H report for the first half year

Transcription

1 H report for the first half year

2 The GfK Group at a glance 2 GfK is one of the world s largest research companies, with more than 12,000 experts working to discover new insights into the way people live, think and shop, in over 100 markets, every day. GfK is constantly innovating and using the latest technologies and the most intelligent methodologies to give its clients the clearest understanding of the most important people in the world: their customers. In 2011, GfK s sales amounted to EUR 1.37 billion. in Millionen Euro 1) 2. Quarter Change in % 1. Half Year Change in % Ertragslage Sales ,373.9 Gross income from sales EBITDA Adjusted operating income Margin in per cent 2) Operating income EBIT Other financial income / expenses Consolidated total income Basic earnings per share in EUR Adjusted earnings per share in EUR 3) Investment and finance Cash flow from operating activity Cash flow from investing activity Cash flow from financing activity Free cash flow after acquisitions, other investments and asset disposals Shares Share price at the end of the period in EUR Number of no-par shares at the end of the period in ,485 36, ,407 Stock market capitalization at the end of the period 1,328 1,427 1, Change as of in % Change as of in % Asset and capital position Total assets 1, , , , Equity Equity ratio Liquidity 4) Net debt 5) Employees No. of employees 11,457 12, % 11,133 12, Share of employees in the GfK companies outside Germany in per cent ) Rounded 2) Adjusted operating income in relation to sales 3) Consolidated total income attributable to equity holders of the parent plus highlighted items divided by the weighted average number of shares in the reporting period 4) Cash and cash equivalents plus securities and fixed-term deposits 5) Liabilities to banks plus pension obligations, liabilities under leases and other interest-bearing liabilities less cash and cash equivalents and securities and fixed-term deposits

3 Business development at a glance of GfK Group 3 Sales in EUR million Adjusted operating income in EUR million Month Change Month Change % % % % Earnings per share in EUR Cash flow from operating activity in EUR million Month Change Month Change % % % % Share of sectors in total sales in percent 1) 61.1 Consumer Experiences 38.5 Consumer Choices 0.4 Other Share of regions in total sales in percent 1) 40.8 Northern Europe 19.6 Southern & Western Europe 7.7 Central & Eastern Europe/META 4.1 Latin America 17.9 North America 9.9 Asia and the Pacific ) Figures from the Management-Information System rounded 1) Figures from the Management-Information System rounded

4 The sectors at a glance 4 Consumer Experiences The Consumer Experiences sector concentrates on consumers attitudes, perceptions and behavior and answers the questions who is buying, why they are buying and how they are buying. These are explored though highly creative, robust and flexible methodologies. GfK is pioneering sophisticated new ways of understanding how people experience brands and services. The former Custom Research business and ad hoc research from the Media sector are included in this new sector. In EUR million 2. Quarter Change in % 1. Half Year Change in % Sales Adjusted operating income Margin in per cent 1) Figures from the Management-Information System rounded 1) Adjusted operating income in relation to sales Consumer Choices The Consumer Choices sector investigates what s selling when and where. It focuses on the continuous assessment of market segments and trends by analyzing all major sales and information channels and media. The former Retail and Technology sector and the Media sector s TV, radio and print measurement businesses have been folded into the new Consumer Choices sector. In EUR million 2. Quarter Change in % 1. Half Year Change in % Sales Adjusted operating income Margin in per cent 1) Figures from the Management-Information System rounded 1) Adjusted operating income in relation to sales

5 contents 5 Letter to the shareholders 6 GfK share performance 7 Interim management report 8 1. General economic situation 9 2. Economic and financial development in the GfK Group 9 3. Cash flow and investment Assets and capital structure Trends in the sectors Regional trends Own the Future implementation of new corporate strategy is progressing Organization and administration Employees Research and development Changes in participations in the second quarter of Important events after the reporting date of 30 June Opportunity and risk position Outlook 17 Consolidated financial statements 19 Notes to the consolidated financial statements 28 Additional information 30

6 Letter to the shareholders 6 We have started financial year 2012 with drive, confidence and a new strategy. Implementation of our new Own the Future corporate strategy is on schedule. A new organizational structure with global and regional responsibilities has been created to support shared utilization of existing data and resources as well as the transfer of expertise on various sectors, client groups and regions among GfK experts. The second quarter too saw examples of the success of this new cross-sectoral cooperation. Based on the new One GfK platform, we won a two-year exclusive contract for surveying brand perception and advertising effectiveness on behalf of a global leader in the consumer goods segment for instance, as well as worldwide surveys on sales optimization for a big car manufacturer for the period 2012 to We can look back on a strong business trend in difficult market conditions in the first half of We recorded a sharp rise in sales in the first six months and are therefore on track to achieve the long-term goals of the new strategy - Own the Future. matthias hartmann Chief Executive Officer of GfK se Sales increased by 9.1% to million in the first half of the year. However, in the second quarter, even we could not escape the effects of a marked deterioration in the economic environment. Some of our clients postponed individual contracts, leading to slower business growth, particularly in the Consumer Experiences segment. Adjusted operating income in the first six months totaled 81.4 million, which was therefore down 3.1% on the result for the first six months of the previous year. The GfK Group s margin was 11.3% in the first half of 2012 after 12.7% in the same period of the previous year. The trend in the margin during the first half of 2012 was partly caused by transformation costs. The cost of sales includes approximately 2.8 million in development costs for expanding the StarTrack platform and other evaluation software, the NIS project and a CRM project. Selling and general administrative expenses comprise consulting fees in connection with the new ERP system, GfK s new website and modifications to the systems landscape in line with the new organization amounting to 0.7 million. The GfK companies in the strategically important Asia and the Pacific region as well as Latin America recorded the sharpest growth. In the Asia and the Pacific region, sales increased by 31.2% overall to 71.4 million. Organic growth in the first six months was 14.4 percentage points higher than in the comparable period of The Latin America region also posted strong organic growth of 10.2% and achieved sales of 29.6 million. After disappointing results in the prior year, the North America region once again returned a small increase in organic growth. Taking into account the acquisition of Knowledge Networks and Bridgehead, overall growth was up 33% on the figure for the previous year. However, economic development meant that the North and South West European regions only generated negligible growth. Unfortunately, even GfK and the market research industry in general cannot escape the deterioration in the economic environment. We expect that 2012 will be a difficult year for some clients, with the volume of specific contracts being reduced this year, or their implementation postponed. To counter this, new business acquisition in other client segments and growth in new business fields will be stepped up to offset these effects. We are assuming that there will be no further deterioration in the global economic climate and that exchange rates will remain approximately at the current level until the end of the year. Subject to these conditions, we continue to anticipate a sales volume of some 1.5 billion for This would equate to growth of around 9% compared with the previous year. In spite of the considerable expenses and investment in business development, we shall endeavor to achieve a further increase in income and to virtually match the 2011 profit margin. We therefore confirm our forecast for the year. As part of the new strategy, we have also set challenging targets to be achieved in the medium term. By year-end 2015, sales totaling 2.0 billion and a profit margin of 16% are to be achieved. The Consumer Experiences sector and the Consumer Choices sector, which continues to expand at a faster rate, will both contribute to this sales growth. Strong emphasis will be placed on increasing sales and market share in the BRIC countries. In the coming months we will focus on achieving our goals and hope you will continue to place your trust in us as we do so. Sincerely yours, Matthias Hartmann

