Gruppo Editoriale L Espresso. Interim Management Report at March 31, Società per azioni

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1 Gruppo Editoriale L Espresso Società per azioni Interim Management Report at March 31, 2010 Gruppo Editoriale L Espresso SpA Via Cristoforo Colombo 149, 00147, Rome, Italy Share capital Euro 61,447, fully paidin Rome Economic and Administrative Repertoire No VAT No Tax Code and Rome Companies Register enrolment No Company subject to the management and coordination of CIR SpA

2 CONTENTS Report of the Board of Directors at March 31, 2010 Operating performance and consolidated results at March 31, 2010 page 4 Market review page 4 Operating performance for the 1st quarter of 2010 page 5 Subsequent events and outlook page 6 Consolidated financial statements at March 31, 2010 Consolidated Income statement and Consolidated Statement of Comprehensive Income page 8 Consolidated Statement of Financial Position page 9 Changes in the Consolidated Net Financial Position page 10 Consolidated Statement of Cash Flows page 11 Consolidated Net Financial Position page 12 Notes to the Interim Management Report at March 31, 2010 Introduction page 14 Scope of consolidation page 14 Income Statement page 15 Statement of Financial Position page 18 Declaration pursuant to Article 154 bis, paragraph 2 of Italian Legislative Decree No. 58 dated February 24, 1998 page 21

3 Report of the Board of Directors at March 31, 2010

4 Gruppo Editoriale L Espresso Interim Management Report at March 31, 2010 REPORT OF THE BOARD OF DIRECTORS ON GROUP OPERATIONS AT MARCH 31, 2010 OPERATING PERFORMANCE AND CONSOLIDATED RESULTS AT MARCH 31, 2010 JanMar JanMar % Consolidated results ( million) / Revenues, of which: % circulation % advertising % addon products % Gross operating profit % Operating profit Pretax profit Net profit (2.5) 12.1 ( million) December 31 March Net financial position (208.2) (200.0) Shareholders Equity (incl. minority interests) Group Shareholders Equity minority interests Employees 3,116 2,955 MARKET REVIEW During the first few months of 2010, in an economic context which despite still being uncertain did not reveal any further deterioration, advertising investments recovered slightly. According to the latest figures published by Nielsen Media Research, advertising investments overall reported a rise of 2.7% in the first two months when compared with the same period in which, as known, saw a drop of 19.5%. However, the overall trend discloses contrasting developments among the various media. The most dynamic mediums were radio and TV, with growth of 11.0% and 4.9% respectively; furthermore, internet growth was positive (+3.8%), while the press overall once again disclosed a decrease (4.3%). In detail, periodicals reported a highly negative trend (14.1%), while revenues from newspapers for payment were up slightly (+1.0%), with national trade advertising at +9.8%, local ads stable and classified advertising down 13.0%. Furthermore, with regard to circulation, Fieg data is currently available relating to newspapers, indicating, for the first two months of 2010, a drop in total circulation of 7.6%. 4

5 Editoriale L Espresso Group Interim Management Report at March 31, 2010 OPERATING PERFORMANCE FOR THE 1ST QUARTER OF 2010 Consolidated net revenues of the Group in the first quarter of 2010 amounted to million, essentially in line (0.7%) with that reported in the same period last year ( million). Net of addon products, the sales revenues reported an increase of 6.5%. Excluding addon products, circulation revenues amounted to 65.3 million compared with 65.8 million in the same period last year. The performance of circulation revenues, which did not benefit from any price increase, reflects the satisfactory stability in sales of Group publications. In detail, both la Repubblica and L espresso reported slight increases in newsstand sales. Total circulation by contrast revealed a drop entirely attributable to the suppression of promotional distribution, still underway in the first quarter of, to hotels and schools (a dedicated internet service has been developed for the latter). Advertising revenues, amounting to million, rose 11.2% when compared with the first quarter of ; revenues from Group media, therefore excluding third party media and new concessions acquired, rose 8.4%. The sales turnover was up on all the main media, also disclosing a clearly improved trend than that of the respective reference markets. Revenues from Group radio stations reported twofigure growth in the quarter (+24.4%), with a much more vigorous pick up than that of the market. The press also disclosed a positive trend (+5.2%) which affected both newspapers and periodicals. In conclusion, internet revenues increased 18.7%, the result of both the increased commercial dynamism which concerned all the sectors of the concession holder, and also the particular success of the Repubblica.it website which in the first quarter achieved more than 1.5 million single daily visitors, once again up sharply on the same period in the previous year (+35%). Revenues from addon products amounted to 22.8 million, down 36.3% when compared with the same period in, a year which was characterised by a considerable concentration of initiatives, and therefore revenues, in the first quarter. Total operating costs fell 9.1% with respect to the first quarter of, a trend which, having considered the savings already achieved in the first quarter of, is entirely in line with the objective of the plan which, as you may recall, envisages an overall cut in costs of 17% with respect to 2008 (benchmark for the drafting of the business reorganisation plan). This result was achieved without reducing the scope of the product portfolio of the Group and without penalising quality. 5

