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THE NEW CODE Interim Report 1 January to 30 June 2015

T HE NEW C ODE - TOM TAILOR Group · C ODE Interim Report 1 January to 30 June 2015. EUR million Q2 2015 Q2 2014 Change relative H1 2015 H1 2014 Change relative Revenue 225.7 216.5

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Page 1: T HE NEW C ODE - TOM TAILOR Group · C ODE Interim Report 1 January to 30 June 2015. EUR million Q2 2015 Q2 2014 Change relative H1 2015 H1 2014 Change relative Revenue 225.7 216.5

THE NEW CODE

Interim Report 1 January to 30 June 2015

Page 2: T HE NEW C ODE - TOM TAILOR Group · C ODE Interim Report 1 January to 30 June 2015. EUR million Q2 2015 Q2 2014 Change relative H1 2015 H1 2014 Change relative Revenue 225.7 216.5

EUR million Q2 2015 Q2 2014Change relative H1 2015 H1 2014

Change relative

Revenue 225.7 216.5 4.2% 441.5 425.2 3.8%

TOM TAILOR Retail 67.3 64.6 4.1% 126.1 123.8 1.9%

TOM TAILOR Wholesale 71.8 66.5 8.0% 156.3 147.6 5.9%

BONITA 86.7 85.4 1.5% 159.0 153.8 3.4%

Share of revenue (in %)

TOM TAILOR Retail 29.8 29.8 — 28.6 29.1 —

TOM TAILOR Wholesale 31.8 30.7 — 35.4 34.7 —

BONITA 38.4 39.5 — 36.0 36.2 —

Gross profit 133.3 130.5 2.1% 252.5 249.3 1.3%

Gross margin (in %) 59.0 60.3 — 57.2 58.6 —

Recurring EBITDA 17.2 19.4 –11.3% 26.3 30.5 –13.7%

Recurring EBITDA margin (in %) 7.6 9.0 — 6.0 7.2 —

One-off items/special factors 1.0 0.0 — 2.3 1.2 88.8%

EBITDA 16.2 19.4 –16.5% 24.0 29.3 –18.0%

EBITDA margin (in %) 7.2 9.0 — 5.4 6.9 —

Recurring EBIT 7.4 8.7 –14.8% 6.9 9.0 –23.4%

Recurring EBIT margin (in %) 3.3 4.0 — 1.6 2.1 —

One-off items/special factors (net of imputed tax effects) 3.3 2.3 43.5% 6.9 5.8 18.2%

EBIT 4.1 6.4 –35.8% 0.0 3.2 –99.8%

EBIT margin (in %) 1.8 3.0 — 0.0 0.8 —

Recurring net income for the period 1.6 3.5 –55.1% –2.4 –0.3 –594.9%

Recurring earnings per share (in EUR) 0.03 0.10 –75.5% –0.16 –0.08 –109.1%

One-off items/special factors (including imputed tax effects) 2.9 2.1 37.1% 5.8 5.0 16.3%

Net income for the period –1.3 1.4 –193.4% –8.2 –5.3 –55.1%

Earnings per share (in EUR) –0.09 0.02 –477.3% –0.39 –0.27 –43.9%

Cash generated from in operations 14.0 18.3 –23.5% 5.7 6.7 –15.2%

Net cash used in investing activities –7.3 –3.0 –140.4% –14.7 –7.1 –106.3%

Free cash flow 1.9 10.7 –82.1% –15.5 –6.3 –143.7%

30/06/2015 30/06/2014

Total assets 797.8 759.4 5.1%

Equity 224.5 215.1 4.4%

Equity ratio (in %) 28.1 28.3 —

Cash funds 45.2 33.6 34.5%

Financial liabilities 277.1 269.5 2.8%

Net debt 231.9 235.9 –1.7%

Gearing (in %) 103.3 109.7 —

Employees (reporting date) 6,570 6,404 2.6%

TOM TAILOR Wholesale 793 720 10.1%

TOM TAILOR Retail 1,861 1,682 10.6%

BONITA 3,916 4,002 –2.1%

General note: Due to the presentation of rounded figures, some totals might deviate from the sum total of the respective individual items.

KEy figurEs TOM TAiLOr grOuP

Page 3: T HE NEW C ODE - TOM TAILOR Group · C ODE Interim Report 1 January to 30 June 2015. EUR million Q2 2015 Q2 2014 Change relative H1 2015 H1 2014 Change relative Revenue 225.7 216.5

CONTENTs

03 Our Brands

05 Letter to Shareholders

07 Highlights in Q2/2015

09 TOM TAILOR on the Capital Market

11 interim management report 12 Fundamental Information about

the Group

15 Report on Economic Position

24 Employees

25 Risks and Opportunities

25 Report on Post-Balance Sheet Date Events

26 Report on Expected Developments

30 consolidated interim financial statements

31 Consolidated Income Statement

32 Consolidated Statement of

Comprehensive Income

33 Consolidated Balance Sheet

35 Consolidated Statement of Changes in Equity

37 Consolidated Statement of Cash flows

38 Notes to the Consolidated Interim

Financial Statements

47 Responsibility Statement

by the Management Board

48 additional information 48 Financial Calendar

49 Future-Oriented Statements

50 Publication Details

Page 4: T HE NEW C ODE - TOM TAILOR Group · C ODE Interim Report 1 January to 30 June 2015. EUR million Q2 2015 Q2 2014 Change relative H1 2015 H1 2014 Change relative Revenue 225.7 216.5

Our brAND WOrLD

The TOM TAILOR brand pro-

jects a fashionable, confi-

dent and authentic style.

The TOM TAILOR WOMEN

and TOM TAILOR MEN lines

are aimed at adults aged 25

to 40. The TOM TAILOR KIDS,

TOM TAILOR MINIS and TOM

TAILOR BABY lines cater to

the younger target groups

from 0 to 14 years old.

Trendy looks and contem-

porary styles designed for

young people aged 15 to

25. Focusing on denim, the

TOM TAILOR Denim Female

and TOM TAILOR Denim

Male lines appeal to anyone

who likes an unconventio-

nal lifestyle.

In 2012 TOM TAILOR POLO

TEAM was launched as the

third TOM TAILOR brand.

This premium brand caters

to women and men aged 25

to 40 with uncomplicated,

but elegant and meticu-

lously finished sportswear.

The TOM TAILOR CONTEM-

PORARY brand was laun-

ched in 2014. Featuring

carefully selected fabrics

and the highest-quality

workmanship, these collec-

tions project a fashion-for-

ward image. Authenticity,

self-confidence, individua-

lity – this is the essence of

the TOM TAILOR CONTEM-

PORARY brand.

• 03 •

o u r b r a n d s

Page 5: T HE NEW C ODE - TOM TAILOR Group · C ODE Interim Report 1 January to 30 June 2015. EUR million Q2 2015 Q2 2014 Change relative H1 2015 H1 2014 Change relative Revenue 225.7 216.5

Women over 40 are the

target group for the BONITA

brand. These collections

continually highlight new

trends and feature high-

quality items of clothing

that can be mixed and

matched over and over in

various ways.

Offering an excellent fit, a

large selection of different

styles and high-quality mate-

rials, BONITA men provides

casual men’s fashion that

can be mixed and matched.

The latest fashion trends

represent maximum com-

fort. From sporty to fashion-

able, BONITA men offers

elegance and casualness.

• 04 •

o u r b r a n d s

Page 6: T HE NEW C ODE - TOM TAILOR Group · C ODE Interim Report 1 January to 30 June 2015. EUR million Q2 2015 Q2 2014 Change relative H1 2015 H1 2014 Change relative Revenue 225.7 216.5

Dear Shareholders and Friends

of TOM TAILOR,

The TOM TAILOR GROUP had a solid start to the second quarter. We grew in every

segment as well as both umbrella brands, and our revenue in the Group increased by

nearly 4% to over EUR 441 million in the first six months. This means we were once

again able to buck the general market trend. The German textile industry ended the

first half of the year down 2%. However, after what was already a good first quarter,

BONITA continued to grow in the following months: the brand increased its revenue in

the first half of the year to EUR 159 million and grew by 4.5% on a like-for-like basis.

Our divisions, which we are expanding in the long term, developed well over the

past months. Our umbrella brand TOM TAILOR returned to a growth trajectory in the

retail business in the second quarter, with its revenue rising to over EUR 126 million

for the first half of the year. On a like-for-like basis, revenue increased by 1.4% in the

second quarter. But we have not lost sight of our established wholesale business.

Our umbrella brand TOM TAILOR also benefited from the strong wholesale segment:

Revenue rose in the first half of the year by nearly 6% to EUR 156.3 million. Strong

customer demand, the expansion of controlled selling spaces and the acquisition

of new customers were the primary drivers here.

Earnings declined compared to the prior-year period. The recurring EBITDA margin

amounted to 6.0% in the first half of the year (previous year: 7.2%) and the recurring

EBITDA came to around EUR 26 million, down from EUR 30 million in the prior-year

period. The main factor here was the gross margin: despite a higher gross profit

overall, the gross margin decreased slightly Group-wide. This was due to a lower

gross margin for BONITA compared to the strong prior-year period resulting from

investments in the product. Furthermore, the increase in controlled selling spaces

along with marginally higher purchase costs noticeably affected the gross margin

in the wholesale segment.

In keeping with our strategic goals, we pressed ahead with the verticalisation of our

Group, and our newly introduced second management level has been fully appointed

since the second quarter. Each of our brands is now being managed and positioned

LETTEr TO sHArEHOLDErs

• 05 •

L e t t e r t o s h a r e h o L d e r s

Page 7: T HE NEW C ODE - TOM TAILOR Group · C ODE Interim Report 1 January to 30 June 2015. EUR million Q2 2015 Q2 2014 Change relative H1 2015 H1 2014 Change relative Revenue 225.7 216.5

across all sales channels by a vice president. We are also continuing to digitise our

offers and we are organising the infrastructure of the TOM TAILOR GROUP so that

brick-and-mortar retail, online offers and mobile services are ideally integrated and

customers are addressed individually. Our clear goal is to further increase our revenue

on a like-for-like basis and strengthen the profitability of our Group.

We are confirming our forecast for financial year 2015: We are striving for a moderate,

single-digit year-on-year revenue increase as well as a recurring EBITDA margin

at the previous year’s level. We expect positive momentum from the traditionally

stronger second half of the year and the Christmas trade as well as from improved

dynamics in the retail segment.

Yours sincerely,

Dieter Holzer Hamburg, August 2015

dIeter hoLZerChief Executive Officer/CEO

• 06 •

L e t t e r t o s h a r e h o L d e r s

Page 8: T HE NEW C ODE - TOM TAILOR Group · C ODE Interim Report 1 January to 30 June 2015. EUR million Q2 2015 Q2 2014 Change relative H1 2015 H1 2014 Change relative Revenue 225.7 216.5

refinancing successfully completedMay 2015

The TOM TAILOR GROUP has followed through as planned with the early refinancing of its exist-

ing syndicated loan. The new funding, with a total volume of EUR 500 million, establishes the financial

framework to keep the Company on track with its ongoing growth plans. In the course of

arranging the refinancing, the TOM TAILOR GROUP also redeemed the EUR 45 million variable tranche

of the borrower’s note loan from 2013. The financing was arranged for a five-year term, enabling

the company to utilise the prevailing favourable interest rates, reduce its financing costs and gain

financial flexibility. Moreover, the TOM TAILOR GROUP was able to bolster the existing bank syndicate

with the addition of international banks, which in particular can provide financing to fund its opera-

tions in Asia.

tom tailor group expands into the canadian marketJune 2015

The TOM TAILOR GROUP has entered into a joint venture with the Canadian distribution company

The Mercer House Inc. for exclusive sales of the TOM TAILOR, TOM TAILOR Denim and TOM TAILOR

CONTEMPORARY brands starting in July 2015. With this step, the fashion and lifestyle group will

expand its international presence into the promising Canadian market. The TOM TAILOR GROUP

holds a 51% stake in this joint venture. The Mercer House has decades of experience in sales

and marketing in both the retail and wholesale sectors. The international expansion into Canada

will take place mainly in the wholesale segment, in particular by increasing the number of

shop-in-shops with high-profile trade partners. This growth will be flanked by the targeted

establishment of retail stores. The TOM TAILOR GROUP has opened a showroom in Montreal to

present its product ranges.

HigHLigHTs iN q2/2015

• 07 •

h I g h L I g h t s I n Q 2 / 2 0 1 5

Page 9: T HE NEW C ODE - TOM TAILOR Group · C ODE Interim Report 1 January to 30 June 2015. EUR million Q2 2015 Q2 2014 Change relative H1 2015 H1 2014 Change relative Revenue 225.7 216.5

capital market days a resounding successJune 2015

On 16 and 17 June 2015, the TOM TAILOR GROUP invited analysts, investors and banks to two

Capital Market Days at its headquarters in Hamburg aimed at presenting the Company, its

strategy and its opportunities for development. Topping the agenda of this year’s event was

increasing space productivity. The Management Board also reported at length on the accelerated

verticalisation. Among other things, the Group provided an update on the latest progress of

BONITA, the completed refinancing and developments in Omnichannel. The last Capital Market Days

took place in 2012 at BONITA in Hamminkeln. All presentations given at the Capital Market Days

are available online on the Company’s homepage.

• 08 •

h I g h L I g h t s I n Q 2 / 2 0 1 5

Page 10: T HE NEW C ODE - TOM TAILOR Group · C ODE Interim Report 1 January to 30 June 2015. EUR million Q2 2015 Q2 2014 Change relative H1 2015 H1 2014 Change relative Revenue 225.7 216.5

tom tailor share price performance unsatisfactory

TOM TAILOR Shares

The performance of the German DAX® index was mostly posi-

tive in the first half of 2015 thanks to the prevailing low inter-

est rates and the ECB’s successive bond-buying. After starting

the year at 9,806 points, it reached its historical all-time high

of 12,391 points on 10 April. By the end of June, however, the

DAX® had lost more than 10% owing to the escalation of the

Greek debt crisis and ended the first half year at 10,945 points.

