Half-Year Financial Report at June 30, 2018
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HALF-YEAR FINANCIAL REPORT AT JUNE 30, 2018 CONTENTS INTERIM MANAGEMENT REPORT AT JUNE 30, 2018 The TIM Group ________________________________________________________________________________ 3 Highlights – Half-Year 2018 _____________________________________________________________________ 5 Consolidated operating performance _____________________________________________________________ 9 Financial and Operating Highlights of the Business Units of the TIM Group ___________________________ 15 Consolidated Financial Position and Cash Flows Performance ______________________________________ 24 Consolidated Data – Tables of detail ____________________________________________________________ 30 Events Subsequent to June 30, 2018 ____________________________________________________________ 38 Business Outlook for the Year 2018 _____________________________________________________________ 38 Main risks and uncertainties ____________________________________________________________________ 38 Main changes in the regulatory framework _______________________________________________________ 42 Corporate Boards at June 30, 2018 ______________________________________________________________ 45 Macro-Organization Chart at June 30, 2018 ______________________________________________________ 47 Information for Investors ______________________________________________________________________ 48 Related party transactions and direction and coordination activity __________________________________ 51 Alternative Performance Measures _____________________________________________________________ 52 Research and development ____________________________________________________________________ 54 TIM GROUP HALF-YEAR CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AT JUNE 30, 2018 _______________________ 57 Contents ____________________________________________________________________________________ 58 Consolidated Statements of Financial Position ___________________________________________________ 59 Separate Consolidated Income Statements ______________________________________________________ 61 Consolidated Statements of Comprehensive Income ______________________________________________ 62 Consolidated Statements of Changes in Equity ___________________________________________________ 63 Consolidated Statements of Cash Flows _________________________________________________________ 64 Notes to the Half-year Condensed Consolidated Financial Statements ______________________________ 66 Certification of the Half-year Condensed Consolidated Financial Statements pursuant to Article 81-ter of the Consob Regulation 11971 dated May 14, 1999, with amendments and additions ___________________________________________________________________________________ 150 Auditors’ Report on the Limited Review of the Half-Year Condensed Consolidated Financial Statements _________________________________________________________________________________ 151 USEFUL INFORMATION _________________________________________ 152 THE TIM GROUP THE BUSINESS UNITS DOMESTIC The Domestic Business Unit operates as the consolidated market CORE DOMESTIC leader in the sphere of voice and data services on fixed and mobile networks for final retail customers and other wholesale operators. Consumer . Business Olivetti, which is now part of the Core Domestic business segment, . Wholesale operates in the area of office products and services for Information Other (INWIT S.p.A. and support Technology. structures) INWIT S.p.A. operates in the electronic communications infrastructure sector, specifically in relation to infrastructure for housing radio transmission equipment for mobile telephone networks, both for TIM and other operators. In the international field, the Business Unit develops fiber optic INTERNATIONAL WHOLESALE networks for wholesale customers (in Europe, in the Mediterranean and in South America). Telecom Italia Sparkle Group . Telecom Italia Sparkle S.p.A. South American subsidiaries . North American subsidiaries . European subsidiaries BRAZIL The Brazil Business Unit (Tim Brasil group) provides mobile Tim Brasil Serviços e Participações S.A. telephone services using UMTS, GSM and LTE technologies. Tim Participações S.A. Moreover, with the acquisitions and subsequent integrations into the group of Intelig Telecomunicações (now TIM S.A.), Tim Fiber RJ • TIM S.A. (formerly Intelig Telecom. and Tim Fiber SP, the services portfolio has been extended by Ltda) offering fiber optic data transmission using full IP technology such • Tim Celular S.A. as DWDM and MPLS and by offering residential broadband services. Interim Management Report The TIM Group 3 at June 30, 2018 BOARD OF DIRECTORS Chairman Fulvio Conti (independent) Chief