6 Editoriale L Espresso Group Interim Management Report at March 31, 2010 Consolidated gross operating profit was 30.4 million ( 16.7 million in the first quarter of ) and the consolidated operating profit came to 21.2 million ( 6 million in the first quarter of ). All the Group divisions improved, reporting high profitability levels on radio and digital media, positive levels on local newspapers and levels still recovering on Repubblica and periodicals, whose restructuring plans have not yet been completed. Consolidated net profit amounted to 12.1 million against a loss of 2.5 million in the first quarter of. The consolidated net financial position disclosed further improvement, passing from million at the end of to 200 million at March 31, 2010 with a financial surplus of 8.2 million. The Group workforce, at the end of March, including shortterm contracts, numbered 2,955 employees, with a reduction of 311 with respect to the last twelve months and 161 with respect to the end of, reflecting the effects of the reorganisation plans underway. SUBSEQUENT EVENTS AND OUTLOOK The evolution of the macroeconomic scenario during 2010 remains characterised by wide margins of uncertainty, which do not favour a clear and generalised pick up in advertising investments. The performance of advertising revenues in the first two months, albeit up slightly (+2.7%), leads to a fairly insignificant recovery with respect to the drastic cut registered by investments in the first few months of (19.5%). In this context, the Group achieved sustained growth in the quarter in its advertising revenues, mainly the result of the satisfactory performance of its media and the relaunch of the sales organisation. With regard to the full year, in the absence of changes currently unforeseeable in the reference scenario, it is believed that the trend in revenues may remain positive, but that the high growth index reported in the first quarter will be difficult to confirm. Furthermore, as confirmed by the quarter results, the Group will obtain additional and significant positive effects from the plan for reducing costs and it is possible to envisage that an improved result with respect to that in will be achieved in the period. In conclusion, the Group is committed to the constant valorisation of its publications and the achievement of an intense publishing development plan on new media, which will lead to an increasingly greater distribution of its contents via all the new platforms. 6

7 Financial Statements

8 Editoriale L Espresso Group Interim Management Report at March 31, 2010 Espresso Group Consolidated Income Statement ( million) Revenues Change in products inventories Other operating income Purchases Services received Other operating charges Valuation of investments at equity Personnel costs Amortisation, depreciation and writedowns Operating profit Financial income (expense) Pretax profit Income taxes Jan Mar (0.1) 2.7 (31.5) (88.7) (6.9) 0.2 (74.0) (10.6) 6.0 (5.1) 1.0 (3.5) Jan Mar (23.2) (83.1) (8.0) 0.2 (71.2) (9.2) 21.2 (0.8) 20.4 (8.3) Net profit (2.6) 12.1 Minority interests GROUP NET PROFIT Earnings per share, basic Earnings per share, diluted 0.0 (2.5) n.a n.a Consolidated Statement of Comprehensive Income ( million) Jan Mar Jan Mar 2010 NET PROFIT (2.6) 12.1 Other comprehensive income components: Profit/(loss) on restatement of financial assets held for disposal Tax effect of other profit/(loss) 0.2 (0.1) Other comprehensive income components, net of tax effect 0.2 TOTAL COMPREHENSIVE INCOME (2.6) 12.2 Total comprehensive income attributable to: Shareholders of the Parent Company (2.5) 12.3 Minority interests

