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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549


FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934

For the quarter ended March 31, 2010
COMMISSION FILE NO. 1 - 10421

LUXOTTICA GROUP S.p.A.

VIA C. CANTÙ 2, MILAN, 20123 ITALY
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.        Form 20-F ý    Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o    No ý

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-                          


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LOGO

F O R M 6-K

for the quarter
ended March 31 of
Fiscal Year 2010


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INDEX TO FORM 6-K

 
   
  Page  

Item 1    Management report on the interim financial results as of March 31, 2010 (unaudited)

    1  

Item 2    Financial Statements:

       

 

–Consolidated Balance Sheets—IAS/IFRS—at March 31, 2010 (unaudited) and December 31, 2009 (audited)

   
14
 

 

–Statement of Consolidated Income—IAS/IFRS—for the three months ended March 31, 2010 and 2009 (unaudited)

   
15
 

 

–Statement of Consolidated Comprehensive Income—IAS/IFRS—for the three months ended March 31, 2010 and 2009 (unaudited)

   
16
 

 

–Statement of Consolidated Stockholders' Equity—IAS/IFRS—for the three months ended March 31, 2010 (unaudited)

   
17
 

 

–Statements of Consolidated Cash Flows—IAS/IFRS—for the three months ended March 31, 2010 and 2009 (unaudited)

   
18
 

 

–Notes to the Condensed Consolidated Quarterly Report as of March 31, 2010 (unaudited)

   
20
 

Attachment 1

 

  Exchange rates used to translate financial statements prepared in currencies other than Euro

   
43
 

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Luxottica Group S.p.A.
Headquarters and registered office • via Cantù, 2, 20123 Milan, Italy
Capital Stock € 27,887,476.98
authorized and issued

ITEM 1. MANAGEMENT REPORT ON THE INTERIM FINANCIAL RESULTS
AS OF MARCH 31, 2010
(UNAUDITED)

        The following discussion should be read in conjunction with the disclosure contained in our Annual Report on Form 20-F for the year ended December 31, 2009, which contains, among other things, a discussion of the risks and uncertainties that could affect our future operating results or financial condition.

1.     OPERATING PERFORMANCE FOR THE FIRST QUARTER OF 2010

        During the first quarter of the year, the global economy achieved selective growth and even showed hopeful signs of stability, with certain countries performing solidly while others still face challenges. Against this backdrop, we have reaped the fruits of our intense work over the past year, primarily due to the effectiveness of our integrated business model, thus bolstering the four key pillars of our business for 2010: Oakley, emerging markets, the North American market and efficiency.

        In particular, during the first three months of 2010, we achieved positive performance in all of the key geographic regions in which we operate, confirming the success of our investments and actions over the past year. The results achieved in North America, a key region for the Group, are worthy of note: Luxottica's first quarter net sales in US dollars grew by 6.1 percent, mainly due to the solid performance of LensCrafters and Sunglass Hut, where comparable store sales1 for the quarter rose by 6.6 percent and 10.8 percent, respectively. Significant results were also achieved in our emerging markets, with net sales up year-over-year by over 30 percent.

          1  Comparable store sales reflect the change in sales from one period to another that, for comparison purposes, includes in the calculation only stores open in the more recent period that also were open during the comparable prior period in the same geographic area, and applies to both periods the average exchange rate for the prior period.

        Both our segments posted solid results, thereby confirming the success of our business model and the proactive and decisive steps taken. Net sales for the quarter in our manufacturing and wholesale distribution segment grew by over 10 percent, while operating margin increased in both our manufacturing and wholesale distribution and our retail distribution segments.

        In the first quarter of 2010, net sales increased by 6.0 percent at current exchange rates and, by 7.0 percent at constant exchange rates2 to Euro 1,391.7 million from Euro 1,312.3 million in the first quarter of 2009.

          2  We calculate constant exchange rates by applying to the current period the average exchange rates between the Euro and the relevant currencies of the various markets in which we operated during the three-month period ended March 31, 2009. Please refer to Attachment 1 for further details on exchange rates.

        EBITDA3 increased over the previous year by 6.9 percent to Euro 242.6 million, from Euro 227.0 million in the first quarter of 2009. Operating income was Euro 171.2 million for the first quarter of 2010, compared with Euro 154.2 million for the same period of the previous year (+11.1 percent), while operating margin increased to 12.3 percent, from 11.7 percent in the first quarter of 2009.

          3  For a further discussion of EBITDA, see page 11—"Non-IAS/IFRS Measures".

        Net income attributable to Luxottica Group stockholders for the first three months of 2010 grew to Euro 95.1 million (a 20.8 percent increase from Euro 78.8 million for the first three months of 2009),

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resulting in earnings per share (EPS) of Euro 0.21 (at an average US Dollar/Euro exchange rate of 1.3829). Net income attributable to Luxottica Group stockholders expressed in US dollars grew by 28.2 percent to U.S. $131.5 million (U.S. $102.6 million in the first quarter of 2009), resulting in EPS of U.S. $0.29.

        By carefully controlling working capital, the Group generated a positive free cash flow4 (over Euro 40 million) in a quarter that traditionally sees a negative trend. However, because of the exchange rate effect, consolidated net debt at March 31, 2010 was Euro 2,421 million (Euro 2,337 million at the end of 2009), and the ratio of net debt to EBITDA was 2.8X, compared with 2.7X at December 31, 2009). Net of the exchange rate effect5, the ratio would have been 2.7X compared with 2.8X at December 31, 2009.

          4  For a further discussion of free cash flow, see page 11—"Non-IAS/IFRS Measures".

          5  We calculate results net of the exchange rate effect by applying to the current period the average exchange rates between the Euro and the relevant currencies of the various markets in which we operated during the three-month period ended March 31, 2009. Please refer to Attachment 1 for further details on exchange rates.

2.     SIGNIFICANT EVENTS DURING THE THREE MONTHS ENDED MARCH 31, 2010

January

        On January 5, 2010, the minority stockholders of Luxottica Gözlük Endüstri ve Ticaret Anonim Sirketi, our Turkey-based subsidiary notified us of their intention to exercise their put option to sell us a 35.16 percent interest in this subsidiary. The purchase price will be approximately Euro 61.5 million. The sale is subject to the prior approval of the Turkish antitrust authority and it is expected to close in May 2010.

        On January 29, 2010, our subsidiary Luxottica U.S. Holdings Corp. ("U.S. Holdings") completed a private placement of U.S. $175 million of senior unsecured guaranteed notes, issued in three series (Series D, Series E and Series F). The aggregate principal amount is U.S. $50 million for each of Series D and Series E Notes and U.S. $75 million for Series F Notes. The Series D Notes mature on January 29, 2017; the Series E Notes mature on January 29, 2020 and the Series F Notes mature on January 29, 2019. Interest on the Series D Notes accrues at 5.19 percent per annum, interest on the Series E Notes accrues at 5.75 percent per annum and interest on the Series F Notes accrues at 5.39 percent per annum. The proceeds from the Notes were used for general corporate purposes.

February

        On February 8, 2010 we announced that we formed a long-term joint venture for the Australian and New Zealand markets with Essilor International. The joint venture will manage Eyebiz Pty Limited, Luxottica's Sydney-based optical lens finishing laboratory, which, as a result of this alliance, will be majority-controlled by Essilor. Eyebiz will continue to supply all of our retail optical outlets in Australia and New Zealand: OPSM, Budget Eyewear and Laubman & Pank.

March

        On March 31, 2010 we announced a three-year renewal of our exclusive license agreement with Jones Apparel Group for the design, production and global distribution of prescription frames and sunglasses under the Anne Klein New York brand. The new agreement, which is substantially unchanged from the previous agreement, extends the license through December 2012, with a provision for a further renewal.

        On March 31, 2010, we announced a five-year extension of the license agreement with Retail Brand Alliance, Inc. for the design, production and worldwide distribution of prescription frames and sunglasses under the Brooks Brothers brand. The Brooks Brothers trade name is owned by Retail Brand

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Alliance, Inc., which is controlled by Claudio Del Vecchio, one of our directors. The term of the new agreement is through December 2014, with an option for a further five-year extension under the same terms. The terms were substantially unchanged from those of the previous agreement.

        During the first three months of 2010, we purchased on the "Mercato Telematico Azionario" ("MTA") 546,712 of our ordinary shares at an average price of Euro 18.80 for a total amount of Euro 10,280,809 pursuant to the share purchase program approved at the Stockholders' Meeting on October 29, 2009 and launched on November 16, 2009.

        In parallel our subsidiary, Arnette Optic Illusions, Inc., sold during the same period on the MTA 705,000 of our ordinary shares at an average price of Euro 18.87 for a total amount of Euro 13,303,645.

3.     FINANCIAL RESULTS

        We are a global leader in the design, manufacture and distribution of fashion, luxury and sport eyewear, with net sales reaching Euro 5.1 billion in 2009, approximately 60,000 employees and a strong global presence. We operate in two industry segments: (i) manufacturing and wholesale distribution; and (ii) retail distribution. See Note 4 to the Management Report on the Interim Financial Results as of March 31, 2010, for additional disclosures about our operating segments. Through our manufacturing and wholesale distribution segment, we are engaged in the design, manufacture, wholesale distribution and marketing of house and designer lines of mid- to premium-priced prescription frames and sunglasses and, through Oakley, of performance optics products. We operate our retail segment principally through our retail brands, which include, among others, LensCrafters, Sunglass Hut, Pearle Vision, ILORI, The Optical Shop of Aspen, OPSM, Laubman & Pank, Budget Eyewear, Bright Eyes, Oakley "O" Stores and Vaults, David Clulow and our Licensed Brands (Sears Optical and Target Optical).

        As a result of our numerous acquisitions and the subsequent expansion of our business activities in the United States through these acquisitions, our results of operations, which are reported in Euro, are susceptible to currency rate fluctuations between the Euro and the U.S. dollar. The Euro/U.S. dollar exchange rate has fluctuated from an average exchange rate of Euro 1.00 = U.S. $1.3029 in the first three months of 2009 to Euro 1.00 = U.S. $1.3829 in the same period of 2010. Additionally, with the acquisition of OPSM and Bright Eyes (acquired through Oakley), our results of operations are susceptible to currency fluctuations between the Euro and the Australian dollar. Although we engage in certain foreign currency hedging activities to mitigate the impact of these fluctuations, they have impacted our reported revenues and expenses during the periods discussed herein.

        On April 16, 2010, we announced that starting with the first quarter of fiscal year 2010 and for all future reporting periods we will report our financial results in accordance with the International Financial and Reporting Standards as issued by the International Accounting Standards Board ("IAS/IFRS") in all financial communications including reports to the United States Securities and Exchange Commission ("SEC"). Up to and including the 2009 fiscal year, we had been reporting our financial results in accordance with generally accepted accounting principles in the United States ("U.S. GAAP").

        Since 2005, we have also been preparing consolidated financial statements in Italy in accordance with IFRS as required by Italian law and we have provided the financial community with a reconciliation of our U.S. GAAP and IFRS results on a quarterly basis.

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RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2010 AND 2009

 
  Three months ended March 31,
 
   
Values in thousands of Euro
  2010
  % of
net sales

  2009
  % of
net sales

 
   

Net sales

    1,391,687     100.0 %   1,312,334     100.0 %

Cost of sales

    499,789     35.9 %   450,988     34.4 %
                   

Gross profit

    891,898     64.1 %   861,346     65.6 %
                   

Selling

   
452,766
   
32.5

%
 
440,888
   
33.6

%

Royalties

    24,868     1.8 %   25,812     2.0 %

Advertising

    81,143     5.8 %   79,277     6.0 %

General and administrative

    141,765     10.2 %   140,181     10.7 %

Intangibles amortization

    20,110     1.4 %   21,017     1.6 %

Total operating expenses

   
720,652
   
51.8

%
 
707,174
   
53.9

%
                   

Income from operations

    171,246     12.3 %   154,173     11.7 %
                   

Other income/(expense)

                         

Interest income

    2,037     0.1 %   2,004     0.2 %

Interest expense

    (24,638 )   1.8 %   (29,820 )   2.3 %

Other—net

    (818 )   0.1 %   (1,605 )   0.1 %
                   

Income before provision for income taxes

    147,827     10.6 %   124,751     9.5 %
                   

Provision for income taxes

    (50,161 )   3.6 %   (43,415 )   3.3 %
                   

Net income

    97,666     7.0 %   81,336     6.2 %
                   

Attributable to

                         
 

—Luxottica Group stockholders

    95,091     6.8 %   78,750     6.0 %
 

—noncontrolling interests

    2,575     0.2 %   2,587     0.2 %
                   

NET INCOME

    97,666     7.0 %   81,336     6.2 %
                   

 

 

        Net Sales.    Net sales increased by Euro 79.4 million, or 6.0 percent, to Euro 1,391.7 million in the first three months of 2010 from Euro 1,312.3 million in the same period of 2009. Euro 51.9 million of such increase is attributable to the increased sales in the manufacturing and wholesale distribution segment in the first three months of 2010 as compared to the same period in 2009 and to the increase in the retail distribution segment of Euro 27.4 million. The increase in net sales to third parties in the manufacturing and wholesale distribution segment was mainly attributable to increased sales of most of our housebrands and some of our licensed brands such as Bvlgari, Ralph Lauren and Chanel.

