Relazione Consolidato 1995
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Class Editori Spa Via M. Burigozzo, 5 – 20122 Milan – Website: www.classeditori.it Share capital 10,560,751.00 Euros – Economic & Administrative Index n° 1205471 – Tax and VAT Code 08114020152 Composition of Corporate Bodies Board of Directors Chairman Victor Uckmar Vice Chairman and Managing Director Paolo Panerai Vice Chairman Luca Nicolò Panerai Vice Chairman Pierluigi Magnaschi Executive Director Vittorio Terrenghi Executive Director Gabriele Capolino Directors William L. Bolster Maurizio Carfagna Paolo Del Bue Peter R. Kann Samanta Librio Maria Martellini Angelo Eugenio Riccardi Board of Statutory Auditors Chairman Carlo Maria Mascheroni Statutory auditors Lucia Cambieri Vieri Chimenti Alternate auditors Ferruccio Germiniani Pierluigi Galbussera Independent Auditor BDO Spa The three-year mandates of the Board of Directors and the Board of Statutory Auditors, appointed by the Shareholders' Assembly on 30th April 2010, will expire at the time of the Shareholders' Assembly that approves the financial statements for the 2012 financial year. The independent auditor is appointed until the Shareholders’ Meeting which will approve the 2012 financial statements. Page 2 Class Editori Spa and subsidiaries Registered office, Via Marco Burigozzo 5, Milan Quarterly Management Report at 31st March 2012 The quarterly management report was drawn up on a consolidated basis, as required by current legislation. COMMENTS ON ECONOMIC DATA The principal income statement items that contributed to the operating result as of 31st March 2012, and which are highlighted in the accounts prospectus, can be summarised as follows: • Total revenues for the period amounted to 25.19 million euros, a 15.2% drop compared with 31st March 2010 due to the exit from the scope of consolidation of MF Honyvem Spa which was sold in December 2011 with a significant capital gain. Considering the same scope of consolidation, the effective fall in turnover amounts to 2.5%. This drop is due to market performance in the last three years; • the Publishing House's operating costs amounted to 26.77 million euro, a 9.5% fall compared with the figure at 31st March in the previous year. Considering the same scope of consolidation, operating costs increased by 1.2% due to the return on the investments made during 2011 for the launch of the new television channels, both in staff and in sales structures and production activities; • the gross operating margin (Ebitda), defined as the difference between revenues and the cost of production prior to depreciation/amortisation and financial charges, showed a loss of 1.58 million euros: net of the deconsolidation effect of MF Honyvem (the Ebitda of which stood at 0.72 million euros at 31 March 2011), the decrease amounted to just under 1 million euros; Page 3 • depreciation/amortisation and write-downs amounted to 0.75 million euros, a decrease of 1.77 million euros compared to the same period in 2011; • though the net financial position has significantly improved, net financial borrowing rose from 212,000 euros at 31st March 2011 to 473,000 euros in the same period of 2012, mainly due to the increase in rates paid and partly due to the decision to maintain the liquidity deriving from the capital gain on MF Honyvem consistent; • in the first quarter, the group showed a net loss after minority interests of 2.63 million euros, against a loss of 2.57 million euros during the same period of the preceding year. Net of the deconsolidation effect of MF Honyvem, the same scope of consolidation would have generated a net improvement of 0.45 million euros. SIGNIFICANT ECONOMIC-FINANCIAL EVENTS IN 2012 The most recent Nielsen figures for 2012 (January and February) show an overall fall of 5.7% in the advertising market. During this period, the television sector lost 7% and the radio sector 5%. Web media continued to grow by 12.3% during the quarter. As regards the press, advertising data for the first 3 months published by the Observatory of the Federation of Advertising Concessionaires (FCP) fell by 8.3% in overall terms. In particular, paid newspapers registered an overall decrease of 7.4% in terms of turnover and 0.1% in terms of space, a sign that the reductions were mainly due to average sales prices. This performance is confirmed by the data relative to single typologies, with national Commercial advertising which fell by 5.9%. Magazines, instead, lost 7.9% in turnover, almost entirely due to the reduction in advertising spaces. Overall advertising collections on the Publishing House's media were in countertendency with respect to the market, showing a slight increase in the first quarter of 2012, amounting to 0.2% with respect to the same period in 2011. This result was achieved thanks to the significant increase in turnover from digital media (TV +29% and the Internet +100%) which