Overall, the DAX® gained around 12% in six months in spite of

the considerable price fluctuations.

TOM TAILOR’s shares began 2015 trading at EUR 11.96 and

reached their highest value in the reporting period of EUR 13.97

on 9 March. The muted forecast for financial year 2015 made

public at the analysts’ conference on 18 March did not meet

market expectations, causing TOM TAILOR’s share price to fall.

Disappointing industry news, profit warnings from competi-

tors and the Greek crisis also impacted on the price of TOM

TAILOR’s shares, which reached their lowest level in the re-

porting period of EUR 8.97 on 15 June. TOM TAILOR’s shares

closed the first half of 2015 on 30 June trading at EUR 9.00.

This is about 25% less than at the end of last year. By contrast,

the SDAX® performed positively in the first half of the year,

gaining 19.4%.

The market capitalisation of TOM TAILOR’s shares amounted

to EUR 234.2 million as at 30 June 2015 and an average of more

than 117,300 shares were traded daily on all German stock ex-

changes in the first six months of 2015 (previous year: 65,700

shares).

25%

15%

5%

TOM TAILOR share

SDAX®

Performance of the TOM TAILOR share from 1 January to 30 June 2015

20%

10%

0%

–5%

–10%

–15%

–20%

–25%

–30%

Jan. Jun.Mar.Feb. Apr. May

TOM TAiLOr ON THE CAPiTAL MArKET

• 09 •

t o M t a I L o r o n t h e C a p I t a L M a r k e t

Shares and Investor Relations

Page 11: T HE NEW C ODE - TOM TAILOR Group · C ODE Interim Report 1 January to 30 June 2015. EUR million Q2 2015 Q2 2014 Change relative H1 2015 H1 2014 Change relative Revenue 225.7 216.5

Investor Relations

The TOM TAILOR GROUP’s investor relations activities aim to

raise awareness of the Group worldwide and to cement and

expand the perception of TOM TAILOR’s shares as an attrac-

tive growth stock. The TOM TAILOR Group continuously com-

municates its operating performance and strategic orientation

in a timely, open manner with the objective of strengthening

investors’ trust in the shares and achieving a realistic and

fair valuation for TOM TAILOR’s shares on the capital market.

Investor relations activities in the first half of 2015 focused

on the analysts’ conference in March and the Annual General

Meeting on 3 June and, in particular, on the Capital Market

Days in Hamburg. On 16 and 17 June, the TOM TAILOR GROUP

Key Data on TOM TAILOR Shares

Class of shares No-par-value registered shares

ISIN DE000A0STST2

WKN (German securities ID number) A0STST

Ticker symbol TTI

Index SDAX® (Prime Standard)

Stock markets Frankfurt and Hamburg

Most important trading venue Xetra (electronic trading system)

Designated sponsor Berenberg BankCommerzbank AG

invited analysts, investors and banks to its headquarters in

Hamburg. The top priorities on both days of the event were

increasing space productivity and accelerated verticalisation.

In the first half of 2015, the Management Board and the

Investor Relations team also visited many investors in Ger-

many, Europe and the United States.

Thirteen international investment firms regularly publish re-

ports and commentary on the current performance of the

TOM TAILOR GROUP and are making recommendations (re-

search coverage). Six analysts each have issued “buy” or “hold”

recommendations for the Company’s shares. One investment

house recommends selling TOM TAILOR shares.

• 10 •

t o M t a I L o r o n t h e C a p I t a L M a r k e t

Shares and Investor Relations

Page 12: T HE NEW C ODE - TOM TAILOR Group · C ODE Interim Report 1 January to 30 June 2015. EUR million Q2 2015 Q2 2014 Change relative H1 2015 H1 2014 Change relative Revenue 225.7 216.5

12 fundamental information about the group

12 Organisational Structure and

Business Operations

13 Strategy and Performance Measurement

15 report on economic position 15 Macroeconomic and Sector-Specific

Environment

16 Results of Operations, Financial Position

and Net Assets 24 employees

25 risks and opportunities

25 report on post-balance sheet date events

26 report on expected developments 26 Outlook — Economic Environment and Sector

Developments

27 Expected Course of Business

28 Expected Development of the Group’s Position

29 Overall Assessment of Expected Developments

by the Management Board

iNTEriM MANAgE- MENT rEPOrT

Page 13: T HE NEW C ODE - TOM TAILOR Group · C ODE Interim Report 1 January to 30 June 2015. EUR million Q2 2015 Q2 2014 Change relative H1 2015 H1 2014 Change relative Revenue 225.7 216.5

— Consolidated revenue up 3.8% to EUR 441.5 million

in first half-year

— BONITA records revenue growth of 3.4%

to EUR 159.0 million

— Gross profit up EUR 3.2 million (gross margin: 57.2%)

— Recurring EBITDA down EUR 4.2 million

to EUR 26.3 million

— Net debt reduced by EUR 4.0 million

to EUR 231.9 million year-on-year

— Operating cash flow down EUR 1.0 million

OrgANisATiONAL sTruCTurE AND busiNEss OPErATiONs

clear brand positioning and international presence

The TOM TAILOR GROUP is an international, vertically inte-

grated fashion and lifestyle company with a clear positioning

as a supplier of casual wear in the mid-range price segment.

Its product portfolio is complemented by an extensive range

of fashionable accessories. The Company concentrates on

the TOM TAILOR brand family and the BONITA brand in differ-

ent segments of the fashion market (age groups of the tar-

get customers).

Germany has traditionally been the regional focus of the busi-

ness of what is now the TOM TAILOR GROUP, established in

Hamburg in 1962. However, for several years the Company has

been pursuing a successful strategy of conscious international

growth. The Company now generates more than one-third

of consolidated revenue outside Germany. Its international

core regions are the stable, high-income economies of Aus-

tria, Switzerland, the Netherlands, Belgium and France. The

Group also has a presence in Poland as well as in selected

fast-growing countries of South Eastern Europe. Including

other countries, the TOM TAILOR GROUP is represented inter-

nationally in over 35 countries.

lean management structure for effective management

The TOM TAILOR GROUP is managed by its parent company

TOM TAILOR Holding AG, which is domiciled in Hamburg, Ger-

many and handles all service functions. The TOM TAILOR

GROUP is headed by a management team with many years’

experience in the sector and the market, led by the Manage-

ment Board. To drive forward verticalisation at an accelerated

pace, a second management level comprising four Brand Vice

Presidents, a Vice President Global Sales and a Vice President

Digitalization was introduced below the Management Board

with effect from 1 April 2015. Brand Vice Presidents with

responsibility for each brand ensure that the corporate

strategy is implemented in the respective market environ-

ment with revenue and earnings development. The Vice

Presidents are also responsible for developing the sales

strategy and the brand presence in their brands’ retail and

wholesale activities in coordination with the national com-

panies. This new organisational structure will strengthen the

Group’s proximity to customers, improve its responsiveness

to developments in the market and enable the Group to focus

more squarely on the needs of its customers.

There were no significant changes to TOM TAILOR Hold-

ing AG’s Group structure in the first half of 2015. Overall, the

consolidated Group comprises 43 directly and indirectly held

subsidiaries. Effective 1 January 2015, TOM TAILOR GmbH in-

creased its equity interest in TOM TAILOR Sourcing Ltd. from

63% to 75%, as planned.

Management of the business is based on an overarching

analysis of the various sales channels and brands. Corre-

spondingly, the Group’s segment reporting is divided into

wholesale and retail. The Wholesale segment is comprised

exclusively of the business with resellers for the TOM TAILOR

brand, whereas the BONITA brand focuses exclusively on the

retail business. The Retail segment in turn comprises the

various forms of the brick-and-mortar retail business and the

online business, with a distinction being made between the

TOM TAILOR and BONITA brands.

fuNDAMENTAL iNfOrMATiON AbOuT THE grOuP

i n t e r i m m a n a g e m e n t r e p o r t

• 12 •

Fundamental Information about the Group

Page 14: T HE NEW C ODE - TOM TAILOR Group · C ODE Interim Report 1 January to 30 June 2015. EUR million Q2 2015 Q2 2014 Change relative H1 2015 H1 2014 Change relative Revenue 225.7 216.5

proven business model of the flexible trend manager

The TOM TAILOR GROUP operates in an attractive, interna-

tionally very dynamic and heterogeneous market environ-

ment that is highly competitive. Its success factors are brand

strength, flexibility and the ability to identify and satisfy short-

lived fashion trends and the frequently changing wishes of

customers in due time. The Group’s business model is based

on proximity to the market and to customers. As a basic prin-

ciple, the TOM TAILOR GROUP does not set any trends with its

collections but sees itself as a trend manager that focuses on

successful trends and on its customers’ needs. Vertical integra-

tion with a strong presence in wholesale and retail gives the

TOM TAILOR GROUP quick access to relevant market infor-

mation. Daily sales analyses for the controlled selling spaces

allow the TOM TAILOR GROUP to flexibly tailor its offering to

its customers’ requirements, and thus actively manage sales.

lowering sales risks, increasing space productivity and reducing

write-downs of unsold goods. This business model has enabled

the TOM TAILOR GROUP to achieve continual growth.

Well-positioned brands in complementary market segments

In its core business, the TOM TAILOR brand is addresses men

and women aged 25 to 40. In addition, the product range in-

cludes clothing for teenagers, children and babies. The TOM

TAILOR brand’s market presence is determined by the collec-

tions for the four brands – TOM TAILOR, TOM TAILOR Denim,

TOM TAILOR POLO TEAM and TOM TAILOR CONTEMPORARY –

that are designed individually for each of the product lines.

TOM TAILOR releases 14 collections a year (12 monthly collec-

tions and two basic collections every six months) for the TOM

TAILOR, TOM TAILOR Denim and TOM TAILOR CONTEMPORARY

brands, and ten collections a year for the TOM TAILOR POLO

TEAM brand. The fashion and lifestyle group sells these collec-

tions via its Retail segment (through Company-owned stores

and e-commerce) and via its Wholesale segment (primarily

through franchise stores and shop-in-shops).

The BONITA brand has a separate profile and caters to both

women and men over 40, ideally complementing the range

of TOM TAILOR collections and product lines. BONITA sells

12 collections per year. The BONITA products are sold exclu-

sively in BONITA’s own stores and via its own e-shop using a

highly standardised system.

For detailed information on the individual brands and the

Company’s multi-brand approach please see the TOM TAILOR

GROUP’s 2014 Annual Report starting on page 18.

efficient value chain

The Company’s vertical alignment and its ability to rapidly record

changing customer needs form the basis for successful devel-

opment of the TOM TAILOR GROUP in the long term. This re-

quires systematic monitoring and flexible management of the

entire value chain from the idea for the design through purchas-

ing and product manufacture, warehousing and logistics down

to marketing at the point of sale. The different links in the value

chain and the entire flow of goods are interconnected. The net-

work of production and logistics partners is effective and allows

rapid implementation, for instance in connection with changing

trends and new collections.

The value chain is explained in the TOM TAILOR GROUP’s 2014

Annual Report starting on page 20.

sTrATEgy AND PErfOrMANCE MEAsurEMENT

clear strategy of profitability-driven groWth

The Group follows a clear strategy of profitability-driven

growth. The TOM TAILOR GROUP aims to outperform the

industry as a whole in terms of revenue and operating profit

growth. The aims here include increasing operating margins,

boosting operating profit in absolute terms and achieving posi-

tive free cash flow. In addition, the Company is constantly striv-

ing to generate a net profit. The core elements of the long-term

corporate strategy are:

— Systematic multi-brand approach in complementary seg-

ments

— Clear focus on organic growth, supported in the medium

term with selected acquisitions

— Generating growth by reproducing the existing successful

business model

— Growth through internationalisation, especially

by raising the Company’s profile in core markets

i n t e r i m m a n a g e m e n t r e p o r t

• 13 •

Fundamental Information about the Group

Page 15: T HE NEW C ODE - TOM TAILOR Group · C ODE Interim Report 1 January to 30 June 2015. EUR million Q2 2015 Q2 2014 Change relative H1 2015 H1 2014 Change relative Revenue 225.7 216.5

— Generating growth by adding additional controlled

selling spaces and expanding e-commerce

— Systematically increasing profitability, e.g. by continually

optimising the Company’s own network of stores,

improving the efficiency of the space used (sales per m²)

and streamlining procurement

Additional information on the corporate strategy is available

in the TOM TAILOR GROUP’s 2014 Annual Report starting on

page 22.

key strategic topics in 2015: profitability, accelerated

verticalisation, refinancing

After the successful return to profitability in the past year,

the TOM TAILOR GROUP continues to work toward profitable

growth in 2015 with a focus on accelerating the verticalisa-

tion of the Company. By increasing efficiency in the individual

brands, the TOM TAILOR GROUP aims to even better lever-

age the potential of its brands to further reinforce its long-

term competitiveness. Furthermore, the TOM TAILOR GROUP

successfully completed the refinancing of its liabilities at the

end of May. The refinancing enables the Company to utilise

the prevailing favourable interest rates, reduce its financing

costs and gain financial flexibility.

Moreover, the TOM TAILOR GROUP was able to bolster the

existing bank syndicate with the addition of international

banks, which in particular can provide financing to fund its

operations in Asia.

management based on financial and non-financial key performance

indicators and leading indicators

The internal management system used within the TOM

TAILOR GROUP goes beyond a pure KPI (key performance indi-

cator) system. It offers a comprehensive overview of financial

and non-financial factors. In addition, leading indicators are

monitored and evaluated.

