SECURITIES & EXCHANGE COMMISSION EDGAR FILING

[Pages:27]SECURITIES & EXCHANGE COMMISSION EDGAR FILING

Hudson Ltd.

Form: 6-K Date Filed: 2019-07-30

Corporate Issuer CIK: 1714368

? Copyright 2019, Issuer Direct Corporation. All Right Reserved. Distribution of this document is strictly prohibited, subject to the terms of use.

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 month of July, 2019 Commission File Number: 001-38378

Hudson Ltd.

(Translation of registrant's name into English)

4 New Square Bedfont Lakes Feltham, Middlesex TW14 8HA United Kingdom (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

Form 40-F

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):

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):

SIGNATURE

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.

Hudson Ltd.

By: /s/ Adrian Bartella Name: Adrian Bartella Title: Chief Financial Officer

Date: July 30, 2019

Exhibit No. 99.1

EXHIBIT INDEX

Description Hudson Ltd. Interim Report (unaudited) for the six months ended June 30, 2019

HUDSON GROUP

INTERIM REPORT JUNE 2019

Exhibit 99.1

HUDSON GROUP

INTERIM REPORT JUNE 2019

CONTENT

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

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UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS AS OF AND FOR THE THREE AND SIX MONTH PERIODS ENDED JUNE

30, 2019 AND 2018

Interim Consolidated Statements of Comprehensive Income

F-2

Interim Consolidated Statements of Financial Position

F-3

Interim Consolidated Statements of Changes in Equity

F-4

Interim Consolidated Statements of Cash Flows

F-5

Notes to the Interim Consolidated Financial Statements

F-6

IMPORTANT REMARKS

IFRS 16 Hudson Group adopted the new lease accounting standard as of January 1, 2019 and did not restate the 2018 figures, in accordance with the modified retrospective approach permitted by the standard.

INTERIM CONSOLIDATED FINANCIAL STATEMENTS Following the adoption of IFRS 16, the consolidated statements of comprehensive income and the consolidated statements of financial position now include line items more representative of our operating activities and current IFRS expressions.

HUDSON GROUP

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

General information and forward-looking statements The following Management's Discussion and Analysis should be read in conjunction with the interim consolidated financial statements and notes thereto included as part of this report and the Company's Annual Report filed on Form 20-F. This interim report contains "forward-looking statements." Forward-looking statements are based on our beliefs and assumptions and on information currently available to us, and include, without limitation, statements regarding our business, financial condition, strategy, results of operations, certain of our plans, objectives, assumptions, expectations, prospects and beliefs and statements regarding other future events or prospects. Forward-looking statements include all statements that are not historical facts and can be identified by the use of forward-looking terminology such as the words "believe," "expect," "plan," "intend," "seek," "anticipate," "estimate," "predict," "potential," "assume," "continue," "may," "will," "should," "could," "shall," "risk" or the negative of these terms or similar expressions that are predictions of or indicate future events and future trends. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. We caution you that forward-looking statements are not guarantees of future performance and that our actual results of operations, financial condition and liquidity, the development of the industry in which we operate and the effect of acquisitions on us may differ materially from those made in or suggested by the forward-looking statements contained in this interim report. In addition, even if our results of operations, financial condition and liquidity, the development of the industry in which we operate and the effect of acquisitions on us are consistent with the forward-looking statements contained in this interim report, those results or developments may not be indicative of results or developments in subsequent periods. Forward-looking statements speak only as of the date they are made, and we do not under-take any obligation to update them in light of new information or future developments or to release publicly any revisions to these statements in order to reflect later events or circumstances or to reflect the occurrence of unanticipated events. Factors that may cause our actual results to differ materially from those expressed or implied by the forward-looking statements in this interim report or that may impact our business and results more generally, include, but are not limited to, the risks described under "Item 3. Key Information ? D. Risk factors" of our Annual Report on Form 20-F for the year ended December 31, 2018 which may be accessed through the SEC's website at . You should read these risk factors before making an investment in our shares.

Overview Hudson Ltd. ("Hudson", "Hudson Group" or the "Group") anchored by our iconic Hudson brand, is committed to enhancing the travel experience for over 300,000 travelers every day in the continental United States and Canada. Our first concession opened in 1987 with five Hudson News stores in a single airport in New York City. Today we operate in airports, commuter terminals, hotels and some of the most visited landmarks and tourist destinations in the world, including the Empire State Building, Space Center Houston, and United Nations Headquarters. The Company is guided by a core purpose: to be "The Traveler's Best Friend". We aim to achieve this purpose by serving the needs and catering to the ever-evolving preferences of travelers through our product offerings and store concepts. Through our commitment to this purpose, as part of the global Dufry Group, we have become one of the largest travel concession operators in the continental United States and Canada.

Our business is impacted by fluctuations in economic activity primarily in the continental United States and Canada and, to a lesser extent, economic activity outside these areas. Our turnover is generated by travel-related retail and food and beverage sales and income from advertising activities. Apart from the cost of sales, our operating expense structure consists of lease expenses (including our concession fees and rents), personnel expenses and other expenses associated with our retail operations.

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RESULTS OF OPERATIONS

Changes in presentation

IFRS 16

The Group adopted the new lease accounting standard as of January 1, 2019 and did not restate the 2018 figures, in accordance with the modified retrospective approach permitted by the standard.

