaction between related parties, as the company TBS CREW S.r.l. is a company indirectly controlled by Ms Chiara Ferragni, member of the Board of Directors of TOD'S S.p.A. and, as such, a related party of the Company pursuant to IAS 24 and art. 2.1, lett. (a), of the Related Party Transactions Procedure;

• The renewal of the consultancy contract in place between the parent company and the director, co-opted by the board resolution of 7 June 2021, Michele Scannavini, concerning the provision of some general consultancy services to be provided, in support of the Chairman of the Board of Directors and the top management of the Group; the renewal is effec tive from 14 June 2022, for a period of one year, at the same economic conditions as the contract that has expir ed. The operation is configured as a transac tion between related parties, as Dr. Michele Scannavini is a member of the Board of Directors of TOD's S.p.A. and, as such, a related party of the Company pursuant to IAS 24 and art. 2.1, lett. (a), of the Relate d Party Transactions Procedure;

• The two-year renewal of the supply contract in place between the parent company and the related company Elsa Schiaparelli s.a.s., signed in May 2020 and expiring on 31 May 2022, concerning the realization, by TOD'S S.p.A., in favor of the related company, of prototypes of leather goods (bags, belts and small leather goods) and the subsequent mass production of the articles made on the basis of the prototypes. The renewal, in particular, was signed by the p arties for a further period of two years, expiring, therefore, on 31 May 2024, under the same contractual conditions as the previous agreement. The transaction is c onfigured as a transaction between related parties, as Elsa Schiaparelli s.a.s. is a company indirectly controlled by Diego Della Valle & C S.r.l., a company headed by the President, Diego Della Valle, and the Vice President, Andrea Della Valle, and controlled by the first.

Related party transactions at June 30th , 2022.

In continuation of contractual relationship already existing in 2021, during the first half of 2022, TOD'S Group continued to maintain a series of contractual relationship with related parties (directors/controlling or significant shareholders). The main objects of the transactions were the sale of products, lease of sales spaces, show rooms and offices.

i. Commercial transactions with related parties – Revenue

euro 000's	Sales of products	Rendering of services	Royalties	Operating lease	Other operations
06.30.22
Parent Company (*)	420	6		5
Total	420	6	-	5	-
06.30.21
Parent Company (*)	213	7		5
Total	213	7	-	5	-

(*) Companies directly or indirectly controlled by Chairman of the Board of Directors Diego Della Valle.

ii. Commercial transactions with related parties – Costs

euro 000's	Purchases of	Rendering	Royalties	Operating	Other
	products	of services		lease	operations
06.30.22
Parent Company (*)	2	468		2,267	10
Total	2	468	-	2,267	10
06.30.21
Parent Company (*)	2	139		2,998	23
Total	2	139	-	2,998	23

(*) Companies directly or indirectly controlled by Chairman of the Board of Directors Diego Della Valle.

iii. Commercial transactions with related parties – Receivables and payables

	06.30.22			06.30.21
	Asset		Liabilities		Asset		Liabilities
euro 000's	Right of use	Trade Receivables	Leasing liability	Trade Payables	Right of use	Trade Receivables	Leasing liability	Trade Payables
Parent Company (*)	48,487	416	48,753	463	19,965	6	21,202	225
Total	48,487	416	48,753	463	19,965	6	21,202	225

. (*) Companies directly or indirectly controlled by Chairman of the Board of Directors Diego Della Valle.

Note that the figure Assets with indefinite useful life includes, for 415 million euros, the carrying amount of ROGER VIVIER brand, purchased by Roger Vivier S.p.A. on January 2016 from the related party Gousson Consultadoria e Marketing S.r.l., a company controlled by the President of the board of directors, Mr. Diego Della Valle.

Transactions between Group companies included in the scope of consolidation have been eliminated from the half-year condensed financial statements. Consequently, they have not been highlighted in these notes.

Compensation of Directors, Statutory Auditors and General Managers

Compensation of Directors and Executives with strategic responsibilities of TOD'S S.p.A. have been determined in accordance with the Compensation Policy adopted by TOD'S S.p.A. Board of Directors resolution at March 10 t h, 2022 as approved by the shareholder meeting at April 27 t h , 2022. For the first half of 2022 (including compensation for the activities performed at subsidiaries) compensation amount to respectively 3.3 million euros and 1 million euro. Compensation for Statutory Auditors of TOD'S S.p.A. at June 30t h, 2022 amount to 0.1 million euros.

21. Significant non-recurring transactions and events

The Group did not carry out any significant non-recurring transactions in the first half of year 2022.

22. Significant events occurred after the reporting period

No significant events occurred after the reporting period relating to the operations.

With reference to other significant events, it should be noted that on 3 August 2022, the company DEVA Finance S.R.L., a company wholly owned by DI.VI. Financial of Diego Della Valle & C. S.r.l. and indirectly controlled by the President of the Company, Diego Della Valle, has published a communication pursuant to Article 102, paragraph 1, of Legislative Decree no. 24 February 1998, no. 58, as subsequently amended and supplemented, and Article 37 of the Regulation adopted by CONSOB with resolution no. 11971 of 14 May 1999, as subsequently amended and supplemented, regarding the decision to promote a voluntary 100% public purchase offer on the ordinary shares of the parent company TOD'S S.p.A., aimed at obtaining the delisting of the Company's shares from listing on the regulated market managed b y Borsa Italiana S.p.A .

Attestation of the Half-Year condensed financial statements of TOD'S Group pursuant article 154 bis of D.LGS. 58/98 and of article 81-ter of Consob Regulation n. 11971 of May 14t h 1999 and further modifications and integrations.

1. The undersigned Diego Della Valle, Chief Executive Officer of TOD'S S.p.A., and Rodolfo Ubaldi, manager responsible for the drawing up of the financial reports of TOD'S S.p.A. certify, in accordance with the provisions of Article 154-bis, subsections 3 and 4, of Legislative Decree no. 58 of February 24t h, 1998:

• the adequacy in terms of the company's characteristics and

• effective application

of administrative and accounting procedures for preparation of the 2022 Half Year condensed financial statements during the period January 1 st to June 30t h, 2022.

1. They also certify that Half-Year condensed financial statements:

a) have been prepared in ac cordance with International Financial Reporting Standards, as endorsed by the European Union through Regulation (EC) 1606/2002 of the European Parliament and Counsel, dated July 19 t h , 2002;

b ) correspond with the account book and ledger entries;

c) give a true and fair view of the assets, liabilities, income and financial position of the issuer and entities included in the scope of consolidation.

1. Interim report on operations provides a reliable analysis of the significant events for the first six months of the current fiscal year and the impact of such events on the Half year condensed financial statements as well as a description of the main risks and uncertainties for the second half of the year in addition to a reliable analysis of the information on the significant related party transactions.

Milan, September 7 t h, 2022

Diego Della Valle Rodolfo Ubaldi

Manager responsible for drawing Chief Executive Officer up of the financial report