2009-10-29 07:59:00 CET
2009-10-29 08:00:47 CET
REGULATED INFORMATION
Alma Media - Interim report (Q1 and Q3)
Alma Media Corporation's Interim Report for January-September 2009: Profitability remained good despite poor market conditions
Alma Media Corporation Interim Report 29 October 2009 at 9:00am (EET)
ALMA MEDIA CORPORATION'S INTERIM REPORT FOR JANUARY-SEPTEMBER 2009:
PROFITABILITY REMAINED GOOD DESPITE POOR MARKET CONDITIONS
July-September 2009 in brief:
- Net sales MEUR 73.0 (81.4), down 10.3%.
- Operating profit MEUR 11.1 (12.2), 15.3% (15.0%) of net sales.
- Operating profit without one-time capital gains MEUR 11.7 (12.2),
down 4.5%
- Profit before taxes MEUR 10.9 (12.1), profit before taxes without
one-time capital gains MEUR 11.4 (12.1).
- Financial result for the period MEUR 7.7 (8.6), down 11.4%.
- Earnings per share EUR 0.10 (0.11).
- Interest-bearing net debt MEUR -3.2 (19.8).
Dividends:
- The Board of Directors of Alma Media Corporation has decided not to
exercise the authorisation provided by the Annual General Meeting
regarding additional dividend payment for the fiscal year 2008.
Outlook for 2009:
- Alma Media expects that the full year's comparable net sales and
operating profit will be lower than in 2008 due to the decline in
advertising sales. In the last quarter, net sales will fall behind
the comparison period in 2008. Operating profit is expected to be
close to that of the comparison period.
Kai Telanne, President and CEO, on Alma Media's third quarter:
The weakness in the advertising market continued. As in the second
quarter, the newspapers' advertising sales were approximately
one-fifth lower than the comparison period. The poor market
conditions also decreased Alma Media's net sales. In particular,
there was a decrease in nationwide advertising. Local advertising
sales for our newspapers varied somewhat from one region and
newspaper to another. Advertising sales for the newspapers' online
services continued to improve: third-quarter sales increased by 17.7%
from the comparison period.
The circulations and readership of Alma Media's newspapers remained
at a good level in the third quarter.
Alma Media's profitability remained good despite the difficult market
situation, thanks to savings measures progressing as planned.
In August, we made a mandatory tender offer for all shares in
Talentum Oyj as our ownership exceeded 30%. We have decided to extend
the duration of the tender offer until 16 November 2009 because the
Finnish Competition Authority decided to refer the tender offer to
continued consideration on September 9, 2009. During the further
proceedings that may last a maximum of three months, the FCA may
approve the deal as such, impose conditions upon its approval or
propose that the Market Court prohibit the deal.
For further information, please contact:
Kai Telanne, President and CEO, telephone +358 10 665 3500
Tuomas Itkonen, CFO, telephone +358 10 665 2244
Conference, webcast and conference call:
The company will hold a conference for analysts, investors and the
media in the Finnish language in the "Carl" conference room of the
Scandic Marski hotel at the address Mannerheimintie 10, Helsinki on
October 29, 2009 from 11:00am to 12:00noon. The material for the
event will be available online at www.almamedia.fi/calendar beginning
11:00am.
A webcast and conference call in English will start on October 29,
2009 at 2:00pm. You can participate by telephone on +44 (0)20 3003
2666 or follow the conference at the web address
www.almamedia.fi/investors.
Rauno Heinonen
Vice President, Corporation Communications and IR
Alma Media Corporation
DISTRIBUTION
NASDAQ OMX Helsinki
Principal media
ALMA MEDIA CORPORATION'S INTERIM REPORT JANUARY 1-SEPTEMBER 30, 2009
The figures are compared in accordance with the International
Financial Reporting Standards (IFRS) with those of the corresponding
period in 2008, unless otherwise stated. The figures are unaudited.
The figures in the tables are independently rounded.