Interim consolidated financial statements Following the adoption of IFRS 16, the consolidated statements of comprehensive income and the consolidated statements of financial position include certain new line items that are more representative of our operating activities and to comply with the requirements of the new lease standard.

Comparison of the quarters ended June 30, 2019 and 2018 The following table summarizes changes in financial performance for the quarter ended June 30, 2019, compared to the quarter ended June 30, 2018 (including reclassifications resulting from the new chart of accounts ? see Note 2.2 to the interim consolidated financial statements):

IN MILLIONS OF USD

Turnover Cost of sales Gross profit

Lease expenses Personnel expenses Other expenses Depreciation, amortization and impairment Operating profit

Finance income Finance costs Foreign exchange gain / (loss) Profit / (loss) before tax

Income tax benefit / (expense) Net profit / (loss)

ATTRIBUTABLE TO* Equity holders of the parent Non-controlling interests

2019

FOR THE QUARTER ENDED JUNE 30

2018

509.9

(182.4) 327.5

499.4

(180.1) 319.3

(54.8) (108.6)

(38.7) (78.3) 47.1

(108.9) (100.8) (39.8) (30.6)

39.2

1.3

(19.2)

(0.3) 28.9

0.6

(7.7)

(0.1) 32.0

(9.8) 19.1

(5.8) 26.2

9.1

14.3

10.0

11.9

PERCENTAGE CHANGE in %

2.1 1.3 2.6

(49.7) 7.7 (2.8)

155.9 20.2

116.7 149.4 200.0

(9.7)

69.0 (27.1)

(36.4) (16.0)

* Net profit attributable to equity holders includes charges related to business combinations, such as amortization or impairment of intangible assets, interest and deferred taxes not affecting the non-controlling interests. Additionally, the net profit attributable to non-controlling interests does not include the respective income tax charges.

Turnover Turnover increased by 2.1% to $509.9 million for the quarter ended June 30, 2019 compared to $499.4 million for the same period last year. Net sales represented 97.9% of turnover for the 2019 period, with advertising income representing the remainder.

Organic net sales growth was 1.8% for the quarter ended June 30, 2019, representing an $8.7 million increase in net sales. Like-for-like net sales growth was 0.6% and contributed $2.5 million of the increase in net sales. On a constant currency basis, like-for-like growth was 1.2%. The increase in like-for-like growth was primarily the result of increases in the overall number of transactions. Net new stores and expansions growth contributed $6.2 million of the increase in net sales, primarily as a result of opening new stores.

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Gross Profit Gross profit reached $327.5 million for the quarter ended June 30, 2019 from $319.3 million for the prior year period. Our gross profit margin increased to 64.2% for the second quarter of 2019 compared to 63.9% for the prior year period, primarily due to improved vendor terms and sales mix shift from lower margin products to higher margin products. Partially offsetting the increase was a prior year benefit of 70 bps from vendor rebates recorded in the second quarter of 2018, which were retroactive to the beginning of that year and attributable to the first quarter of 2018.

Lease expenses The lease expenses caption was added as of January 1, 2019 to comply with the presentation requirements of IFRS 16 (see note 2.2 to the interim consolidated financial statements) and is composed of lease payments that are variable in nature. Lease expenses were $54.8 million for the quarter ended June 30, 2019, compared to $108.9 million for the prior year period. The decrease in lease expense was primarily attributable to the adoption of IFRS 16 requiring the capitalization of fixed concession fees and other rent payments, beginning on January 1, 2019. Selling expenses, which primarily represent credit card fees, have been reclassified to other expenses in both periods.

Personnel expenses Personnel expenses increased to $108.6 million for the quarter ended June 30, 2019 from $100.8 million for the prior year period. As a percentage of turnover, personnel expenses increased to 21.3% for the quarter ended June 30, 2019, compared to 20.2% for the prior year period. The increase in personnel expenses was primarily attributable to wage increases, the opening of new locations and additional personnel expenses upon becoming a public company.

Other expenses The other expenses caption was added in 2019 to present all remaining operating expenses (see Note 2.2 to the interim consolidated financial statements). Other expenses decreased to $38.7 million for the quarter ended June 30, 2019 compared to $39.8 million in the prior year period. As a percentage of turnover, other expenses decreased to 7.6% for the quarter ended June 30, 2019, compared to 8.0% for the prior year period. The change in other expenses was primarily attributable to a decrease in other operational expenses.

Depreciation, amortization and impairment Depreciation, amortization and impairment increased to $78.3 million for the quarter ended June 30, 2019, compared to $30.6 million for same period last year, primarily due to the adoption of IFRS 16. Depreciation was $66.7 million for the quarter ended June 30, 2019, compared to $17.7 million for the same period last year. Amortization decreased to $10.9 million for the quarter ended June 30, 2019 compared to $11.5 million for the prior year period. Impairment decreased to $0.7 million for the quarter ended June 30, 2019, compared to $1.4 million for the same period last year. The higher depreciation expense was due to the rightof-use assets capitalized in 2019 in accordance with IFRS 16.

Finance costs Finance costs increased to $19.2 million for the quarter ended June 30, 2019, compared to $7.7 million for the prior year period. This was primarily attributable to an increase in interest expenses resulting from the implementation of IFRS 16.

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