        Net sales for the retail distribution segment increased by Euro 27.4 million, or 3.4 percent, to Euro 838.2 million in the first three months of 2010 from Euro 810.8 million in the same period in 2009. The increase in net sales for the period is almost solely attributable to an improvement in comparable store sales6 which accounted for 3.4 percent. In particular we saw a 5.5 percent increase in comparable store sales for the North American retail operations, which was partially offset by an 11.9 decrease in comparable store sales for the Australian/New Zealand retail operations. The negative effects from currency fluctuations between the Euro, which is our reporting currency, and other currencies in which

          6  Comparable store sales reflects the change in sales from one period to another that, for comparison purposes, includes in the calculation only stores open in the more recent period that also were open during the comparable prior period in the same geographic area, and applies to both periods the average exchange rate for the prior period.

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we conduct business, in particular due to the weakening of the U.S. dollar compared to the Euro, decreased net sales in the retail distribution segment by Euro 18.2 million.

        Net sales to third parties in the manufacturing and wholesale distribution segment increased by Euro 51.9 million, or 10.4 percent, to Euro 553.5 million in the first three months of 2010 from Euro 501.6 million in the same period in 2009. This increase is mainly attributable to increased sales of most of our housebrands and in some designer brands such as Bvlgari, Ralph Lauren and Chanel. These sales volume increases occurred in some key markets, such as France, Italy, Spain and Brazil. These positive effects were further increased by positive currency fluctuations, in particular due to a strengthening of the Brazilian Real and Australian Dollar compared to the Euro, which caused an increase in net sales to third parties in the manufacturing and wholesale distribution segment of Euro 6.2 million.

        In the first three months of 2010, net sales in the retail distribution segment accounted for approximately 60.2 percent of total net sales, as compared to approximately 61.8 percent of total net sales for the same period in 2009. This decrease in sales as a percentage of total net sales for the retail distribution segment is primarily attributable to: (i) a 10.4 percent increase in net sales to third parties in our manufacturing and wholesale distribution segment compared to the same period of 2009; and (ii) negative currency exchange rate effects, which more heavily impacted net sales for the retail distribution segment because of the heavy concentration of our retail business in North America, where the Euro is not the functional currency.

        In the first three months of 2010, net sales in our retail distribution segment in the United States and Canada comprised 82.6 percent of our total net sales in this segment as compared to 84.5 percent of our total net sales in the same period of 2009. In U.S. dollars, retail net sales in the United States and Canada increased by 7.2 percent to U.S. $957.1 million in the first three months of 2010 from U.S. $892.9 million for the same period in 2009. During the first three months of 2010, net sales in the retail segment in the rest of the world (excluding the United States and Canada) comprised 17.4 percent of our total net sales in the retail distribution segment and increased 16.5 percent to Euro 146.1 million in the first three months of 2010 from Euro 125.4 million for the same period in 2009.

        In the first three months of 2010, net sales to third parties in our manufacturing and wholesale distribution segment in Europe were Euro 295.3 million, comprising 53.4 percent of our total net sales in this segment, compared to Euro 269.2 million in the same period in 2009, or 53.7 percent of total net sales in the segment. The increase of Euro 26.1 million in the first three months of 2010 compared to the same period of 2009 constituted a 9.7 percent increase in net sales to third parties in Europe, due to a general improvement in market conditions. Net sales to third parties in our manufacturing and wholesale distribution segment in the United States and Canada were U.S. $158.9 million and comprised 21.2 percent of our total net sales in this segment in the first three months of 2010, compared to U.S. $158.3 million in the same period of 2009, or 24.2 percent of total net sales in the segment. The increase of U.S. $0.6 million in the first three months of 2010 compared to the same period of 2009 constituted an increase, in U.S. dollars, of 0.4 percent in net sales in this segment in the United States and Canada, due to a general improvement in market conditions. In the first three months of 2010, net sales to third parties in our manufacturing and wholesale distribution segment in the rest of the world were Euro 140.6 million, comprising 25.4 percent of our total net sales in this segment, compared to Euro 110.9 million in the same period of 2009, or 22.1 percent of our net sales in this segment. The increase of Euro 29.7 million in the first three months of 2010 compared to the same period of 2009 constituted a 26.8 percent increase in this segment in the rest of the world due to a general improvement in market conditions.

        Cost of Sales.    Cost of sales increased by Euro 48.8 million, or 10.8 percent, to Euro 499.8 million in the first three months of 2010 from Euro 451.0 million in the same period of 2009. As a percentage of net sales, cost of sales increased to 35.9 percent in the first three months of 2010, as compared to 34.4 percent in the same period of 2009. In the first three months of 2010, the average number of frames

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produced daily in our facilities increased to approximately 228,200, as compared to 188,100 in the same period of 2009, which was attributable to increased production in all manufacturing facilities in response to an overall increase in demand.

        Gross Profit.    Our gross profit increased by Euro 30.6 million, or 3.5 percent, to Euro 891.9 million in the first three months of 2010 from Euro 861.3 million in the same period of 2009. As a percentage of net sales, gross profit decreased to 64.1 percent in the first three months of 2010 from 65.6 percent in the same period of 2009, due to the factors noted above for cost of sales.

        Operating Expenses.    Total operating expenses increased by Euro 13.5 million, or 1.9 percent, to Euro 720.7 million in the first three months of 2010 from Euro 707.2 million in the same period of 2009. As a percentage of net sales, operating expenses decreased to 51.8 percent in the first three months of 2010 from 53.9 percent in the same period of 2009 primarily due to an increase in sales while keeping strong cost controls over selling and advertising expenses.

        Selling and advertising expenses (including royalty expenses) increased by Euro 12.8 million, or 2.3 percent, to Euro 558.8 million in the first three months of 2010 from Euro 546.0 million in the same period of 2009. Selling expenses increased by Euro 11.9 million or 2.7 percent. Advertising expenses increased by Euro 1.9 million or 2.4 percent. Royalties decreased by Euro 0.9 million or 3.7 percent. As a percentage of net sales, selling and advertising expenses decreased to 40.2 percent in the first three months of 2010 compared to 41.6 percent for the same period 2009, primarily due to certain fixed costs in selling, as well as the restructuring made in 2009 in our selling force, which brought about more efficient costs.

        General and administrative expenses, including intangible asset amortization remained flat at Euro 161.9 million in the first three months of 2010 compared to Euro 161.2 million in the same period of 2009.

        Income from Operations.    For the reasons described above, income from operations increased by Euro 17.1 million, or 11.1 percent, to Euro 171.2 million in the first three months of 2010 from Euro 154.2 million in the same period of 2009. As a percentage of net sales, income from operations increased to 12.3 percent in the first three months of 2010 from 11.7 percent in the same period of 2009.

        Other Income (Expense)—Net.    Other income (expense)—net was Euro (23.4) million in the first three months of 2010 compared to Euro (29.4) million in the same period of 2009. Net interest expense decreased to Euro 22.6 million in the first three months of 2010 compared to Euro 27.8 million in the same period of 2009, mainly attributable to a reduction of our indebtedness and the weakening of the U.S. dollar against the Euro.

        Net Income.    Income before taxes increased by Euro 23.1 million, or 18.5 percent, to Euro 147.8 million in the first three months of 2010 from Euro 124.8 million in the same period of 2009 for the reasons described above. As a percentage of net sales, income before taxes increased to 10.6 percent in the first three months of 2010 from 9.5 percent in the same period of 2009. Net income attributable to noncontrolling interests remained flat at Euro 2.6 million in the first three months of 2010 and the same period of 2009. Our effective tax rate was 33.9 percent in the first three months of 2010, compared to 34.8 percent in the same period of 2009.

        Net income attributable to Luxottica Group stockholders increased by Euro 16.3 million, or 20.8 percent, to Euro 95.1 million in the first three months of 2010 from Euro 78.8 million in the same period of 2009. Net income attributable to Luxottica group stockholders as a percentage of net sales increased to 6.8 percent in the first three months of 2010 from 6.0 percent in the same period of 2009.

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        Basic earnings per share were Euro 0.21 in the first three months of 2010 as compared to Euro 0.17 in the same period of 2009. Diluted earnings per share were Euro 0.21 in the first three months of 2010 compared to Euro 0.17 in the same period of 2009.

OUR CASH FLOWS

        The following table sets forth for the periods indicated, certain items included in our statements of consolidated cash flows included in Item 1 of this report.

   
 
   
  As of
March 31,
2010

  As of
March 31,
2009

 
   

A)

 

Cash and cash equivalents at the beginning of the period

    380,081     288,450  

B)

 

Cash provided by operating activities

    42,525     140,292  

C)

 

Cash used in investing activities

    (52,353 )   (47,112 )

D)

 

Cash used in financing activities

    (39,245 )   (129,370 )

 

Change in bank overdrafts

    (12,742 )   (30,346 )

 

Effect of exchange rate changes on cash and cash equivalents

    17,894     5,094  

E)

 

Net change in cash and cash equivalents

    (43,921 )   (61,442 )
               

F)

 

Cash and cash equivalents at the end of the period

    336,160     227,008  
               
   

        Operating activities.    Our cash provided by operating activities was Euro 42.5 million and Euro 140.3 million for the first three months of 2010 and 2009, respectively. The Euro 97.8 million decrease for the first three months of 2010 as compared to the same period in 2009 was primarily attributable to:

        Investing activities.    Our cash used in investing activities was Euro (52.4) million for the first three months of 2010 compared to Euro (47.1) million for the same period in 2009. The cash used in investing activities primarily consists of (i) Euro (31.7) million in capital expenditures in the first three months of 2010 compared to Euro (44.6) million in the same period of 2009, which mostly relate to our reduction in investment in the opening, remodeling and relocation of stores in the retail distribution segment as we wind down our remodeling initiative, and (ii) the payment of the second instalment related to the acquisition of a 40 percent investment in Multiopticas Internacional S.L. by Euro 20.7 million which occurred in the first three months of 2010.

        Financing activities.    Our cash generated/(used in) financing activities for the first three months of 2010 and 2009 was Euro (39.2) million and Euro (129.4) million, respectively. Cash provided by/(used in) financing activities for the first three months of 2010 consisted primarily of the proceeds of Euro 126.5 million from long-term debt borrowings and Euro (162.0) million used to repay long-term debt expiring during the first three months of 2010. Cash provided by/(used in) financing activities for the first three months of 2009 consisted primarily of the proceeds of Euro 536.4 million from long-term debt borrowings Euro (58.3) million and Euro (608.2) million in cash used to repay bank overdrafts and long-term debt expiring during the first three months of 2009.

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OUR CONSOLIDATED BALANCE SHEET

   
 
  March 31, 2010
(unaudited)

  December 31, 2009
(audited)

 
 
  (thousands of Euro)
 
   

ASSETS

             

CURRENT ASSETS:

             

Cash and cash equivalents

    336,160     380,081  

Accounts receivable—net

    718,434     618,884  

Inventories—net

    540,467     524,663  

Other assets

    214,870     198,365  
           

Total current assets

    1,809,931     1,721,993  

NON CURRENT ASSETS:

             

Property, plant and equipment—net

    1,171,543     1,149,972  

Goodwill

    2,837,688     2,688,835  

Intangible assets—net

    1,193,394     1,149,880  

Investments

    49,480     46,317  

Other assets

    147,485     147,591  

Deferred tax assets

    343,486     356,706  
           

Total non-current assets

    5,743,078     5,539,301  
           

TOTAL ASSETS

    7,553,009     7,261,294  
           

 

 


LIABILITIES AND STOCKHOLDERS' EQUITY

             

CURRENT LIABILITIES:

             

Bank overdrafts

    134,978     148,951  

Current portion of long-term debt

    199,580     166,279  

Accounts payable

    403,352     434,604  

Income taxes payable

    7,942     11,204  

Other liabilities

    571,889     554,136  
           

Total current liabilities

    1,317,742     1,315,174  

NON-CURRENT LIABILITIES:

             

Long-term debt

    2,422,941     2,401,796  

Liability for termination indemnity

    43,367     44,633  

Deferred tax liabilities

    382,095     396,048  

Other liabilities

    379,534     350,028  
           

Total non-current liabilities

    3,227,936     3,192,505  

STOCKHOLDERS' EQUITY:

             

Luxottica Group stockholders' equity

    2,994,886     2,737,239  

Noncontrolling interests

    12,445     16,376  
           

Total stockholders' equity

    3,007,331     2,753,615  
           

TOTAL LIABILITIES AND STOCKHOLDERS'EQUITY

    7,553,009     7,261,294  

 

 

        As of March 31, 2010 total assets were Euro 7,553.0 million and increased by Euro 291.7 million compared to Euro 7,261.3 million as of December 31, 2009.

