Annual Report 2019 Contents 4 Foreword 93 Report of the Supervisory Board 6 Executive Board 102 Consolidated Financial Statements 103 Consolidated Statement of 8 The Axel Springer share Financial Position 10 Combined Management Report 105 Consolidated Income Statement 106 Consolidated Statement of 13 Fundamentals of the Axel Springer Group Comprehensive Income 24 Economic Report 107 Consolidated Statement of 44 Economic Position of Axel Springer SE Cash Flows 48 Report on risks and opportunities 108 Consolidated Statement of Changes in Equity 60 Forecast Report 109 Consolidated Segment Report 71 Disclosures and explanatory report on the Executive Board pursuant to takeover law 110 Notes to the Consolidated Financial Statements 77 Corporate Governance Report 180 Responsibility Statement 181 Independent Auditor’s Report 187 Boards 2 Group Key Figures in € millions Change yoy 2019 2018 Group Revenues – 2.2 % 3,112.1 3,180.7 Digital revenue share1) 73.3 % 70.6 % 2) EBITDA, adjusted – 14.5 % 630.6 737.9 EBITDA margin, adjusted2) 20.3 % 23.2 % 2) EBIT, adjusted – 21.5 % 414.5 527.9 EBIT margin, adjusted 2) 13.3 % 16.6 % Net income – 35.4 % 134.6 208.4 2) Net income, adjusted – 21.5 % 263.7 335.7 Segments Revenues Classifieds Media 0.1 % 1,213.8 1,212.5 News Media – 4.4 % 1,430.9 1,496.2 Marketing Media 0.8 % 421.5 418.3 Services/Holding – 14.4 % 46.0 53.7 EBITDA, adjusted2) Classifieds Media – 3.8 % 468.4 487.2 News Media – 39.3 % 138.5 228.2 Marketing Media 20.3 % 107.8 89.6 Services/Holding − – 84.1 – 67.0 EBIT, adjusted2) Classifieds Media – 7.1 % 377.9 406.7 News Media – 54.4 % 72.1 158.2 Marketing Media 26.1 % 83.3 66.0 Services/Holding − – 118.6 – 103.0 Liquidity and financial position 2) Free cash flow (FCF) – 38.1 % 214.6 346.9 2) 3) FCF excl. effects from headquarter real estate transactions – 23.7 % 320.1 419.6 4) Capex − – 249.2 – 225.3 3) 4) Capex excl. effects from headquarter real estate transactions − – 150.1 – 149.3 2) 5) 6) Net debt/liquidity − – 1,953.0 – 1,249.2 Share-related key figures 2) 7) Earnings per share, adjusted (in €) – 25.9 % 2.02 2.73 7) Earnings per share (in €) – 45.0 % 0.92 1.68 8) Dividend (in €) – 44.8 % 1.16 2.10 Closing price (in €)9) 27.2 % 62.80 49.38 Market capitalization9) 10) 27.2 % 6,775.8 5,327.9 Average number of employees – 1.4 % 16,120 16,350 1) Based on the operating business (without the segment Services/Holding). 2) Explanations regarding relevant key performance indicators on page 38. 3) Referring to the new building in Berlin as well as the sale of the new building and the Axel-Springer-Passage as well as the sale of the office building complex in Hamburg. 4) Capital expenditures for intangible assets and property, plant and equipment. 5) As of December 31, 2019, and December 31, 2018, respectively. 6) Incl. leasing liabilities in the amount of € 373.4 million (PY: € 379.6 million), see note 3(o) to the consolidated financial statements. 7) Calculation based on average weighted shares outstanding in the reporting period (107.9 million; PY: 107.9 million). 8) The dividend for the financial year 2019 is subject to the condition of approval by the annual shareholders´ meeting. 9) Quotations based on XETRA closing prices. 10) Based on shares outstanding as of December 31, 2019, excluding treasury shares (107.9 million; PY: 107.9 million). Foreword acquisitions. We acquired Studydrive, gehalt.de and the US company Appcast in the first half of the year. The AVIV Group as Europe's leading provider of real estate ads, is developing with an increasingly broad range of offers, including in adjacent areas. With the acquisition of Meilleurs-Agents, the leading portal in France for the mediation of potentially ready-to-sell property owners to agents is now part of the Group. Additionally, in France, the integration of SeLoger and Logic-Immo continues. In Germany, we were able to agree with the minority shareholders of the Immowelt Group to take over their 45 percent stake. As sole proprietors, we can promote the growth of Immowelt even more powerfully. Ralf Baumann will now use his experience as the long-standing CEO of StepStone in the same function in the AVIV Group to further shape the Group and continue the growth course. We can look back on a historical year for our company. Business Insider has become an important growth With KKR we have gained a strong partner with whom engine for our company, which I am particularly proud of. we will lead Axel Springer into a new phase of long-term Compared with the prior year, revenues increased by growth. We want to become world market leader for 9.7 percent in organic terms. The merger of Insider Inc. digital journalism and classifieds. After the majority stake and eMarketer, announced in June 2019, should provide in