A variety of reporting systems are used at the TOM TAILOR

GROUP to measure financial key performance indicators.

These are differentiated at the level of both the overall Group

and by segment. The main financial key performance indi-

cators are revenue, EBITDA and the EBITDA margin (broken

down to the level of the individual stores). In addition, figures

such as net debt, the equity ratio, working capital and various

inventory turnover ratios are monitored at Group level. In the

Wholesale segment, the ratio of preorders to orders received

is also used.

The TOM TAILOR GROUP also measures a range of non-finan-

cial factors that provide information about how the Company

is perceived. Both external surveys (especially the outfit

survey performed by the German magazine DER SPIEGEL

once every two years) and internal studies (for example, cus-

tomer surveys in the Wholesale segment, or trends in social

networks such as Facebook) are used.

TOM TAILOR’s Management Board pays particular attention

to analysing leading indicators, in particular incoming orders,

cotton price trends, the USD/EUR exchange rate, the gross

margin generated per purchase and like-for-like sales in Com-

pany-owned stores. Various key performance indicators are

also evaluated at store level, such as the conversion rate and

the personnel expenses per store. In addition, regular bench-

mark comparisons are made with the performance of rele-

vant competitors.

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Fundamental Information about the Group

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MACrOECONOMiC AND sECTOr-sPECifiC ENVirONMENT

global economy groWing only moderately – recovery increasingly

taking hold in euro Zone

The performance of the global economy has been muted this

year so far. Although the general trend in industrialised coun-

tries has been largely positive, the year started out weak

for the US economy. In addition, China saw a further slow-

down in growth. The euro zone’s economy continued its up-

turn despite the problems in Greece. Following expansion of

1.1% in the first quarter of 2015, the recovery solidified fur-

ther recently. In the second quarter, growth in the euro zone

was 1.3% year-on-year (0.4% quarter-on-quarter), accord-

ing to the Ifo Institute. Eurostat, the statistical office of the

European Union, reported a decline in the seasonally adjusted

unemployment rate (International Labour Organization (ILO)

model) in the euro zone to 11.1% in June (prior-year month:

11.6%). Consumer prices were down in the first quarter, while

in the second quarter inflation also remained low; in June, the

preliminary annual rate was only 0.2% (not including energy:

0.9%). The GfK Consumer Climate Europe (EU 28) index rose

to 10.8 points during the period under review (Q1: +4.3 points,

Q2: +1.0 points).

robust consumer spending in the tom tailor group’s core markets

Swiss companies remained in a difficult situation following

the sharp jump in the value of the franc (KOF Swiss Economic

Institute at ETH Zurich). In contrast, consumers benefited

from greater purchasing power thanks to the strong franc,

with consumer spending rising markedly in the first half

of the year at an annual rate of around 2%. The economy in

Austria initially remained flat, according to Oesterreichis-

che Nationalbank (OeNB), the country’s central bank. Infor-

mation from the OeNB indicates that GDP grew by only 0.2%

in the first quarter and by an estimated 0.3% in the second

quarter. The labour market situation remains challenging

despite higher employment figures. Growth in the labour

supply was coupled with an increase in unemployment.

In this environment, consumer spending continued to be

anaemic. At the beginning of the year, the French economy

gained momentum and is now growing, as is the Belgian

economy, at an annual GDF growth rate of some 1%, driven

mainly by private consumption. The domestic economy in the

Netherlands saw growth speed up sharply, spurred primarily

by consumer spending. Among the significant markets for the

TOM TAILOR GROUP in Eastern and South-Eastern Europe,

the standouts continued to be Poland, Slovenia and Romania,

whose economies expanded at a much faster pace than

the EU average. Moreover, the economy in Croatia began to

exhibit moderate growth (Eurostat).

It is the unanimous opinion of economic researchers that

Germany’s economy is in a strong upswing. First-quarter real

GDP growth was 1.1%, with consumer spending up by a dis-

proportionately high 2.4%. In the second quarter, the German

economy picked up the pace further. The Ifo Institute projects

real GDP growth of 1.4% in the first half of 2015. Informa-

tion from Deutsche Bundesbank indicates that extraordinarily

favourable consumer sentiment was the primary growth

driver this year to date. The reasons for this include higher

incomes. The labour market situation remained positive,

although the growth rate levelled off, while remaining high.

The German Federal Statistical Office reported that approx-

imately 42.8 million people were employed in June (161,000

more than a year ago). In June, the internationally comparable

unemployment rate dropped from 5.0% to 4.7% (ILO model).

At the same time, inflation was still restrained, having been

lowered noticeably by the drop in energy prices. In June, the

annual inflation rate was +0.3% (adjusted for energy: +1.1%).

The prices of clothing and shoes rose moderately by an aver-

age of 0.8%. According to the GfK consumer confidence index,

German consumers were again more optimistic in this envi-

ronment. In the first half of the year, the GfK consumer con-

fidence index continued to rise steadily; this indicator was up

1.6 points within a year to 10.2 points in June. Income expec-

tations and the propensity to buy improved further in June

rEPOrT ON ECONOMiC POsiTiON

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compared with the previous year. However, the economic

outlook clouded considerably due to the situation in Greece

both on a quarter-on-quarter and year-on-year basis.

fashion business still lags behind positive retail environment

According to Eurostat, retail sales in the euro zone performed

well on the whole. In the first six months, the annual growth

rate in real terms hovered mainly between 2.4% and 2.6%.

However, March (+1.6%) and June (+1.2%) saw weaker growth.

Non-food retail sales (not including motor fuels) were up 2.3%

to 3.6%. Mail-order and online retail sales grew at an above-

average rate. The sub-index for textiles, clothing and shoes

(brick-and-mortar retail) also improved year-on-year while

experiencing sharp monthly fluctuations (from -0.8% in March

to +3.0% in April). In the Company’s core markets abroad, the

retail sales volume grew fastest in Poland and Romania. Per-

formance was also robust in Austria, France, the Netherlands

as well as in Croatia. In contrast, the retail sector in Switzer-

land contracted.

In the first half of the year, the Federal Statistical Office

(Destatis) calculates that retail sales in Germany (excluding

vehicles and petrol stations) rose by 2.4% in nominal terms

and by 2.5% in real terms, with trends varying markedly by

segment. Online and mail-order sales (all product groups)

continued to expand dynamically, up 9.1% in nominal terms

and 9.3% in real terms. Imports of clothing and accessories

in Germany rose sharply in the first five months by a nominal

7.6% (Destatis). However, this figure has not been reflected

accordingly to date in brick-and-mortar or online retail sales.

In the first half-year, brick-and-mortar retail sales of tex-

tiles, clothing, shoes and leather goods rose by only 0.5% in

nominal terms (+0.1% in real terms), according to Destatis. On-

line and mail-order retail sales of textiles and clothing were

very volatile. Some months, sales underperformed the previ-

ous month either in nominal or real terms, but for the most

part, growth rates ranged from just over 2% to more than 7%.

rEsuLTs Of OPErATiONs, fiNANCiAL POsiTiON

AND NET AssETs

results of operations

Consolidated Revenue up 3.8% in the First Half of 2015

The TOM TAILOR GROUP grew revenue by a total of 3.8% to

EUR 441.5 million in the first six months of financial year 2015

(2014: EUR 425.2 million). This increase is due to the positive

trend in all segments of the TOM TAILOR GROUP. The revenue

at BONITA increased by 3.4% in the first six months of 2015 to

EUR 159.0 million (2014: EUR 153.8 million). The TOM TAILOR

Retail segment lifted revenue by 1.9% over the prior-year

period to EUR 126.1 million (2014: EUR 123.8 million), while the

TOM TAILOR Wholesale segment saw revenue grow by 5.9%

during the same period to EUR 156.3 million (2014: EUR 147.6

million). The two TOM TAILOR segments collectively increased

revenue in the first half of 2015 by 4.1% to EUR 282.4 million

(2014: EUR 271.4 million).

In contrast to the trend in the first quarter of the reporting

year, second-quarter revenue in 2015 across all segments of

the TOM TAILOR GROUP rose by 4.2% over the prior-year quar-

ter to EUR 225.7 million (2014: EUR 216.5 million). At BONITA,

revenue was up 1.5% to EUR 86.7 million in the second quar-

ter of 2015 (2014: EUR 85.4 million). The TOM TAILOR Retail

segment’s revenue grew by 4.1% to EUR 67.3 million (2014:

EUR 64.6 million). The weak start to the year was balanced

out by performance in the second quarter. In the TOM TAILOR

Wholesale segment, growth was as much as 8.0% over the

same quarter the previous year. Revenue grew from EUR 66.5

million to EUR 71.8 million.

In Germany, the TOM TAILOR GROUP’s revenue rose by 4.2%

to EUR 283.4 million in the first half of 2015 (2014: EUR 272.1

million). BONITA saw an increase of 2.1% to EUR 111.6 million

(2014: EUR 109.3 million), and the two TOM TAILOR segments

improved by 5.6% million, reaching a total of EUR 171.8 million

(2014: EUR 162.7 million). The TOM TAILOR GROUP’s revenue

outside of Germany rose 3.2% in the first six months of 2015

to a total of EUR 158.0 million (2014: EUR 153.2 million). The

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share of total revenue attributable to revenue abroad was

35.8%, almost unchanged from 2014 (36.0%). Revenue abroad

in the first half of 2015 was generated mainly in core markets

such as Austria, Switzerland and the Benelux region. In these

core international markets, the revenue of the TOM TAILOR

GROUP (including BONITA) grew by 7.1% to EUR 109.1 mil-

lion (2014: EUR 102.0 million). In line with revenue growth in

Germany, BONITA’s revenue in the core international markets

also rose by 8.3% to EUR 44.3 million (2014: EUR 40.9 million).

Revenue by Segment

EUR million Q2 2015 Q2 2014 Q2 2013

TOM TAILOR Wholesale 71.8 66.5 61.3

TOM TAILOR Retail 67.3 64.6 59.4

BONITA 86.7 85.4 89.4

TOM TAILOR GROUP 225.7 216.5 210.1

EUR million H1 2015 H1 2014 H1 2013

TOM TAILOR Wholesale 156.3 147.6 136.7

TOM TAILOR Retail 126.1 123.8 107.8

BONITA 159.0 153.8 162.5

TOM TAILOR GROUP 441.5 425.2 407.0

Revenue by Region

EUR million Q2 2015 Q2 2014 Q2 2013

Germany 146.4 141.4 140.2

International markets 79.3 75.1 69.9

TOM TAILOR GROUP 225.7 216.5 210.1

EUR million H1 2015 H1 2014 H1 2013

Germany 283.4 272.1 269.1

International markets 158.0 153.2 137.9

TOM TAILOR GROUP 441.5 425.2 407.0

Other Operating Income Rises to EUR 16.0 million

Other operating income rose from EUR 12.7 million to EUR 16.0

million year-on-year in the first half of 2015. This increase

was mainly due to higher foreign exchange gains from currency

translation, which stood in contrast to approximately equal

losses from foreign currency translation recognised in other

operating expenses. Another material item in other operat-

ing income is royalties, which were up around 9% year-on-

year to EUR 2.8 million in the first six months of 2015 (2014:

EUR 2.6 million). In the reporting period, this item also in-

cluded income of EUR 2.2 million from subletting space

leased by the Group (2014: EUR 1.9 million).

Gross Profit up Slightly on Previous Year -

Gross Margin down 1.4 Percentage Points to 57.2%

The cost of materials rose by 7.4% during the first half of

2015 to EUR 188.9 million (2014: EUR 175.9 million). Taking into

account revenue growth, gross profit increased slightly by

EUR 3.2 million in absolute terms to EUR 252.5 million in the

reporting period (2014: EUR 249.3 million). Compared with the

previous year, the gross margin declined from 58.6% to 57.2%

in the first six months of 2015.

The decrease in the gross margin during the period under

review is chiefly due to a lower gross margin in the BONITA

segment. This figure was down 3.4 percentage points to 66.3%

in the first half of 2015 (2014: 69.7%). Higher price promotions

at the beginning of the year as well as product investments

are the main reason for this decline.

Personnel Expense to Revenue Ratio Stable at 23.1%

Personnel expenses rose by 3.8% to EUR 102.2 million in the

first half of 2015 (2014: EUR 98.4 million). The personnel ex-

pense to revenue ratio remained stable at 23.1% year-on-

year. The absolute increase was mainly the result of the

slightly higher average number of employees in the TOM

TAILOR GROUP. The TOM TAILOR GROUP employed 6,570

people as at 30 June 2015 (2014: 6,404).

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Other Operating Expenses Increase by 5.9%

Other operating expenses rose by 5.9% over the prior-year

period to EUR 142.3 million (2014: EUR 134.4 million). This

increase was mainly due to foreign exchange losses from

currency translation, which stood in contrast to approxi-

mately equal foreign exchange gains recognised under other

operating income as well as increased rent, freight and logis-

tics costs.

The key items in other operating expenses are rent of EUR

64.3 million (2014: EUR 62.8 million), logistics costs for order

picking of EUR 11.8 million (2014: EUR 10.9 million), market-

ing expenses of EUR 12.6 million (2014: EUR 12.6 million) and

freight costs of EUR 5.6 million (2014: EUR 5.0 million).