        In the first three months of 2010 non-current assets increased by Euro 203.8 million. This increase was primarily due to increases in net intangible assets (Euro 192.4 million increase), property, plant and

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equipment—net (Euro 21.6 million increase) and investments (Euro 3.2 million increase) which were partially offset by decreases in deferred tax assets (Euro 13.2 million decrease) and other assets (Euro 0.1 million decrease).

        The increase in net intangible assets is primarily due to the positive effects of foreign currency fluctuation effects of Euro 202.1 million.

        The increase in property, plant and equipment is primarily due to additions during the period of Euro 31.7 million, partially offset by Euro 8.0 million of disposals.

        As of March 31, 2010 as compared to December 31, 2009:

        Our net financial position as of March 31, 2010 and December 31, 2009 is as follows:

   
(thousands of Euro)
  March 31,
2010

  December 31,
2009

 
   

Cash and cash equivalents

    336,160     380,081  

Bank overdrafts

    (134,978 )   (148,951 )

Current portion of long-term debt

    (199,580 )   (166,279 )

Long-term debt

    (2,422,941 )   (2,401,796 )
           

Total

    (2,421,340 )   (2,336,945 )
           
   

        Bank overdrafts represent negative cash balances held in banks and amounts borrowed under various unsecured short-term lines of credit that the Company has obtained through local financial institutions. These facilities are usually short-term in nature. The remaining part consists of short-term revolving lines of credit borrowed by various subsidiaries of the Group. The applicable interest rate is usually floating and varies based on the currency of the line of credit.

        As of March 31, 2010 the Company and its wholly-owned Italian subsidiary Luxottica S.r.l had credit lines aggregating Euro 391.8 million. The interest rate is a floating rate and is EURIBOR plus a margin on average of approximately 0.50 percent. As of March 31, 2010 these credit lines were utilized for Euro 0.4 million.

        As of March 31, 2010, Luxottica US Holdings maintained unsecured lines of credit for an aggregate maximum availability of Euro 98.5 million (U. S. $133.2 million). The interest rate is a floating rate and is approximately USD LIBOR plus 0.80 percent. At March 31, 2010, these lines were not used.

        As of March 31, 2010 the current portion of long-term debt has increased due to the reclassification of the portion of the debt maturing in the first three months of 2011 as short-term debt

4.     RELATED PARTY TRANSACTIONS

        Our related party transactions are neither atypical nor unusual and occur within the ordinary course of our business. Management believe that these transactions are fair to the Company. For further details

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on the related party transactions please refer to Note 27 in the Notes to the Interim Consolidated Financial Statements as of March 31, 2010.

5.     SUBSEQUENT EVENTS

        There are no significant events that have occurred between the end of the quarter and the authorization by the Board of Directors to the issuance of our financial statements related thereto.

6.     2010 OUTLOOK

        Based on current market conditions, management believes that the remainder of 2010 will be more normal for our business than in the prior year.

        Management believes that the benefits expected from the investments and initiatives carried out during the past two years will be fully realized in 2010, due in part to a much more flexible and efficient cost structure and organization than in the past. In addition, in 2010, we will continue to invest in our infrastructure, with the goal of creating a truly common platform shared by our operations throughout the world, which is essential to support our future growth.

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NON-IAS/IFRS MEASURES

        We use in this Management Report certain performance measures that are not in accordance with IAS/IFRS. Such non-IAS/IFRS measures are not meant to be considered in isolation or as a substitute for items appearing on our financial statements prepared in accordance with IAS/IFRS. Rather, these non-IAS/IFRS measure should be used as a supplement to IAS/IFRS results to assist the reader in better understanding our operational performance.

        We caution that such measures are not defined terms under IAS/IFRS and their definitions should be carefully reviewed and understood by investors. Such non-IAS/IFRS measures are explained in detail and reconciled to their most comparable IAS/IFRS measures below.

EBITDA

        EBITDA represents net income attributable to Luxottica Group Stockholders, before noncontrolling interest, provision for income taxes, other income/expense, depreciation and amortization. We believe that EBITDA is useful to both management and investors in evaluating our operating performance compared with that of other companies in our industry. Our calculation of EBITDA allows us to compare our operating results with those of other companies without giving effect to financing, income taxes and the accounting effects of capital spending, which items may vary for different companies for reasons unrelated to the overall operating performance of a company's business.

        EBITDA is not a measure of performance under IAS/IFRS. We include it in this Management Report in order to:

        Investors should be aware that our method of calculating EBITDA may differ from methods used by other companies. We recognize that the usefulness of EBITDA has certain limitations, including:

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        We compensate for the foregoing limitations by using EBITDA as a comparative tool, together with IAS/IFRS measurements, to assist in the evaluation of our operating performance and leverage.

        The following table provides a reconciliation of EBITDA to net income, which is the most directly comparable IAS/IFRS financial measure:

Non-IAS/IFRS Measure: EBITDA and EBITDA margin

   
 
  March 31,
2010

  March 31,
2009

 
 
  (Millions of Euro)
 
   

Net income attributable to Luxottica Group Stockholders

    95.1     78.8  

(+)

             

Net income attributable to noncontrolling interest

   
2.6
   
2.6
 

(+)

             

Provision for income taxes

   
50.2
   
43.4
 

(+)

             

Other (income)/expense

   
23.4
   
29.4
 

(+)

             

Depreciation & amortization (+)

   
71.4
   
72.8
 

(+)

             
           

EBITDA

    242.6     227.0  

(=)

             

Net sales

   
1,391.7
   
1,312.3
 

(/)

             

EBITDA margin

   
17.4

%
 
17.3

%

(=)

             

 

 

Free Cash Flow

        Free cash flow represents net income before noncontrolling interests, taxes, other income/expense, depreciation and amortization (i.e. EBITDA) plus or minus the decrease/(increase) in working capital over the prior period, less capital expenditures, plus or minus interest income/(expense) and extraordinary items, minus taxes paid. We believe that free cash flow is useful to both management and investors in evaluating our operating performance compared with other companies in our industry. In particular, our calculation of free cash flow provides a clearer picture of our ability to generate net cash from operations, which is used for mandatory debt service requirements, to fund discretionary investments, pay dividends or pursue other strategic opportunities.

        Free cash flow is not a measure of performance under IAS/IFRS. We include it in this presentation in order to:

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        Investors should be aware that our method of calculation of free cash flow may differ from methods used by other companies. We recognize that the usefulness of free cash flow as an evaluative tool may have certain limitations, including:

        We compensate for the foregoing limitations by using free cash flow as one of several comparative tools, together with IAS/IFRS measurements, to assist in the evaluation of our operating performance.

        The following table provides a reconciliation of free cash flow to EBITDA and the table above provides a reconciliation of EBITDA to net income, which is the most directly comparable IAS/IFRS financial measure:

Non-IAS/IFRS Measure: Free cash flow

   
 
  March 31, 2010
 
 
  (Millions of Euro)
 
   

EBITDA

    242.6  

D Working capital

    (116.0 )

Capital expenditures

    (31.7 )
       

Operating cash flow

    94.9  

Net interest expense

    (22.6 )

Income taxes paid

    (28.3 )

Other—net

    (0.9 )
       

Free cash flow

    43.1  

 

 

FORWARD-LOOKING INFORMATION

        Throughout this report, management has made certain "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995 which are considered prospective. These statements are made based on management's current expectations and beliefs and are identified by the use of forward-looking words and phrases such as "plans," "estimates," "believes" or "belief," "expects" or other similar words or phrases.

        Such statements involve risks, uncertainties and other factors that could cause actual results to differ materially from those which are anticipated. Such risks and uncertainties include, but are not limited to, our ability to manage the effect of the poor current global economic conditions on our business, our ability to successfully acquire new businesses and integrate their operations, our ability to predict future economic conditions and changes in consumer preferences, our ability to successfully introduce and market new products, our ability to maintain an efficient distribution network, our ability to achieve and manage growth, our ability to negotiate and maintain favorable license arrangements, the availability of correction alternatives to prescription eyeglasses, fluctuations in exchange rates, changes in local conditions, our ability to protect our proprietary rights, our ability to maintain our relationships with host stores, any failure of our information technology, inventory and other asset risk, credit risk on our accounts, insurance risks, changes in tax laws, as well as other political, economic, legal and technological factors and other risks and uncertainties described in our filings with the U.S. Securities and Exchange Commission. These forward-looking statements are made as of the date hereof, and we do not assume any obligation to update them.

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ITEM 2.    FINANCIAL STATEMENTS

CONSOLIDATED BALANCE SHEETS—IAS/IFRS

   
 
   
  March 31, 2010
(unaudited)

  December 31, 2009
(audited)

 
 
  Footnote
reference

 
 
  (Thousands of Euro)
 
   

ASSETS

                   

CURRENT ASSETS:

                   

Cash and cash equivalents

    5     336,160     380,081  

Accounts receivable—net

    6     718,434     618,884  

Inventories—net

    7     540,467     524,663  

Other assets

    8     214,870     198,365  
                 

Total current assets

          1,809,931     1,721,993  

NON-CURRENT ASSETS:

                   

Property, plant and equipment—net

    9     1,171,543     1,149,972  

Goodwill

    10     2,837,688     2,688,835  

Intangible assets—net

    10     1,193,394     1,149,880  

Investments

    11     49,480     46,317  

Other assets

    12     147,485     147,591  

Deferred tax assets

    13     343,486     356,706  
                 

Total non-current assets

          5,743,078     5,539,301  
   

TOTAL ASSETS

          7,553,009     7,261,294  


LIABILITIES AND STOCKHOLDERS' EQUITY

                   

CURRENT LIABIILTIES:

                   

Bank overdrafts

    14     134,978     148,951  

Current portion of long-term debt

    15     199,580     166,279  

Accounts payable

    16     403,352     434,604  

Income taxes payable

    17     7,942     11,204  

Other liabilities

    18     571,889     554,136  
                 

Total current liabilities

          1,317,742     1,315,174  

NON-CURRENT LIABILITIES:

                   

Long-term debt

    19     2,422,941     2,401,796  

Liability for termination indemnities

    20     43,367     44,633  

Deferred tax liabilities

    21     382,095     396,048  

Other liabilities

    22     379,534     350,028  
                 

Total non-current liabilities

          3,227,936     3,192,505  

STOCKHOLDERS' EQUITY

                   

Luxottica Group stockholders' equity

    23     2,994,886     2,737,239  

Noncontrolling interests

    24     12,445     16,376  
                 

Total stockholders' equity

          3,007,331     2,753,615  
   

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

          7,553,009     7,261,294  

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STATEMENT OF CONSOLIDATED INCOME—IAS/IFRS

FOR THE THREE MONTHS ENDED MARCH 31, 2010 AND 2009—IAS/IFRS (UNAUDITED)

   
 
  Footnote
reference

  2010
  2009
 
 
  (Thousands of Euro)(1)
 
   

Net sales

    25     1,391,687     1,312,334  

Cost of sales

    25     499,789     450,988  
                 

Gross profit

          891,898     861,346  
                 

Selling

    25     452,766     440,888  

Royalties

    25     24,868     25,812  

Advertising

    25     81,143     79,277  

General and administrative

    25     141,765     140,180  

Intangibles amortization

    25     20,110     21,017  

Total operating expenses

          720,652     707,174  
                 

Income from operations

          171,245     154,173  
                 

Other income/(expense)

                   

Interest income

    25     2,037     2,004  

Interest expense

    25     (24,638 )   (29,820 )

Other—net

    25     (818 )   (1,605 )
                 

Income before provision for income taxes

          147,827     124,751  
                 

Provision for income taxes

    25     (50,161 )   (43,415 )
                 

Net income

          97,666     81,336  
                 

Of which attributable to:

                   
 

—Luxottica Group stockholders

    25     95,091     78,750  
 

—Noncontrolling interests

    25     2,575     2,587  
                 

NET INCOME

          97,666     81,336  
                 

Weighted average number of shares outstanding:

                   

Basic

          458,404,423     457,031,838  

Diluted

          459,966,975     457,079,017  

EPS

                   

Basic

          0.21     0.17  

Diluted

          0.21     0.17  

(1)
Amounts in thousands except per share data.