7 GfK share performance 7 GfK share price performance from January 1, 2012, to june 30, ) January February March April May June 1) All values are indexed to the GfK share price, closing prices, in EUR GfK dax 30 Performance sdax Performance Dow Jones Euro Stoxx Media After a weak start to the year, when the share price stood at 30.70, by the end of February 2012, GfK shares had recovered to record a price around 38. The reporting period was dominated by financial headlines relating to the euro debt crisis, which reverberated throughout the stock exchanges. GfK shares reacted to this with volatility, so that the share price varied within a range of 31 to 40, however, settling around the 38 mark towards the end of the reporting period. The volume of shares traded was also affected by volatility and while the average of 14,267 shares corresponds roughly to the volume for the same period in prior years, days when the daily volume constituted around 40,000 and at the other end of the scale, 2,000 shares per day could equally be observed. While GfK share development was comparable to that of DAX and SDAX prices at the beginning of the year, from April onwards, the moderate upward trend increased the price of GfK shares which subsequently outperformed comparable index prices. At the end of June, of the 16 analysts rating GfK shares, ten recommended buy, four hold and two told investors to sell. At the end of March, the number of shares in free float stood at 43.9%. At the same time, 0.02% of shares were held by GfK s Management and Supervisory Boards, with 39.24% in institutional hands and 4.6% in the ownership of private investors. GfK share performance 2. Quarter Change in % 1. Half Year Change in % Share price at the end of the period in EUR High in EUR Low in EUR Number of no-par shares at the end of the period 36,485 36, ,407 Stock market capitalization at the end of the period in EUR million 1,328 1, ,

8 GfK strong business trend in difficult market conditions 8 Sales up 9.1% to 720.1m Adjusted operating income of 81.4m achieved Implementation of Own the Future strategy on schedule Outlook confirmed The GfK Group recorded a sharp rise in sales in the first half of 2012 and is therefore on track to achieve the long-term goals of the new strategy Own the Future. Sales increased by 9.1% in the first half of the year to million (same period in the previous year: 660.1million). Both sectors contributed to this growth in sales. Acquisitions boosted growth by 4.6 percentage points. Organic growth accounted for 1.7 percentage points. Compared with the first half of 2011, adjusted operating income was down 3.1% to 81.4 million. At 11.3%, the margin was below the strong level achieved in the same period of the previous year (12.7%). At the end of June, 73.9% of sales expected for the whole of 2012 had been posted or were in the order book. Although this percentage is lower than the previous year s figure of 77.3%, it exceeded the company s expectations. All figures for the first half of 2012 are being compared with a very strong comparable period in the previous year.

9 Interim management report 1. General economic situation Following a slight improvement in the first three months of the year, global economic growth slowed down again in the second quarter of The growth trend varied in the different world regions. In the emerging markets, a dynamic growth level was maintained. However, according to the latest WHO report the growth rate here has also decreased in some regions. In the USA, minor growth was recorded, whereas economic output in the eurozone declined in the second quarter of The southern European countries, in particular, are in recession given their budget consolidation efforts. In Germany, which bucked the trend so far, a gradual slowdown in economic activity is also evident Economic and financial development in the GfK Group In the first half of 2012, the GfK Group achieved sales totaling million. Compared with the same period in the previous year, this represents an increase of 9.1%. Of this, acquisitions contributed 4.6 percentage points and currency effects also impacted positively with 2.8 percentage points. Organic growth amounted to 1.7%. Over the course of the first six months of 2012, growth weakened. This was not attributable to extraordinary developments relating to individual client groups or specific regions. Clients in various sectors have reduced or postponed orders in view of the economic uncertainties. As a result of successful efforts to expand business, GfK achieved organic growth in the first half of the year despite these tendencies. GfK Group: key figures in EUR million 1) 2. Quarter Quarter 2012 Change in % 1. Half Year Half Year 2012 Change in % Sales EBITDA Adjusted operating income Margin in percent 2) Operating income EBIT Other financial income / expenses Consolidated total income Cash flow from operating activities Earnings per share in EUR Adjusted earnings per share in EUR 3) ) rounded 2) Adjusted operating income in relation to sales 3) Consolidated total income attributable to equity holders of the parent plus highlighted items divided by the weighted average number of shares in the reporting period

10 10 Adjusted operating income 1) In EUR million 1. Half Year Half Year 2012 Operating income BISS-Project Amortization and impairment of additional assets on acquisitions Personnel expenses for share-based payments and long-term incentives Remaining other operating income Remaining other operating expenses Total highlighted items Adjusted operating income ) rounded Adjusted operating income (hereinafter: income) totaled 81.4 million in the first six months of 2012, which represented a decrease of 3.1% on the income generated in the first six months of the previous year. The GfK Group s margin was 11.3% in the first half of 2012 after 12.7% in the same period of the previous year. However, at 15.3%, the second quarter of 2011 (second quarter of 2012: 12.8%) was the quarter with the highest margin throughout Historically, the highest margin is not generally achieved until the fourth quarter of the year. The trend in the margin during the first half of 2012 was partly caused by transformation costs. The cost of sales includes approximately 2.8 million in development costs for expanding the StarTrack platform and other evaluation software, the NIS project and a CRM project. Selling and general administrative expenses comprise consulting fees in connection with the new ERP system, GfK s new website and modifications to the systems landscape in line with the new organization amounting to 0.7 million. Like its competitors, the GfK Group uses adjusted operating income as a key performance indicator. The explanations regarding business performance using the adjusted operating income facilitate interpretation of the GfK Group s business development and enhance the informative value in comparison with other major companies operating in the market research sector. Adjusted operating income is determined by eliminating expenses and income items of the sectors and the Group that distort the evaluation of operating earnings power from operating income. The balance of these expenses and income, which are referred to as highlighted items, rose compared with the same quarter in the previous year. In the first six months of 2012, highlighted items amounted to million after million in same period of the previous year. The most marked changes in the highlighted items occurred in terms of the balance of remaining other operating income and remaining other operating expenses, which rose from -0.3 million in the same period of the previous year to -4.2 million. The lower amount in the first half of 2011 resulted from the profit made on the deconsolidation of a subsidiary, some of the shares in which were sold. In the first quarter of 2012, the disposal of a business in the USA produced a charge of 0.7 million. In addition, severance payments made in respect of positions which will not subsequently be filled again increased this item by a further 2.5 million. In the period from January to June 2012, EBITDA was down by 4.3 million to 97.0 million. Income from participations declined from 2.6 million to 1.2 million. This was partly caused by profit resulting from the revaluation of a participation following an increase in the shareholding in the same period of the previous year. At 68.9 million, EBIT was 9.6% below the EBIT of 76.2 million generated in the first half of The other financial result, which represents the balance of other financial income and other financial expenses, stood at -8.5 million in the first half of 2012 after -6.3 million in same period of the previous year. A major share of the increase in financial expenses was attributable to currency effects. The US dollar and GBP currency gains on the valuation of the cash pool included in this item in the previous year did not arise in the same amount in the current year.