GROUP KEY FIGURES
KEY FIGURES 2009 2008 Change 2009 2008 Change 2008 2007
MEUR Q3 Q3 % Q1-Q3 Q1-Q3 % Q1-Q4 Q1-Q4
Net sales 73.0 81.4 -10.3 228.8 254.7 -10.2 341.2 328.9
Operating profit 11.1 12.2 -9.0 29.6 38.8 -23.8 48.3 64.4
% of net sales 15.3 15.0 12.9 15.3 14.2 19.6
Operating profit
without one-time
items 11.7 12.2 -4.5 31.4 38.2 -17.9 47.7 52.9
% of net sales 16.0 15.0 13.7 15.0 14.0 16.1
Return on Equity/ROE
(Annually)* 42.7 53.7 32.5 42.3 37.7 43.8
Return on Invets/ROI
(Annually)* 37.3 39.0 28.6 37.4 34.8 39.9
Net financial
expenses 0.2 0.2 -3.0 0.3 -0.1 -635.9 0.4 -0.1
Net financial
expenses, % of net
sales 0.2 0.2 0.1 0.0 0.1 0.0
Share of associated
companies' results -0.1 0.0 -575.8 -0.4 1.8 -122.2 4.5 3.5
Balance sheet
total 155.4 166.5 -6.9 166.9 181.3
Gross capital
expenditure 2.2 1.5 91.1 5.2 11.6 -49.8 14.5 12.1
Gross capital
expenditure, %
of net sales 3.0 1.8 2.3 4.6 4.2 3.7
Equity ratio 63.4 54.2 57.2 69.8
Gearing, % -3.7 24.6 6.5 -15.2
Interest-bearing
net debt -3.2 19.8 -116.3 5.8 -17.9
Interest-bearing
liabilities 11.9 25.3 -53.0 19.1 6.8
Non-interest-bearing
liabilities 56.7 60.8 -6.7 59.3 56.2
Average no. of
personnel,
calculated as
full-time
employees, excl.
delivery staff 1,916 2,039 -6,1 1,927 1,988 -3,1 1,981 1,971
Average no. of
delivery staff 1,045 1,045 0,0 993 987 0,6 968 962
Earnings/share,
EUR (basic) 0.10 0.11 -10.8 0.27 0.40 -30.5 0.51 0.68
Earnings/share,
EUR (diluted) 0.10 0.11 -10.6 0.27 0.39 -30.4 0.51 0.68
Cash flow from
operating
activities, EUR 0.05 0.08 -33.3 0.44 0.51 -14.8 0.63 0.70
Shareholders'
equity/share, EUR 1.16 1.07 8.5 1.18 1.58
Market
capitalization 543.2 604.4 -10.1 369.3 870.7
Average no. of
shares (1,000
shares)
- basic 74,613 74,613 74,613 74,613 74,613 74,613
- diluted 74,673 74,769 74,635 74,789 74,764 74,773
No. of shares at
end of period
(1,000 shares) 74.613 74,613 74,613 74,613 74,613 74,613
*ref. Main accounting principles of Interim Report
GROUP NET SALES AND RESULT JULY-SEPTEMBER 2009
During the review period, Alma Media's net sales declined 10.3% from
the corresponding period in the previous year, being MEUR 73.0
(81.4).
The operating profit declined to MEUR 11.1 (12.2), 15.3% (15.0%) of
net sales. The third-quarter operating profit includes one-time
capital gains of MEUR -0.5 (0.0).
GROUP NET SALES AND RESULT JANUARY-SEPTEMBER 2009
The Group's net sales from January to September 2009 totalled MEUR
228.8 (254.7). The share of the online business was 13.0% (13.0%) of
consolidated net sales, MEUR 29.6 (33.2). The group operating profit
was MEUR 29.6 (38.8), representing a 12.9% (15.3%) margin. The
comparable operating profit for January-September was MEUR 31.4
(38.2), down 17.9% from the comparison period in the previous year.
The operating profit includes one-time items in the amount of MEUR
-1.8 (0.6). The one-time items in the current year consist mainly of
reorganisation costs due to savings measures. The one-time profit
from sales in the comparison period is from the sale of real estate.
Net sales of the Newspapers segment were MEUR 164.0 (175.6). Net
sales of the segment's advertising sales declined 14.6% from the
comparison period. Circulation net sales for Newspapers increased
slightly, supported by price increases. The comparable operating
profit for Newspapers was MEUR 28.1 (31.0).