Executive Officer and Amos Genish General Manager Directors Alfredo Altavilla (independent) Paola Bonomo (independent) Giuseppina Capaldo (independent) Maria Elena Cappello (independent) Massimo Ferrari (independent) Paola Giannotti de Ponti (independent) Luigi Gubitosi (independent) Marella Moretti (independent) Lucia Morselli (independent) Dante Roscini (independent) Arnaud Roy de Puyfontaine Rocco Sabelli (independent) Michele Valensise (independent) Secretary to the Board Agostino Nuzzolo BOARD OF STATUTORY AUDITORS Chairman Roberto Capone Acting Auditors Giulia De Martino Anna Doro Marco Fazzini Francesco Schiavone Panni Alternate Auditors Andrea Balelli Antonia Coppola Franco Dalla Sega Laura Fiordelisi Interim Management Report Board of Directors and Board of Statutory Auditors 4 at June 30, 2018 of TIM S.p.A. HIGHLIGHTS – HALF-YEAR 2018 ADOPTION OF THE NEW IFRS 9 AND IFRS 15 STANDARDS On November 22, 2016, EU Regulation No. 2016/2067 was issued, which adopted IFRS 9 (Financial Instruments) at EU level, relating to the classification, measurement, derecognition and impairment of financial assets and liabilities. As permitted by IFRS 9, the TIM Group has opted to defer the application of the hedge accounting model and to continue applying the provisions of IAS 39, deciding not to restate figures for comparative periods before the first-time application. The different classification of financial assets had no substantial impact for the TIM Group on the measurement of those assets, while the introduction of the expected credit loss model, replacing the incurred loss model required by IAS 39, resulted only in a negligible reduction in consolidated equity at the transition date of January 1, 2018. On September 22, 2016, EU Regulation No. 2016/1905 was issued, which adopted IFRS 15 (Revenues from contracts with customers) and the related amendments at EU level. On October 31, 2017, clarifications to IFRS 15 were adopted through EU Regulation No. 2017/1987. IFRS 15 replaces the standards that formerly governed revenue recognition, namely IAS 18 (Revenue), IAS 11 (Construction contracts) and the related interpretations on revenue recognition (IFRIC 13 Customer loyalty programmes, IFRIC 15 Agreements for the construction of real estate, IFRIC 18 Transfers of assets from customers and SIC 31 Revenue – Barter transactions involving advertising services). The TIM Group has applied the modified retrospective method with the recognition of the cumulative effect of the first-time application of the standard as an adjustment to the opening balance of equity for the period when the standard is adopted, without restating prior periods. The comprehensive net impact (including tax effects) of the adoption of IFRS 15 on consolidated equity at January 1, 2018 (transition date) was not material and mainly connected with the combined effects of: . the change in the types of contract costs that are deferred; . the new approach to recognizing activation/installation revenues and the recognition of contract assets connected with the earlier recognition of revenues from bundle offers. Further details are provided in the Note “Accounting Policies” to the Half-year Condensed Consolidated Financial Statements at June 30, 2018 of the TIM Group. To enable the year-on-year comparison of the economic and financial performance for the first half of 2018, this Interim Management Report also shows “comparable” financial position figures and “comparable” income statement figures, prepared in accordance with the previous accounting standards applied (IAS 39, IAS 18, IAS 11, and relative Interpretations). FINANCIAL HIGHLIGHTS In terms of economic and financial performance, for the first half of 2018: . Consolidated revenues amounted to 9,441 million euros; comparable consolidated revenues totaled 9,512 million euros, down by 2.7% on the first half of 2017, mainly as a result of the significant devaluation of the Brazilian real which reduced the contribution of Tim Brasil to consolidated revenues in euro; in organic terms the Group’s consolidated revenues increased 1.5%. Consolidated revenues for the second quarter of 2018 amounted to 4,732 million euros. The comparable figure shows a drop of 3.7% (+0.4% in organic terms). EBITDA amounted to 3,763 million euros; comparable EBITDA totaled 3,918 million euros, down by 4.8% on the first half of 2017 (-1.6% in organic terms), with an EBITDA margin of 41.2%, -0.9 percentage points on the figure for the first half of 2017 (41.2% in organic terms, -1.3 percentage points). EBITDA in the first half of 2018 was pulled down by a total of 121 million euros in non-recurring expenses (56 million euros in the first half of 2017, at constant exchange rates, and including certain “one-off” items), without which the organic change would have been a positive 2 million