11 The tax ratio was down from 34.6% in the previous year to 31.7%. As already explained in 2011, the tax ratio is affected by the US dollar-related cross-currency swap, which produced deferred tax expenses. This swap will run to the end of In the first half of 2012, deferred tax expenses arising from this were down on those incurred in the same period of the previous year. 11 Earnings per share decreased by 0.11 compared with the same period in the previous year and amounted to As at 30 June 2012, the total number of GfK SE shares in circulation was 36,503,896 and therefore unchanged compared with yearend To increase comparability with its peer group, GfK has additionally published adjusted earnings per share since the 2009 annual report. This is the consolidated total income attributable to the shareholders of the parent company plus the highlighted items divided by the average number of shares in the reporting period. Compared with the first six months of 2011, adjusted earnings per share decreased by 0.02 to 1.34 in the reporting period. 3. Cash flow and investment Cash flow from operating activities for the first six months of 2012 of 25.2 million was significantly down on the previous year s level of 53.5 million. This was largely due to an increase in working capital of 16 million compared with the same period in the previous year. The reasons for this increase were delayed invoicing in some cases and the resultant late client payments of approximately 10 million following the change of the ERP system, as well as two new large-scale contracts in the Consumer Choices sector, which were signed at the end of the period and produced a build-up of receivables amounting to 5.3 million. The change in cash flow from operating activities was accounted for by higher tax payments and changes in tax expenses amounting to 11 million. In the reporting period, major investments were made to boost growth. At 79.9 million, acquisitions accounted for the highest amount (first half of 2011: 8.8 million). In addition, at 21.7 million, the amount invested in tangible assets was 12.0 million up on the same quarter in the previous year. Of this, 8 million related to the settlement of a lease agreement for one part of the head office building, which is now wholly owned by GfK. Overall, the cash outflow from investing activities therefore rose to million in the first six months of the current financial year after an unusually low figure of 30.2 million in the first half of Accordingly, free cash flow after acquisitons, other investments and asset disposals was considerably down to million (previous year: 23.3 million). In the reporting period, cash inflow from financing activity amounted to 53.5 million after 12.6 million in the same period of the previous year. The inflow was attributable to finance facilities arranged. The higher cash outflow compared with the same period in the previous year was due to the higher dividend paid to GfK shareholders and the first annual coupon payment for the 200 million bond issued that was payable in April. At the end of the reporting period, cash and cash equivalents of 67.8 million were significantly lower than the figure on the reporting date in the previous year (30 June 2011: 89.3 million) and at year-end 2011 ( million). The high level of cash held was used as planned to reduce liabilities and finance acquisitions. The unutilized credit lines amounted to million as at 30 June Assets and capital structure During the first six months of 2012, GfK s total assets were up by 148 million to 1,894 million on the figure at year-end This was primarily due to the above-mentioned acquisitions. As at 30 June 2012, equity was also slightly up by 32 million on year-end 2011 due to higher retained earnings and other reserves and totaled 793 million. The rise in other reserves of 20 million was almost exclusively attributable to the increase in the US dollar exchange rate. The share capital of GfK SE was almost constant at 153 million (31 December 2011: 152 million). As at 30 June 2012, net debt amounted to million. This represents an increase on year-end 2011 of million, which related to the above-mentioned acquisition and investing activities.

12 12 As at 30 June 2012, the ratio of net debt to EBITDA was 2.22 (30 June 2011: 1.96). The covenants agreed with the banks were comfortably met (bank definition of net debt to EBITDA: 1.76 versus covenant of 3.25). The credit facility which will end in October 2012 was replaced in May this year with a new syndicated credit line of 200 million with a term until In addition, the current favorable interest rate level was used to take out further bilateral bank loans totaling 74 million. 5. Trends in the sectors Structure of sales growth by sectors 1) Total 2.5% 7.6% Consumer Experiences 10.2 % 3.2% 4.2% Consumer Choices 7.3 % 3.0% 16.8% Other 2) 19.6 % 2.8% 4.6% 1.7% Total 9.1 % 1) Figures from the Management-Information System rounded Currency Acquisitions Organic 2) Other division Since 1 January 2012, GfK has conducted its business activities in two sectors, Consumer Experiences and Consumer Choices. The Consumer Experiences sector concentrates on consumers attitudes, perceptions and behavior and answers the questions who is buying, why they are buying and how they are buying. These are explored through highly creative, robust and flexible methodologies. GfK is pioneering sophisticated new ways of understanding how people experience brands and services. The former Custom Research business and ad hoc research from the Media sector are included in this new sector. The Consumer Choices sector investigates what s selling when and where. It focuses on the continuous assessment of market segments and trends by analyzing all major sales and information channels, including digital sales and information channels, and media. The former Retail and Technology sector and the Media sector s TV, radio and print measurement businesses have been folded into the new Consumer Choices sector. Consumer Experiences 1) in EUR million Half Year 2012 Change in % Sales Adjusted operating income Margin in per cent 2) ) Figures from the Management-Information System rounded 2) Adjusted operating income in relation to sales Consumer Experiences: In the first six months of 2012, the Consumer Experiences sector achieved sales growth of 10.2% to million. At 7.6 percentage points, acquisitions accounted for the major share of growth, with currency effects boosting growth by a further 2.5 percentage points. In organic terms, sales remained constant in this sector. In the European regions, the business trend was muted as a result of many countries facing a stagnating or weakening economy during the first half of In the remaining regions, the sector achieved an increase in sales. In North America, the acquisition of

13 Knowledge Networks and Bridgehead impacted positively on business. Strong growth was recorded in the region of Asia and the Pacific, particularly in China. At the same time, business in Japan is back on a growth course following the natural disasters last year. 13 The integration of newly acquired Knowledge Networks and Bridgehead is progressing successfully, with first synergies already realized. Despite the difficult economic environment, major new contracts were won in the second quarter of In the period from 2012 to 2014, GfK will conduct worldwide surveys on sales optimization for a big car manufacturer. The basis for being awarded this international contract was the cross-country cooperation of various GfK teams, which were able to offer pooled market, client and product experience. Another example of an international contract awarded to the sector based on the One GfK platform is a two-year exclusive contract for surveying brand perception and advertising effectiveness on behalf of a worldwide leader in the consumer goods segment. This contract initially focuses on Europe, but an expansion to include additional regions is already being negotiated. The global harmonization of products is progressing as part of the Own the Future strategy. In the second quarter, use of the Atlas platform to manage all online panels started. This new system harmonizes the different technological systems used within GfK worldwide and facilitates efficient implementation of global surveys by providing centralized access to all participants in the different panels, currently in 28 countries. The sector s income decreased by 9.1% to 21.2 million in the first six months of The margin in the sector was 4.8% after 5.8% in the first six months of the previous year. Similar to sales, the income trend was also affected by the weaker economic environment in Europe. Consumer Choices 1) in EUR million Half Year 2012 Change in % Sales Adjusted operating income Margin in per cent 2) ) Figures from the Management-Information System rounded 2) Adjusted operating income in relation to sales Consumer Choices: In the first half of 2012, the Consumer Choices sector once again achieved strong sales growth of 7.3% to million. Organic growth accounted for 4.2 percentage points of this growth rate. Currency fluctuations equivalent to 3.2 percentage points also had a positive effect. The reduction of some contracts in Consumer Electronics, already mentioned in the report on the first three months of the year, was more than compensated. Growth was recorded, in particular, in IT, Major Domestic Appliances and Health/Medical. With the exception of the region Central and Eastern Europe/META, where the fact that the TV audience measurement contract in Romania was not renewed impacted negatively, all regions had a share in sales growth in the first half of Asia and the Pacific accounted for the highest share of growth, where growth increased particularly in China and Japan. In Southern and Western Europe, sales growth was mainly achieved in France and Italy on the basis of international contracts in various client segments as well as in Portugal where a new TV research contract started this year. In relative terms, Latin America recorded the highest sales growth within the sector in the first six months of The strategic internationalization of audience measurement business was advanced within the new Consumer Choices sector. Examples from the second quarter include the set-up of a TV panel in Lebanon, where five-year contracts were concluded with the major TV channels, a survey on print media coverage in Kuwait and the partnership established in the second quarter of 2012 with Sinomonitor in China for measuring advertising efficiency in the print media using GfK s Starch instrument. The roll-out of the Network Intelligence Solution (NIS) project is also progressing. After a global framework contract was concluded with a telephone service provider, specific agreements for the first two countries have since been signed. Initial sales from this project are expected at the end of the current year.