Net sales of the Kauppalehti Group were MEUR 47.0 (54.5). The
segment's advertising sales declined 30.1% from the comparison
period. Kauppalehti's circulation sales remained at the previous
year's level. The circulation sales for the entire Kauppalehti Group
declined 4.9%. The comparable operating profit for the Kauppalehti
Group was MEUR 4.7 (7.6).
Net sales of the Marketplaces segment were MEUR 20.5 (26.9). The
comparable operating loss of Marketplaces was MEUR 0.3 (operating
profit of MEUR 3.0).
CHANGES IN GROUP STRUCTURE IN 2009
Alma Media's ownership in Kotikokki.net Oy has risen to 40% in June.
This company will be reported as an associated company under the
Newspapers segment in the consolidated financial statements.
OUTLOOK FOR 2009
Uncertainty about the development of advertising sales will continue.
Alma Media expects the single-copy sales of afternoon papers to
continue their decline. The paid circulations of regional and local
papers, as well as Kauppalehti, are expected to stay neutral or
decline moderately. Advertising in newspapers and the online media is
expected to stay at a lower level than in the previous year also
during the remaining part of 2009.
Alma Media expects the full-year comparable net sales and operating
profit to decrease from the 2008 level as a result of the decline in
advertising sales. In the last quarter, net sales will fall behind
the levels of the corresponding period in 2008. Operating profit is
expected to be close to that of the comparison period.
MARKET CONDITIONS
The Finnish national economy has declined rapidly in 2009. According
to Statistics Finland, the Finnish GNP declined 7.6% in the first
quarter and 9.4% in the second quarter of 2009 compared with the
corresponding periods in 2008. The GNP of Finland is forecast to
weaken 4.5-7.2% in 2009. For 2010, the forecasts vary between -0.3%
and +1.8%.
The decline in advertising sales levelled during the second quarter.
According to TNS Media Intelligence, total advertising spending
declined 19.6% in January-September 2009 and 17.7% in September in
comparison with 2008. Advertising in newspapers during the same
periods declined 23.5% and 20.9%, respectively. In July-September,
total advertising spending declined 19.5% and in newspapers, 23.4%.
Alma Media is not expecting any significant improvement in the
advertising sales market up to the end of 2009.
Online advertising, according to TNS data, declined 7.3% in
January-September and 4.8% in the third quarter in comparison with
the year before.
Single-copy sales of afternoon papers declined 8.0% in
January-September.
NET SALES AND OPERATING PROFIT/LOSS BY SEGMENT
NET SALES BY SEGMENT, MEUR
2009 2008 2009 2008 2008
Q3 Q3 Q1-Q3 Q1-Q3 Q1-Q4
Newspapers
External 51.9 56.2 160.6 172.4 232.2
Inter-segments 1.1 1.0 3.3 3.2 4.5
Newspapers total 53.0 57.1 164.0 175.6 236.7
Kauppalehti Group
External 14.5 16.6 46.6 54.6 73.4
Inter-segments 0.1 0.0 0.4 0.0 0.1
Kauppalehti Group total 14.6 16.5 47.0 54.5 73.5
Marketplaces
External 6.3 8.4 20.5 26.6 34.0
Inter-segments 0.0 0.1 0.0 0.2 0.3
Marketplace total 6.2 8.4 20.5 26.9 34.3
Others
External 0.4 0.4 1.1 1.2 1.6
Inter-segments 3.5 3.5 11.0 9.7 13.5
Others total 3.9 3.9 12.1 10.9 15.1
Elimination -4.7 -4.5 -14.7 -13.1 -18.4
Total 73.0 81.4 228.8 254.7 341.2
2009 2008 2009 2008 2008
OPERATING PROFIT/LOSS BY SEGMENT, MEUR * Q3 Q3 Q1-Q3 Q1-Q3 Q1-Q4
Newspapers 8.8 10.0 26.8 31.0 41.5
Kauppalehti Group 2.3 2.5 4.3 7.6 9.7
Marketplaces 0.0 1.0 -0.4 3.0 2.0
Other operations 0.0 -1.3 -1.2 -2.8 -4.9
Total 11.1 12.2 29.6 38.8 48.3
*) incl. one-time items
NEWSPAPERS
2009 2008 2009 2008 2008
Key figures, MEUR Q3 Q3 Q1-Q3 Q1-Q3 Q1-Q4
Net sales 53.0 57.1 164.0 175.6 236.7
Circulation sales 28.5 28.3 82.7 81.5 108.6
Media advertising
sales 22.2 26.5 73.9 86.4 117.7
Other sales 2.3 2.4 7.5 7.7 10.4
Operating profit 8.8 10.0 26.8 31.0 41.5
Operating profit,
% 16.7 17.4 16.3 17.7 17.5
Operating profit
without one-time
items 9.3 10.0 28.1 31.0 41.5
Operating profit
without one-time
items, % 17.5 17.4 17.1 17.7 17.5
Average no. of
personnel,
calculated as
full-time
employees excl.