9 Editoriale L Espresso Group Interim Management Report at March 31, 2010 Espresso Group Consolidated Statement of Financial Position ASSETS ( million) Intangible assets with an indefinite useful life Other intangible assets Intangible assets Property, plant and equipment Investments valued at equity Other investments Noncurrent receivables Deferred tax assets NONCURRENT ASSETS Inventories Trade receivables Marketable securities and other financial assets Tax receivables Other receivables Cash and cash equivalents Dec March CURRENT ASSETS TOTAL ASSETS 1, ,364.5 LIABILITIES AND SHAREHOLDERS EQUITY ( million) Share capital Reserves Retained earnings (loss carryforwards) Net profit (loss) Group Shareholders Equity Minority interests SHAREHOLDERS EQUITY Financial debt Provisions for risks and charges Employee termination indemnities and other retirement benefits NONCURRENT LIABILITIES Financial debt Provisions for risks and charges Trade payables Tax payables Other payables Dec March CURRENT LIABILITIES TOTAL LIABILITIES TOTAL LIABILITIES AND SHAREHOLDERS EQUITY 1, ,

10 Editoriale L Espresso Group Interim Management Report at March 31, 2010 Espresso Group Changes in the Consolidated Net Financial Position ( million) SOURCES OF FUNDS Net profit (loss) for the period, including minority interests Amortisation, depreciation and writedowns Fair value stock option Net change in provisions for personnel costs Net change in provisions for risks and charges Losses (gains) on disposal of fixed assets Losses (gains) on disposal of investments Adjustments for investments valued at equity SelfFinancing Decrease (Increase) in noncurrent receivables Increase in payables/decrease in deferred tax assets Increase in tax payables/decrease in tax receivables Decrease (Increase) in inventories Decrease (Increase) in trade and other receivables Increase (Decrease) in trade and other payables Change in current assets CASH FLOW FROM CURRENT OPERATIONS Net disposals of investments Jan Mar (2.6) (3.2) 0.8 (0.0) (0.2) (19.8) Jan Mar (4.2) 0.0 (0.0) (3.5) (0.2) (22.5) (0.0) TOTAL SOURCES USES Net investments in fixed assets Acquisition of own shares Other changes (9.2) (0.8) (8.4) (0.7) TOTAL USES (10.0) (9.1) Financial surplus (deficit) OPENING NET FINANCIAL POSITION CLOSING NET FINANCIAL POSITION (278.9) (248.8) (208.2) (200.0) 10

11 Editoriale L Espresso Group Interim Management Report at March 31, 2010 Espresso Group Consolidated Statement of Cash Flows ( million) Jan Mar Jan Mar 2010 OPERATING ACTIVITIES Net profit (loss) for the period, including minority interests Adjustments: Amortisation, depreciation and writedowns Fair value stock option Net change in provisions for personnel costs Net change in provisions for risks and charges Losses (gains) on disposal of fixed assets Losses (gains) on disposal of investments and securities Adjustments for investments valued at equity SelfFinancing Changes in current assets and other flows (2.6) (3.2) 0.8 (0.0) (0.2) (3.0) 0.0 (0.0) (4.0) (0.2) CASH FLOW FROM OPERATING ACTIVITIES of which: Interest received (paid) Income taxes received (paid) 0.8 (0.1) INVESTING ACTIVITIES Outlay for purchase of fixed assets Received on disposals of assets (Purchase) sale of marketable securities and assets held for disposal (9.4) 0.2 (8.5) 0.0 (29.5) (0.3) CASH FLOW FROM INVESTING ACTIVITIES (9.2) (38.2) FINANCING ACTIVITIES Increases in capital and reserves (Purchase) sale of own shares Issue (repayment) of bonds Issue (repayment) of other financial debt (Dividends paid) (0.8) (0.1) 0.0 (11.4) (12.8) CASH FLOW FROM FINANCING ACTIVITIES (0.9) (24.2) Increase (Decrease) in cash and cash equivalents Cash and cash equivalents at beginning of the year (40.5) CASH AND CASH EQUIVALENTS AT END OF THE YEAR