14 14 At 63.9 million, income in the Consumer Choices sector was essentially similar to the level in the same period of the previous year ( 64.2 million). Expenses for NIS and investment in the expansion of the StarTrack platform, as well as the reduction of orders in the Consumer Electronics segment meant that the margin of 23.1% was slightly down on the previous year s figure of 24.9%. As mentioned above, the project relating to the expansion of StarTrack resulted in additional costs in the first half of The platform expansion is in preparation of new products. The project is scheduled for completion in the course of this year. Other 1) in EUR million Half Year 2012 Change in % Sales Adjusted operating income ) Figures from the Management-Information System rounded Other: The sectors are complemented by Other, which comprises head office costs and the services GfK provides for its subsidiaries as well as other non-market research-related services. In the first six months of 2012, sales generated by the Other division amounted to 2.9 million (previous year: 2.4 million). Of the costs incurred by the segment, 3.7 million were not covered compared with 3.5 million in the same period of the previous year. 6. Regional trends Structure of sales growth in the regions 1) Gesamt 0.8% 2.0% 1.4% Northern Europe 2.6 % 1.0% Southern & Western Europe 1.0 % 1.5% 1.5% Central & Eastern Europe/META 0.1 % 1.5% 10.2% Latin America 8.7 % 9.2% 23.0% 0.7% North America 33.0 % 9.2% 7.6% 14.4% Asia and the Pacific 31.2 % 2.8% 4.6% 1.7% Total 9.1 % 1) Figures from the Management-Information System rounded Currency Acquisitions Organic The GfK Group s network of subsidiaries covers over 100 countries. In geographic terms, business is divided into six regions: Northern Europe, Southern and Western Europe, Central and Eastern Europe/META, Latin America, North America as well as Asia and the Pacific. Northern Europe is the region with the highest sales volume at million. Sales generated by the GfK companies rose by 2.6%. In organic terms, sales in this regions decreased slightly by 0.8 percentage points. Many of the global orders in the Consumer Choices sector are posted in this region and then distributed throughout the GfK network for processing. The volume of some of these orders was reduced.

15 Regions: sales growth 1) in EUR million Half Year 2012 Change in % Northern Europe Southern & Western Europe Central & Eastern Europe/META Latin America North America Asia and the Pacific Total ) Figures from the Management-Information System rounded In many countries in the region of Southern and Western Europe, including Greece, Portugal and France, the business climate was made difficult by the current debt crisis. Nevertheless, GfK achieved organic sales growth in this region of 1.0% to million. This growth trend was somewhat more marked in the second quarter of 2012 than in the first three months of the year (0.4%). Our companies in this region have so far been resilient to the crisis. In Central and Eastern Europe/Meta (Middle East, Turkey and Africa), GfK recorded an unchanged sales level of 55.3 million in the first six months of Organic growth totaled 1.5% while currency effects occurred in the same amount. Significant organic growth of 10.2% was recorded in Latin America, where sales of 29.6 million were achieved. Currency effects had a slightly negative impact of 1.5 percentage points, which meant that total growth amounted to 8.7%. The North America region also generated a sales increase. Overall, sales were up by 33.0% to million. At 23.0 percentage points, the largest share of this growth was attributable to acquisitions, namely that of Knowledge Networks. The strength of the US dollar against the euro boosted growth with 9.2 percentage points in terms of currency effects. At the same time, existing business also recorded slight growth of 0.7 percentage points in organic terms. Consumer Choices business in this region showed a strong trend and rising level of incoming orders, whereas business in the Consumer Experiences sector fell short of expectations. The GfK companies in the region Asia and the Pacific recorded the sharpest growth. They achieved an overall sales increase of 31.2% to 71.4 million. At 14.4 percentage points, organic growth in the first half of 2012 exceeded the figure for the comparable period in the previous year (organic growth in H1 2011: 9.7%). Due to the weak euro, currency effects contributed a further 9.2 percentage points of growth. The trend was particularly favorable in Japan, where the business climate improved again significantly after a subdued previous year of natural disasters, as well as in China and India. Acquisitions boosted sales by a further 7.6 percentage points. This increase related to the buying of shares in GfK MarketWise and the takeover of Nippon Media s mystery shopping activities in the second and third quarters of 2011 respectively. 7. Own the Future implementation of new corporate strategy is progressing Since 1 January 2012, GfK has pursued its new strategy Own the Future. The aim of the strategy is to make global use of the numerous strengths existing within GfK for specific client groups and in various regions in the future. For this purpose, products are being harmonized and adapted for an increasingly networked digital world. A new organizational structure with global and regional responsibilities has been created to support shared utilization of existing data and resources as well as the transfer of expertise on various sectors, client groups and regions among GfK experts. For clients, this means working with a more connected global organization that delivers more powerful insights, and having better access to GfK s wealth of experience, global services and knowledge of consumer trends. The Audience Measurement business, which has been integrated into the new Consumer Choices sector, will benefit from the sector s global set-up in future. This will provide an advantage in terms of non-european tenders and therefore promotes the globalization of this business. Initial success is already evident in the above-mentioned contracts, which were successfully concluded outside Europe. The new structure of the Consumer Experiences sector facilitates the use of global products and thus responds better to the requirements of global clients.

16 16 As a new interface between research and development on the one hand and GfK s clients on the other, Digital Market Intelligence (DMI) Teams are being established worldwide. As digital experts, they will provide local support to clients and help the local GfK teams with the process of integrating the growing portfolio of digital instruments into the GfK offering. Along with the strategy and structure, the brand messages and corporate design have also been updated. The GfK Management Board also presented long-term sales growth and income targets in the context of the new Own the Future corporate strategy. By 2015, sales of around 2 billion are to be achieved with 16% margin. The goal is to realize organic growth on a scale that considerably outperforms the sector average. 8. Organization and administration The Group has embraced the challenges associated with globalization and set up an organizational structure that enables the local GfK companies to respond to market opportunities quickly and efficiently. GfK SE simultaneously acts as a holding company and operating unit. In Germany, the GfK Group network comprises the parent company, 13 consolidated associates and another associate as well as five non-consolidated affiliated companies. Worldwide, GfK has 154 consolidated associates and 16 other associates, three participations and 34 non-consolidated affiliated companies. The Group headquarters is located in Nuremberg. The implementation of the Own the Future strategy since 1 January 2012 has created a matrix organization built on two global sectors with product responsibility and six regions, which manage local business operations. To this end, a large number of new roles were developed. Employees from within the global GfK network have been appointed for the majority of these new jobs. The new structure facilitates roll-out of global products and consequently enhances support for clients with global activities. In addition, it increases exploitation of the potential that exists in regional markets by both sectors. 9. Employees As at 30 June 2012, the GfK Group had 12,028 employees, 571 more than at the end of 2011, or 207 more than on 31 March At 298, employees in companies consolidated for the first time accounted for the biggest share of this increase. In addition to the region of North America, where the number of employees rose sharply as a result of acquisitions, the most significant rise was recorded in rapidly growing markets, especially in Asia and the Pacific. This was due to the new presence established by the Consumer Experiences sector in South Korea with 40 employees and the expansion of overall business in this region. In the first six months of the current year, personnel expenses amounted to million (same period in the previous year: million). The personnel cost ratio, which expresses the ratio of personnel expenses to sales, therefore increased from 44.8% to 45.8%. In view of the uncertain economic environment, recruitment of new staff is being monitored carefully. The latest employee survey carried out within GfK confirmed the broad acceptance of the strategy and employees commitment to GfK s success. 10. Research and development Innovation, particularly in the digital segment, represents a key element of GfK s new strategy. Consequently, GfK continually develops new digital instruments. The roll-out of DeliveryControl.dx in the second quarter of 2012 provides a system which measures the success of online campaigns more accurately than the traditional method based on ad impressions and click rates. DeliveryControl.dx passively records actual visibility of ads by measuring browser activity (active window or tab), the position of an ad on a Website, screen resolution and scrolling by the user. The use of nurago s tagging system makes it possible to passively measure advertising exposure without needing a panel and continuously reporting this exposure. In combination with panel-based socio-demographic data (AudienceProfiles.dx and ExposureEffects.dx), visibility can additionally be analyzed at target group level to obtain a more informative and comprehensive reality-based picture of the effectiveness and efficiency of campaigns. Store Experience Tracker is the latest example of the integration of the two sectors activities. Mystery shopping data, which is collected by Consumer Experiences, in combination with sales data from the Consumer Choices sector s retail panel facilitate the immediate linking of activity in a store and the sales figures.

