Annual Report 2009 Digitization INNOVATION CultureFREEDOM CommitmentChange Bertelsmann Annual Report 2009 CreativityEntertainment High-quality journalism Performance Services Independence ResponsibilityFlexibility BESTSELLERS ENTREPRENEURSHIP InternationalityValues Inspiration Sales expertise Continuity Media PartnershipQUALITY PublishingCitizenship companies Tradition Future Strong roots are essential for a company to prosper and grow. Bertelsmann’s roots go back to 1835, when Carl Bertelsmann, a printer and bookbinder, founded C. Bertelsmann Verlag. Over the past 175 years, what began as a small Protestant Christian publishing house has grown into a leading global media and services group. As media and communication channels, technology and customer needs have changed over the years, Bertelsmann has modifi ed its products, brands and services, without losing its corporate identity. In 2010, Bertelsmann is celebrating its 175-year history of entrepreneurship, creativity, corporate responsibility and partnership, values that shape our identity and equip us well to meet the challenges of the future. This anniver- sary, accordingly, is being celebrated under the heading “175 Years of Bertelsmann – The Legacy for Our Future.” Bertelsmann at a Glance Key Figures (IFRS) in € millions 2009 2008 2007 2006 2005 Business Development Consolidated revenues 15,364 16,249 16,191 19,297 17,890 Operating EBIT 1,424 1,575 1,717 1,867 1,610 Operating EBITDA 2,003 2,138 2,292 2,548 2,274 Return on sales in percent1) 9.3 9.7 10.6 9.7 9.0 Bertelsmann Value Added (BVA2)) 26 90 173 101 28 Net income 35 270 405 2,424 1,041 Investments 662 1,095 1,032 1,092 2,565 Consolidated Balance Sheet Equity 5,980 6,238 6,141 6,429 9,170 Equity ratio in percent 30.9 31.0 28.2 28.6 40.0 Total assets 19,378 20,142 21,793 22,498 22,932 Net fi nancial debt 2,793 3,445 4,282 4,582 1,578 Economic debt3) 6,024 6,627 7,720 8,450 3,931 Leverage factor 3.2 3.2 3.1 3.4 – Employees (in absolute numbers) Germany 36,930 38,421 36,584 34,336 32,570 Other countries 66,053 68,733 58,965 62,796 58,989 Total 102,983 107,154 95,549 97,132 91,559 Dividends to shareholders of Bertelsmann AG 60 120 120 120 287 Distribution on Profi t Participation Certifi cates 75 76 76 77 76 Employee profi t sharing 65 75 82 73 48 This overview shows the figures reported in the Annual Reports of preceding years. 1) Based on Operating EBIT 2) Bertelsmann uses the BVA as a controlling instrument to assess the profitability of its operations and its return on capital 3) From 2006 extended definition: Net financial debt plus provisions for pensions (taking into account IAS 19.93 A), profit participation capital and net present value of operating leases. Before 2006, without net present value of operating leases and effects result from IAS 19.93 A Total Revenues by Division in percent* Operating EBIT by Divisions in percent* 7.9 Direct Group 1.8 Direct Group 22.9 Arvato 34.4 RTL Group 30.7 Arvato 52.7 RTL Group 13.5 Gruner + Jahr 16.0 Gruner + Jahr 11.0 Random House 9.1 Random House * Based on total from divisions not including Corporate / Consolidation Bertelsmann Annual Report 2009 Corporate Divisions at a Glance Bertelsmann AG RTL Group Random House Gruner + Jahr Arvato Direct Group Bertelsmann AG 91.0 % Bertelsmann AG 100 % Bertelsmann AG 74.9 % Bertelsmann AG 100 % Bertelsmann AG 100 % Free float 9.0 % Jahr Family 25.1 % RTL Group Random House in € millions 2009 2008 2007 2006 2005 in € millions 2009 2008 2007 2006 2005 Revenues 5,410 5,774 5,707 5,640 5,112 Revenues 1,723 1,721 1,837 1,947 1,828 Operating EBIT 793 927 978 835 756 Operating EBIT 137 137 173 182 166 Employees1) 12,520 12,360 11,392 11,307 8,970 Employees1) 5,432 5,779 5,764 5,804 5,395 Gruner + Jahr Arvato in € millions 2009 2008 2007 2006 2005 in € millions 2009 2008 2007 2006 2005 Revenues 2,508 2,769 2,831 2,861 2,624 Revenues 4,826 4,993 4,917 4,782 4,365 Operating EBIT 203 225 264 277 250 Operating EBIT 345 369 366 367 341 Employees1) 13,571 14,941 14,448 14,529 13,981 Employees1) 60,323 62,591 51,846 46,584 42,155 Direct Group in € millions 2009 2008 2007 2006 2005 Revenues 1,246 1,396 1,308 2,665 2,384 Operating EBIT 28 29 18 110 53 Employees1) 10,087 10,339 10,050 14,996 13,493 www.bertelsmann.com | www.rtl-group.com | www.randomhouse.com | www.guj.com | www.arvato.com | www.directgroup-bertelsmann.com 1) In absolute numbers. This overview shows the figures reported in the Annual Report of preceding years. Bertelsmann Annual Report 2009 RTL Group is the leading European entertainment network. The portfolio of Europe’s largest broadcaster includes interests in 45 television channels and 31 radio stations in eleven countries. Its content production arm, Fremantle Media, is one of the largest interna- tional producers outside the U.S. Each year, it produces 9,500 hours of programming in 57 