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STATEMENT OF CONSOLIDATED COMPREHENSIVE INCOME

FOR THE THREE MONTHS ENDED MARCH 31, 2010 AND 2009—IAS/IFRS (UNAUDITED)

   
 
  March 31, 2010
(unaudited)

  March 31, 2009
(unaudited)

 
 
  (Thousands of Euro)
 
   

Net income

    97,666     81,336  

Other comprehensive income:

             

Cash flow hedge—net of tax

   
(7,433

)
 
(424

)

Currency translation differences

   
155,930
   
58,722
 

Actuarial gain/(loss) on postemployment benefit obligations

   
(14

)
 
 

Total other comprehensive income—net of tax

   
148,485
   
58,298
 
           

Total comprehensive income for the period

   
246,151
   
139,634
 
           

Attributable to:

             
 

—Luxottica Group stockholders' equity

    243,198     137,013  
 

—Noncontrolling interests

    2,953     2,621  
           

Total comprehensive income for the period

    246,151     139,634  

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STATEMENT OF CONSOLIDATED STOCKHOLDERS' EQUITY—IFRS/IAS

FOR THE THREE MONTHS ENDED MARCH 31, 2010 (UNAUDITED)

   
 
  Capital stock    
   
   
   
   
   
   
   
 
 
   
  Additional
paid-in
capital

   
   
  Translation
of foreign
operations
and other

   
   
   
 
 
  Number
of shares

  Amount
  Legal
reserve

  Retained earnings
  Stock-Options
reserve

  Treasury
shares

  Stockholders'
equity

  Non controlling
interests

 
 
  (Thousands of Euro)
 
   

Balances, January 1, 2009

    463,368,233     27,802     5,554     138,424     2,676,551     97,958     (430,547 )   (69,987 )   2,445,755     13,729  
                                           

Net income

                    78,750                 78,750     2,587  

Other comprehensive income:

                                                             

Currency translation differences and other

                            58,688         58,688     34  

Cash flow hedge—net of tax

                    (424 )               (424 )    
                                           

Total comprehensive income as of March 31, 2009

                    78,325         58,688         137,013     2,621  
                                           

Exercise of stock options

    129,900     45         1,192                     1,237      

Non-cash stock-based compensation

                        3,967             3,967      

Change in controlling interest in subsidiary

                                          (748 )

Dividends

                                          (565 )

Balances, March 31, 2009

    463,498,133     27,847     5,554     139,616     2,754,876     101,925     (371,859 )   (69,987 )   2,587,972     15,037  
                                           
   

Balances, January 1, 2010

    464,386,383     27,863     5,561     166,912     2,900,213     124,563     (405,160 )   (82,713 )   2,737,239     16,376  
                                           

Net income

                    95,091                   95,091     2,575  

Other comprehensive income:

                                                             

Currency translation differences and other

                              155,552         155,552     378  

Cash flow hedge—net of tax

                    (7,433 )                 (7,433 )    

Actuarial gain/(loss) on postemployment benefit obligations

                    (14 )                 (14 )    
                                           

Total comprehensive income as of March 31, 2010

                    87,646         155,552         243,198     2,953  
                                           

Exercise of stock options

    404,900     24           5,031                     5,055      

Non-cash stock-based compensation

                        6,372             6,372      

Investment in treasury shares including tax effect of Euro 3.0 million

                4,962                 (1,940 )   3,022      

Dividends

                                          (6,884 )
                                           

Balances, March 31, 2010

    464,791,283     27,887     5,561     176,905     2,987,859     130,935     (249,608 )   (84,653 )   2,994,886     12,445  
                                           
   

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STATEMENT OF CONSOLIDATED CASH FLOWS FOR THE THREE

MONTHS ENDED MARCH 31, 2010 AND 2009—IAS/IFRS (UNAUDITED)

   
 
  2010
  2009
 
 
  (Thousands of Euro)
 
   

Net income

    97,666     81,336  

Stock-based compensation

    6,372     3,967  

Depreciation and amortization

    71,383     72,802  

Net loss on disposals of fixed assets and other

    1,378     3,812  

Other non-cash items

    (11,384 )   8,226  

Changes in accounts receivable

   
(80,766

)
 
(45,260

)

Changes in inventories

    320     1,910  

Changes in accounts payable

    (37,220 )   (15,295 )

Changes in other assets/liabilities

    1,174     29,696  

Changes in income taxes payable

    (6,398 )   (902 )

Total adjustments

   
(55,141

)
 
58,956
 

Cash provided by operating activities

   
42,525
   
140,292
 

Property, plant and equipment

             
 

—Additions

    (31,708 )   (44,644 )
 

—Disposals

         

Purchases of businesses net of cash acquired

    (6,875 )   (2,468 )

Sales of businesses net of cash disposed

   
6,913
   
 

Investments in equity investees

   
(20,684

)
 
 

Changes in intangible assets

   
   
 
           

Cash used in investing activities

    (52,354 )   (47,112 )
   

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STATEMENT OF CONSOLIDATED CASH FLOWS FOR THE THREE MONTHS

ENDED MARCH 31, 2010 AND 2009—IAS/IFRS (UNAUDITED)

   
 
  2010
  2009
 
 
  (Thousands of Euro)
 
   

Long-term debt:

             
 

—Proceeds

    126,545     536,386  
 

—Repayments

    (161,976 )   (608,169 )

Decrease in overdraft balances

    (8,036 )   (58,262 )

Exercise of stock options

   
5,056
   
1,240
 

Sale of treasury shares

   
6,050
   
 

Dividends

   
(6,884

)
 
(565

)
           

Cash used in financing activities

    (39,245 )   (129,370 )
           

Decrease in cash and cash equivalents

    (49,074 )   (36,190 )
           

Cash and cash equivalents, beginning of the period

    346,624     28,426  
           

Effect of exchange rate changes on cash and cash equivalents

    17,894     5,094  
           

Cash and cash equivalents, end of the period

    315,444     (2,670 )
           
   

Supplemental disclosure of cash flows information:

   
 
  2010
  2009
 
   

Cash paid during the period for interest

    33,160     38,865  

Cash paid during the period for income taxes

    28,276     23,919  
   

        Following the reconciliation between the balance of cash and cash equivalents according to the consolidated cash flows and the balance of cash and cash equivalents according to the balance sheets:

   
 
  2010
  2009
 
   

Cash and cash equivalents according to the consolidated statement of cash flows (net of bank overdrafts)

    315,444     (2,670 )

Bank overdrafts

    20,716     229,678  

Cash and cash equivalents according to the consolidated balance sheets

    336,160     227,008  
   

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Luxottica Group S.p.A.

Headquarters and registered office    •    via Cantù, 2—20123 Milan, Italy
Capital Stock: € 27,887,476.98
authorized and issued


Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT
As of MARCH 31, 2010
(UNAUDITED)

1.  BACKGROUND

        Luxottica Group S.p.A. (hereinafter the "Company"or together with its consolidated subsidiaries, the "Group") is a company listed on Borsa Italiana and the New York Stock Exchange with its registered office located at via Cantù 2, Milan (Italy).

        The Company is controlled by Delfin S.à.r.l., based in Luxembourg. The chairman of the Board of Directors of the Company, Leonardo del Vecchio, controls Delfin S.à.r.l.

        The Company's Board of Directors approved this condensed consolidated Quarterly Report (hereinafter referred to as the "Quarterly Report") for publication at its meeting on April 29, 2010.

        This Quarterly Report is unaudited.

2.  BASIS OF PREPARATION

        This Quarterly Report has been prepared in accordance with article 154-ter of the Legislative Decree No. 58 of February 24, 1998.

        The financial statements included in the Quarterly Report (the "Quarterly Financials") have been prepared in compliance with the International Financial Reporting Standards issued by the International Accounting Standards Board ("IASB") and endorsed by the European Union ("IAS/IFRS"), and in accordance with International Accounting Standard ("IAS") 34—Interim Financial Reporting.

        The preparation of an interim report requires management to use estimates and assumptions that affect the reported amounts of revenue, costs, assets and liabilities, as well as disclosures relating to contingent assets and liabilities at the reporting date. Results published on the basis of such estimates and assumptions could vary from actual results that may be calculated in the future.

        These measurement processes and, in particular, those that are more complex, such as the calculation of impairment losses on non-current assets, are generally carried out only when the audited consolidated financial statements for the fiscal year are prepared, when all the necessary information is available, unless there are indications of impairment requiring immediate impairment testing. Similarly, the actuarial calculations necessary to calculate certain employee benefit liabilities, the changes to most deferred tax assets and liabilities and the impact of share-based payments are normally carried out when the audited consolidated financial statements for the fiscal year are prepared.

        Lastly, with reference to Consob resolution no. 15519 of July 27, 2006, which addresses the format of the financial statements, the Company has not included any specific supplements to the income statement, statement of financial position or statement of cash flows showing related party transactions, as these are immaterial. Please see Note 27—"Related Party Transactions" for additional details regarding transactions with related parties.

        Certain prior year financial statements items have been reclassified in order to be comparable with those of the current year.

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Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

3.  NEW ACCOUNTING STANDARDS

        Beginning in 2010 the Group applied the following new accounting standards, amendments and interpretations, as revised by the IASB.

        On April 16, 2009, the IASB issued a series of amendments to IAS/IFRS, which the relevant European Union ("EU") bodies endorsed on March 23, 2010. Such amendments apply from and after January 1, 2010 and include the following:

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Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

3.  NEW ACCOUNTING STANDARDS (Continued)

        On June 18, 2009, IASB issued another amendment to IFRS 2—Share-based payment: group cash-settled share-based payment transactions. The amendment clarifies that the company receiving goods or services as part of share-based payment plans should recognize such goods or services regardless of which group or company settles the transaction and regardless of whether the transaction is settled in cash or shares. The amendment also specifies that a company should measure goods or services received as part of a transaction settled in cash or shares from its perspective, which might not coincide with that of the group or with the relevant amount recognized in the consolidated financial statements. This amendment applies as of January 1, 2010 and was endorsed by the relevant EU bodies on March 23, 2010.

4.  SEGMENT REPORTING

        In accordance with IFRS 8—"Operating Segments" the segment reporting schedules are provided below, using the primary reporting format, which includes two market segments: the first relates to Wholesale and Manufacturing Distribution ("Wholesale"), while the second relates to Retail Distribution ("Retail").

        The following schedule provides information by business segment, which Group management considers necessary to assess the Group's performance and to support future decisions relating to the allocation of resources.

22


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Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

4.  SEGMENT REPORTING (Continued)

        In accordance with the amendment to IFRS 8, issued on April 16, 2009 and applicable as of January 1, 2010, the total amount of assets is no longer provided for each reporting segment, as this amount is not regularly reported to the highest authority in the Group's decision-making operation.

   
(thousands of Euro)
Three months ended
March 31,

  Manufacturing
and
Wholesale
Distribution

  Retail
Distribution

  Inter-Segment
Transactions
and
Corporate
Adjustments

  Consolidated
 
   

2010

                         

Net sales

    553,523     838,164           1,391,687  

Income from Operations

    120,113     88,008     (36,875 )   171,246  

Capital Expenditures

    13,788     17,920           31,708  

Depreciation and Amortization

    18,153     33,119     20,110     71,382  

2009

                         

Net sales

    501,569     810,765           1,312,334  

Income from Operations

    105,023     82,386     (33,236 )   154,173  

Capital Expenditures

    19,341     25,303           44,644  

Depreciation and Amortization

    18,684     33,102     21,017     72,802  
   

NOTES TO THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION

CURRENT ASSETS

5.  CASH AND BANKS

   
(thousands of Euro)
  As of
March 31,
2010

  As of
December 31,
2009

 
   

Cash at bank and post office

    325,978     371,572  

Checks

    4,117     5,689  

Cash and cash equivalent on hand

    5,351     2,143  

Restricted cash

    714     677  
           

Total

    336,160     380,081  
           
   

6.  RECEIVABLES FROM CUSTOMERS

   
(thousands of Euro)
  As of
March 31,
2010

  As of
December 31,
2009

 
   

Accounts receivable

    750,185     649,821  

Bad debt fund

    (31,751 )   (30,937 )
           

Total

    718,434     618,884  
           
   

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Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

6.  RECEIVABLES FROM CUSTOMERS (Continued)

        The above are exclusively trade receivables and are recognized net of allowances to adjust their carrying amount to estimated realizable value. They are all due within 12 months.