17 11. Changes in participations in the second quarter of 2012 In the second quarter of 2012, GfK increased its stake in GfK CR Baltics to 100%. Since 2006, GfK had already held 51% of the shares in the company. 17 Changes in the GfK Network during the second quarter of 2012 Company Reason for investment Shareholding in % Sector Region GfK CR Baltics Share increase from 51 to 100 Consumer Experiences Central- and Eastern Europe/META 12. Important events after the reporting date of 30 June 2012 On 2 July 2012, GfK increased its shareholding in the companies nurago and GfK SirValUse from previously 60% to 100%. nurago is one of the most innovative experts in digital brand and media research worldwide. In the past five years, nurago has been an important partner for the GfK Media Efficiency and ConnectedLife Panel in several markets of strategic importance. Focal points of research have included the observation of specific target groups online and mobile, collecting data on attitudes in the context of the use situation, advertising success checks regarding online campaigns and the measurement of Web TV. GfK SirValUse Consulting enables its clients to optimize Websites, software, consumer electronics and mobile devices in terms of their user experience and usability. The shared digital competence of nurago and GfK SirValUse strengthens GfK s expertise in understanding the consumer in a rapidly changing digital world. 13. Opportunity and risk position The risk position and opportunities of the GfK Group are described in the Group Management Report as at 31 December No material changes have occurred compared with the description and no risks have been identified that could jeopardize the continued existence of the Group. The GfK Group s risk position has been affected by the ongoing uncertainties relating to the economic environment. If the global economic situation should worsen significantly and severely affect the business of GfK clients, this could also impact on GfK. The GfK business model is subject to seasonally related fluctuations. Traditionally, sales and income trends are significantly better in the fourth quarter than the other quarters, given that the year-end business is highly relevant to GfK clients operations. No reliable forecast can be made as to the extent to which the seasonally related trend in financial year 2012 will mirror that of previous years. Thanks to its global network as a full-service provider, the GfK Group is well-positioned. GfK meets new challenges in the market research industry with an innovative portfolio of products and services tailored to client requirements. 14. Outlook In its update of July 2012, the International Monetary Fund (IMF) assumed a decline in economic growth not only in Europe, as it had in its report published in April this year, but also in the USA as well as Brazil, India and China. For 2012, it expects growth of 3.5% after 4% was achieved in The IMF s long-term forecasts have been slightly reduced. This slowdown in economic activity is also affecting the market research industry. Clients are less inclined to commission new orders and use contract extensions to introduce adjustments. These developments have also impacted on GfK. At the end of June, a total of 73.9% of sales expected for the whole of 2012 had been posted or were in the order book. This exceeds the company s expectations for the year up to that date, although the level is lower than the excellent previous year s figure of 77.3%.

18 18 GfK expects that 2012 will be a difficult year for some clients, with the volume of specific contracts being reduced this year, or their implementation postponed. To counter this, new business acquisition will be stepped up in other client segments and new business segments expanded. GfK s Management Board is nonetheless confident that based on its new structure and strategy, the GfK Group will once again outperform the market research sector this year and be in a position to gain additional market shares. GfK is assuming that there will be no further deterioration of the global economic climate in 2012 and that exchange rates will remain approximately at the current level until the end of this year. Subject to these conditions, the company is continuing to anticipate a sales volume of some 1.5 billion for This would equate to growth of around 9% compared with the previous year. In spite of the considerable expenses and investment in business development, GfK will endeavor to achieve a further increase in income and to virtually match the 2011 profit margin (adjusted operating income in relation to sales). As part of the new strategy, the GfK Group has also set challenging targets to be achieved in the medium term: by year-end 2015, sales totaling 2.0 billion and a profit margin of 16% are to be achieved. The Consumer Experiences sector and the Consumer Choices sector, which continues to expand at a faster rate, will both contribute to this sales growth. Strong emphasis will be placed on increasing sales and market share in the BRIC countries. *The outlook contains predictive statements on future developments, which are based on current management assessments. Words such as anticipate, assume, believe, estimate, expect, intend, could/might, planned, projected, should, likely and other such terms are statements of a predictive nature. Such predictive statements contain comments on the anticipated development sales proceeds and income for Such statements are subject to risks and uncertainties, for example, economic effects such as exchange rate fluctuations and changes in interest rates. Some uncertainties and other unforeseen factors which might affect ability to achieve targets are described under risk position in the Management Report. If these or other uncertainties and unforeseen factors arise or the assumptions on which the statements are based prove to be incorrect, actual results could materially differ from the results indicated or implied in these statements. We do not guarantee that our predictive statements will prove to be correct. The predictive statements contained herein are based on the current Group structure and are made on the basis of the facts on the day of publication of the present document. We do not intend nor accept any obligation to update predictive statements on an ongoing basis.

19 Consolidated income statement of GfK Group from April 1 to June 30, 2012 in EUR 000 (according to IFRS, not audited) 19 Q % of sales Q % of Change sales abs. % Sales 349, % 375, % 25, % Cost of sales 231, % 251, % 20, % Gross income from sales 118, % 123, % 4, % Selling and general administrative expenses 69, % 79, % 10, % Other operating income 2, % 4, % 1, % Other operating expenses 3, % 7, % 3, % Operating income 1) 48, % 40, % 7, % Income from associates 1, % % % Other income from participations % % % ebit 49, % 41, % 8, % Other financial income 1, % 3, % 1, % Other financial expenses 7, % 7, % % Income from ongoing business activity 44, % 37, % 7, % Tax on income from ongoing business activity 13,606 10,436 3, % Consolidated total income 30, % 26, % 3, % Attributable to equity holders of the parent: 27, % 24, % 3, % Attributable to minority interests: 3, % 2, % % Consolidated total income 30, % 26, % 3, % Basic earnings per share (eur) % Diluted earnings per share (eur) % Adjusted earnings per share (eur) % For information: Personnel expenses 146, % 168, % 21, % Depreciation/amortization 12, % 14, % 1, % ebitda 62, % 55, % 6, % 1) Reconciliation to internal management indicator adjusted operating income amounting to EUR 47.8 million (2011: EUR 53.5 million) as indicated on page 10.

20 Consolidated income statement of GfK Group from January 1 to June 30, 2012 in EUR 000 (according to IFRS, not audited) 20 H % of sales H % of Change sales abs. % Sales 660, % 720, % 60, % Cost of sales 450, % 491, % 41, % Gross income from sales 209, % 228, % 18, % Selling and general administrative expenses 135, % 157, % 21, % Other operating income 7, % 8, % 1, % Other operating expenses 7, % 12, % 5, % Operating income 1) 73, % 67, % 5, % Income from associates 1, % 1, % % Other income from participations % % % ebit 76, % 68, % 7, % Other financial income 8, % 10, % 1, % Other financial expenses 14, % 18, % 4, % Income from ongoing business activity 69, % 60, % 9, % Tax on income from ongoing business activity 24,182 19,155 5, % Consolidated total income 45, % 41, % 4, % Attributable to equity holders of the parent: 39, % 35, % 3, % Attributable to minority interests: 6, % 6, % % Consolidated total income 45, % 41, % 4, % Basic earnings per share (eur) % Diluted earnings per share (eur) % Adjusted earnings per share (eur) % For information: Personnel expenses 290, % 329, % 39, % Depreciation/amortization 25, % 28, % 3, % ebitda 101, % 97, % 4, % 1) Reconciliation to internal management indicator adjusted operating income amounting to EUR 81.4 million (2011: EUR 83.9 million) as indicated on page 10.