countries. Bertelsmann now owns a 91.0 percent interest in RTL Group, making it the principal shareholder of the listed company. www.rtl-group.com Random House is the world’s largest trade book publishing group. Its portfolio comprises more than 120 editorially independent imprints in 17 countries which publish some 11,000 new books each year. Random House sells more than 500 million print, audio and elec- tronic books annually. The group is a wholly owned division of Bertelsmann. www.randomhouse.com The printing and publishing company Gruner + Jahr is Europe’s biggest publisher of magazines and periodicals. G+J reaches readers and users in over 30 countries with more than 500 magazines and digital offerings. Bertelsmann AG owns 74.9 percent of Gruner + Jahr, the Jahr publishing family of Hamburg owns 25.1 percent. www.guj.com Arvato is one of the leading internationally networked media and communication service providers. More than 60,000 employees design and implement bespoke solutions for all kinds of business processes through integrated service chains, serving business customers from around the world. Arvato is a wholly owned division of Bertelsmann AG. www.arvato.com Direct Group Bertelsmann is comprised of media clubs as well as bookstores and Internet, publishing and distribution companies in 16 countries, and serves its approximately 15 million customers through all channels: catalogs, the Internet, club stores, retail outlets and agents. The company takes advantage of its decades of direct-marketing expertise to sell other products as well. Direct Group is a wholly owned subsidiary of Bertelsmann AG. www.directgroup-bertelsmann.com Bertelsmann Annual Report 2009 Bertelsmann is an international media company with a long- standing heritage and operations deeply rooted in many countries around the world. Our “Spirit to Create” empowers us. We inspire people through a variety of creative media and communications offerings: information, entertainment and services. Our corporate culture of partnership forms the foundation of our economic success and our dedication to corporate responsibility. As an independent company of entrepreneurs, we shape the media world of tomorrow. The Sum of Our Values Bertelsmann Annual Report 2009 Content 8 – 23 175 Years of Bertelsmann 8 The Legacy for Our Future 10 1835 – 1930 12 1930 – 1950 14 1950 – 1980 16 1980 – 1990 18 1990 – 2000 20 2000 – 2009 22 Future 24 – 29 The Management 24 Letter from the CEO 28 Executive Board 30 – 37 The Group 30 Bertelsmann Essentials 34 Corporate Responsibility 38 – 49 Divisions 40 RTL Group 42 Random House 44 Gruner + Jahr 46 Arvato 48 Direct Group 50 Spirit Company Information Bertelsmann Annual Report 2009 52 – 76 Group Management Report 77 – 151 Group Financial Statements 77 Group Income Statement 78 Group Statement of Comprehensive Income 79 Group Balance Sheet 80 Group Cash Flow Statement 81 Group Statement of Changes in Equity 82 Notes 152 Corporate Governance 154 Report of the Supervisory Board 158 – 160 Boards | Mandates 158 Supervisory Board 160 Executive Board 161 Auditor’s Report 162 Responsibility Statement 163 – 164 Additional Information 163 Selected Terms at a Glance 164 Financial Calendar / Contact 164 Production Credits Financial Information Bertelsmann Annual Report 2009 8 175 Years of Bertelsmann The Legacy for Our Future 1835 – 1930 1835 – 1950 1930 – 1980 1950 Bertelsmann Annual Report 2009 175 Years of Bertelsmann | The Management | The Group | Divisions | Spirit | Financial Information 9 The Legacy for Our Future 1835 – 1930 1930 – 1950 1950 – 1980 1980 – 1990 1990 – 2000 2000 – 2009 Future 1980 – 1990 1980 – 2000 1990 2000 – 2009 With more than 100,000 employees, revenues of 15.4 billion euros in fi scal 2009 and operations in over 50 countries around the world, Bertelsmann is one of the leading international media companies. It is also one of the world’s oldest media companies, especially of this scale. All developments and changes of the past 175 years aside, history remains a defi nitive identifi cation factor for the company, its owners and its employees. Th is common thread leads the way to a creative, entrepreneurial and successful future. A historical overview can be found on the following pages; the full Bertelsmann chronicle is posted online at: www.bertelsmann.com/175 Bertelsmann Annual Report 2009 10 175 Years of Bertelsmann 1835 – 1930 1835 – 1930 1835 Carl Bertelsmann chose Psalm 24 as the motto of his new publishing company: “Lift up your heads, O gates! and be lifted up, O ancient doors! that the King of glory may come in” 1829 – Carl Bertelsmann’s residence and place of business In 1868, the company left its original headquarters on Kirch- at Alte Kirchplatz (old church square) platz and moved to Bahnhofstrasse (today Eickhoffstrasse) in Gütersloh Carl Bertelsmann, a printer and bookbinder, founded C.