delivery staff 1 185 1 244 1 172 1 207 1 197
Average no. of
delivery staff 1 045 1 045 993 987 968
2009 2008 2009 2008 2008
Operational key
figures Q3 Q3 Q1-Q3 Q1-Q3 Q1-Q4
Audited
circulation
Iltalehti 122,548
Aamulehti 139,130
Online services,
unique visitors,
weekly
Iltalehti.fi 1,685,265 1,383,260 1,696,981 1,346,394 1,412,534
Telkku.com 553,276 488,791 573,088 507,212 515,939
Aamulehti.fi 195,761 136,055 191,197 138,831 147,048
The Newspapers segment reports the publishing activities of 35
newspapers. The largest titles are Aamulehti and Iltalehti.
The third-quarter net sales for the Newspapers segment declined 7.3%
from the previous year, totalling MEUR 53.0. Advertising sales in
this segment declined MEUR 4.3 (16.3%) during the third quarter of
2009.
Circulation net sales for Newspapers grew slightly in the third
quarter, mainly with the assistance of price increases. Circulation
development for regional and local papers remained neutral or in a
slight decline. Iltalehti's single-copy sales decreased 6.6% in the
third quarter while the entire afternoon paper market declined 5.7%.
Iltalehti.fi further strengthened its position as Finland's most
popular online service. According to TNS Gallup, the service made two
national records on calendar week 40 with 1,915,283 unique weekly
visitors and more than 10 million visits.
Cost savings were realised according to business unit specific plans.
The production efficiency of printing houses was good.
The Newspapers segment's third-quarter operating profit declined to
MEUR 8.8 (10.0). The segment's comparable operating profit was MEUR
9.3 (10.0).
KAUPPALEHTI GROUP
2009 2008 2009 2008 2008
Key figures, MEUR Q3 Q3 Q1-Q3 Q1-Q3 Q1-Q4
Net sales 14.6 16.5 47.0 54.5 73.5
Circulation sales 5.9 5.9 17.4 18.3 24.8
Media advertising sales 3.0 4.7 11.4 16.3 22.2
Other sales 5.6 5.9 18.2 19.8 26.4
Operating profit 2.3 2.5 4.3 7.6 9.7
Operating margin, % 15.5 15.4 9.3 14.0 13.2
Operating profit without
one-time items 2.3 2.5 4.7 7.6 9.7
Operating margin without
one-time items, % 15.5 15.4 10.0 14.0 13.2
Average no. of personnel,
calculated as full-time
employees 477 503 485 500 499
2009 2008 2009 2008 2008
Operational key figures Q3 Q3 Q1-Q3 Q1-Q3 Q1-Q4
Audited circulation
Kauppalehti 86,654
Online services, unique
visitors, weekly
Kauppalehti.fi 504,031 366,585 528,466 360,585 391,453
The Kauppalehti Group specialises in the production of business and
financial information. Its best known title is Finland's leading
business paper, Kauppalehti. The Group also includes the contract
publishing company Lehdentekijät, direct marketing company
Kauppalehti 121 and the news agency BNS that operates in the Baltic
countries.
The net sales of the Kauppalehti Group declined 11.4% in the third
quarter of 2009, being MEUR 14.6. This was mainly due to the decline
of Kauppalehti's advertising sales by 35.8%. Kauppalehti's
advertising sales development continued at the second quarter level.
The segment's circulation sales were slightly lower than the previous
year's third-quarter level.
Kauppalehti increased its readership, and the number of visitors to
the Kauppalehti.fi online service continued to grow. The website
reached a new record, 600,304 unique weekly visitors, on calendar
week 38.