21 Consolidated cash flow statement from January 1 to June 30, 2012 in EUR 000 (according to IFRS, not audited) 21 Consolidated total income 45,722 41,205 H H Write-downs/write-ups of intangible assets 13,238 15,673 Write-downs/write-ups of tangible assets 11,931 12,512 Write-downs/write-ups of other financial assets 0 0 Total write-downs/write-ups 25,169 28,186 Increase/decrease in inventories and trade receivables 17,970 31,719 Increase/decrease in trade payables and liabilities on orders in progress 12,812 10,260 Changes in other assets not attributable to investing or financing activity 6,442 12,240 Changes in other liabilities not attributable to investing or financing activity 18,425 18,263 Profit/loss from the disposal of non-current assets 1,374 1 Non-cash income from associates 1, Increase/decrease in long-term provisions 4,068 2,742 Other non-cash income/expenses 4, Net interest income 7,892 9,577 Change in deferred taxes 2, Current income tax expense 21,488 19,954 Taxes paid 16,705 22,562 a) Cash flow from operating activity 53,510 25,241 Cash outflows for investments in intangible assets 13,560 16,646 Cash outflows for investments in tangible assets 9,729 21,740 Cash out-/inflows for acquisition of consolidated companies and other business units, net of cash acquired 8,836 79,859 Cash outflows for other financial assets Cash inflows from disposal of intangible assets Cash inflows from disposal of tangible assets Cash inflows from the sales of consolidated companies and other business units, net of cash disposed of Cash inflows from disposal of other financial assets b) Cash flow from investing activity 30, ,007 Cash inflows from equity contributions 7,071 0 Dividend payments to equity holders of parent 17,412 23,728 Dividend payments to minority interests and other equity transactions 10,183 4,093 Cash inflows from loans raised 206, ,478 Cash outflows for repayment of loans 169,513 63,350 Interest received Interest paid 5,032 14,388 c) Cash flow from financing activity 12,605 53,530 Changes in cash and cash equivalents (total of a), b) and c)) 35,921 39,236 Changes in cash and cash equivalents owing to exchange gains/losses and valuation 1,415 1,208 Cash and cash equivalents at the beginning of the period 54, ,869 Cash and cash equivalents at the end of the period 89,261 67,840

22 Calculation of net debt and free cash flow in EUR 000 (according to IFRS, not audited) 22 Calculation of net debt Liquid funds 105,869 67,840 Short-term securities and time deposits 1,546 1,749 Liquid funds, short-term securities and time deposits 107,415 69,589 Liabilities to banks 134, ,400 Pension obligations 55,255 56,030 Liabilities from finance leases 9,417 1,406 Other interest-bearing liabilities 271, ,563 Interest-bearing liabilities 471, ,399 Net debt 363, ,810 Calculation of free cash flow Consolidated total income 45,722 41,205 Write-downs/write-ups of intangible assets 13,238 15,673 Write-downs/write-ups of tangible assets 11,931 12,512 Write-downs/write-ups of other financial assets 0 0 Others 17,381 44,149 Cash flow from operating activity 53,510 25,241 Capital expenditure 23,289 38,386 Free cash flow before acquisitions, other investments and asset disposals 30,221 13,144 Acquisitions 8,836 79,859 Other financial investments Asset disposals 1, Free cash flow after acquisitions, other investments and asset disposals 23,316 92,766

23 Consolidated balance sheet as of June 30, 2012 in EUR 000 (according to IFRS, not audited) 23 Assets Goodwill 874, ,062 Other intangible assets 200, ,788 Tangible assets 107, ,209 Investments in associates 16,298 17,329 Other financial assets 6,247 6,499 Deferred tax assets 43,643 66,543 Non-current other assets and deferred items 7,424 7,411 Non-current assets 1,255,708 1,378,841 Trade receivables 330, ,403 Current income tax assets 15,751 18,654 Securities and fixed-term deposits 1,546 1,749 Cash and cash equivalents 105,869 67,840 Current other assets and deferred items 36,069 46,087 Current assets 489, ,733 Assets 1,745,602 1,893,574

24 Consolidated balance sheet as of June 30, 2012 in EUR 000 (according to IFRS, not audited) 24 Equity and liabilities Subscribed capital 152, ,316 Capital reserve 213, ,402 Retained earnings 382, ,659 Other reserves 26,901 7,309 Equity attributable to equity holders of the parent 721, ,068 Minority interests 39,733 40,505 Equity 760, ,573 Long-term provisions 82,944 80,696 Non-current interest-bearing financial liabilities 318, ,961 Deferred tax liabilities 72,985 98,193 Non-current other liabilities and deferred items 4,165 4,016 Non-current liabilities 478, ,866 Short-term provisions 20,112 15,404 Current income tax liabilities 26,260 26,298 Current interest-bearing financial liabilities 98, ,408 Trade payables 69,363 66,232 Liabilities on orders in progress 139, ,426 Current other liabilities and deferred items 153, ,367 Current liabilities 506, ,135 Liabilities 984,766 1,101,001 Equity and liabilities 1,745,602 1,893,574 Equity ratio 43.6% 41.9%

25 Consolidated statement of comprehensive income from January 1 to June 30, 2012 in EUR 000 (according to IFRS, not audited) 25 Pre-tax amount H Tax effect Post-tax amount Pre-tax amount H Tax effect Post-tax amount Consolidated total income 69,904 24,182 45,722 60,360 19,155 41,205 Currency translation differences 45, ,592 19, ,854 Valuation of net investment hedges for foreign 2, , subsidiaries Changes in fair value of cash flow hedges 1, (effective portion) Changes in fair value of securities available-for-sale Actuarial gains/losses on defined benefit plans Other comprehensive income 42,182 1,145 43,327 19, ,468 Total comprehensive income 27,722 25,327 2,395 79,690 19,017 60,673 Attributable to: Equity holders of the parent 3,165 54,538 Minority interests 5,560 6,135 Total comprehensive income 2,395 60,673

26 Consolidated equity change statement of GfK Group from January 1 to June 30, 2012 in EUR 000 (according to IFRS, not audited) 26 Attributable to equity holders of the parent Subscribed capital Capital reserve Balance at January 1, , ,868 Total comprehensive income for the period Consolidated total income Other comprehensive income Foreign currency translation differences Net gain/loss on hedge of net investment in foreign operation Effective portion of changes in fair value of cash flow hedges, net of tax Net change in fair value of available-for-sale financial assets, net of tax Defined benefit plan actuarial gains and losses, net of tax Total other comprehensive income 0 0 Total comprehensive income for the period 0 0 Transactions with owners, recorded directly in equity Contributions by and distributions to owners Dividends to shareholders Issuing of ordinary shares (stockoptions) 921 6,150 Changes in ownership interest in subsidiaries that do not result in a change of control Acquisition of non-controlling interest Other changes Total transactions with owners, recorded directly in equity 921 6,150 Balance at June 30, , ,018 Balance at July 1, , ,018 Total comprehensive income for the period Consolidated total income Other comprehensive income Foreign currency translation differences Effective portion of changes in fair value of cash flow hedges, net of tax Net change in fair value of available-for-sale financial assets, net of tax Defined benefit plan actuarial gains and losses, net of tax Total other comprehensive income 0 0 Total comprehensive income for the period 0 0 Transactions with owners, recorded directly in equity Contributions by and distributions to owners Dividends to shareholders Issuing of ordinary shares (stockoptions) Changes in ownership interest in subsidiaries that do not result in a change of control Acquisition of non-controlling interest Other changes Total transactions with owners, recorded directly in equity Balance at December 31, , ,560 Balance at January 1, , ,560 Total comprehensive income for the period Consolidated total income Other comprehensive income Foreign currency translation differences Effective portion of changes in fair value of cash flow hedges, net of tax Net change in fair value of available-for-sale financial assets, net of tax Defined benefit plan actuarial gains and losses, net of tax Total other comprehensive income 0 0 Total comprehensive income for the period 0 0 Transactions with owners, recorded directly in equity Contributions by and distributions to owners Dividends to shareholders Changes in ownership interest in subsidiaries that do not result in a change of control Other changes 1,157 1,158 Total transactions with owners, recorded directly in equity 1,157 1,158 Balance at June 30, , ,402

