www. bertelsmann. com Annual Report 2008 Bertelsmann Key Financials < See reverse side RTL Group is the leading European entertainment net- work, with interests in 45 television channels and 32 radio stations in eleven countries and content production throughout the world. Bertelsmann’s interest in RTL Group is now 90.4 percent, making it the principal shareholder of the Luxembourg-based listed company. www.rtl-group.com Random House is the world’s largest trade book pub- lishing group. Its portfolio comprises more than 120 editorially independent imprints in 19 countries which publish some 11,000 new books each year. Random House sells more than 500 million books annu- ally. The group is a wholly owned division of Bertelsmann. www.randomhouse.com The Gruner + Jahr printing and publishing company is Europe’s biggest magazine publisher. Its more than 14,400 employees reach readers and users in more than 30 countries with over 500 magazines and digital offerings. Bertelsmann AG owns 74.9 percent of the company; the Jahr publishing family, Hamburg, owns 25.1 Percent. www.guj.com With more than 60,000 people worldwide, Arvato is one of the biggest internationally networked media and communication services providers. Arvato comprises the divisions Arvato Print, Arvato Services, Arvato Digital Services and Arvato System. Arvato is a wholly owned division of Bertelsmann AG. www.arvato.com Direct Group Bertelsmann operates media clubs, book- stores, online activities, publishing imprints and distribu- tion companies in 16 countries. It is increasingly using its direct-marketing expertise to market additional products to members and new customer groups. Direct Group is a wholly owned subsidiary of Bertelsmann AG. www.directgroup.de Bertelsmann at a Glance Key Figures (IFRS) in millions € 2008 2007 2006 2005 2004 Business Development Consolidated revenues1) 16,118 16,191 19,297 17,890 17,016 Operating EBIT1) 1,568 1,717 1,867 1,610 1,429 Operating EBITDA1) 2,130 2,292 2,548 2,274 2,112 Return on sales in percent1,2) 9.7 10.6 9.7 9.0 8.4 Bertelsmann Value Added (BVA3)) 88 173 101 28 3 Net income 270 405 2,424 1,041 1,217 Investments 1,095 1,032 1,092 2,565 930 Consolidated Balance Sheet Equity 6,231 6,124 6,429 9,170 8,846 Equity ratio in percent 31.0 28.1 28.6 40.0 42.2 Total assets 20,132 21,776 22,498 22,932 20,970 Economic debt4) 6,627 7,720 8,450 3,931 2,632 Leverage Factor 3.2 3.1 3.4 – – Employees (in absolute numbers) Germany 38,421 36,584 34,336 32,570 27,350 Other countries 67,662 57,906 62,796 58,989 48,916 Total 106,083 94,490 97,132 91,559 76,266 Dividends to shareholders of Bertelsmann AG 120 120 120 287 324 Distribution on Profi t Participation Certifi cates 76 76 77 76 76 Employee profi t sharing 75 82 73 48 29 This overview shows the figures reported in the Annual Reports of preceding years. 1) Continuing operations in 2007 and 2008 2) Based on Operating EBIT 3) Bertelsmann uses the BVA as a controlling instrument to assess the profitability of its operations and its return on capital. 4) 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* 7.6 Direct Group 1.3 Direct Group 22.0 Arvato 35.0 RTL Group 30.2 Arvato 55.2 RTL Group 13.4 Gruner + Jahr 16.8 Gruner + Jahr 10.4 Random House 8.1 Random House * Based on total from divisions not including Corporate / Consolidation Corporate Divisions at a Glance Bertelsmann AG RTL Group Random House Gruner + Jahr Arvato Direct Group Bertelsmann AG 90.4 % Bertelsmann AG 100 % Bertelsmann AG 74.9 % Bertelsmann AG 100 % Bertelsmann AG 100 % Free float 9.6 % Jahr Family 25.1 % RTL Group Random House in € millions 2008 2007 2006 2005 2004 in € millions 2008 2007 2006 2005 2004 Revenues 5,774 5,707 5,640 5,112 4,878 Revenues 1,721 1,837 1,947 1,828 1,791 Operating EBIT 927 978 835 756 668 Operating EBIT 137 173 182 166 140 Employees (in absolute numbers) 12,360 11,392 11,307 8,970 8,117 Employees (in absolute numbers) 5,779 5,764 5,804 5,395 5,383 Gruner + Jahr Arvato in € millions 2008 2007 2006 2005 2004 in € millions 2008 2007 2006 2005 2004 Revenues 2,769 2,831 2,861 2,624 2,439 Revenues 4,993 4,917 4,782 4,365 3,756 Operating EBIT 225 264 277 250 210 Operating EBIT 369 366 367 341 310 Employees (in absolute numbers) 14,941 14,448 14,529 13,981 11,671 Employees (in absolute numbers) 62,591 51,846 46,584 42,155 33,813 Direct Group* in € millions 