the @Leisure Group was sold in June 2019, we can business customers with an even more comprehensive now concentrate entirely on our core business and the analytical view of the digital transformation of different key growth drivers: People, Customer Focus, Tech, industries from the start of 2020. The BI Prime payment Speed, Innovation and Purpose. We still have a lot of offer, which is already successful, will also be expanded. potential. However, our ambitions are not limited to Upday also developed very well, as the equity stake of economic success. Axel Springer stands for an open Samsung emphasizes. upday also started the new society in which people are free to express their opinions product family earli in the second half of the year, which and make their own decisions. We empower free includes earliAudio, a podcast in eight languages. decisions. This is what our editorial staff and our classified advertising portals are committed to. Our journalistic offers are also developing well in Germany. The number of digital subscriptions of BILD One of our most important companies is StepStone and WELT is growing rapidly. Over the next three years, with job portals in 25 countries. I am confident that we want to invest € 100 million in growth projects for the Sebastian Dettmers as the new CEO will continue the two brands – in live reporting, paid content and sports. successes of his predecessor Ralf Baumann. As the At the same time, cost savings of € 50 million are leading portal, we continue to invest in growth in order to planned in the areas where business is declining. Other emerge stronger from the current economic slowdown. paid content offers are also successful: Technologically, For example, through additional services and offers that we were able to expand our expertise in the area of increase the frequency of contact with users. And we are paid content technology through the acquisition of strengthening StepStones position through targeted CeleraOne in the first quarter of 2019. With the acqui- sition, Axel Springer strengthens its IT competence in a 4 Annual Report 2019 Foreword Axel Springer SE strategic core area. At the same time, we become a The spirit of optimism in our company is nowhere better technology provider in the growth business of payment illustrated than in the new building right next to the technology. Axel Springer high-rise in Berlin. The building was completed as planned. We expect to sell it to the The cooperation with KKR enables us to move our Norwegian government fund in the first half of 2020, at a company towards growth and new digital business profit and rent it back on a long-term basis. On 52,000 models faster than before. We can implement the square meters, the new building offers around 3,500 already extensive restructuring programs in the News employees flexibility for new forms of work in the midst of Media National and Services/Holding segments even change. The move-in begins after performed tenant faster. We brought forward some of the measures installations from early summer 2020 onwards. We will planned for 2020 into the 2019 financial year. celebrate many successes in this building. There are also innovations in the Supervisory Board and For Axel Springer, it is the right way to implement the the Executive Board. In 2019, Ralph Büchi succeeded long-term growth strategy as a non-listed company. Dr. Giuseppe Vita as new Chairman of the Supervisory I am convinced about it. I would like to thank all Board and will remain in this position also under the shareholders for the trust you have placed in us new ownership structure. In addition, after twenty years over many years. with the company, Dr. Andreas Wiele announces his departure from the Executive Board, which will be reduced to four members. His achievements for our company are exceptional. As an Executive Board member, he was recently responsible for the entire classified media and marketing media business. Previously, he was responsible, amongst other things, Yours faithfully, Mathias Döpfner for the activities of the BILD group. He has significantly advanced pioneering decisions such as the acquisitions of Logic-Immo, MeilleursAgents or Appcast. I look back with great gratitude on our years together. 5 executive board ~ Dr. Mathias Döpfner Jan Bayer Chairman and CEO President News Media International Born 1963, journalist. Career Born 1970, Master’s degree in milestones: Frankfurter Allge­ media studies. Career mile­ meine Zeitung, Gruner+Jahr; stones: Süddeutsche Zeitung; Chief Editor Wochenpost, Ham­ Publisher Volksstimme, burger Morgenpost, and DIE Magdeburg; Publisher Süd­ WELT. Member of the Executive deutsche Zeitung; Chairman Board since 2000, Chairman of the Executive Board of the since 2002.