27 Attributable to equity holders of the parent 27 Other reserves Retained Translation Hedging Fair value Minority Total earnings reserve reserve reserve Total interests equity 329,357 62,076 16, ,756 35, ,458 39,069 39,069 6,653 45,722 44,500 44,500 1,092 45,592 1,730 1,730 1, ,500 2, ,234 1,093 43,327 38,719 44,500 2, ,165 5,560 2,395 17,412 17,412 4,539 21,951 4,924 4,924 1,751 6,675 1,166 1, ,145 21, ,099 6,311 20, , ,576 19, ,492 34, , , ,576 19, ,492 34, ,443 36,057 36,057 6,312 42,369 60,803 60,803 1,233 62, , ,083 1,221 62,304 36,531 60, ,140 7, , ,667 2, ,118 1, ,244 1, ,751 3, ,285 45,773 18, ,103 39, , ,285 45,773 18, ,103 39, ,836 35,106 35,106 6,099 41,205 19,818 19, , , , ,468 34,946 19, ,538 6,135 60,673 23,728 23,728 5,093 28, , ,573 5,363 28, ,659 25,955 18, ,068 40, ,573

28 Notes to the consolidated financial statements of GfK SE as at June 30, General information The consolidated financial statements of GfK SE include the company itself and all consolidated subsidiaries. The GfK SE interim consolidated financial statements as at 30 June 2012 have been prepared on the basis of IAS 34 in accordance with the International Financial Reporting Standards (IFRS) and the relevant interpretations of the International Accounting Standards Board (IASB), as applicable under Regulation No. 1606/2002 of the European Parliament and Council, which relates to the application of international accounting standards within the EU. The interim financial statements do not include all explanations and details required for annual financial statements, and readers should therefore refer to the annual financial statements as at 31 December 2011 ( The requirements of the applicable standards have been fully complied with, resulting in a true and fair view of the net assets, financial position and results of operations of the GfK Group. No voluntary audit in accordance with Article 317 HGB (German Commercial Code) or review of the quarterly financial statements and interim management report as at 30 June 2012 has been performed by auditors. Principles of consolidation and accounting policies The consolidated financial statements of GfK SE as at 30 June 2012 are based on the same IFRS principles of consolidation and accounting policies as the consolidated financial statements as at 31 December Estimates The estimates and assumptions in the consolidated financial statements as at 30 June 2012 have been prepared using the same methods as in the consolidated financial statements as at 31 December Scope of consolidation and major acquisitions As at 30 June 2012, the scope of consolidation comprised 154 subsidiaries in addition to the parent company (31 December 2011: 149). Following the acquisition as at 3 January 2012 of 100% of the shares in Knowledge Networks Inc, Menlo Park, California, USA, and thus also its subsidiary KN Dimestore Media, LLC, Wilmington, Delaware, USA, this company was consolidated for the first time. As at 1 March 2012, 100% of the shares in BIL Holdco Limited, Lincoln, UK, were acquired. It is the holding company of a group of companies whose whollyowned subsidiaries were consolidated for the first time as at 1 March 2012, along with the holding company itself. The consolidated subsidiaries are Bridgehead International Limited, Lincoln, UK, and Bridgehead USA Inc, Dover, Delaware, USA. The activities of all of the companies mentioned above are based in the Consumer Experiences sector. The purchase price of these acquisitions totaled 77,538 thousand in the reporting year and was paid in full and in cash. Goodwill amounting to 17,800 thousand resulted from these acquisitions, which relates to the Consumer Experiences sector. The goodwill primarily represents the expertise of these companies employees, which cannot be capitalized separately. As part of the above-mentioned acquisitions, off-balance sheet intangible assets and the relevant deferred taxes totaling 33,315 thousand in net terms were disclosed. They mainly include capitalized panels and key accounts. The assets and liabilities taken over in the context of acquiring these consolidated companies are listed in the table below. Pre-merger As at acquisition date Non-current assets 21,953 77,255 Current assets 17,235 17,386 Cash and cash equivalents 11,556 11,556 Liabilities and provisions 24,320 46,459 The accumulated income of these companies since joining the GfK Group amounted to 1,187 thousand. These companies have made a contribution totaling 27,619 thousand to the GfK Group s consolidated sales for GfK-Media Research Middle East SA, Hergiswil, Switzerland, a 67% shareholding, has been consolidated since 1 January 2012 due to its materiality. The same applies to the wholly-owned GfK Retail and Technology Peru S.A.C., Lima, Peru. Both companies are in the Consumer Choices sector. With activities in the Consumer Experiences sector, wholly-owned GfK Custom Research Korea, Ltd., Seoul, Korea, has also been consolidated since 1 January 2012 due to its materiality. In the Consumer Choices sector, the following companies were merged as at 1 January 2012: Encodex Japan K.K., Osaka, Japan, was merged with GfK Marketing Services Japan K.K., Tokyo, Japan, IFR France S.A., Rueil-Malmaison, France, was merged with Institut Français de Recherche-I.F.R. S.A., Rueil-Malmaison, France, and GfK Music SARL, Rueil-Malmaison, France, was merged with Gfk Retail and Technology France SAS, Rueil-Malmaison, France. These intra-group mergers were solely for the purpose of simplifying the Group structure and have no immediate financial impact. Diluted earnings per share The earnings per share for the period from 1 January to 30 June 2012 were 0.96 (1 January to 30 June 2011: 1.07). The diluted earnings per share also amounted to 0.96 (1 January to 30 June 2011: 1.07). Since the last unexercised options issued in tranche 7 expired on 31 December 2011, there was no dilutive effect.

29 Related parties Related parties are persons or groups which could be influenced by the GfK Group or could have an influence on the GfK Group. The following significant transactions with related parties are reported in the consolidated financial statements as at 30 June 2012: 29 Liabilities relating to as yet unpaid profit shares of 2,389 thousand (31 December 2011: 1,389 thousand) arose vis-à-vis The NPD Group Inc., Port Washington, New York, USA. Loan obligations amounting to 12,435 thousand (31 December 2011: 5,506 thousand) were due to GfK-Nürnberg, Gesellschaft für Konsum-, Markt- und Absatzforschung e.v., Nuremberg, the majority shareholder of GfK SE. In addition, there were loan obligations of 3,121 thousand (31 December 2011: 3,088 thousand) to joint partners of SirValUse Consulting GmbH, Hamburg, and to joint partners of GfK UK Entertainments Ltd., London, UK, of 1,634 thousand (31 December 2011: 0 thousand), with a remaining term of more than one year. The provisions for the Long-Term Incentive Programs ( 16,069 thousand; 31 December 2011: 21,510 thousand) represent an obligation to selected members of the management of the GfK Group. Of this, 9,681 thousand (31 December 2011: 11,974 thousand) have a remaining term of more than one year. Unless stated otherwise, receivables and liabilities in respect of related parties have a remaining term of up to one year. Contingent liabilities and other financial commitments There were no significant changes in contingent liabilities and other financial obligations compared with 31 December Unusual circumstances Circumstances which affect the assets, liabilities, equity, profit or loss for the period or cash flow and which are of an extraordinary nature, extent or frequency are dealt with in the introduction to this quarterly report and in the section of the interim management report on the risk and opportunity position. Segment reporting With the launch of the new corporate strategy on 1 January 2012, the three sectors, Custom Research, Retail and Technology and Media, were reorganized into two new sectors, Consumer Experiences and Consumer Choices. As a result, the GfK Group s organizational structure now comprises the above-mentioned new sectors and Other. The previous year s figures have been adjusted in line with the new structure. The Consumer Experiences sector concentrates on consumers attitudes, perceptions and behavior. These are explored through highly creative, robust and flexible methodologies. The former Custom Research business and ad hoc research from the Media sector are included in this new sector. The Consumer Choices sector investigates market dimensions, market currencies, media convergence and sales channels. This involves detailed, accurate and fast data, which reflects consumer decisions and behavior. The former Retail and Technology sector and the Media sector s TV, radio and print measurement businesses have been folded into the new Consumer Choices sector. Income from third parties comprises sales established in accordance with IFRS. Income with other sectors is essentially earned in the Other division. This is eliminated in the reconciliation to consolidated sales. In principle, intra-group transactions are recorded under the same conditions as for third parties. The Group measures the success of its sectors by reference to the adjusted operating income according to internal reporting. Adjusted operating income of a sector is determined from operating income before interest and taxes by eliminating the following expenses and income items: expenses and income in connection with reorganization and business combinations, write-downs of additional assets identified on acquisitions, personnel expenses for share-based remuneration systems and long-term incentives and remaining other operating income and expenses. The table below shows the information relating to the individual sectors for the first six months of 2011 and in EUR 000 Income from third parties Inter-sector income Adjusted operating income H H H H H H Consumer Experiences 399, , ,279 21,161 Consumer Choices 258, , ,199 63,945 Other 2,415 2,893 28,060 32,033 3,535 3,745 Reconciliation ,060 32, Group 660, , ,943 81,361 Statement by the legal representatives To the best of our knowledge and in accordance with the applicable accounting principles for interim reporting, we confirm that the interim consolidated financial statements give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group, and the interim Group management report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group throughout the remaining months of the financial year.