7.  INVENTORIES

   
(thousands of Euro)
  As of
March 31,
2010

  As of
December 31,
2009

 
   

Raw materials

    112,772     112,760  

Work in process

    51,210     52,368  

Finished goods

    469,106     440,927  

Less: inventory obsolescence reserves

    (92,621 )   (81,392 )
           

Total

    540,467     524,663  
           
   

8.  OTHER CURRENT ASSETS

   
(thousands of Euro)
  As of
March 31,
2010

  As of
December 31,
2009

 
   

Sales taxes receivables

    6,974     26,104  

Short-term borrowing

    822     806  

Accrued income

    1,466     1,272  

Receivables for royalties

    2,894     2,229  

Other financial assets

    81,287     43,545  

Total financial assets

    93,443     73,956  

Income taxes receivables

    9,807     33,413  

Advances to suppliers

    3,136     1,545  

Prepaid expenses

    83,259     61,424  

Other assets

    25,225     28,027  

Total other assets

    121,427     124,409  
           

Total other current assets

    214,870     198,365  
           
   

        Other financial assets is comprised of Euro 25.8 million of marketable securities (as of December 31, 2009 such amounts were not invested and were held as cash and cash equivalents), Euro 1.0 million of receivables from foreign currency derivatives and other financial assets mainly recorded by Retail North America in the amount of Euro 22.2 million as of March 31, 2010 (Euro 17.2 million as of December 31, 2009).

        The decrease in income tax assets is primarily due to the offset of Euro 19.8 million of tax receivables by tax payables in the North American operations.

        Prepaid expenses mainly relate to the prepaid rental expenses of companies in the North American and Asia-Pacific Retail Division.

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Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

8.  OTHER CURRENT ASSETS (Continued)

        Other current assets include the current portion of minimum payments for royalties advanced to some licensed designer brands of Euro 25.2 million as of March 31, 2010 (Euro 28.0 million as of December 31, 2009).

        The net book value of financial assets is approximately equal to their fair value and corresponds to the maximum exposure of the credit risk. The Group has no guarantees or other instruments aimed at diminishing credit risk.

NON CURRENT ASSETS

9.  NET PROPERTY, PLANT AND EQUIPMENT

        Changes in items of property, plant and equipment during the first quarter of 2010 are illustrated below:

   
 
  Land and
buildings,
including
leasehold
improvements

  Machinery
and
equipment

  Aircraft
  Other
equipment

  Total
 
   

Balance as of January 1, 2010

                               

Historical cost

    766,625     880,851     39,814     554,479     2,241,769  

Accumulated depreciation

    (295,106 )   (515,057 )   (7,457 )   (274,177 )   (1,091,797 )
                       

Balance as of January 1, 2010

    471,519     365,794     32,357     280,302     1,149,972  
                       

Increases

    1,444     5,337           24,927     31,708  

Decreases

    (190 )   (166 )         (911 )   (1,267 )

Translation differences and other

    13,805     17,794           9,989     41,588  

Depreciation expense

    (13,185 )   (20,899 )   (393 )   (15,981 )   (50,458 )
                       

Balance as of March 31, 2010

    473,393     367,859     31,964     298,326     1,171,543  
                       

Historical cost

    795,168     918,865     39,814     591,121     2,344,968  

Accumulated depreciation

    (321,774 )   (551,005 )   (7,850 )   (292,794 )   (1,173,425 )
                       

Balance as of March 31, 2010

    473,393     367,859     31,964     298,326     1,171,543  
   

        Depreciation of Euro 50.5 million (Euro 51.2 million in the same period in 2009) is included in the cost of sales (Euro 14.5 million, compared to Euro 13.6 million in the same period in 2009), selling expenses (Euro 24.3 million, compared to Euro 25.3 million in the same period in 2009), advertising expenses (Euro 1.2 million, compared to Euro 1.2 million in the same period in 2009) and general and administrative expenses (Euro 10.5 million, compared to Euro 11.1 million in the same period in 2009).

        Other items of property, plant and equipment include assets under construction of Euro 52.1 million at March 31, 2010 (Euro 49.2 million at December 31, 2009), mainly relating to the opening and renovation of North American retail stores.

        Leasehold improvements totaled Euro 235.6 million and Euro 238.5 million at March 31, 2010 and December 31, 2009, respectively.

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Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

10.  GOODWILL AND INTANGIBLE ASSETS

        Changes in intangible assets in the first quarter of 2010 are illustrated below:

   
 
  Goodwill
  Trade names
and
Trademarks

  Distributor
network

  Customer
relation,
contracts
and lists

  Franchise
agreements

  Other
  Total
 
   

Balance as of January 1, 2010

                                           

Historical cost

    2,727,445     1,330,308     78,279     210,509     20,025     41,675     4,408,242  

Accumulated amotization

    (38,610 )   (457,603 )   (18,003 )   (34,390 )   (4,760 )   (16,160 )   (569,527 )
                               

Balance as of January 1, 2010

    2,688,835     872,705     60,276     176,119     15,265     25,515     3,838,715  
                               

Increases

          53     2,390                 292     2,735  

Intangible assets from business acquisitions

    7,048                                   7,048  

Translation differences and other

    141,806     43,866     3,619     10,255     903     3,060     203,509  

Amortization expense

          (14,937 )   (904 )   (3,675 )   (259 )   (1,150 )   (20,925 )
                               

Balance as of March 31, 2010

    2,837,689     901,687     65,381     182,699     15,909     27,717     4,031,082  
                               

Of which

                                           

Historical cost

    2,877,582     1,391,254     85,370     222,835     21,218     45,442     4,643,701  

Accumulated amotization

    (39,893 )   (489,567 )   (19,989 )   (40,136 )   (5,309 )   (17,725 )   (612,619 )
                               

Balance as of March 31, 2010

    2,837,689     901,687     65,381     182,699     15,909     27,717     4,031,082  
   

11.  INVESTMENTS

        This item amounts to Euro 49.5 million (Euro 46.3 million at December 31, 2009) and it primarily includes the investment in Multiopticas Internacional S.L., accounted for under the equity method.

12.  OTHER NON-CURRENT ASSETS

        Other non-current assets amount to Euro 147.5 million (Euro 147.6 million at December 31, 2009) and mainly include security deposits of Euro 12.8 million (Euro 10.5 million at December 31, 2009) and advances the Group has paid to certain licensees for future contractual minimum royalties, amounting to Euro 118.7 million (Euro 122.9 million at December 31, 2009).

13.  DEFERRED TAX ASSETS

        Deferred tax assets show a balance of Euro 343.5 million (Euro 356.7 million at December 31, 2009). Deferred tax assets primarily consist of temporary differences between the tax values and carrying amounts of inventories, intangible assets, pension funds and tax losses carried forward.

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Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

LIABILITIES AND EQUITY

14.  PAYABLES TO BANKS

        Payables to banks at March 31, 2010 reflect current account overdrafts with various banks. The interest rates on these credit lines are floating, and the credit lines may be used to obtain, if necessary, letters of credit.

15.  CURRENT PORTION OF NON-CURRENT FINANCIAL LIABILITIES

        This item consists of the current portion of loans granted to the Group, described below in Note 19—"Non-current financial liabilities."

16.  PAYABLES TO SUPPLIERS

        Payables to suppliers consist of invoices received and not yet paid at the reporting date, in addition to invoices to be received, accounted for on an accrual basis.

        The balance, which is due in its entirety within 12 months, is detailed below:

   
(thousands of Euro)
  As of
March 31, 2010

  As of
December 31, 2009

 
   

Accounts payable

    261,194     308,499  

Invoices to be received

    142,158     126,105  
           

Total

    403,352     434,604  
           
   

17.  CURRENT TAX LIABILITIES

        "Tax liabilities" include liabilities for current taxes which are certain and determined.

   
(thousands of Euro)
  As of
March 31, 2010

  As of
December 31, 2009

 
   

Current year income taxes payable fund

    20,740     27,901  

Income taxes advance payment

    (12,798 )   (16,697 )
           

Total

    7,942     11,204  
           
   

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Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

18.  CURRENT LIABILITIES

   
(thousands of Euro)
  As of
March 31, 2010

  As of
December 31, 2009

 
   

Premiums and discounts to suppliers

    22,856     24,179  

Sales commissions

    2,443     1,775  

Leasing rental

    18,906     16,051  

Accrued expenses wages & salaries

    65,088     63,565  

Insurance

    9,135     9,476  

Sale taxes payable

    28,050     36,336  

Salaries payable

    99,287     91,536  

Due to social securities authorities

    15,981     21,483  

Sales commissions payable

    4,155     3,363  

Royalties payable

    1,038     1,096  

Other financial liabilities

    202,196     192,849  
           

Total financial liabilities

    469,135     461,709  
           

Deferred income

    1,139     1,480  

Customers' right of return

    30,964     27,334  

Advances from customers

    37,565     36,680  

Other liabilities

    33,086     26,933  
           

Total liabilities

    102,754     92,427  
           

Total other current liabilities

    571,889     554,136  
   

        Other financial liabilities primarily include the payable related to the Group's acquisition of the outstanding shares in its Turkish subsidiary in the amount of Euro 64.9 million (Euro 61.8 million at December 31, 2009) and the payable related to foreign currency derivatives of Euro 4.0 million (Euro 3.7 million as of December 31, 2009).

        Other liabilities consists of the current portion of funds set aside for the provision for risks that primarily include:

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Table of Contents


Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

19.  NON-CURRENT FINANCIAL LIABILITIES

   
(thousands of Euro)
  As of
March 31,
2010

  As of
December 31,
2009

 
   

Luxottica Group S.p.A. Credit agreement with various financial institutions (a)

    545,061     544,585  

Senior unsecured guaranteed notes (b)

    344,669     205,297  

Credit agreement with various financial institutions (c)

    638,876     750,228  

Credit agreement with various financial institutions for Oakley acquisition (d)

    1,089,434     1,062,816  

Capital lease obligations, payable in installments through 2010

    997     970  

Other loans with banks and other third parties, interest at various rates, payable in installments through 2014. (e)

    3,483     4,179  
           

Total

    2,622,521     2,568,075  
           

Less: Current maturities

    199,580     166,279  
           

Long Term Debt

    2,422,941     2,401,796  
           
   

        (a)   In April 2008, the Company entered into a new Euro 150.0 million unsecured credit facility with Banca Nazionale del Lavoro. This facility is an 18-month revolving credit facility that provides borrowing availability of up to Euro 150.0 million. The amounts borrowed under the revolving facility can be borrowed and repaid until final maturity. Interest accrued at EURIBOR plus 0.375 percent. The Company could select interest periods of one, three or six months. In June 2009, the Company renegotiated this credit facility. The new facility consists of a 2-year unsecured credit facility that is a revolving loan that provides borrowing availability of up to Euro 150.0 million. Amounts borrowed under the revolving loan can be borrowed and repaid until final maturity. Interest accrues at EURIBOR plus 1.90 percent. The Company can select interest periods of one, three or six months. The final maturity of the credit facility is July 13, 2011. As of March 31, 2010, this facility was not used.

On May 29, 2008, the Company entered into a Euro 250.0 million revolving credit facility, guaranteed by its subsidiary, Luxottica U.S. Holdings Corp. ("US Holdings"), with Intesa Sanpaolo S.p.A., as agent, and Intesa Sanpaolo S.p.A., Banca Popolare di Vicenza S.c.p.A. and Banca Antonveneta S.p.A., as lenders. The final maturity of the credit facility is May 29, 2013. The credit facility will require repayment of equal quarterly installments of Euro 30.0 million of principal starting on August 29, 2011, and a repayment of Euro 40.0 million on the final maturity date. Interest accrues at EURIBOR (as defined in the agreement) plus a margin between 0.40 percent and 0.60 percent based on the "Net Debt/EBITDA" ratio, as defined in the agreement (1.209 percent as of March 31, 2010). As of March 31, 2010 Euro 250.0 million was borrowed under this credit facility. The credit facility contains certain financial and operating covenants. The Company was in compliance with those covenants as of March 31, 2010.