Recurring Earnings before Interest, Taxes, Depreciation

and Amortisation (EBITDA) down EUR 4.2 million in the

First Half-year

Recurring Earnings before Interest, Taxes, Depreciation and Amortisation (EBITDA)

Q2 2015 Q2 2014 Q2 2013

Recurring EBITDA (EUR million) 17.2 19.4 15.9

Recurring EBITDA margin (in %) 7.6 9.0 7.6

H1 2015 H1 2014 H1 2013

Recurring EBITDA (EUR million) 26.3 30.5 25.8

Recurring EBITDA margin (in %) 6.0 7.2 6.3

Recurring EBITDA decreased by EUR 4.2 million to EUR 26.3 mil-

lion in the first half of 2015 (2014: EUR 30.5 million). In particular,

the decline compared with the previous year was due to higher

personnel expenses and other operating expenses.

Reported EBITDA was down EUR 5.3 million from the 2014

figure to EUR 24.0 million in the first six months of the report-

ing year (2014: EUR 29.3 million). In the reporting period, one-off

expenses were up year-on-year, totalling EUR 2.3 million (2014:

EUR 1.2 million).

Depreciation and Amortisation down EUR 2.1 million

Depreciation and amortisation decreased by EUR 2.1 million in

the first half of 2015 to EUR 24.0 million (2014: EUR 26.1 mil-

lion). Depreciation and amortisation in the reporting period

contrasted with capital expenditure of EUR 17.3 million (2014:

EUR 7.2 million).

The decrease in depreciation and amortisation is primarily

attributable to the BONITA segment, in which depreciation

and amortisation declined by EUR 2.0 million in the first six

months of 2015 compared with the prior-year period. The

main reason for this decline was an extension of the useful

life of the ERP software in 2014.

Financial Result up 10.8%

The financial result in the first half of 2015 amounted to

EUR -7.5 million, an improvement of 10.8% from the previous

year (2014: EUR –8.4 million). This was largely due to a lower

EURIBOR rate and a decline in net debt compared with the

prior-year period.

Income Taxes at EUR 0.8 million

In the first six months of 2015, income taxes amounted to

EUR 0.8 million (2014: EUR 0.1 million). The increase in tax ex-

pense compared with the prior-year period stemmed from the

recognition of deferred tax liabilities resulting from the defer-

ral of refinancing costs associated with the new syndicated loan

agreement.

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Reported Net Loss for the Period up and Earnings per Share

down from Previous Year

In the first six months of 2015, the adjusted net loss for the

period was EUR 2.4 million, up EUR 2.1 million from the prior

year (2014: EUR 0.3 million). Accordingly, the recurring earn-

ings per share (EPS) amounted to EUR –0.16 (2014: EUR –0.08).

The reported net loss for the period totalled EUR 8.2 mil-

lion, up EUR 2.9 million from the prior year (2014: EUR 5.3 mil-

lion), for earnings per share of EUR -0.39 (2014: EUR -0.27). The

year-on-year increase of the net loss was attributable mainly

to lower EBITDA in the period under review.

Reconciliation to Recurring Net income for the Period

EUR thousand Q2 2015 Q2 2014 H1 2015 H1 2014

Net income for the period –1,307 1,416 –8,229 –5,305

Income taxes 1,462 833 769 141

Net income before income tax 155 2,249 –7,460 –5,164

Financial result 3,955 4,117 7,465 8,367

One-off items/special factors

of which in depreciation, amortisation and impairment losses: Amortisation from TOM TAILOR (PPA) from 2005 Amortisation from Bonita (PPA) from 2012

1,1741,120

1,1741,120

2,3482,240

2,3482,240

of which in financial result: Financing costs/Bonita acquisition 812 662 1,451 1,331

of which in EBITDA: Cost of Bonita integration Other one-off items/special factors

01,006

00

02,266

663500

1,006 0 2,266 1,163

Aggregate one-off items/special factors, net of tax effect 4,112 2,956 8,305 7,082

Recurring EBIT 7,410 8,660 6,859 8,954

as % of revenue 3.3% 4.0% 1.6% 2.1%

Depreciation, amortisation and impairment losses (net of amortisation from PPA) 9,793 10,748 19,441 21,530

Recurring EBITDA 17,203 19,408 26,300 30,484

as % of revenue 7.6% 9.0% 6.0% 7.2%

Depreciation, amortisation and impairment losses (net of amortisation from PPA) –9,793 –10,748 –19,441 –21,530

Financial result (net of one-off items/special factors) –3,143 –3,455 –6,014 –7,036

Recurring net income before income tax 4,267 5,205 845 1,918

Income taxes –1,462 –833 –769 –141

Imputed tax effect (30%) on aggregate one-off items/special factors –1,234 –887 –2,492 –2,125

Recurring net income for the period 1,571 3,485 –2,416 –348

Recurring earnings per share after deduction of minority interests (in EUR) 0.03 0.10 –0.16 –0.08

Earnings per share after deduction of minority interests (in EUR) –0.09 0.02 –0.39 –0.27

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Segment Reporting

Segment reporting in the TOM TAILOR GROUP is basically

divided into the Retail and Wholesale segments. The Retail

segment comprises the brick-and-mortar retail and outlet

stores operated by the Group and its e-commerce activities.

The latter consist of its own e-shops and e-commerce partner-

ships with mail-order companies. Following the acquisition of

BONITA in 2012, reporting in the Retail segment was extended

to include BONITA. As a result, a distinction is now made

between the TOM TAILOR and BONITA umbrella brands.

In the Wholesale segment, the Company distributes TOM

TAILOR products to business customers, who sell these to end

customers via different sales channels. These include fran-

chise stores, shop-in-shops and multi-label sales outlets.

There are a total of three reportable segments (TOM TAILOR

Retail, TOM TAILOR Wholesale and BONITA).

Retail Segments

In the first six months of 2015, revenue in both retail seg-

ments together rose by 2.7% to EUR 285.2 million (2014: EUR

277.6 million). The share of consolidated revenue accounted for

by the retail segments in the period under review declined

slightly to 64.6% because of growth in the Wholesale seg-

ment (2014: 65.3%).

TOM TAILOR Retail: 1.4% Growth on a Like-for-like-basis

in the Second Quarter

TOM TAILOR Retail Segment — Key Data

Q2 2015 Q2 2014

Revenue (EUR million) 67.3 64.6

Growth (in %) 4.1 8.8

On a like-for-like basis (in %) 1.4 1.3

Number of stores 405 363

Recurring EBITDA (EUR million) 5.7 6.4

Recurring EBITDA margin (in %) 8.5 9.8

H1 2015 H1 2014

Revenue (EUR million) 126.1 123.8

Growth (in %) 1.9 14.8

On a like-for-like basis (in %) -0.8 5.5

Number of stores 405 363

Recurring EBITDA (EUR million) 4.5 7.4

Recurring EBITDA margin (in %) 3.5 5.9

After a weak first quarter 2015, the TOM TAILOR Retail seg-

ment saw year-on-year revenue growth again in the second

quarter. Revenue in the segment was EUR 67.3 million, up

4.1% from the prior year (2014: EUR 64.6 million). On a like-for-

like basis (i.e., adjusted for expansion), second-quarter revenue

in 2015 in the TOM TAILOR Retail segment increased by 1.4%

as against the prior-year period (2014: 1.3%). In the first six

months, the TOM TAILOR Retail segment’s revenue grew by

1.9% to EUR 126.1 million (2014: EUR 123.8 million). On a like-

for-like basis (i.e., adjusted for expansion), revenue was down

0.8% in the same period due to the weak first quarter (2014:

+5.5%). At 405, the number of retail stores has risen by 42 since

30 June 2014 and by 23 since 31 December 2014. Of these, 157

retail stores are in Germany, 119 are in the core international

markets and 129 are in other countries.

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In the first half of 2015, e-commerce revenue was also unable

to match the performance of the prior-year period, declining

by 1.1% to EUR 21.8 million (2014: EUR 22.1 million).

Recurring EBITDA in the TOM TAILOR Retail segment fell by

EUR 2.9 million to EUR 4.5 million in the first six months of

2015 (2014: EUR 7.4 million). This decrease stemmed mainly

from the material increase in personnel and rent expenses in

the course of adding further space. At 58.9%, the gross margin

remained at the prior-year level in the first half of 2015 (2014:

58.8%).

BONITA Retail Segment: 4.5% Revenue Growth

on a Like-for-like-basis in the First Half-year

Bonita Segment — Key Data

Q2 2015 Q2 2014

Revenue (EUR million) 86.7 85.4

Growth (in %) 1.5 -4.5

On a like-for-like basis (in %) 2.3 -9.1

Number of stores 1,018 1,011

Recurring EBITDA (EUR million) 8.3 10.0

Recurring EBITDA margin (in %) 9.6 11.7

H1 2015 H1 2014

Revenue (EUR million) 159.0 153.8

Growth (in %) 3.4 -5.4

On a like-for-like basis (in %) 4.5 -8.7

Number of stores 1,018 1,011

Recurring EBITDA (EUR million) 8.5 9.7

Recurring EBITDA margin (in %) 5.3 6.3

The BONITA brand exclusively comprises its own retail stores

and, since mid-2013, has also included e-commerce activ-

ities. In the first half of 2015, BONITA contributed EUR 159.0

million to consolidated revenue (2014: EUR 153.8 million). This

corresponds to a share of 36.0% of consolidated revenue in

the first six months of 2015 (2014: 36.2%). On the whole, rev-

enue rose by 3.4% as against the prior-year period. The posi-

tive effects of the improvement of design and product quality,

accelerated procurement times, and targeted promotions, espe-

cially at the start of the year, had a material role to play in this

development. On a like-for-like basis (i.e. excluding expansion),

revenue increased by 4.5% year-on-year in the period under

review (2014: -8.7%). The total number of BONITA stores was

1,018 as at 30 June 2015. Of these, 718 retail stores are in Ger-

many, 294 are in the core international markets and six are in

other countries.

Adjusted EBITDA (earnings before interest, taxes, depreciation

and amortisation) was down EUR 1.2 million to EUR 8.5 million

in the first half of 2015, mainly due to lower gross profit (2014:

EUR 9.7 million). Reported EBITDA increased by EUR 0.5 mil-

lion in the reporting period to EUR 8.5 million (2014: EUR 9.0

million). No one-off expenses were incurred at BONITA in the

first half of 2015.

The gross margin was down 3.4 percentage points to 66.3%

in the first half of 2015 (2014: 69.7%). Seasonally typical price

promotions at the beginning of the year, which were some-

what higher than in the previous year, are one reason for this

decrease. Another reason is the fact that the share of to-

tal purchasing volume accounted for by Europe grew in the

first half of 2015 to guarantee faster availability of products.

However, this also led to a slight increase in purchasing prices.

Product investments were also a factor.

TOM TAILOR Wholesale Segment: 5.9% Revenue Growth

in the First Half-year

TOM TAILOR Wholesale Segment — Key Data

Q2 2015 Q2 2014

Revenue (EUR million) 71.8 66.5

Growth (in %) 8.0 8.5

Number of shop-in-shops 2,762 2,408

Number of franchise stores 209 199

Recurring EBITDA (EUR million) 3.2 3.0

Recurring EBITDA margin (in %) 4.4 4.6

H1 2015 H1 2014

Revenue (EUR million) 156.3 147.6

Growth (in %) 5.9 8.0

Number of shop-in-shops 2,762 2,408

Number of franchise stores 209 199

Recurring EBITDA (EUR million) 13.3 13.4

Recurring EBITDA margin (in %) 8.5 9.1

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The revenue of the TOM TAILOR Wholesale segment increased

by 5.9% in the first six months of 2015 to EUR 156.3 million

(2014: EUR 174.6 million). The segment thus accounted for

35.4% of consolidated revenue (2014: 34.7%). Since 31 Decem-

ber 2014, TOM TAILOR has further increased the number of

its shop-in-shops by 76, from 2,686 to a total of 2,762. The

number of franchise stores rose by three to 209 compared

with 31 December 2014.

Recurring EBITDA was EUR 13.3 million in the first six months

of 2015, which is almost at the prior-year level (2014: EUR 13.4

million). Despite a lower gross margin of 46.5% (2014: 47.0%),

the absolute gross profit figure was somewhat higher. This

positive development stood in contrast with higher personnel

expenses in particular.

financial position

Operating Cash Flow down EUR 1.0 million

in the First Half of 2015

Development of Key Cash Flow Figures

EUR million Q2 2015 Q2 2014

Operating cash flow 14.0 18.3

Change (in %) -23.5 18.8

Net cash used in investing activities -7.3 -3.0

Free cash flow 1.9 10.7

Change (in %) -82.1 109.9

EUR million H1 2015 H1 2014

Operating cash flow 5.7 6.7

Change (in %) -15.2 48.9

Net cash used in investing activities -14.7 -7.1

Free cash flow -15.5 -6.3

Change (in %) -143.7 59.8

In the first six months of 2015, the net cash provided by the

TOM TAILOR GROUP’s operating activities amounted to EUR

5.7 million, down EUR 1.0 million from the previous year

(2014: EUR 6.7 million). The drop in cash flow from operations

as against the prior-year period was due in particular to the

decrease in EBITDA from the first half of 2014. The EBITDA

decline was partly offset by a EUR 4.4 million lower increase

in net working capital as compared with the prior-year period.

Seasonal fluctuations in the fashion industry during the year

generally result in reduced cash inflows from operations, and

therefore lower net cash provided by operating activities,

in the first six months of the year as compared to the year’s

second half. The trend – including the development of the

free cash flow – in the reporting period is therefore normal.

In the first half of 2015, net cash used in investing activities

totalled EUR 14.7 million, up EUR 7.6 million from the previous

year (2014: EUR 7.1 million). This is largely due to the increased

investments in new stores in the TOM TAILOR Retail and

BONITA segments.

Net cash provided by financing activities amounted to

EUR 23.3 million (2014: net cash use of EUR 7.2 million). This

was due in particular to the seasonal draw-down of existing

bank lines of credit in connection with the Group’s operating

activities.