30 5-year overview 2007 to 2011 according to ifrs 30 KEY INDICATORS INCOME STATEMENT Unit ) Sales eur million 1, , , , ,373.9 Change on prior year % Personnel expenses eur million Change on prior year % Depreciation/amortization 1) eur million Change on prior year % Adjusted operating income eur million , Change on prior year % Margin % ebitda eur million Change on prior year % Margin % Operating income eur million Change on prior year % Margin % Income from participations eur million Change on prior year % ebit eur million Change on prior year % Margin % Income from ongoing business activity eur million Change on prior year % Consolidated total income eur million Change on prior year % Tax ratio % ) Tangible and intangible assets 2) Adjusted by the effects of the settlement with ubm

31 5-year overview 2007 to 2011 according to ifrs 31 Key indicators balance sheet Unit Non-current assets eur million 1, , , , ,255.7 Change on prior year % Current assets eur million Change on prior year % Asset structure % Investments eur million Change on prior year % thereof in tangible assets 1) eur million Change on prior year % thereof in financial assets eur million Change on prior year % Equity eur million Change on prior year % Borrowing eur million Change on prior year % Total assets eur million 1, , , , ,745.6 Change on prior year % Net debt eur million Change on prior year % ) Tangible and intangible assets KEY INDICATORS cash flow STATEMENT Unit Cash flow from ongoing business activity eur million Change on prior year % Cash flow from investing activity eur million Change on prior year % Cash flow from financing activity eur million Change on prior year % Free cash flow eur million Change on prior year %

32 5-year overview 2007 to 2011 according to ifrs 32 key Indicator profitability Unit ) roce % Key indicators Company valuation Unit Earnings per share 2) eur Adjusted earnings per share 2) eur Free cash flow per share 2) eur Net debt in relation to equity (gearing) % ebit % ebitda % free cash flow % Dividend per share eur Total dividend eur million Dividend yield % Year-end share price 2) eur Weighted number of shares in thousands 35,682 35,884 35,947 35,967 36,407 1) Adjusted by the effects of the settlement with ubm 2) Adjusted for capital increase

33 5-year overview 2007 to 2011 according to ifrs 33 Sales by sectors and regions New structure Unit Sectors Sectors Custom Research eur million Consumer Experiences Change on prior year % Retail and Technology eur million Consumer Choices Change on prior year % Media eur million Change on prior year % Regions Regions Germany eur million Northern Europe Change on prior year % Western Europe / Middle East / Africa eur million Southern & Western Europe Change on prior year % Central and Eastern Europe eur million CEE/META Change on prior year % North America eur million Change on prior year % Latin America eur million no change Change on prior year % Asia and the Pacific eur million Change on prior year % Number of employees Unit At year-end Employees 9,070 9,692 10,058 10,546 11,457 Change on prior year %

34 Glossary of financial terminology 34 A adjusted operating income Adjusted operating income does not take into account highlighted items. The management uses this financial indicator in the Group-wide management of GfK s operating business. Affiliated companies Companies which are controlled by the parent. As a rule, the parent holds the majority of the voting rights and capital of the company. Associated companies Minority participations in companies on whose business or company policy a decisive, but not controlling influence is exercised. Associated companies are in principle valued at equity. C Cash flow Balance of funds inflow and outflow affecting payment. Cost of sales Total of all types of operating costs which can be directly allocated to clients orders. These include in particular costs for external data procurement, costs for interviewees and interviewers. D Deferred taxes Tax assets or liabilities reported in the balance sheet to equalize the difference between the tax debt actually assessed and the commercial tax burden based on the financial reporting in accordance with ifrs for the commercial balance sheet. The basis for determining deferred taxes is the difference between the value of the assets and liabilities reported in the balance sheet in accordance with ifrs and the local tax balance sheet. Dividend yield Dividend per share in relation to the annual closing price. E ebit Abbreviation for earnings before interest and taxes calculated as Operating income plus income from associates plus other income from participations. ebitda Earnings before interest, taxes, depreciation and amortization, calculated as ebit plus depreciation and amortization charges. Equity ratio Balance sheet equity in relation to total assets. The higher the indicator, the lower the level of indebtedness. F Free cash flow Cash flow from operating activity less capex. Sales less G Gross income from sales Cost of sales. ifrs The International Financial Reporting Standards (ifrs) are accounting principles developed and published by the iasb. In addition to the actual ifrs, the ias that are still valid and the interpretations of the ifric and sic are grouped under the ifrs. Income Adjusted operating income. Income from ongoing business activity ebit plus financial income less financial expenses. I M Minority participations Generic term for Associated companies and other participations. The participation quota is below 50%. N Net debt Liquid funds and securities less pension liabilities and financial liabilities. O Operating income Gross income from sales less selling and general administrative expenses plus other operating income less Other operating expenses. Other operating expenses Expenses in connection with ongoing business activity, excluding financial expenses, not attributable to Cost of sales or selling and general administrative expenses. Examples are impairments, losses from the disposal of fixed assets and exchange losses. P Pay-out ratio Total dividend in relation to consolidated total income. R Ratio of net debt to cash flow Net debt in relation to Free cash flow. Return on capital employed ebit in relation to average total assets. Return on equity Consolidated total income in relation to average shareholders equity. T Tax ratio Tax on income from ongoing business activity in relation to Income from ongoing business activity.

35 Provisional key dates in the financial calendar 35 dates 2012 dates NOVEMBER 2012 Quarterly report as at 30 September 1) 12 March 2013 Annual Accounts Press Conference Nuremberg 15 MAy 2013 Quarterly report as at 31 march 16 MAy 2013 Annual General Meeting Fürth 14 AUGUST 2013 Interim report as at 30 June 1) 1) Publication is scheduled for before the start of the trading session in Germany 14 NOVEMBER 2013 Quarterly report as at 30 September 1) contacts Global Head of Corporate Communications Bernhard Wolf Tel Fax Publisher GfK SE Nordwestring Nuremberg This quarter report is available in German and English. Both versions and supplementary press information are available for download online from Date: March 15, 2012

36 H report for the first half year