In June and July 2009, we entered into eight interest rate swap transactions with an aggregate initial notional amount of Euro 250.0 million with various banks ("Intesa Swaps"). The Intesa Swaps will decrease their notional amount on a quarterly basis, following the amortization schedule of the underlying facility, starting on August 29, 2011. These Intesa Swaps will expire on May 29, 2013. The Intesa Swaps were entered into as a cash flow hedge on the Intesa Sanpaolo S.p.A. credit facility

29


Table of Contents


Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

19.  NON-CURRENT FINANCIAL LIABILITIES (Continued)


discussed above. The Intesa Swaps exchange the floating rate of EURIBOR for an average fixed rate of 2.25 percent per annum. The ineffectiveness of cash flow hedges was tested at the inception date and at least every three months. The results of the tests indicated that the cash flow hedges are highly effective.

On November 11, 2009, the Company entered into a Euro 300 million Term Facility Agreement, guaranteed by its subsidiaries US Holdings and Luxottica S.r.l., with Mediobanca—Banca di Credito Finanziario S.p.A., as agent, and Mediobanca—Banca di Credito Finanziario S.p.A., Deutsche Bank S.p.A., Calyon S.A. Milan Branch and Unicredit Corporate Banking S.p.A., as lenders. The final maturity of the Term Facility is November 30, 2012. Interest will accrue at EURIBOR (as defined in the agreement) plus a margin between 1.75 percent and 3.00 percent based on the "Net Debt/EBITDA" ratio (2.905 percent as of March 31, 2010). As of March 31, 2010, Euro 300.0 million was borrowed under this credit facility.

        (b)   On September 3, 2003, US Holdings closed a private placement of US $300 million (Euro 221.8 million at the exchange rate as of March 31, 2010) of senior unsecured guaranteed notes (the "Notes"), issued in three series (Series A, Series B and Series C). The Series A and Series B Notes matured on September 3, 2008 and have been repaid in full. Interest on the Series C Notes accrues at 4.45 percent per annum and they mature on September 3, 2010. The Series C Notes required annual repayments beginning on September 3, 2006 through the applicable date of maturity. The Notes are guaranteed on a senior unsecured basis by the Company and Luxottica S.r.l., a wholly owned subsidiary. The Notes contain certain financial and operating covenants. US Holdings was in compliance with those covenants as of December 31, 2009. In December 2005, US Holdings terminated three interest rate swaps that coincided with the Notes and, as such, the final adjustment to the carrying amount of the hedged interest-bearing financial instruments is being amortized as an adjustment to the fixed-rate debt yield over the remaining life of the debt. The effective interest rate on the Series C Notes outstanding as December 31, 2009 is 5.44 percent for its remaining life. Amounts outstanding under these Notes were Euro 8.1 million as of March 31, 2010.

On July 1, 2008 US Holdings closed a private placement of U.S. $275 million senior unsecured guaranteed notes (the "2008 Notes"), issued in three series (Series A, Series B and Series C). The aggregate principal amounts of the Series A, Series B and Series C Notes are U.S. $20 million, U.S. $127 million and U.S. $128 million, respectively. Series A Notes mature on July 1, 2013, Series B Notes mature on July 1, 2015 and Series C Notes mature on July 1, 2018. Interest on the Series A Notes accrues at 5.96 percent per annum, interest on the Series B Notes accrues at 6.42 percent per annum and interest on the Series C Notes accrues at 6.77 percent per annum. The credit facility contains certain financial and operating covenants. The Company was in compliance with those covenants as of March 31, 2010. The proceeds from the 2008 Notes received on July 1, 2008, were used to repay a portion of the Bridge Loan Facility (see (d) below).

On January 29, 2010 US Holdings closed a private placement of U.S. $175 million senior unsecured guaranteed notes (the "2010 Notes"), issued in three series (Series D, Series E and Series F). The aggregate principal amounts of the Series D, Series E and Series F Notes are U.S. $50 million, U.S. $50 million and U.S. $75 million, respectively. Series D Notes mature on January 29, 2017, Series E Notes mature on January 29, 2020 and Series F Notes mature on January 29, 2019. Interest on the Series D Notes accrues at 5.19 percent per annum, interest on the Series E Notes accrues at

30


Table of Contents


Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

19.  NON-CURRENT FINANCIAL LIABILITIES (Continued)


5.75 percent per annum and interest on the Series F Notes accrues at 5.39 percent per annum. The credit facility contains certain financial and operating covenants. The Company was in compliance with those covenants as of March 31, 2010. The proceeds from the 2010 Notes received on January 29, 2010 were used for general corporate purposes.

        (c)   On June 3, 2004, as amended on March 10, 2006, the Company and US Holdings entered into a credit facility with a group of banks providing for loans in the aggregate principal amount of Euro 740 million and U.S. $325 million. The five-year facility consists of three Tranches (Tranche A, Tranche B, Tranche C). The March 10, 2006 amendment increased the available borrowings to Euro 1,130 million and U.S. $325 million, decreased the interest margin and defined a new maturity date of five years from the date of the amendment for Tranche B and Tranche C. On February 2007, the Company exercised an option included in the amendment to the term and revolving facility to extend the maturity date of Tranches B and C to March 2012. On February 2008, the Company exercised an option included in the amendment to the term and revolving facility to extend the maturity date of Tranches B and C to March 2013. Tranche A is a Euro 405 million amortizing term loan requiring repayment of nine equal quarterly installments of principal of Euro 45 million beginning in June 2007, which is to be used for general corporate purposes, including the refinancing of existing Luxottica Group S.p.A. debt as it matures. Tranche A expired on June 3, 2009 and was repaid in full. Tranche B is a term loan of U.S. $325 million which was drawn upon on October 1, 2004 by US Holdings to finance the purchase price of the acquisition of Cole. Amounts borrowed under Tranche B will mature in March 2013. Tranche C is a Revolving Credit Facility of Euro 725 million-equivalent multi-currency (Euro/US Dollar). Amounts borrowed under Tranche C may be repaid and reborrowed with all outstanding balances maturing in March 2013. The Company can select interest periods of one, two, three or six months with interest accruing on Euro-denominated loans based on the corresponding EURIBOR rate and US Dollar denominated loans based on the corresponding LIBOR rate, both plus a margin between 0.20 percent and 0.40 percent based on the "Net Debt/EBITDA" ratio, as defined in the agreement. The interest rate on March 31, 2010 was 0.599 percent for Tranche B and 0.751 percent on Tranche C amounts borrowed in Euro. The credit facility contains certain financial and operating covenants. The Company was in compliance with those covenants as of March 31, 2010. Under this credit facility, Euro 640.3 million was borrowed as of March 31, 2010.

In June 2005, the Company entered into nine interest rate swap transactions with an aggregate initial notional amount of Euro 405 million with various banks which decreased by Euro 45 million every three months starting on June 3, 2007 (the "Club Deal Swaps"). These Club Deal Swaps expired on June 3, 2009. The Club Deal Swaps were entered into as a cash flow hedge on Tranche A of the credit facility discussed above. The ineffectiveness of cash flow hedges was tested at the inception date and at least every three months. The results of the tests indicated that the cash flow hedges were highly effective.

During the third quarter of 2007 the Group entered into 13 interest rate swap transactions with an aggregate initial notional amount of U.S. $325.0 million with various banks ("Tranche B Swaps"). These swaps will expire on March 10, 2012. The Tranche B Swaps were entered into as a cash flow hedge on Tranche B of the credit facility discussed above. The Tranche B Swaps exchange the floating rate of LIBOR for an average fixed rate of 4.616 percent per annum. The ineffectiveness of cash flow hedges was tested at the inception date and at least every three months. The results of the tests indicated that the cash flow hedges are highly effective

31


Table of Contents


Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

19.  NON-CURRENT FINANCIAL LIABILITIES (Continued)

        (d)   On November 14, 2007, the Group completed the merger with Oakley for a total purchase price of approximately US $2.1 billion. In order to finance the acquisition of Oakley, on October 12, 2007 the Company and US Holdings entered into two credit facilities with a group of banks providing for certain term loans and a short-term bridge loan for an aggregate principal amount of U.S. $2.0 billion. The term loan facility is a term loan of U.S. $1.5 billion, with a five-year term, with options to extend the maturity on two occasions for one year each time. The term loan facility is divided into two facilities, Facility D and Facility E. Facility D consists of an amortizing term loan in an aggregate amount of U.S. $1.0 billion, made available to US Holdings, and Facility E consists of a bullet term loan in an aggregate amount of U.S. $500 million, made available to the Company. Each facility has a five-year term, with options to extend the maturity date on two occasions for one year each time. Interest accrues on the term loan at LIBOR plus 20 to 40 basis points based on "Net Debt to EBITDA" ratio, as defined in the agreement (0.601 percent for Facility D and 0.607 percent for Facility E on March 31, 2010). On September 2008, the Company exercised an option included in the agreement to extend the maturity date of Tranches D and E to October 12, 2013. These credit facilities contain certain financial and operating covenants. The Company was in compliance with those covenants as of March 31, 2010. U.S. $1,4 billion was borrowed under this credit facility as of March 31, 2010.

During the third quarter of 2007, the Group entered into ten interest rate swap transactions with an aggregate initial notional amount of U.S. $500.0 million with various banks ("Tranche E Swaps"). These swaps will expire on October 12, 2012. The Tranche E Swaps were entered into as a cash flow hedge on Facility E of the credit facility discussed above. The Tranche E Swaps exchange the floating rate of LIBOR for an average fixed rate of 4.26 percent per annum. The ineffectiveness of cash flow hedges was tested at the inception date and at least every three months. The results of the tests indicated that the cash flow hedges are highly effective.

During the fourth quarter of 2008 and the first quarter of 2009 US Holdings entered into 14 interest rate swap transactions with an aggregate initial notional amount of US $700.0 million with various banks ("Tranche D Swaps"), which will start to decrease by U.S. $50.0 million every three months beginning on April 12, 2011. The last maturity of these swaps will be October 12, 2012. The Tranche D Swaps were entered into as a cash flow hedge on Facility D of the credit facility discussed above. The Tranche D Swaps exchange the floating rate of LIBOR for an average fixed rate of 2.42 percent per annum. The ineffectiveness of cash flow hedges was tested at the inception date and at least every three months. The results of the tests indicated that the cash flow hedges are highly effective.

The short-term bridge loan facility was for an aggregate principal amount of U.S. $500 million. Interest accrued on the short-term bridge loan at LIBOR (as defined in the agreement) plus 0.15 percent. The final maturity of the credit facility was eight months from the first utilization date. On April 29, 2008, the Company and its subsidiary US Holdings entered into an amendment and transfer agreement to this short-term bridge loan facility. The terms of this amendment and transfer agreement, among other things, reduced the total facility amount from U.S. $500.0 million to U.S. $150.0 million, effective on July 1, 2008, and provided for a final maturity date that is 18 months from the effective date of the agreement. From July 1, 2008, interest accrued at LIBOR (as defined in the agreement) plus 0.60 percent. On November 27, 2009, the Company and US Holdings amended the U.S. $150 million short-term bridge loan facility to, among other things, reduce the total facility amount from U.S. $150 million to U.S. $75 million effective November 30, 2009 and provide for a final maturity date of

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Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

19.  NON-CURRENT FINANCIAL LIABILITIES (Continued)


November 30, 2011. The new terms also provide for the repayment of U.S.$25 million on November 30, 2010 and the remaining principal at the final maturity date. From November 30, 2009, interest accrues at LIBOR (as defined in the agreement) plus 1.90 percent (2.154 percent as of March 31, 2010). Under this credit facility, U.S. $75 million was borrowed as of March 31, 2010.

        (e)   Other loans consist of several small credit agreements.

        Long-term debt, including capital lease obligations, matures as follows (thousands of Euro):

   

2010

    138,610  

2011

    288,025  

2012

    820,272  

2013

    1,060,972  

2014

    257  

2015 and later on

    317,906  

IAS Adjustment

    (3,521 )
       

Total

    2,622,521  
       
   

        The net financial position is as follows:

   
 
   
  March 31,
2010

  December 31,
2009

 
 
  (thousands of Euro)
 
   

A

 

Cash and cash equivalent

    336,160     380,081  

B

 

Availabilities (A)

    336,160     380,081  

C

 

Bank overdrafts

   
134,978
   
148,951
 

D

 

Current portion of long-term debt

    199,580     166,279  

E

 

Current Liabilities (C) + (D)

    334,559     315,230  

F

 

Non Current Liabilities (E) - (B)

   
(1,601

)
 
(64,851

)

G

 

Long-term debt

    2,086,391     2,204,229  

H

 

Notes payables

    336,549     197,567  

I

 

Total non current liabilities (G) + (H)

    2,422,941     2,401,796  

J

 

Net Financial Position (F) + (I)

   
2,421,340
   
2,336,945
 
   

        Our net financial position with respect to related parties is not material.