12 Editoriale L Espresso Group Interim Management Report at March 31, 2010 Espresso Group Consolidated Net Financial Position ( million) March 31 Dec. 31 March Financial receivables from Group companies Financial payables to Group companies Cash and deposits Bank overdrafts (0.0) (0.6) (0.0) Cash and cash equivalents Marketable securities and other financial assets Bond issue (310.9) (291.7) (282.8) Other bank debt (92.7) (75.4) (66.0) Other financial debt (0.6) (0.6) (0.5) Other financial assets (liabilities) (404.1) (342.6) (293.9) NET FINANCIAL POSITION (248.8) (208.2) (200.0) 12

13 Notes to the Interim Management Report at March 31, 2010

14 Editoriale L Espresso Group Interim Management Report at March 31, 2010 NOTES TO THE INTERIM MANAGEMENT REPORT AT MARCH 31, 2010 Introduction The interim management report of the Espresso Group at March 31, 2010, not subject to official audit, has been drawn up in compliance with the IFRS international accounting standards. The accounting policies, applied to the statement of financial position and income statement, are in line with those adopted in the financial statements at December 31,. The interim management report has been drawn up in accordance with the matters indicated by Article 154 ter, section 5 of the Consolidated Law on Finance ( TUF ). Therefore, the provisions of the international accounting standards relating to interim financial disclosure (IAS 34 Interim Financial Reporting ) have not been adopted. Scope of consolidation With respect to the first three months of, the companies Edigraf Srl (sold to third parties in October ) and Rotosud Spa (sold to third parties in March 2010) left the scope of consolidation, while the subsidiary Ksolutions Spa, currently in liquidation and dormant, was carried at cost rather than consolidated linebyline, 14

15 Editoriale L Espresso Group Interim Management Report at March 31, 2010 INCOME STATEMENT Revenues Jan Mar Jan Mar 2010 Circulation revenues Advertising revenues Other revenues TOTAL REVENUES Circulation and advertising revenues were discussed in the first part of this Report, to which we make reference. The increase of 0.1 million in other revenues is mainly due to the downsizing of the printing activities on behalf of third parties and the marketing abroad of series of addon products, a drop almost entirely offset by the increase in revenues deriving from the lease of digital terrestrial TV bandwidth. Other operating income Other operating income, amounting to 1.8 million, included outofperiod income, capital gains on the disposal of assets, as well as all the various types of grants. With respect to the first quarter of, the item presents a drop of 0.8 million due mainly to lower outofperiod expense. Purchases Jan Mar Jan Mar 2010 Cost of paper (21.5) (17.8) Other production purchases (10.0) (5.4) TOTAL PURCHASES (31.5) (23.2) The cost of paper decreased 3.7 million (17.4%) with respect to the same period last year, mainly due to the reduction in consumption, deriving from both minor printing runs, associated with the suppression of certain distribution formulas with a high promotional content, and the reduction in the format of la Repubblica and the local newspapers of the Group, achieved as from the second half of. The first quarter of 2010 also benefited from a consistent drop in the average purchase price of paper. 15