offset the fall in turnover from printed media (-4.7%) and confirm the correctness of the strategic choice of investing in the Page 4 digital market despite the fact that turnover does not yet allow a positive margin to be achieved. As regards the circulation and readership of newspapers, the market was decidedly negative in the first few months of 2012. The publishing house's circulation data for the period remains at satisfactory levels. Class achieved (latest updated moving average) a circulation of approximately 84,800 copies, Capital 76,400 copies and Milano Finanza 87,200 copies, with a strong growth in readership. Recent Audipress data for spring 2012 is very also positive, with 128,000 readers for Class, 234,000 for Capital and 332.000 for Milano Finanza. The Internet traffic of Class Editori achieved new historical records during the first half of 2012. The average number of individual users connected during the day amounted to 93,833 during the period in question, compared with 69,562 of the first quarter of 2011 (+34.9%). In terms of viewed pages, growth was even higher (+37.9% compared with the same quarter of 2011), reaching 2 million pages per day compared with 1.5 million in the same period one year ago (source: Audiweb AWReport). The growth in traffic was even higher in March 2012: + 48% compared with December 2011, and 123,916 average users per day (source: Audiweb AWDatabase). In the field of tablet and smartphone applications, at the end of the first quarter of 2012, 151,000 of these had been downloaded for the economic-financial publications. This number rose to 282,000 if the Class Meteo-The Weather Channel applications are considered, with over half a million accesses/month. The impact of information services on the Social networks is also growing strongly: in particular, MF/Milano Finanza reached over 50,000 users on Twitter, establishing a record in the sector. In the context of continuing market uncertainty, the publishing house is implementing a cost containment plan. This plan involves all expense areas and all sectors of the publishing house. In particular, the company and its employees agreed to the Cooperation and Solidarity plan, implemented in 2009, which provides for a 12-month, voluntary reduction of salary by approximately 10%, starting in March, and the use of all remaining vacation time by the end of the year. Page 5 Revenues for the period can be broken down as follows: (€/millions) Change 31/03/2012 31/03/2011 % News-stand sales 2.42 2.56 (5.5%) Subscription revenues 6.58 11.08 (40.6%) Advertising revenues 13.54 13.51 0.2% Other revenues 2.66 2.55 4.3% Total 25.20 29.70 (15.2%) The reduction in news-stand revenues is associated with the market situation, while the fall in subscription revenues is mainly due to the deconsolidation of MF Honyvem (3.86 million less revenues) and, to a lesser extent, to other phenomena. As well as revenues that cannot be posted to other categories, other revenues mainly comprises charge-backs to group associates for services rendered. FINANCIAL SITUATION The financial situation at 31st March 2012 is as follows: € (thousands) 31/03/2012 31/12/2011 31/03/2011 Net medium/long-term financial indebtedness (904) (1.114) (2.083) Net short-term financial indebtedness/net short- term cash in hand (44,101) (37,683) (55,502) Of which: Financial payables (72,376) (68,484) (58,431) Cash in hand and financial receivables 28,275 30,801 2,929 Net financial position: net indebtedness/net cash in hand (45,005) (38,797) (57,585) The net financial position of the Publishing House at 31st March 2012 showed an improvement of approximately 12.6 million euros compared with 31st March 2011, while the growth in financial borrowing derived from the decision to use credit lines in Page 6 order to avoid the effects of the credit crunch. This was fully offset by the 28 million euros of cash and financial receivables. Medium-to-long term financial payables include a long-term soft loan taken out with Centrobanca and a loan with Mediocredito, both expiring in 2015. Current financial payables include, in addition to cash and current account lines, stand-by loans and short- term revolving credit. Liquid assets are held in a current account. PERSONNEL Data 31/03/2012 31/12/2011 31/03/2011 Executives 19 20 28 Journalists 131 137 142 Clerical staff 217 227 298 Total 367 384 468 The significant reduction compared with the first quarter of 2011 was mainly generated by the exit of MF Honyvem from the publishing house's scope of consolidation on 14th December 2011: when it was sold, the company employed 6 directors and 95 clerical staff. The publishing house employed 20 apprentices at 31st March 2012. Class Editori Spa carries out its activities at its registered office in Via Burigozzo 5, Milan, and also at the following operative offices: Milan - Via Burigozzo 8 Rome - Via Santa Maria in Via, 12 New York – 7 East, 20 St.