33


Table of Contents


Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

20.  POST-EMPLOYMENT BENEFITS

        This item amounts to Euro 43.4 million (Euro 44.6 million at December 31, 2009). The balance primarily includes liabilities related to the post-employment benefits of the Italian companies' employees.

21.  DEFERRED TAX LIABILITIES

        Deferred tax liabilities amount to Euro 382.1 million and Euro 396.0 million at March 31, 2010 and December 31, 2009, respectively. Deferred tax liabilities primarily relate to temporary differences between the tax values and carrying amounts of property, plants and equipment and intangible assets.

22.  OTHER NON-CURRENT LIABILITIES

   
(thousands of Euro)
  As of
March 31,
2010

  As of
December 31,
2009

 
   

Risk funds

    103,004     99,050  

Other liabilities

    125,277     113,517  

Other financial liabilities

    151,253     137,461  
           

Total

    379,534     350,028  
           
   

34


Table of Contents


Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

22.  OTHER NON-CURRENT LIABILITIES (Continued)

        The provisions for risks include:

        Other liabilities mainly include the liabilities for U.S. pension funds (Euro 125.3 million, compared to Euro 113.5 million at December 31, 2009), the non-current portion of interest rate derivative liabilities (Euro 60.6 million at March 31, 2010, compared to Euro 48.6 million at December 31, 2009) and financial liabilities relating to the transaction with the subsidiary Optika Holdings (Euro 29.2 million, compared to Euro 31.2 million at December 31, 2009).

23.  EQUITY ATTIBUTABLE TO THE STOCKHOLDERS OF THE PARENT

Share capital

        The Company's share capital at March 31, 2010 amounts to Euro 27,887,476.98 and is comprised of 464,791,283 ordinary shares with a par value of Euro 0.06 each. At January 1, 2010, the share capital amounted to Euro 27,863,182.98 and was comprised of 464,386,383 ordinary shares with a par value of Euro 0.06 each.

        Following the exercise of 404,900 options to purchase ordinary shares granted to employees under existing stock option plans the share capital grew by Euro 24,294 in the first three months of 2010. The options exercised included 164,400 as part of the 2001 grant, 38,600 as part of the 2002 grant, 46,300 as part of the 2003 grant, 106,100 as part of the 2004 grant and 49,500 as part of the 2005 grant.

Legal reserve

        This reserve reflects the portion of the Company's earnings that are not distributable as dividends, in accordance with article 2430 of the Italian Civil Code.

Share premium reserve

        This reserve increases following the exercise of options.

Retained earnings

        These include subsidiaries' earnings that have not been distributed as dividends and the amount of consolidated companies' equity in excess of the corresponding carrying amounts of investments in the same companies. This item also includes amounts arising as a result of consolidation adjustments.

Translation reserve

        Translation differences are generated by the translation of financial statements prepared in currencies other than Euro into Euro.

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Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

23.  EQUITY ATTIBUTABLE TO THE STOCKHOLDERS OF THE PARENT (Continued)

Treasury reserve

        Treasury reserve is equal to Euro 84.7 million (Euro 82.7 million as of December 31, 2009). The increase is due to the share buyback program approved by the stockholders' meeting on October 29, 2009 ("2009 Program"), intended to provide the Company with treasury shares to efficiently manage its share capital and to implement its Performance Shares Plan.

        Under the 2009 Program the Company, in the first three months of 2010, purchased on the Milan Stock Exchange's Mercato Telematico Azionario (MTA) an aggregate amount of 487,100 ordinary shares at an average price of Euro 18.66 for an aggragate amount of Euro 9,091,557.

        In parallel with the purchases of shares by the Company, Arnette Optic Illusions, Inc. ("Arnette"), a U.S. subsidiary, sold on the MTA 705,000 Luxottica Group ordinary shares at anaverage unit price of Euro 18.87 for an aggregate amount of Euro 13,303,645.

24.  EQUITY ATTRIBUTABLE TO MINORITY INTERESTS

        Equity attributable to minority interests amounts to Euro 12.4 million and Euro 16.4 million at March 31, 2010 and December 31, 2009, respectively. The Euro 4.0 million decrease is primarily due to the Euro 2.6 million profit for the period, which was partially offset by dividends of Euro 6.9 million.

25.  NOTES TO THE CONSOLIDATED INCOME STATEMENT

        Please refer to Note 3—"Financial Results" in the Management Report on the Interim Financial Results as of March 31, 2010

26.  COMMITMENTS AND RISKS

        The Group has commitments under contractual agreements in place. Such commitments relate to the following:

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Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

26.  COMMITMENTS AND RISKS (Continued)

Guarantees

Short-Term Credit Facilities

        As of March 31, 2010 and as of December 31, 2009, the Group had unused short-term lines of credit of approximately Euro 578.3 million and Euro 542.8 million, respectively.

        The Company and its wholly-owned Italian subsidiary Luxottica S.r.l. maintain unsecured lines of credit with banks with an aggregate maximum borrowing availability of Euro 413.5 million as of March 31, 2010 (Euro 412.0 million at December 31, 2009). These lines of credit are renewable annually, can be cancelled on short notice and have no commitment fees. At March 31, 2010 and as of December 31, 2009, these credit lines were utilized for Euro 0.4 million and Euro 2.0 million, respectively.

        US Holdings maintains unsecured lines of credit with three separate banks with an aggregate maximum borrowing availability of Euro 98.5 million (U.S. $133.2 million). These lines of credit are renewable annually, can be cancelled on short notice and have no commitment fees. As of March 31, 2010 these lines were not used, and there were Euro 16.1 million in aggregate face amount of standby letters of credit outstanding under these lines of credit (see below).

        The blended average interest rate on these lines of credit is approximately LIBOR plus 0.80 percent.

Outstanding Standby Letters of Credit

        A U.S. subsidiary has obtained various standby and trade letters of credit from banks that aggregated Euro 27.2 million and Euro 29.9 million as of March 31, 2010 and December 31, 2009, respectively. Most of these letters of credit are used for security in risk management contracts, purchases from foreign vendors or as security on store leases. Most standby letters of credit contain evergreen clauses under which the letter is automatically renewed unless the bank is notified not to renew. Trade letters of credit are for purchases from foreign vendors and are generally outstanding for a period that is less than six months. Substantially all the fees associated with maintaining the letters of credit fall within the range of 50 to 100 basis points annually.

37


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Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

26.  COMMITMENTS AND RISKS (Continued)

Litigation

        The Company and its subsidiaries are involved in the following legal and regulatory proceedings of which the timing and outcomes are inherently uncertain, and such outcomes could have a material adverse effect on the Company's business, financial position or operating results.

Cole Consumer Class Action Lawsuit

        In June 2006, Cole and its subsidiaries were sued by a consumer in a class action that alleged various statutory violations related to the operations of Pearle Vision, Inc. and Pearle Vision Care, Inc. in California. The plaintiff asserted various claims relating to the confidentiality of medical information and the operation of Pearle Vision stores in California, including violations of California laws governing relationships among opticians, optical retailers, manufacturers of frames and lenses, and optometrists, and other unlawful or unfair business practices. The parties entered into a settlement agreement, which provides for a store voucher at Pearle Vision or LensCrafters for each class member and the payment of attorneys' fees and costs. On December 19, 2008, the court granted final approval of the settlement and entered final judgment. The settlement became final on March 17, 2009.

        Amounts paid to settle this litigation and related costs incurred for the three months ended March 31, 2010 and 2009 were not material.

Oakley Shareholder Lawsuit

        On June 26, 2007, the Pipefitters Local No. 636 Defined Benefit Plan filed a class action complaint, on behalf of itself and all other shareholders of Oakley, Inc. ("Oakley"), against Oakley and its Board of Directors in California Superior Court, County of Orange. The complaint alleged, among other things, that the defendants violated their fiduciary duties to shareholders by approving Oakley's merger with Luxottica and claimed that the price per share fixed by the merger agreement was inadequate and unfair. The defendants filed demurrers to the complaint, which the Court granted without prejudice. On September 14, 2007, the plaintiff filed an amended complaint containing the same allegations as the initial complaint and adding purported claims for breach of the duty of candor. Because the Company believed the allegations were without merit, on October 9, 2007, the defendants filed a demurrer to the amended complaint. Rather than respond to that demurrer, the plaintiff admitted that its claims were moot and on January 4, 2008 filed a motion for attorneys' fees and expenses. The hearing for this motion took place on April 17, 2008. On May 29, 2008, the Court issued a ruling denying the plaintiff's motion for attorneys' fees and expenses in its entirety. The court did not rule on the defendants' demurrer to the amended complaint. On July 11, 2008, the Court entered an order dismissing the action with prejudice and denying the plaintiff's motion for attorneys' fees and expenses. The plaintiff appealed the Court's May 29, 2008 ruling and the July 11, 2008 order. On January 11, 2010, the appellate court affirmed the trial court's decision in all respects. The plaintiff has filed a petition with the California Supreme Court requesting review of the appellate court's decision.

        Costs associated with this litigation incurred for the three months ended March 31, 2010 and 2009 were not material. Management believes that no estimate of the range of possible losses, if any, can be made at this time.

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Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

26.  COMMITMENTS AND RISKS (Continued)

Fair Credit Reporting Act Litigation

        In January 2007, a complaint was filed against Oakley and certain of its subsidiaries in the United States District Court for the Central District of California, alleging wilful violations of the Fair and Accurate Credit Transactions Act related to the inclusion of credit card expiration dates on sales receipts. The plaintiff brought suit on behalf of a class of Oakley's customers. Oakley denied any liability, and later entered into a settlement arrangement with the plaintiff that resulted in a complete release in favor of the Oakley defendants, with no cash payment to the class members but rather an agreement by Oakley to issue vouchers for the purchase of products at Oakley retail stores during a limited period of time. The settlement also provided for the payment of attorneys' fees and claim administration costs by the Oakley defendants. An order approving this settlement was entered on November 24, 2008. The settlement became final on January 15, 2009.

        Amounts paid to settle this litigation and related costs incurred three months ended March 31, 2010 and 2009 were not material.

Texas LensCrafters Class Action Lawsuit

        In May 2008, two individual optometrists commenced an action against LensCrafters, Inc. and Luxottica Group S.p.A. in the United States District Court for the Eastern District of Texas, alleging violations of the Texas Optometry Act ("TOA") and the Texas Deceptive Trade Practices Act, and tortious interference with customer relations. The suit alleges that LensCrafters has attempted to control the optometrists' professional judgment and that certain terms of the optometrists' sub-lease agreements with LensCrafters violate the TOA. The suit seeks recovery of a civil penalty of up to U.S. $1,000 for each day of a violation of the TOA, injunctive relief, punitive damages, and attorneys' fees and costs. In August 2008, plaintiffs filed a first amended complaint, adding claims for fraudulent inducement and breach of contract. In October 2008, plaintiffs filed a second amended complaint seeking to certify the case as a class action on behalf of all current and former LensCrafters' sub-lease optometrists. Luxottica Group S.p.A. filed a motion to dismiss for lack of personal jurisdiction in October 2008. The court did not address that motion. The case was transferred to the Western District of Texas, Austin Division, in January 2009, pursuant to the defendants' motion to transfer venue. On January 11, 2010 plaintiffs filed a motion requesting that the court permit the case to proceed as a class action on behalf of all optometrists who sublease from Lenscrafters in Texas.

        On February 8, 2010, the parties reached an agreement to settle the litigation on confidential terms. On March 8, 2010, the court dismissed the case with prejudice. Amounts paid to settle this litigation will not be material. Costs associated with the litigation for the the three months ended March 31, 2010 and 2009 were not material.

        The Group is a defendant in various other lawsuits arising in the ordinary course of business. It is the opinion of the management of the Group that it has meritorious defenses against all such outstanding claims, which the Company will vigorously pursue, and that the outcome of such claims, individually or in the aggregate, will not have a material adverse effect on the Group's consolidated financial position or results of operations.

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Table of Contents


Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

27.  RELATED PARTY TRANSACTIONS

Non-current assets

        In January 2002, the Group purchased a property to serve as the general management headquarters for the Luxottica Group, mortgaged to secure a bank loan of "Partimmo S.r.l.", a company owned by the Chairman of the Company, for a total investment of Euro 42.0 million, consisting of a purchase price of Euro 28.5 million and the remainder of leasehold improvements. The Group has stated these assets at their historical cost.