16 Editoriale L Espresso Group Interim Management Report at March 31, 2010 Other production purchases, which include printing materials (ink, plates and film) and the costs for the purchase of addons, decreased 4.6 million (46.0%) with respect to the same period in, due to the decrease in prices and the quantities consumed of inks and plates, as well as the lower volumes of addon products purchased and marketed. Services received Jan Mar Jan Mar 2010 Print costs (12.9) (14.0) Promotions (5.6) (3.3) Distribution costs (7.5) (6.1) Publisher fees (2.2) (4.8) Agent and agency costs (6.6) (8.5) Rights (10.1) (6.3) Other operating costs (43.8) (40.2) TOTAL SERVICES RECEIVED (88.7) (83.1) Following the sale to third parties of the subsidiary Rotosud Spa which sees to the production and printing of the Group s periodicals, during the first half of 2010 the print costs include all the costs necessary for the production of the periodical publications, costs which in the same period last year were by contrast included in the various lines of the consolidated income statement (printing materials, operating costs, labour costs, amortisation and depreciation). Net of this effect, the print costs fell in total by 9.4%. Promotional costs and distribution costs fell in total by 3.7 million (28.2%) with respect to the same period last year, due to the suspension of a number of promotional and distribution formulas to support the newspaper and periodical publications, as well as the different timing of the launches of addon products with respect to the first quarter of. Rights include the royalties paid for the publication of addon products and radio and television rights. The reduction of 3.8 million with respect to the same period in is due to the minor rights paid for the creation of series of books, CDs and DVDs distributed by la Repubblica and L espresso. The reduction of 3.6 million (8.3%) with respect to the first three months of in other operating costs is strictly linked to the plan for reducing the costs implemented by the Group which has made it possible, on the one hand, to contain the editorial costs for bordereau, photos and agencies and, on the other hand, to significantly reduce the general administrative and production overheads (office and works management, travel expenses, consulting, etc.). During the first quarter of, the item also included 1.3 million in operating costs linked to the activities of the transferred Rotosud. 16

17 Editoriale L Espresso Group Interim Management Report at March 31, 2010 Other operating charges Other operating charges, which include the provisions for risks, outofperiod expense and the writedown of amounts receivable, came to 8 million, up 1.1 million with respect to the same period in on the basis of the risk forecasts for legal disputes (defamation lawsuits common to all publishing companies), tax, commercial and contractual disputes outstanding in the various Group companies. Personnel costs Personnel costs amounted to 71.2million, down 2.8 million (3.8%) with respect to the first quarter of, thanks to the action for the reduction of the workforce which, together with the aforementioned effects of the disposal of the subsidiary Rotosud, made it possible to absorb the salary dynamics linked to contractual promotions. Scope being the same, the reduction in personnel costs came to 1.2 million, 1.7% with respect to the same period last year. Amortisation, depreciation and writedowns These amount to 9.2 million, down 1.4 million with respect to the same period in. The impact of the sale of the subsidiary Rotosud amounted to 0.7 million. Financial income (expense) Net financial expense amounted to 0.8 million compared with 5.1 million in the first three months of last year; the decrease in financial income deriving from the drop in interest rates was fully offset by the capital gain of 3.5 million associated with the sale of the subsidiary Rotosud, as well as the financial capital gains generated with purchase transactions on the market for portions of the bond issue and, in conclusion, minor interest expense due, further to the reduction in the principal portion of the payables outstanding as at March 31,

18 Editoriale L Espresso Group Interim Management Report at March 31, 2010 STATEMENT OF FINANCIAL POSITION Intangible assets, amounting to million, remained more or less unchanged with respect to December 31, ( million). Property, plant and equipment amounted to million, down 20.4 million with respect to the end of ( million): net investments for the period, amounting to 2.6 million, were more than offset by depreciation for 8.8 million and the effects of the deconsolidation, further to the sale, of the subsidiary Rotosud, whose residual value of fixed assets as at December 31, (industrial buildings, rotary presses and other printing equipment) amounted to 14.2 million. Investments amounted to 31.0 million in total, more or less unchanged with respect to December 31, ( 30.8 million). Noncurrent receivables amount to 1.2 million and consist of security deposits and amounts due from the tax authorities for the advance on employee termination indemnities. The item remained more or less unchanged with respect to December 31,. Deferred tax assets amount to 47.9 million ( 48.6 million at December 31, ) and include timing differences between amounts recorded in the Statement of Financial Position and those recognized for tax purposes. Inventories amount to 21.9 million and include inventories of paper, printing materials, publications and addon products. The decrease of 1.3 million with respect to December 31, is mainly due to the minor quantities of paper and materials in stock. Trade receivables amount to million, down 17.2 million on December 31, due to the differing seasonal nature of the advertising investments on Group media and, consequently, the related amounts collected. Marketable securities and other financial assets amount to 55.5 million, up 30.3 million with respect to the end of, and essentially refer to the bonds acquired in the period to diversify the financial investments in cash and cash equivalents. Tax receivables amounted to 22.7 million, up 2.1 million with respect to the 20.6 million as at December 31, due to the effect of the IRES and IRAP credit accrued in the period. At December 31,, advances were in fact reported net of the theoretical tax liability, while at March 31, 2010 the tax receivables and the tax payables emerging in the period were reported separately. Other receivables amount to 35.1 million and include advances to suppliers, agents and freelance associates, as well as prepaid rent and prepaid distribution rights for optional products and radio/tv programmes to be launched in the subsequent quarters. The increase of 17.8 million with respect to December 31, derives from the receivable associated with the sale of the subsidiary Rotosud amounting to 15 million. 18