2008 2007 2006 2005 2004 Revenues 1,259 1,308 2,665 2,384 2,175 Operating EBIT 22 18 110 53 32 Employees (in absolute numbers) 9,268 10,050 14,996 13,493 12,116 *Continuing operations in 2007 and 2008. www.bertelsmann.com | www.rtl-group.com | www.randomhouse.com | www.guj.com | www.arvato.com | www.directgroup.de This overview shows the figures reported in the Annual Report of preceding years. Bertelsmann is an international media company with a longstanding 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 foun- dation of our economic success and our dedication to corporate responsi- bility. As an independent company of entrepreneurs, we shape the media world of tomorrow. Content Company Information The Management Letter of the CEO 4 Executive Board 8 The Group Strategy 10 Bertelsmann Essentials 14 Corporate Responsibility 18 Code of Conduct 20 Divisions RTL Group 24 Random House 26 Gruner + Jahr 28 Arvato 30 Direct Group 32 SCREEN SHOTS’09 34 Financial Information Group Management Report 38 Consolidated Financial Statements Consolidated Income Statement 62 Consolidated Balance Sheet 63 Consolidated Cash Flow Statement 64 Consolidated Statement of Recognized Income and Expense 65 Segment Reporting 66 Notes 68 Corporate Governance 136 Report of the Supervisory Board 138 Boards/Mandates Supervisory Board 142 Executive Board 144 Additional Information Auditor’s Report 145 Responsibility Statement 146 Selected Terms at a Glance 147 Financial Calendar / Contact 148 Production Credits 148 4 The Management Letter of the CEO hartmut ostrowski Chairman and CEO, Bertelsmann AG Bertelsmann Annual Report 2008 5 The Management | The Group | Divisions | Screenshots ’09 | Financial Information Letter of the CEO Executive Board In January 2008, I took offi ce as CEO of Bertelsmann with a call to roll up our sleeves and fi nd new ways to allow Bertelsmann to grow. Looking back today on my fi rst year at the helm of the company, this call to action has lost none of its validity – and yet developments have taken a far different turn than I could have imagined a year ago. And let’s face it: who could have possibly imagined that a global economic downturn of such epic proportions could even begin to happen so quickly? Although no one can reliably predict how long the downslide in the global economy will continue, it is clear that Bertelsmann won’t be completely un- affected by the repercussions of the present economic crisis. For this reason in particular, it gives me great confi dence to see that our important strategic decisions of the 2008 fi scal year were correct and crucial – because these choices will play a major part in helping Bertelsmann to steer its way safely through the economic crisis. These key strategic decisions of 2008 were chiefl y the sale of our stake in Sony BMG, and Direct Group’s concentration on its major core markets in Europe. They also include the appointment of Markus Dohle as CEO of Random House and Bernd Buchholz as CEO of Gruner + Jahr, and of other new top managers to key positions. 6 The Management Letter of the CEO Of course it was not easy for us to make portfolio changes and carry out individual restructurings. But there is no doubt that they were necessary to lead Bertelsmann to a bright future. The fi nancials for 2008 prove this: Bertelsmann is operationally strong and strategically better positioned than it was twelve months ago. We were able to slightly increase Group revenues, once they were adjusted for portfolio and exchange rate effects. Return on sales amounted to 9.7 percent - a good result given not just the diffi cult macroeconomic situation, but also in regard to our own development. While some of our operations already felt the initial effects of the weak economy in 2008, many other Bertelsmann companies were able to close the year with good results. This shows that Bertelsmann’s broadly diversi- fi ed positioning across various industries, markets and countries puts us in a good place. We can compensate for risks and declines in one area with businesses which are doing well elsewhere. Bertelsmann’s entrepreneurial approach provides another structural advan- tage: our entrepreneurs in place can make quick, fl exible decisions, empow- ered with their own responsibility, about what is best for their respective businesses in a particular situation.