Liquidity as at 30 June 2015 increased by EUR 11.6 million

to EUR 45.2 million compared with the previous year (2014:

EUR 33.6 million).

Capital Expenditure up EUR 10.1 million

A total of EUR 17.3 million was invested Group-wide in the

first half of 2015 in all three segments, mainly in the further

expansion of controlled selling spaces (2014: EUR 7.2 mil-

lion). Of that amount, EUR 7.4 million was invested in the TOM

TAILOR Retail segment (2014: EUR 1.8 million) and EUR 3.8

million in the TOM TAILOR Wholesale segment (2014: EUR 3.3

million). Capital expenditure in the TOM TAILOR Retail segment

largely related to shop fittings and fixtures for new stores.

Approximately EUR 2.0 million was spent on new selling

spaces in the TOM TAILOR Wholesale segment. The remaining

EUR 1.8 million mainly related to investments in showrooms

and IT. In the first half of 2015, BONITA invested a total of

EUR 6.1 million in new stores (2014: EUR 2.0 million).

i n t e r i m m a n a g e m e n t r e p o r t

• 22 •

Report on Economic Position

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net assets

Non-current Assets down EUR 5.8 million on Previous Year

Non-current assets decreased by EUR 5.8 million compared

with 31 December 2014. This reduction is largely the result

of depreciation and amortisation. Depreciation of property,

plant and equipment and amortisation of intangible assets

totalling EUR 24.0 million (2014: EUR 26.1 million) were con-

trasted with capital expenditure of EUR 17.3 million due to

further expansion (2014: EUR 7.2 million).

Net Working Capital up EUR 15.2 million

Net working capital is calculated as the sum of inventories

and trade receivables less trade payables at the reporting

date.

As at 30 June 2015, net working capital rose by EUR 15.2 mil-

lion to EUR 89.3 million (31 December 2014: EUR 74.1 million).

This development was mainly the result of the increase in

inventories by EUR 8.1 million and of trade receivables by

EUR 4.6 million specific to the reporting date. Trade payables

fell slightly by EUR 2.5 million compared with 31 December

2014. Net working capital declined from the prior-year

quarter by EUR 4.2 million (30 June 2014: EUR 93.5 million) due

to higher trade payables in the reporting period. Net working

capital in the prior-year period increased by EUR 19.6 million.

Decline in Equity Ratio Due to Net Loss for the Period

Equity was lower at EUR 224.5 million, mainly due to the

net loss for the period of EUR 8.2 million in the first half of

2015 (31 December 2014: EUR 239.2 million). The equity ratio

dropped to 28.1% (31 December 2014: 30.3%). At the end of the

prior-year quarter, the equity ratio was 28.3%.

Increase in Non-current Financial Liabilities by EUR 38.2

million

On the liabilities side of the balance sheet, the non-current

financial liabilities included in the non-current liabilities item

increased by EUR 38.2 million to EUR 247.8 million (31 De-

cember 2014: EUR 209.6 million). The increase is attributable

to higher drawdowns of long-term bank lines of credit as a

result of seasonal factors. Compared with the first half of

2014, the non-current financial liabilities as at 30 June 2015

increased by EUR 3.3 million (30 June 2014: EUR 244.5 million).

Net debt as at 30 June 2015 was EUR 231.9 million and thus

EUR 29.0 million higher than the year-end figure in 2014

(31 December 2014: EUR 202.9 million). Compared with the

prior-year quarter, net debt fell by EUR 4.0 million (30 June

2014: EUR 235.9 million) due to a higher level of cash and cash

equivalents.

Selected Figures for Net Assets, Financial Position and Results of Operations

EUR million 30/06/2015 30/06/2014

Equity 224.5 215.1

Non-current liabilities 347.1 334.9

Current liabilities 226.2 209.3

Financial liabilities 277.1 269.5

Cash funds 45.2 33.6

Net debt 231.9 235.9

Total assets 797.8 759.4

Asset and Capital Structure

in % 30/06/2015 30/06/2014

Non-current assets 60.4 64.8

Current assets 39.6 35.2

Equity 28.1 28.3

Non-current liabilities 43.5 44.1

Current liabilities 28.4 27.6

Off-balance-sheet Financing Instruments

The Company does not use any off-balance-sheet financ-

ing instruments such as factoring, asset-backed securities,

sale and leaseback transactions, or contingent liabilities

involving special-purpose entities not included in the

consolidated financial statements. The TOM TAILOR GROUP

has a small number of other operating leases, for example

for IT equipment and company vehicles. Off-balance-sheet

financial instruments therefore do not have any material

effect on the Group’s net asset position.

i n t e r i m m a n a g e m e n t r e p o r t

• 23 •

Report on Economic Position

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Employees by Segment

30/06/2015 30/06/2014

TOM TAILOR Retail 1,861 1,682

TOM TAILOR Wholesale 793 720

BONITA 3,916 4,002

TOM TAILOR GROUP 6,570 6,404

Employees by Region

30/06/2015 30/06/2014

Germany 4,033 4,044

International markets 2,537 2,360

TOM TAILOR GROUP 6,570 6,404

headcount up slightly

The TOM TAILOR GROUP employed 6,570 people as at 30 June

2015, excluding the Management Board, vocational trainees

and casual workers (30 June 2014: 6,404 employees). BONITA

is the segment with the most employees (3,916) in the TOM

TAILOR GROUP (30 June 2014: 4,002 employees). As at the end

of the second quarter of 2015, a total of 5,777 people worked

in the retail segments (30 June 2014: 5,684 employees) and

793 in the TOM TAILOR Wholesale segment (30 June 2014: 720

employees). In regional terms, the TOM TAILOR GROUP has

4,033 employees in Germany (30 June 2014: 4,044 employees)

and 2,537 employees outside Germany (30 June 2014: 2,360

employees).

EMPLOyEEs

i n t e r i m m a n a g e m e n t r e p o r t

• 24 •

Employees

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In the course of its business activities, the TOM TAILOR GROUP

is exposed to a large number of risks and opportunities as-

sociated with operating any business. Risks refer to events

that, if they occur, result in negative deviations from targets

planned for the future. If they materialise, these risks can

hamper business development for the long term, dampen

earnings growth and endanger the Company’s net assets and

financial position. In contrast, opportunities refer to circum-

stances that could have a positive effect on the TOM TAILOR

GROUP’s future performance.

Detailed information about opportunities and risks, as well

as a description of the risk management system, can be found

on pages 59 ff. of the 2014 Annual Report. The statements

made there continue to apply without modification. There are

currently no risks that, individually or in the aggregate, could

endanger the continued existence of TOM TAILOR Holding AG.

risKs AND OPPOrTuNiTiEs

There were no events with a material effect on the results

of operations, financial position and net assets of the Group

between the end of the reporting period and the publication

of this interim report.

rEPOrT ON POsT-bALANCE sHEET DATE EVENTs

i n t e r i m m a n a g e m e n t r e p o r t

• 25 •

Risks and Opportunities /Report on Post-Balance Sheet Date Events

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The IMF is somewhat more optimistic with estimates of 1.5%

in 2015 and 1.7% in 2016. Within the euro zone, these trends

vary noticeably by region.

the consumer climate in the tom tailor group’s core markets

improves further

The TOM TAILOR GROUP now generates more than one-third

of its revenue in other European countries. The economies

in the Company’s core international markets are expected

to develop as follows in 2015: Growth in Switzerland slowed

abruptly in 2015 due to the strong increase in the value of

the franc. The KOF Swiss Economic Institute at ETH Zurich

estimates the country’s GDP growth to be 0.4% in 2015 (2014:

2.0%). The trend in consumer spending, which is being bol-

stered by falling prices and comfortable incomes, is expected

to be positive (2015: 1.9%; 2014: 1.3%). According to Oester-

reichische Nationalbank (OeNB), the central bank of Austria,

orders improved around mid-year. The OeNB therefore antici-

pates the start of a moderate economic recovery in Austria.

Its forecast for 2015 includes a GDP increase and growth in

private consumption of 0.7% each (2014: 0.4%). Tax reform will

spur consumer spending in 2016. GDP in the country will grow

by 1.9% and private consumption by 1.8% in 2016, according

to the OeNB. Banque de France expects growth in France to

accelerate to 1.2% in 2015 (2014: 0.2%). Private consumption

is picking up sharply, although the continued weakness of

the labour market is curbing this development. According to

the National Bank of Belgium (NBB), the upswing in Belgium

will continue on a steady trajectory with GDP growth of 1.2%

(2014: 1.1%). In its current forecast, however, the NBB predicts

a downward trend in salaries and therefore a muted consumer

climate. In contrast, the Netherlands will see its economy

expand appreciably. Its central bank projects GDP growth of

2.0% (2014: 0.9%), driven by a robust recovery in domestic con-

sumer demand. The forecast calls for private consumption to

jump by a healthy 2.0% after mostly stagnating in the previ-

ous year. Eastern Europe is gaining importance for the TOM

OuTLOOK — ECONOMiC ENVirONMENT

AND sECTOr DEVELOPMENTs

delay in global economy gathering speed, but strong tailWind

for euro Zone

The industrialised countries, which are benefiting from favour-

able financing conditions, low oil prices and improved labour

market prospects, are the engines of the global economy in

2015. However, due to a soft start for North America early in

the year, the International Monetary Fund (IMF) lowered its

global economic growth forecast for 2015 from 3.5% to 3.3%

(2014: 3.4%). According to the IMF, strong financial market vola-

tility and in some cases disruptive asset price shifts are the

greatest risks to the global economy. For 2016, the IMF con-

tinues to forecast acceleration in global economic growth to

3.8% on account of the emerging economies (not including

China), which are then again expected to expand more rapidly.

In the euro zone, the economic outlook is gradually getting

brighter. The fears of further escalation of the Ukraine-Russia

crisis have receded recently. In addition, the efforts to rescue

Greece have quieted concerns about the future of the cur-

rency union, at least for now. In view of still-positive basic

economic data, including low interest rates, inexpensive oil

and the reduced external value of the euro, the Ifo Institute

believes that private investment activity and exports will

progressively pick up. Although the upturn in prices result-

ing from the waning oil price stimulus will gradually gain in

strength, it will remain low. In 2015, an inflation rate of 0.2%

is anticipated in the euro zone, climbing to 1.1% next year (Ifo

Institute). Consumer purchasing power in the euro zone is

growing markedly, and private consumption is the key eco-

nomic driver due to the gradual increase in employment

numbers. Ifo reports that GDP growth in the euro zone will

accelerate to 1.4% this year (2014: 0.8%) and to 1.5% next year.

rEPOrT ON ExPECTED DEVELOPMENTs

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• 26 •

Report on Expected Developments

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TAILOR GROUP, particularly Poland and countries in South

Eastern Europe. Economic researchers agree that growth,

which already is robust, will continue – and in some cases

accelerate – in these countries. The purchasing power of pri-

vate households is increasing. Among the countries in this

region important for the TOM TAILOR GROUP, the highest

growth rates in 2015 are expected to be posted by EU mem-

ber states Slovenia and Bulgaria (GDP growth of some 2%

each) and especially Poland and Romania (up to 4.5%). Croatia

is likely to see minimal growth coming out of recession.

Germany is responsible for around two-thirds of the TOM

TAILOR GROUP’s revenue. The Ifo Institute forecasts a strong

upturn and currently estimates that the German economy

will grow by 1.9% in 2015 and by another 1.8% in 2016 (2014:

1.6%). The increasingly broad-based recovery will stem from

expansive stimulus from lower oil prices, which are addition-

ally boosting consumption, and the devaluation of the euro.

Exports are picking up, and capital expenditure is also likely

to gain momentum during the year. The main drivers of the

economy will continue to be private consumer demand,

which will be stimulated by a robust labour market, higher

net wages and growing purchasing power. Currently, the

Ifo Institute believes that an additional 235,000 and 250,000

individuals will be employed in 2015 and 2016, respective-

ly. Unemployment is expected to fall further. Consumer price

inflation remains low despite the waning positive influence

of lower oil prices and, according to the Ifo Institute, will

stand at 0.8% in 2015 and 1.6% in 2016. Against this backdrop,

private consumption will gather considerable momentum in

2015 with real growth of 2.2% (2014: 1.1%) and expand again

robustly in 2016 at an estimated rate of 1.6%.

moderate groWth forecast for fashion sales in 2015

In view of the solidifying economic recovery in Europe,

especially in the Company’s core regional markets, the out-

look for the textile and fashion segments is positive in the

current year. Rising consumer expenditure and a favourable

consumer climate point to revenue growth. This also applies to

the Company’s core market of Germany. The mood among

German consumers currently continues to be very positive. In

July, the GfK consumer confidence index reached 10.1 points

(June: 10.2 points). Income expectations improved again

significantly, exceeding the record figure in the previous

month. In contrast, the economic outlook darkened noticeably

and the propensity to buy dropped slightly, but is still much

higher than a year ago. For August, the experts at GfK believe

the index will again stand at 10.1 points. On the one hand,

this indicates that private consumption will be a key driver

of the economy in 2015 in Germany as well. On the other

hand, the GfK also highlights international risks (geopolitical

crises, the future of Greece) that could put the brakes on

the country’s domestic economy. After business in 2014 had

been dampened by the long, warm autumn, positive demand

effects are expected for the fashion and textile business in

2015 beyond the generally positive consumer environment.

To the extent that weather conditions are normal for the

rest of the year and therefore demand takes its usual course,

the industry should be able to generate moderate revenue

growth in 2015.

ExPECTED COursE Of busiNEss

The TOM TAILOR GROUP intends to become increasingly profit-

able by continuing its growth path. In the process, the Com-

pany will expand at a faster pace than in the previous year,

focusing on the Retail segment. Regional expansion to South

Eastern Europe is also planned for the BONITA brand.