19 Editoriale L Espresso Group Interim Management Report at March 31, 2010 Cash and cash equivalents totalled 93.9 million, recording a 41.1 million decrease on December 31,, essentially due to the diversification of the financial investments. Shareholders Equity at March 31, 2010 amounted to million ( million at December 31, ), of which million belonging to the Group ( million at the end of ), and 9.8 million relating to minority interests (unchanged with respect to December 31, ). Own shares held by the Parent Company at March 31, 2010, whose value is subtracted from the Shareholders Equity, were 7,980,000, representing 1.95% of the share capital. Noncurrent financial debt amounted to million and included the bond issue for an original 300 million (now decreased to million) issued on October 27, 2004 and subsidized 10year loans taken out in the last quarter of Provisions for risks and charges, current and noncurrent, amounted in total to 89.3 million, unchanged with respect to December 31,. Employee termination indemnities and other retirement benefits amounted to 79.7 million in total ( 83.9 million at December 31, ). The 4.2 million decline is due to the employee termination indemnities and fixed indemnities paid out in the period ( 4.1 million), offset only in part by the financial effect of the valuation of provisions (interest cost) and the discountedback value of accruals relating to Fixed Indemnities (service cost), equal in total to 1.1 million. The impact on the change in the employee termination indemnities with respect to December 31, derives from the sale of the subsidiary Rotosud amounting to 1.3 million. Deferred tax liabilities amount to million ( 111 million at the end of ) and include 36.6 million relating to the tax impact of TV frequency registrations. Current financial debt, totalling 21.3 million, recorded a 1.5 million increase compared to the figure for December 31,, primarily due to the effect of additional accrued interest payable on the bond loan and on subsidized loans. Trade payables amounted to million, with a decrease of 18.7 million linked essentially to the reduction in payables for investments, the containment of production costs (paper and printed material) of the Group publications, the lower volumes of addon products marketed and timescales for the achievement of promotional campaigns. Tax payables, amounting to 21.4 million, were up 8.7 million on December 31, due to IRES (corporate) and IRAP (regional business) taxes payable for the period. As already mentioned previously, as at March 31, 2010 tax receivables and payables accrued in the period are reported separately. Other payables amount to 77.2 million, down 9.7 million on 86.9 million at December 31,, due to the settlement of employee termination indemnities to complementary pension funds, offset only in part by payables to personnel for thirteenth month wage and salary payments. 19

20 Declaration pursuant to Article 154 bis, paragraph 2 of Italian Legislative Decree No. 58 dated February 24, 1998

21 Gruppo Editoriale L'Espresso Spa Declaration pursuant to Article 154 bis, paragraph 2 of Italian Legislative Decree No. 58 dated February 24, 1998 I, the undersigned, Alessandro Alacevich, Executive appointed to draw up the company accounting documents of Gruppo Editoriale L Espresso S.p.A., hereby declare in accordance with paragraph 2 of Article 154 bis of Italian Legislative Decree No. 58 dated February 24, 1998, that the accounting disclosure contained in the interim management report at March 31, 2010 of Gruppo Editoriale L Espresso S.p.A. complies with the documental results, the books and accounting records. Rome, Italy, April 21, 2010 Gruppo Editoriale L Espresso S.p.A. (Alessandro Alacevich) (signed on the original) Gruppo Editoriale L Espresso SpA Registered Offices Via Cristoforo Colombo Rome, Italy Tel. 06/84781 Fax 06/ Share capital Euro 61,447, fully paidin Rome Economic and Administrative Repertoire No VAT No Tax Code and Rome Companies Register enrolment No Company subject to the management and coordination of CIR S.p.A.