Licensing agreements

        The Group signed an exclusive worldwide licensing agreement for the production and distribution of Brooks Brothers brand eyewear. The brand is held by Retail Brand Alliance, Inc. ("RBA"), which is owned and controlled by a director of the Company, Claudio Del Vecchio. The original licensing agreement expired in 2009 and has been renewed on March 31, 2010 for five years. For further details about this renewal, please refer to Note 1—"Operating Performance for the First Quarter of 2010"of the Management Report on the Interim Financial Results as of March 31, 2010. The Group paid RBA Euro 0.4 million in the first three months of 2010 and Euro 0.1 million in the first three months of 2009.

Stock option plan

        On September 14, 2004, the Company announced that its largest shareholder, Leonardo Del Vecchio, had allocated 2.11% of his shares of the Company, amounting to 9.6 million shares, that he held through the company La Leonardo Finanziaria S.r.l.—now held through Delfin S.a.r.l.—a financial company owned by the Del Vecchio family, to a stock option plan for the Group's top management. The options vested at June 30, 2006 upon the attainment of certain financial targets. Accordingly, the rights holders were entitled to exercise them from such date until their expiry in 2014. In the first three months of 2010, 200,000 rights were exercised as part of this plan. No rights were exercised in 2009.

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Table of Contents


Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

27.  RELATED PARTY TRANSACTIONS (Continued)

        A summary of related party transactions at March 31, 2010 and March 31, 2009 is provided below:

   
(thousands of Euro)
As of March 31, 2010
Related Parties

  Income statement   Balance sheet  
  Revenues
  Costs
  Assets
  Liabilities
 
   

Retail Brand Alliance, Inc

    27.4     224.2           226.1  

Multiopticas Internacional, SL

    1,190.8     11.4     1,547.1     2,482.7  

Type 20 srl

                17.1        

Others

    0.7     42.0           0.2  
                   

Total

    1,218.9     277.5     1,564.2     2,709.0  
                   
   

   
(thousands of Euro)
As of March 31, 2009
Related Parties

  Income statement   Balance sheet  
  Revenues
  Costs
  Assets
  Liabilities
 
   

Retail Brand Alliance, Inc

    37.7     171.8           170.5  

Type 20 S.r.l.

                17.5        

Others

    0.7     185.7     428.0     189.4  
                   

Total

    38.4     357.4     445.4     359.9  
                   
   

        Total remuneration due to key managers in the first quarter of 2010 amounts to approximately Euro 8.3 million (Euro 2.8 million at March 31, 2009).

        These costs relate to key managers who were already with the Group in the first quarter of 2009 and remain in service, as well as those who became key managers after March 31, 2009.

28.  EARNINGS PER SHARE

        Basic and diluted earnings per share have been calculated as the ratio of net profit attributable to the stockholders of the Company for the periods ended March 31, 2010 and 2009, amounting to Euro 95.1 million and Euro 78.8 million, respectively, to the number of outstanding shares of the Company.

        Earnings per share in the first three months of 2010 amount to Euro 0.21, compared to Euro 0.17 in the same period in 2009. Diluted earnings per share in the first three months of 2010 amounted to Euro 0.21, compared to Euro 0.17 in the same period in 2009.

41


Table of Contents


Notes to the
CONDENSED CONSOLIDATED QUARTERLY REPORT (Continued)
As of MARCH 31, 2010
(UNAUDITED)

28.  EARNINGS PER SHARE (Continued)

        The table below provides a reconciliation of the weighted average number of shares used to calculate basic and diluted earnings per share:

   
 
  As of March 31,  
 
  2010
  2009
 
   

Weighted average shares outstanding—basic

    458,404,423     457,031,838  

Effect of dilutive stock options

    1,562,551     47,179  

Weighted average shares outstanding—dilutive

    459,966,975     457,079,017  

Options not included in calculation of dilutive shares as the exercise price was greater than the average price during the respective period or performance measures related to the awards have not yet been met

    14,801,101     18,141,222  
   

29.  DIVIDENDS

        No dividends were distributed in the first three months of 2010 and 2009.

30.  SEASONAL AND CYCLICAL EFFECTS ON OPERATIONS

        We have historically experienced sales volume fluctuations by quarter due to seasonality associated with the sale of sunglasses, which represented 47.5 percent and 44.7 percent of our net sales in the first three months of 2010 and 2009, respectively.

31.  SUBSEQUENT EVENTS

        Please see note 5—"Subsequent Events" in the Management Report on the Interim Financial Results as of March 31, 2010 for a description of events that occurred after March 31, 2010.

42


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Table of Contents


Attachment 1

EXCHANGE RATES USED TO TRANSLATE FINANCIAL STATEMENTS PREPARED IN CURRENCIES OTHER THAN EURO

   
 
  Average
exchange rate
as of
March 31,
2010

  Final
Exchange rate
as of
March 31,
2010

  Average
exchange rate
as of
March 31,
2009

  Final
Exchange rate
as of
December 31,
2009

 
   

U.S. Dollar

    1.3829     1.3526     1.3029     1.4332  

Swiss Franc

    1.4632     1.4276     1.4977     1.4836  

Great Britain Pound

    0.8876     0.8898     0.9088     0.8881  

Brasilian Real

    2.4917     2.4043     3.0168     2.5113  

Japanese Yen

    125.4848     125.9300     122.0440     133.1600  

Canadian Dollar

    1.4383     1.3687     1.6223     1.5128  

Mexican Peso

    17.6555     16.6573     18.7267     18.9223  

Swedish Krona

    9.9464     9.7135     10.9410     10.2520  

Australian Dollar

    1.5293     1.4741     1.9648     1.6008  

Argentine Peso

    5.3086     5.2231     4.6182     5.4618  

South African Rand

    10.3852     9.8922     12.9740     10.6660  

Israeli Shekel

    5.1640     4.9916     5.2870     5.4545  

Hong Kong Dollar

    10.7364     40.4653     10.1016     11.1709  

Turkish Lira

    2.0866     2.0512     2.1635     2.1547  

Norvegian Krona

    8.1020     8.0135     8.9472     8.3000  

Malaysian Ringgit

    4.6590     4.3968     4.7259     4.9326  

Thai Baht

    45.4722     43.5980     46.0377     47.9860  

Taiwan Dollar

    44.1373     42.8114     44.2631     46.1304  

South Korean Won

    1581.4081     1525.1100     1847.5859     1666.9700  

Chinese Renminbi

    9.4417     9.2006     8.9066     9.8350  

Singapore Dollar

    1.9395     1.8862     1.9709     2.0194  

New Zealand Dollar

    1.9510     1.9024     2.4498     1.9803  

United Arab Emirates Dirham

    5.0795     4.9507     4.7857     5.2914  

Indian Rupee

    63.4796     60.5140     64.7948     67.0400  

Polish Zloty

    3.9869     3.8673     4.4988     4.1045  

Ungarian Forint

    268.5222     265.7500     294.1909     270.4200  

Croatian Kuna

    7.2849     7.2638     7.4116     7.3000  
   

43




Milan, April 29, 2010
Luxottica Group S.p.A.
For the Board of Directors

Andrea Guerra
Chief Executive Officer



        The officer responsible for preparing the company's financial reports, Enrico Cavatorta, declares, pursuant to paragraph 2 of Article 154-bis of the Consolidated Law on Finance, that the accounting information contained in this report corresponds to the document results, books and accounting records.

Milan, April 29, 2010

Enrico Cavatorta
(Manager responsible for financial reporting)

44


Table of Contents

LOGO

Luxottica Headquarters and Registered Office•Via C. Cantù, 2, 20123 Milan, Italy - Tel. + 39.02.863341 - Fax + 39.02.86996550

Deutsche Bank Trust Company Americas (ADR Depositary Bank)•60 Wall Street, New York, NY 10005 USA
Tel. + 1.212.250.9100 - Fax + 1.212.797.0327











LUXOTTICA SRL
AGORDO, BELLUNO - ITALY

LUXOTTICA BELGIUM NV
BERCHEM - BELGIUM

LUXOTTICA FASHION BRILLEN VERTRIEBS
GMBH
HAAR - GERMANY

LUXOTTICA FRANCE SAS
VALBONNE - FRANCE

LUXOTTICA GOZLUK ENDUSTRI VE TICARET AS
CIGLI - IZMIR - TURKEY

LUXOTTICA HELLAS AE
PALLINI - GREECE

LUXOTTICA IBERICA SA
BARCELONA - SPAIN

LUXOTTICA NEDERLAND BV
HEEMSTEDE - HOLLAND

LUXOTTICA OPTICS LTD
TEL AVIV - ISRAEL

LUXOTTICA POLAND SP ZOO
KRAKÓW - POLAND

LUXOTTICA PORTUGAL-COMERCIO DE
OPTICA SA
LISBOA - PORTUGAL

LUXOTTICA (SWITZERLAND) AG
URTENEN, SCHÖNBÜHL - SWITZERLAND

LUXOTTICA CENTRAL EUROPE KFT
BUDAPEST - HUNGARY

LUXOTTICA SOUTH EASTERN EUROPE LTD
NOVIGRAD - CROATIA

SUNGLASS HUT (UK) LIMITED
LONDON - UK

OAKLEY ICON LIMITED
DUBLIN - IRELAND










 










LUXOTTICA ExTrA LIMITED
DUBLIN - IRELAND

LUXOTTICA TRADING AND
FINANCE LIMITED
DUBLIN - IRELAND

LUXOTTICA NORDIC AB
STOCKHOLM - SWEDEN

LUXOTTICA U.K. LTD
LONDON - UNITED KINGDOM

LUXOTTICA
VERTRIEBSGESELLSCHAFT MBH
KLOSTERNEUBURG - AUSTRIA

LUXOTTICA U.S. HOLDINGS
CORP.
PORT WASHINGTON - NEW YORK (USA)

AVANT-GARDE OPTICS, LLC
PORT WASHINGTON - NEW YORK (USA)

LUXOTTICA CANADA INC
TORONTO - ONTARIO (CANADA)

LUXOTTICA NORTH AMERICA
DISTRIBUTION LLC
MASON - OHIO (USA)

LUXOTTICA RETAIL NORTH
AMERICA INC.
MASON - OHIO (USA)

SUNGLASS HUT TRADING, LLC
MASON - OHIO (USA)

EYEMED VISION CARE LLC
MASON - OHIO (USA)

LUXOTTICA RETAIL CANADA INC.
TORONTO - ONTARIO (CANADA)

OAKLEY, INC.
FOOTHILL RANCH - CALIFORNIA (USA)

LUXOTTICA MEXICO SA DE CV
MEXICO CITY - MEXICO










 










LUXOTTICA ARGENTINA SRL
BUENOS AIRES - ARGENTINA

LUXOTTICA BRASIL PRODUTOS OTICOS E ESPORTIVOS LTDA
SÃO PAULO - BRASIL

LUXOTTICA AUSTRALIA PTY LTD
MACQUARIE PARK - NEW SOUTH WALES (AUSTRALIA)

OPSM GROUP PTY LIMITED
MACQUARIE PARK - NEW SOUTH WALES (AUSTRALIA)

LUXOTTICA MIDDLE EAST FZE
DUBAI - DUBAI

MIRARI JAPAN CO LTD
TOKYO - JAPAN

LUXOTTICA SOUTH AFRICA PTY LTD
JOHANNESBURG - SOUTH AFRICA

RAYBAN SUN OPTICS INDIA LTD
BHIWADI - INDIA

SPV ZETA OPTICAL COMMERCIAL AND
TRADING (SHANGHAI) CO., LTD
SHANGHAI - CHINA

LUXOTTICA TRISTAR (DONGGUAN)
OPTICAL CO
DONG GUAN CITY, GUANGDONG - CHINA

GUANGZHOU MING LONG OPTICAL
TECHNOLOGY CO. LTD
GUANGZHOU CITY - CHINA

SPV ZETA OPTICAL TRADING (BEIJING) CO.
LTD
BEIJING - CHINA

LUXOTTICA KOREA LTD
SEOUL - KOREA

LUXOTTICA SOUTH PACIFIC
HOLDINGS PTY LTD
MACQUARIE PARK - NEW SOUTH WALES (AUSTRALIA)

LUXOTTICA (CHINA)
INVESTMENT CO. LTD.
SHANGHAI - CHINA

www.luxottica.com


Table of Contents

        Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

    LUXOTTICA GROUP S.p.A.
        

 
Date: May 14, 2010

 

By: /s/ Enrico Cavatorta

ENRICO CAVATORTA
CHIEF FINANCIAL OFFICER

46