The Company launched the TOM TAILOR CONTEMPORARY

brand and plans to continue progressively expanding business

with this brand in the Wholesale segment. The highly fashion-

able “CONTEMPORARY” style collection features clean lines

and holds strong potential for growth.

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• 27 •

Report on Expected Developments

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For the BONITA brand, the Group has set itself the goal of

further enhancing the quality and content of the products

and offering customers an attractive price-performance

ratio. An accompanying TV advert will be broadcast in autumn

of 2015 to further strengthen the brand and boost growth.

The importance of Turkey as a procurement country for the

TOM TAILOR GROUP has grown on account of the rising vol-

umes and highly flexible procurement. It therefore might

make sense for the Group to have its own local organisation

in that country.

In 2015, the TOM TAILOR GROUP will continue its profitability-

driven growth path. Going forward, expansion will mainly

take place in the TOM TAILOR and BONITA retail segments.

Some 50 new stores are expected to be opened in the sec-

ond half of 2015. The Company is focusing even more strongly

on profitability with these new stores, which means that

no new flagship stores will be opened in 2015 and unprofit-

able branches will be closed. It is conceivable that a total of

around 15 more stores will be closed in the remainder of 2015.

At BONITA, the number of holders of the brand’s customer

card increased to over 650,000 and is expected to rise again

in the future.

In the Wholesale segment, the TOM TAILOR GROUP intends

to continue its growth path in the second half of 2015 and to

open up to 170 more shop-in-shops and around 15 franchise

stores. In particular, the objective is to further expand busi-

ness activities with existing partners and gain new partners.

Online partners will also play an important role in the ongo-

ing expansion.

As planned, the TOM TAILOR GROUP refinanced the exist-

ing syndicated loan from its partner banks early at the end

of May 2015, thus repaying EUR 45 million of the borrower’s

note loan. Making this move enabled the Company to secure

long-term financing until 2020 and take advantage of cur-

rently favourable financing conditions.

ExPECTED DEVELOPMENT Of THE grOuP’s POsiTiON

The Management Board of TOM TAILOR Holding AG contin-

ues to expect moderate, single-digit percentage growth in

consolidated revenue in 2015 overall, with the TOM TAILOR

Retail and BONITA segments as the main drivers of the in-

crease. In the wake of an unusually strong year in 2014, only

a slight improvement in revenue is anticipated in the TOM

TAILOR Wholesale segment. The revenue forecast is based

on the Company’s planned expansion of controlled selling

spaces, primarily through own stores, and on the further ex-

pansion of its e-commerce activities.

In terms of the gross margin, the Group anticipates that it

will remain virtually unchanged in 2015 compared with

the previous year. A decline in the gross margin in the TOM

TAILOR Wholesale segment is to be compensated by the

expected higher share of the retail business and the increase

in the gross margin associated with this. However, sharp

swings in factors such as cotton prices and exchange rates

(euro/US dollar) can have an unforeseen impact. In this re-

spect, the appreciation in the US dollar against the euro is a

particular challenge.

Based on the projected increase in revenue, the TOM TAILOR

GROUP is expecting a positive effect on operating cash flow.

Similar to in the two previous years, the Company is also

striving for a positive free cash flow. Taking into account the

capital expenditure of up to a maximum of EUR 37 million, net

debt will be progressively reduced to bring the ratio of net

debt to recurring EBITDA down to around 2.0x. The Group’s

goal is a to maintain an equity ratio of at least 30% in the long

term.

i n t e r i m m a n a g e m e n t r e p o r t

• 28 •

Report on Expected Developments

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TOM TAILOR GROUP: Key Data for the Company Forecast for 2015

EUR millionActual

2014

Forecast Annual Report

2014

Forecast Interim Report

Q1 2015

Forecast Interim Report

Q2 2015

Consolidated revenue 932.1 moderate, single-digit percentage

increase

moderate, single-digit percentage

increase

moderate, single-digit percentage

increase

Recurring EBITDA margin (in %) 9.4%at prior-year

levelat prior-year

levelat prior-year

level

Operating cash flow 70.3 increase increase increase

Net cash used in investing activities 26.5 max. 37 max. 37 max. 37

Free cash flow 31.8 positive positive positive

Net debt/recurring EBITDA 2.3x circa 2.0x circa 2.0x circa 2.0x

OVErALL AssEssMENT Of ExPECTED DEVELOPMENTs by

THE MANAgEMENT bOArD

The Management Board of TOM TAILOR Holding AG continues

to rate the Group’s performance as positive and is satisfied

with the first half-year, especially compared with the prior-

year period, which saw a particularly high level of earnings.

This is significant in view of the downward pressure exert-

ed in early 2015 by the large surpluses from the previous year.

TOM TAILOR was able to compensate in part for the weak first

quarter and in the second quarter posted revenue growth

of 1.4% on a like-for-like-basis. Moreover, BONITA generated

second-quarter revenue growth of 2.3% on a like-for-like-

basis, thus recording growth for the second quarter in a row.

In the first six months, growth was 4.5%. This growth ap-

pears to be sustainable and indicates that the measures

implemented are slowly beginning to take effect. The Man-

agement Board also aims to grow the profitability of the

TOM TAILOR brand. For the second half of the year, the TOM

TAILOR GROUP expects an overall improvement in business

performance, which is likely to be better than in the second

half of 2014, especially in its own retail stores.

The forecast for the remainder of financial year 2015 includes

all currently known events and incidents that could influence

business developments at the TOM TAILOR GROUP. However,

actual business performance could differ from the forecasts

due to economic or political developments or the impact of

the weather – factors that the Group can neither predict nor

plan nor influence in any way.

Detailed information about the forecast for the 2015 financial

year can be found on pages 77 – 82 of the 2014 Annual Report.

The statements made there continue to apply without

modification.

i n t e r i m m a n a g e m e n t r e p o r t

• 29 •

Report on Expected Developments

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CONsOLiDATED iNTEriM fiNANCiAL

sTATEMENTs

31 consolidated income statement

32 consolidated statement of comprehensive income

33 consolidated balance sheet

35 consolidated statement of changes in equity

37 consolidated statement of cash floWs

38 notes to the consolidated financial statements

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Consolidated Income Statement for the Period from 1 January to 30 June 2015

EUR thousand Q2 2015 Q2 2014 H1 2015 H1 2014

Revenue 225,728 216,542 441,465 425,242

Other operating income 5,935 6,577 15,951 12,733

Cost of materials –92,467 –85,966 –188,942 –175,859

Personnel expenses –52,149 –49,070 –102,185 –98,408

Depreciation, amortisation –12,087 –13,042 –24,029 –26,118

Other operating expenses –70,850 –68,675 –142,255 –134,387

Profit from operating activities 4,110 6,366 5 3,203

Financial result –3,955 –4,117 –7,465 –8,367

Result before income taxes 155 2,249 –7,460 –5,164

Income taxes –1,462 –833 –769 -141

Net income for the period –1,307 1,416 –8,229 –5,305

thereof: Shareholders of TOM TAILOR Holding AG –2,226 590 –10,039 –6,978

Non-controlling interests 919 826 1,810 1,673

Earnings per share

Basic earnings per share (EUR) –0.09 0.02 –0.39 –0.27

Diluted earnings per share (EUR) –0.09 0.02 –0.39 –0.27

CONsOLiDATED iNCOME sTATEMENT

c o n s o l i d at e d i n t e r i m f i n a n c i a l s t at e m e n t s

• 31 •

Consolidated Income Statement

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Consolidated Statement of Comprehensive Income for the Period from 1 January to 30 June 2015

EUR thousand Q2 2015 Q2 2014 H1 2015 H1 2014

Net income for the period –1,307 1,416 –8,229 –5,305

Exchange differences on translating foreign operations 253 –8 2,576 –1

Change in fair value of cash flow hedges –17,382 3,662 2,463 6,112

Tax effect on change in fair value of cash flow hedges 5,335 –1,121 –756 –1,864

Items that may be reclassified subsequently to profit or loss –11,794 2,533 4,283 4,247

Other comprehensive income –11,794 2,533 4,283 4,247

Total comprehensive income, net of tax –13,101 3,949 –3,946 –1,058

thereof: Shareholders of TOM TAILOR Holding AG –14,011 3,125 –6,114 –2,678

Non-controlling interests 910 824 2,168 1,620

CONsOLiDATED sTATEMENT Of COMPrEHENsiVE iNCOME

c o n s o l i d at e d i n t e r i m f i n a n c i a l s t at e m e n t s

• 32 •

Consolidated Statement of Comprehensive Income

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Consolidated Balance Sheet as at 30 June 2014

EUR thousand 30/06/2015 31/12/2014

Assets

Non-current assets

Intangible assets 319,137 323,988

Property, plant and equipment 146,866 149,055

Other assets 15,487 14,288

481,490 487,331

Current assets

Inventories 173,805 165,718

Trade receivables 56,773 52,207

Income tax receivables 1,775 2,254

Other assets 38,728 44,480

Cash and cash equivalents 45,201 36,933

316,282 301,592

Total assets 797,772 788,923

CONsOLiDATED bALANCE sHEET

c o n s o l i d at e d i n t e r i m f i n a n c i a l s t at e m e n t s

• 33 •

Consolidated Balance Sheet

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Consolidated Balance Sheet as at 30 June 2014

EUR thousand 30/06/2015 31/12/2014

Equity and liabilities

Equity

Subscribed capital 26,027 26,027

Capital reserves 286,339 293,078

Consolidated net accumulated losses –104,409 –94,370

Accumulated other comprehensive income 13,999 10,074

Attributable to shareholders of TOM TAILOR Holding AG 221,956 234,809

Non-controlling interests 2,533 4,405

224,489 239,214

Non-current provisions and liabilities

Provisions for pensions 1,016 1,016

Other provisions 9,554 9,660

Deferred tax liabilities 84,139 83,763

Non-current financial liabilities 247,818 209,573

Other non-current liabilities 4,580 4,135

347,107 308,147

Current provisions and liabilities

Other provisions 25,503 25,858

Income tax payables 8,317 19,185

Current financial liabilities 29,286 30,283

Trade payables 141,321 143,846

Other current liabilities 21,749 22,390

226,176 241,562

Total equity and liabilities 797,772 788,923

c o n s o l i d at e d i n t e r i m f i n a n c i a l s t at e m e n t s

• 34 •

Consolidated Balance Sheet

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Consolidated Statement on Changes in Equity for the Period from 1 January to 30 June 2015Accumulated other comprehensive income

EUR thousand, if not stated otherwise

Numberof shares

(thousands)Subscribed

capitalCapital

reserves

Consolidated net accumulated

losses

Currencytranslationdifferences

Cash flowhedge reserve

(IAS 39)

Remeasurementof pensions and similiar

obligations reserve

Attributable to shareholders

of TOM TAILOR Holding AG

Non-controllinginterests Total

Balance at 1 January 2015 26,027 26,027 293,078 –94,370 –2,760 13,039 –205 234,809 4,405 239,214

Change in the basis of consolidation — — — — — — — — 2 2

Changes in ownership interests in subsidiaries without change of control — — –7,194 — — — — –7,194 –6 –7,200

Total comprehensive income, net of tax — — — –10,039 2,218 1,707 — –6,114 2,168 –3,946

Dividends paid — — — — — — — — –4,036 –4,036

Other changes — — 455 — — — — 455 — 455

Balance at 30 June 2015 26,027 26,027 286,339 –104,409 –542 14,746 –205 221,956 2,533 224,489

Consolidated Statement on Changes in Equity for the Period from 1 January to 30 June 2014Accumulated other comprehensive income

EUR thousand, if not stated otherwise

Numberof shares

(thousands)Subscribed

capitalCapital

reserves

Consolidated net accumulated

losses

Currencytranslationdifferences

Cash flowhedge reserve

(IAS 39)

Remeasurementof pensions and similiar

obligations reserve

Attributable to shareholders

of TOM TAILOR Holding AG

Non-controllinginterests Total

Balance at 1 January 2014 26,027 26,027 298,378 –101,600 –1,662 –5,790 — 215,353 6,377 221,730

Change in the basis of consolidation — — — — — — — — — —

Changes in ownership interests in subsidiaries without change of control — — — — — — — — —

Total comprehensive income, net of tax — — — –6,978 53 4,247 — –2,678 1,620 –1,058

Dividends paid — — — — — — — — –5,771 –5,771

Other changes — — 263 — — — — 263 — 263

Balance at 30 June 2014 26,027 26,027 298,641 –108,578 –1,609 –1,543 — 212,938 2,226 215,164

CONsOLiDATED sTATEMENT Of CHANgEs iN EquiTy

c o n s o l i d at e d i n t e r i m f i n a n c i a l s t at e m e n t s

• 35 •

Consolidated Statement on Changes in Equity

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Consolidated Statement on Changes in Equity for the Period from 1 January to 30 June 2015Accumulated other comprehensive income

EUR thousand, if not stated otherwise

Numberof shares

(thousands)Subscribed

capitalCapital

reserves

Consolidated net accumulated

losses

Currencytranslationdifferences

Cash flowhedge reserve

(IAS 39)

Remeasurementof pensions and similiar

obligations reserve

Attributable to shareholders

of TOM TAILOR Holding AG

Non-controllinginterests Total

Balance at 1 January 2015 26,027 26,027 293,078 –94,370 –2,760 13,039 –205 234,809 4,405 239,214

Change in the basis of consolidation — — — — — — — — 2 2

Changes in ownership interests in subsidiaries without change of control — — –7,194 — — — — –7,194 –6 –7,200

Total comprehensive income, net of tax — — — –10,039 2,218 1,707 — –6,114 2,168 –3,946

Dividends paid — — — — — — — — –4,036 –4,036

Other changes — — 455 — — — — 455 — 455

Balance at 30 June 2015 26,027 26,027 286,339 –104,409 –542 14,746 –205 221,956 2,533 224,489

Consolidated Statement on Changes in Equity for the Period from 1 January to 30 June 2014Accumulated other comprehensive income

EUR thousand, if not stated otherwise

Numberof shares

(thousands)Subscribed

capitalCapital

reserves

Consolidated net accumulated

losses

Currencytranslationdifferences

Cash flowhedge reserve

(IAS 39)

Remeasurementof pensions and similiar

obligations reserve

Attributable to shareholders

of TOM TAILOR Holding AG

Non-controllinginterests Total

Balance at 1 January 2014 26,027 26,027 298,378 –101,600 –1,662 –5,790 — 215,353 6,377 221,730

Change in the basis of consolidation — — — — — — — — — —

Changes in ownership interests in subsidiaries without change of control — — — — — — — — —

Total comprehensive income, net of tax — — — –6,978 53 4,247 — –2,678 1,620 –1,058

Dividends paid — — — — — — — — –5,771 –5,771

Other changes — — 263 — — — — 263 — 263

Balance at 30 June 2014 26,027 26,027 298,641 –108,578 –1,609 –1,543 — 212,938 2,226 215,164

c o n s o l i d at e d i n t e r i m f i n a n c i a l s t at e m e n t s

• 36 •

Consolidated Statement on Changes in Equity

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Consolidated Statement of Cash Flows for the Period from 1 January to 30 June 2015

EUR thousand H1 2015 H1 2014

Net income for the period –8,229 –5,305

Depreciation and amortisation 24,029 26,118

Income taxes 769 141

Interest income/expense 7,465 8,367

Change in non-current provisions –41 –1,744

Change in current provisions –355 –416

Proceeds from disposal of intangible assets and items of property, plant and equipment –37 –10

Change in inventories –8,087 –23,150

Change in receivables and other assets –7,437 –5,195

Change in liabilities –2,270 7,912

Income taxes paid/refunded –1,374 –1,749

Other non-cash changes 1,276 1,765

Cash generated from/used in operations 5,709 6,734

Interest paid –6,465 –6,045

Interest received 0 94

Net cash provided by/used in operating activities –756 783

Payments to acquire intangible assets and items of property, plant and equipment –17,298 –7,150

Additions due to change in basis of consolidation 2 0

Proceeds from disposal of intangible assets and items of property, plant and equipment 2,587 21

Net cash used in investing activities –14,709 –7,129

Dividend payment to non-controlling interest shareholders –4,036 –5,771

Proceeds from financial liabilities 212,889 15,900

Repayments of financial liabilities –185,522 –17,362

Net cash provided by/used in financing activities 23,331 –7,233

Effect of exchange rate changes on cash and cash equivalents 402 26

Net change in cash and cash equivalents 8,268 –13,553

Cash and cash equivalents at beginning of period 36,933 47,129

Cash and cash equivalents at end of period 45,201 33,576

Composition of cash and cash equivalents

Cash funds 45,201 33,576

CONsOLiDATED sTATEMENT Of CAsH fLOWs

c o n s o l i d at e d i n t e r i m f i n a n c i a l s t at e m e n t s

• 37 •

Consolidated Statement of Cash Flows

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42 5 Balance sheet disclosures

45 6 Cash Flow disclosures

46 7 Related Party Disclosures

46 8 Events after the Reporting Period

39 1 Basis of Preparation

39 2 Basis of Consolidation/

Business combinations

40 3 Seasonal Factors

40 4 Segment reporting

NOTEs TO THE CON- sOLiDATED iNTEriM

fiNANCiAL sTATEMENTs

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changes in the basis of consolidation

In 2011, TOM TAILOR established a joint venture with its long-

standing partner Asmara International Ltd., domiciled in Hong

Kong. TOM TAILOR held a 51% majority interest in TOM TAILOR

Sourcing Ltd., Hong Kong, which was formed in Decem-

ber 2011. 49% of the shares were held by its partner, Asmara

International Ltd. In financial year 2014, Tom Tailor GmbH,

Hamburg, increased its interest from 51% to 63%. In the cur-

rent 2015 financial year, Tom Tailor GmbH further increased its

interest in TOM TAILOR Sourcing Ltd., Hong Kong, from 63%

to 75%. The purchase price for the shares amounts to EUR

7.2 million. As a result of the acquisition of further shares, the

profit distribution, which previously had not corresponded to

the respective equity interests, was adjusted to reflect the

respective equity interests. Tom Tailor GmbH, Hamburg, has

a call option to acquire the remaining 25% non-controlling

interest in TOM TAILOR Sourcing Ltd., Hong Kong. This option

can be exercised on 1 January 2019 for the first time and has

an indefinite term.

To build up BONITA’s retail business in South-Eastern Europe,

a cooperation agreement was signed with the long-term

partner Sibelius Sonic Ltd., Nicosia, Cyprus, on 22 June 2015.

The purchase price for the shares of EUR 6 thousand corres-

ponds to the proportionate share capital. BONITA GmbH,

Hamminkeln, therefore holds 75% of the share capital of

BONITA Lesce d.o.o. which is based in Lesce, Slovenia. The

company has not yet commenced operations.

TOM TAILOR Wien AG, Vienna/Austria, was founded on 14 April

2015. TOM TAILOR Holding AG holds 100% of this company’s

share capital. The company has not yet commenced opera-

tions and is not consolidated due its insignificance for the

Group’s net assets, financial position and results of opera-

tions.

1. bAsis Of PrEPArATiON

The consolidated interim financial statements of TOM TAILOR

Holding AG for the first six months ended 30 June 2015 were

prepared in accordance with the effective International

Financial Reporting Standards (IFRSs), as adopted by the EU,

including the applicable interpretations issued by the Interna-

tional Financial Reporting Interpretations Committee (IFRIC).

TOM TAILOR Holding AG has prepared condensed consolidated

interim financial statements for the first six months of 2015

in accordance with IAS 34, Interim Financial Reporting. These

financial statements should therefore be read in conjunc-

tion with the consolidated financial statements for financial

year 2014. The condensed financial statements and the inter-

im management report have not been audited or reviewed

by an auditor. In principle, the accounting policies and con-

solidation methods applied are identical to those adopted

for the consolidated financial statements for the year ended

31 December 2014. A detailed description of these policies

and methods is contained in the notes to the consolidated

financial statements in the annual report for the year ended

31 December 2014, which has been published on the Com-

pany’s website. There have been no material changes in the

exercise of management judgement and the assumptions

and estimates applied in the consolidated interim financial

statements for the first six months of 2015 compared with

the audited consolidated financial statements for financial

year 2014.

2. bAsis Of CONsOLiDATiON/busiNEss COMbiNATiONs

The basis of consolidation of the TOM TAILOR GROUP com-

prises TOM TAILOR Holding AG as the ultimate parent and the

subsidiaries listed in the notes to the consolidated financial

statements for the year ended 31 December 2014.

NOTEs TO THE CONsOLiDATED iNTEriM fiNANCiAL sTATEMENTs

c o n s o l i d at e d i n t e r i m f i n a n c i a l s t at e m e n t s

• 39 •

Notes to the Consolidated Financial Statements

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3. sEAsONAL fACTOrs

The Group’s business activities are exposed to seasonal fac-

tors resulting in fluctuations in revenue and profit or loss in

the course of the year. Seasonal factors mean that revenue

from the spring/summer collection in the first half of the year

is customarily lower than revenue in the second half of the

year, which is dominated by the autumn/winter collection

and the Christmas business.

4. sEgMENT rEPOrTiNg

Operating Segments Q2 2015 (Q2 2014) Wholesale Retail

EUR thousand TOM TAILOR TOM TAILOR BONITA TotalConsoli-

dation Group

Third-party revenue 71,806 67,251 86,671 153,922 — 225,728

(66,500) (64,614) (85,428) (150,042) (—) (216,542)

Intersegment revenue 45,137 — — — –45,137 —

(23,345) (—) (—) (—) (–23,345) (—)

Revenue 116,943 67,251 86,671 153,922 –45,137 225,728

(89,845) (64,614) (85,428) (150,042) (–23,345) (216,542)

Earnings before interest, taxes, depreciation and amortisation (EBITDA) 3,284 5,721 8,323 14,044 –1,132 16,197

(4,065) (6,361) (10,001) (16,362) (–1,019) (19,407)

Material non-cash expenses/income 3,815 –1,063 1,332 269 — 4,084

(4,155) (170) (1,955) (2,125) (—) (6,280)

Information about Regions Q2 2015 (Q2 2014)

EUR thousand GermanyInternational

markets Group

Revenue 146,403 79,325 225,728

(141,405) (75,137) (216,542)

Non-current assets 407,997 58,006 466,003

(421,174) (60,684) (481,858)

c o n s o l i d at e d i n t e r i m f i n a n c i a l s t at e m e n t s

• 40 •

Notes to the Consolidated Financial Statements

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Operating Segments H1 2015 (H1 2014) Wholesale Retail

EUR thousand TOM TAILOR TOM TAILOR BONITA TotalConsoli-

dation Group

Third-party revenue 156,287 126,138 159,041 285,179 — 441,465

(147,581) (123,840) (153,820) (277,660) (—) (425,242)

Intersegment revenue 99,735 — — — –99,735 —

(48,772) (—) (—) (—) (–48,722) (—)

Revenue 256,022 126,138 159,041 285,179 –99,735 441,465

(196,353) (123,840) (153,820) (277,660) (–48,722) (425,242)

Earnings before interest, taxes, depreciation and amortisation (EBITDA) 13,705 3,828 8,496 12,324 –1,995 24,034

(14,505) (7,362) (9,032) (16,394) (–1,579) (29,321)

Material non-cash expenses/income 7,494 1,951 3,549 5,500 — 12,994

(5,975) (1,203) (5,452) (6,655) (—) (12,630)

Information about Regions H1 2015 (H1 2014)

EUR thousand GermanyInternational

markets Group

Revenue 283,439 158,026 441,465

(272,061) (153,181) (425,242)

Non-current assets 407,977 58,006 466,003

(421,174) (60,684) (481,858)

The information on revenue by regions shown above is

classified by customer location. Non-current assets by re-

gion are composed of intangible assets and items of property,

plant and equipment.

c o n s o l i d at e d i n t e r i m f i n a n c i a l s t at e m e n t s

• 41 •

Notes to the Consolidated Financial Statements

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The fair values of the derivative financial instruments based

on the notional amounts do not reflect offsetting changes

in the value of hedged items. They are not necessarily the

amounts the Group will generate or have to pay in the future

under current market conditions.

5. bALANCE sHEET DisCLOsurEs

disclosures about financial instruments

The following table shows the carrying amounts and fair

values of the financial instruments recognised in the consoli-

dated financial statements:

Fair Values of Financial InstrumentsCarrying amount Fair value

EUR thousandCategory

under IAS 39 30/06/2015 31/12/2014 30/06/2015 31/12/2014

Financial assets

Trade receivables and other assets LaR 73,181 86,313 73,181 86,313

Cash and cash equivalents LaR 45,201 36,933 45,201 36,933

Derivatives used to hedge interest rate and currency risk that are part of a hedging relationship n/a 27,751 18,814 27,751 18,814

Financial liabilities

Liabilities to banks

Acquisition loan Flac 156,128 153,500 156,128 153,500

Other liabilities to banks Flac 97,236 63,024 97,236 63,024

Finance lease liabilities Flac 16,540 18,886 16,540 18,886

Liabilities to third parties Flac 7,200 4,000 7,200 4,000

Liabilities to third parties Fvtpl 0 446 0 446

Derivatives used to hedge interest rate and currency risk that are not part of a hedging relationship Fvtpl 1,757 2,568 1,757 2,568

Derivatives used to hedge interest rate and currency risk that are part of a hedging relationship n/a 6,473 0 6,473 0

Trade payables and other liabilities Flac 141,168 148,125 141,168 148,125

Flac = financial liabilities measured at amortised cost;

Fvtpl = financial assets/financial liabilities at fair value through profit or loss;

LaR = loans and receivables

The principles and approaches used for determining the fair

value did not change compared with 31 December 2014. A

detailed description of these methods is contained in the

notes to the consolidated financial statements in the pub-

lished annual report for the year ended 31 December 2014.

c o n s o l i d at e d i n t e r i m f i n a n c i a l s t at e m e n t s

• 42 •

Notes to the Consolidated Financial Statements

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The variable purchase price liabilities from the acquisition of

the 49% stake in S.C. TOM TAILOR RETAIL RO S.R.L., Bucharest/

Romania that were paid in the reporting year and the options

to acquire shares in TOM TAILOR E-Commerce GmbH & Co.

KG granted to the partner in a cooperation project related to

online activities were also classified as financial liabilities at

fair value through profit or loss. These financial liabilities com-

prise contingent purchase price payments, the amount of

which will be based on the current market value of the shares

at the relevant date.

For financial instruments that are measured at fair value and

for which there are no quoted prices in an active market, fair

value is determined using valuation techniques, primarily the

discounted cash flow method. This is based on management’s

forecasts and assumptions about future revenue and earnings,

investments, growth rates and discount rates.

The Group applies the following hierarchy to the valuation

techniques used to measure and present the fair values of

financial instruments:

Level 1: quoted prices (unadjusted) in active markets for

identical assets or liabilities

Level 2: techniques where all inputs that have a significant

effect on the recognised fair value are observable

either directly or indirectly

Level 3: techniques that use inputs that have a significant

effect on the recognised fair value and are not based

on observable market data

With the exception of the derivatives entered into to hedge

interest rate risk, the hedges existing as at 30 June 2015 meet

the requirements for hedge accounting under IAS 39. All

changes in the fair value of derivatives in an effective hedg-

ing relationship are recognised in accumulated other compre-

hensive income. Derivatives that are not part of an effective

hedging relationship are recognised in the income statement

immediately.

The fair value of the currency forwards entered into as at

30 June 2015 in the amount of EUR 21.3 million (31 December

2014: EUR 18.8 million) was recognised net of deferred taxes

in the amount of EUR 6.5 million (31 December 2014: EUR 5.8

million) in the hedge reserve and accordingly in other compre-

hensive income if the hedging relationship was regarded as

effective. The increase in the fair values of the currency deri-

vatives purchased as part of the TOM TAIL Group’s hedging

strategy is mainly due to the appreciation in the value of the

US dollar against the euro.

The fair values of cash and cash equivalents, trade receivables,

other receivables, trade payables, other current financial liabil-

ities and revolving credit facilities correspond to their carrying

amounts. This is due primarily to the short terms of such in-

struments.

Trade receivables in particular are measured by the Group

mainly on the basis of the individual customer’s credit quality.

Based on this measurement, valuation allowances are recog-

nised to account for any losses expected on these receivables.

As at 30 June 2015 the carrying amounts of these receivables

less valuation allowances did not differ significantly from their

assumed fair values.

The TOM TAILOR GROUP generally determines the fair value of

liabilities to banks and other financial liabilities, finance lease

liabilities and other non-current financial liabilities by discount-

ing the expected future cash flows at the rates applicable to

similar financial liabilities with a comparable remaining matur-

ity. Interest is paid on the syndicated loan granted by the banks

at current market rates, as a result of which its carrying amount

and fair value at the reporting date are largely the same. The

fair value measurement also takes into account any collateral

provided. No changes in the value of collateral are apparent.

c o n s o l i d at e d i n t e r i m f i n a n c i a l s t at e m e n t s

• 43 •

Notes to the Consolidated Financial Statements

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The following tables show the financial instruments as at

30 June 2015 and 31 December 2014 that are subsequently

measured at fair value.

Fair Values of Financial Instruments

EUR thousand 30/06/2015 Level 1 Level 2 Level 3

Financial assets at fair value through profit or loss

Hedging instruments designated as cash flow hedges (currency forwards) 27,751 — 27,751 —

27,751 — 27,751 —

Financial liabilities at fair value through profit or loss

Derivatives used as interest rate hedges (interest rate swap) 1,757 — 1,757 —

Contingent consideration from business combinations — — — —

Hedging instruments designated as cash flow hedges (currency forwards) 6,473 — 6,473 —

8,230 — 8,230 —

EUR thousand 31/12/2014 Level 1 Level 2 Level 3

Financial assets at fair value through profit or loss

Hedging instruments designated as cash flow hedges (currency forwards) 18,814 — 18,814 —

18,814 — 18,814 —

Financial liabilities at fair value through profit or loss

Derivatives used as interest rate hedges (interest rate swap) 2,568 — 2,568 —

Contingent consideration from business combinations 446 — — 446

3,014 — 2,568 446

The financial liabilities based on a Level 3 fair value meas-

urement were the contingent purchase price payments aris-

ing from the acquisition of the majority interests in S.C. TOM

TAILOR RETAIL RO S.R.L., Bucharest/Romania that were paid in

the reporting year.

No reclassifications among the three measurement levels

were made in the reporting period.

c o n s o l i d at e d i n t e r i m f i n a n c i a l s t at e m e n t s

• 44 •

Notes to the Consolidated Financial Statements

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payment of outstanding purchase price liabilities and dividend

payments to non-controlling interest shareholders led to

the corresponding cash outflows. The refinancing described

below is also reflected in the borrowings and repayment of

financial liabilities.

At the end of May 2015, the TOM TAILOR GROUP followed

through as planned with the early refinancing of its exist-

ing syndicated loan. The new funding, with a total volume of

EUR 500 million, establishes the financial framework to keep

the Company on track with its ongoing growth plans. In the

course of arranging the refinancing, the TOM TAILOR GROUP

also redeemed the EUR 45 million variable tranche of the

borrower’s note loan from 2013. A total of EUR 475 million of

the loan refinancing has a term of five years, while EUR 25

million has a term of three years plus two options to extend

the term by one year in each case. The refinancing enables the

Company to utilise the prevailing favourable interest rates,

reduce its financing costs and gain financial flexibility.

The bank lines of credit of EUR 500 million comprise a current

account overdraft facility of EUR 187.5 million, a guaranteed

line of credit of EUR 187.5 million and bank loans of EUR 125

million.

Reconciliation of Level 3 Measurements to the Fair Value of Financial Liabilities

30 June 2015

Total gains and losses

EUR thousandOpeningbalance Acquisitions Disposals

Principal repayments

Recognised in the

income statement

Recognised in other com- prehensive

incomeReclassi-fications

Closing balance

Purchase price liability 446 — — –625 179 — — 0

31 December 2014

Total gains and losses

EUR thousandOpeningbalance Acquisitions Disposals

Principal repayments

Recognised in the

income statement

Recognised in other com- prehensive

incomeReclassi-fications

Closing balance

Purchase price liability 4,434 — — –4,947 959 — — 446

6. CAsH fLOW DisCLOsurEs

The statement of cash flows shows how the Group’s cash

and cash equivalents change due to cash inflows and out-

flows over the course of the reporting period. IAS 7 State-

ments of Cash Flows distinguishes between cash flows from

operating, investing and financing activities. Cash flows are

derived using the indirect method, based on the Group’s net

income for the period.

The investments to further increase the number of controlled

selling spaces in all three segments led to a cash outflow of

EUR 14.7 million in the first six months of 2015 (2014: EUR 7.1

million). Capital expenditures of EUR 13.5 million (2014: EUR

3.9 million) mainly concerned the Retail segment and largely

related to shop fittings and fixtures for the new stores.

Net cash provided by financing activities in the first half of

2015 amounted to EUR 23.3 million. This compares to net

cash used of EUR 7.2 million in the first half of 2014. The in-

flow of cash stems primarily from the seasonal draw-down

of existing bank lines of credit in connection with the Group’s

operating activities. The scheduled repayment of bank loans,

c o n s o l i d at e d i n t e r i m f i n a n c i a l s t at e m e n t s

• 45 •

Notes to the Consolidated Financial Statements

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At the Annual General Meeting on 18 May 2015, Mr Uwe

Schröder, Mr Thomas Schlytter-Henrichsen, Mr Andreas

Karpenstein and Mr Patrick Lei Zhong were reelected to the

Supervisory Board. Mr Gerhard Wöhrl and Mr Andreas W.

Bauer will leave the Supervisory Board when their terms

of office expire. Ms Carrie Liu and Mr Jerome Griffith were

elected as new Supervisory Board members.

In accordance with the Articles of Association, the members

of the Supervisory Board receive fixed annual remunera-

tion of EUR 48 thousand (the Chairman receives EUR 165

thousand and the Deputy Chairman EUR 90 thousand), plus

compensation for out-of-pocket expenses (plus VAT, if

applicable). This remuneration is payable after the end of the

Annual General Meeting that receives or resolves on the

approval of the consolidated financial statements for the

financial year in question.

Other Appointments of the New Members of the Super-

visory Board

Carrie Liu

— Member of the Board of Directors of St. John (Shanghai)

Trading Co., Ltd. , Shanghai/China

— Member of the Advisory Board of Cirque Du Soleil GP Inc.,

Montreal/Canada

Jerome Griffith

— Chairman of the Board of Directors of Tumi Holdings Inc.,

New York/USA

— Member of the Board of Directors of Vince, Inc., New York

City/USA

— Member of the Board of Directors of Parsons, New School

for Design, New York City/USA

8. EVENTs AfTEr THE rEPOrTiNg PEriOD

There were no events with a material effect on the net

assets, financial position and results of operations of the

Group between the end of the first quarter and the publica-

tion of this interim report.

Bank commissions and transaction costs of EUR 3.7 million

relating to the refinancing are amortised over the term of

the liabilities to banks using the effective interest method.

The deferred commission will be recognised in the interest

expense item in profit or loss over the term of the loans.

7. rELATED PArTy DisCLOsurEs

In principle, related parties of the TOM TAILOR GROUP may

be members of the Management Board and the Supervisory

Board, as well as those companies that are controlled or in-

fluenced by members of governing bodies. Joint ventures and

associates may also be related parties.

a) Management Board

Members of the Management Board directly held the follow-

ing shares as at 30 June 2015: Dieter Holzer 270,610 shares,

Dr Axel Rebien 20,000 shares.

As a result of the launch of the new organisational struc-

ture, Dr Marc Schumacher (37), who had been Chief Retail

Officer since 2010, left TOM TAILOR Holding AG’s Manage-

ment Board of his own accord as at 30 April 2015. Daniel

Peterburs (35), who had served as Chief Product Develop-

ment and Procurement Officer (CPO) to date, will manage

the transition in his new function as Vice President of TOM

TAILOR CONTEMPORARY and TOM TAILOR POLO TEAM.

b) Supervisory Board

In accordance with the Articles of Association, the Super-

visory Board is composed of six members.

The members are:

Mr Uwe Schröder, Businessman, Hamburg/Germany

(Chairman)

Mr Thomas Schlytter-Henrichsen, Businessman, Königstein/

Taunus/Germany (Deputy Chairman)

Mr Andreas Karpenstein, Lawyer, Düsseldorf/Germany

Mr Patrick Lei Zhong, Businessman, Shanghai/China

Ms Carrie Liu, Businesswoman, Shanghai/China

(since 18 May 2015)

Mr Jerome Griffith, Businessman, New York/USA

(since 18 May 2015)

Mr Andreas W. Bauer, Businessman, Munich/Germany

(until 18 May 2015)

Mr Gerhard Wöhrl, Businessman, Munich/Germany

(until 18 May 2015)

c o n s o l i d at e d i n t e r i m f i n a n c i a l s t at e m e n t s

• 46 •

Notes to the Consolidated Financial Statements

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To the best of our knowledge, and in accordance with the

applicable reporting principles, the consolidated financial

statements give a true and fair view of the assets, liabilities,

financial position and profit or loss of the Group, and the

Group Management Report includes a fair review of the devel-

opment and performance of the business and the position of

the Group, together with a description of the material oppor-

tunities and risks associated with the expected development

of the Group.

Hamburg, 11 August 2015

The Management Board

Dieter Holzer Dr Axel Rebien

(Chief Executive Officer) (Chief Financial Officer)

rEsPONsibiLiTy sTATEMENT by THE MANAgEMENT bOArD

c o n s o l i d at e d i n t e r i m f i n a n c i a l s t at e m e n t s

• 47 •

Responsibility Statement by the Management Board

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Financial Calendar

Date Current Events

10 November 2015 Publication of Q3 Report 2015

fiNANCiAL CALENDAr

• 48 •

a d d I t I o n a L I n f o r M a t I o n

Financial Calendar

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future-oriented statements

This document contains forward-looking statements, which

are based on the current estimates and assumptions by the

management of TOM TAILOR Holding AG. Forward-looking

statements are characterized by the use of words such as

expect, intend, plan, predict, assume, believe, estimate, anti-

cipate and similar formulations. Such statements are not to

be understood as in any way guaranteeing that those expec-

tations will turn out to be accurate. Future performance

and the results actually achieved by TOM TAILOR Holding AG

and its affiliated companies depend on a number of risks

and uncertainties and may therefore differ materially from

the forward-looking statements. Many of these factors are

outside TOM TAILOR Holding AGʼs control and cannot be

accurately estimated in advance, such as the future eco-

nomic environment and the actions of competitors and

others involved in the marketplace. TOM TAILOR Holding AG

neither plans nor undertakes to update any forward-looking

statements.

• 49 •

Future-oriented Statements

a d d I t I o n a L I n f o r M a t I o n

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publication details

published byTOM TAILOR Holding AG

Garstedter Weg 14

22453 Hamburg. Germany

Phone: +49 (0)40 589 56 0

Fax: +49 (0)40 589 56 398

info@tom-tailor,com

www,tom-tailor-group,com

investor relations & corporate communicationsFelix Zander

Head of Investor Relations & Corporate Communications

Phone: +49 (0)40 589 56 449

Fax: +49 (0)40 589 56 199

felix,zander@tom-tailor,com

Erika Kirsten

Corporate Communications

Phone: +49 (0)40 589 56 420

Fax: +49 (0)40 589 561 99

erika,kirsten@tom-tailor,com

concept. editing. design & productionCAT Consultants. Hamburg

www,cat-consultants,com

printing Rasch Druckerei und Verlag. Bramsche

www,raschdruck,de

photography

Christian Schmid (pages XX. XX. XX. XX)

The rights to the campaign photos are held by TOM TAILOR GmbH,

publication details

published byTOM TAILOR Holding AG

Garstedter Weg 14

22453 Hamburg, Germany

Phone: +49 (0)40 589 56 0

Fax: +49 (0)40 589 56 398

[email protected]

www.tom-tailor-group.com

investor relations & corporate communicationsFelix Zander

Head of Investor Relations & Corporate Communications

Phone: +49 (0)40 589 56 449

Fax: +49 (0)40 589 56 199

[email protected]

Erika Kirsten

Manager Corporate Communications

Phone: +49 (0)40 589 56 420

Fax: +49 (0)40 589 56 199

[email protected]

date of publication 11 August 2015

concept, editing, design & productionCAT Consultants, Hamburg

www.cat-consultants.com

photography

Christian Schmid (page 06)

The rights to the campaign photos are held by Tom Tailor GmbH.

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