Programmes to implement the planned cost savings have advanced in all
business units of the Kauppalehti Group.
The third-quarter operating profit of the Kauppalehti Group declined
MEUR 0.3 and was MEUR 2.3. The comparable operating profit for the
Group was MEUR 2.3 (2.5).
MARKETPLACES
2009 2008 2009 2008 2008
Key figures, MEUR Q3 Q3 Q1-Q3 Q1-Q3 Q1-Q4
Net sales 6.2 8.4 20.5 26.9 34.3
Operations in Finland 5.2 6.9 17.0 22.1 28.0
Operations outside Finland 1.1 1.5 3.5 4.8 6.3
Operating profit 0.0 1.0 -0.4 3.0 2.0
Operating margin, % 0.7 11.6 -1.9 11.1 5.9
Operating profit without
one-time items 0.2 1.0 -0.3 3.0 2.0
Operating margin without
one-time items, % 2.4 11.6 -1.3 11.1 5.9
Average no. of personnel,
calculated as full-time
employees 189 220 207 210 216
2009 2008 2009 2008 2008
Operational key figures Q3 Q3 Q1-Q3 Q1-Q3 Q1-Q4
Online services, unique
visitors, weekly
Etuovi.com 363,331 325,377 354,495 323,812 321,176
Autotalli.com 100,811 87,281 98,074 92,855 91,744
Monster.fi 67,837 55,642 73,970 66,458 65,585
Mikko.fi 87,732 76,576 79,028 40,313 47,915
Mascus.com (Finland) 123,594 87,894 123,179 71,939 80,679
City24 213,091 256,922 243,264 259,298 265,516
The Marketplaces segment reports classified services produced on the
internet and supported by printed products. The services in Finland
are Etuovi.com, Monster.fi, Autotalli.com, Mascus.fi and Mikko.fi.
The services outside Finland are City 24, Mascus and Bovision.
In the third quarter of 2009, the net sales of Marketplaces declined
26.3%. No significant changes in comparison with the second quarter
took place in the operating environment of Marketplaces. There was
some revival in the recruitment advertising market towards the end of
the third quarter when a few large companies re-started their public
recruitment activities. The slight upturn in the home sales and used
vehicle markets continued in the third quarter.
The operating profit of Marketplaces declined from MEUR 1.0 to 0.0 in
the third quarter. The segment's comparable operating profit was MEUR
0.2 (1.0).
The Russian business of City24 was discontinued during the review
period. A one-time expense of MEUR 0.1 was recorded for the
arrangement.
ASSOCIATED COMPANIES
Share of associated companies result, 2009 2008 2009 2008 2008
MEUR Q3 Q3 Q1-Q3 Q1-Q3 Q1-Q4
Newspapers 0.0 0.0 0.1 0.1 0.1
Kauppalehti group
Talentum Oyj -0.3 -0.3 -1.0 1.0 1.6
Marketplaces 0.0 0.0 0.0 0.0 0.0
Other operations
AP-Paino Oy 0.0 0.0 0.0 0.0 1.8
Other associated companies 0.2 0.3 0.5 0.7 1.0
Total -0.1 0.0 -0.4 1.8 4.5
Alma Media Corporation purchased 375,000 Talentum Oyj shares in a
deal on August 10, 2009. After the purchase, Alma Media Group holds a
30.65 per cent stake in Talentum Oyj, which is reported under the
Kauppalehti Group. The company's own shares in the possession of
Talentum are here included in the total number of shares. In the
consolidated financial statements of Alma Media the own shares held
by Talentum itself are not included in the total number of shares.
Alma Media's shareholding in Talentum was stated as 31.1% in its
consolidated financial statements of September 30, 2009.
When the shareholding of Alma Media group in Talentum Oyj exceeded
3/10, Alma Media was obliged to make a mandatory tender offer for all
of Talentum Oyj's shares as stipulated by the Securities Markets Act.
The offer started on August 19, 2008 at EUR 1.85 per share. Alma
Media has decided to extend the offer period until November 16, 2009
as the Finnish Competition Authority moved the deal to continued
consideration that may last a maximum of three months on September 9,
2009.
The corporation sold its ownership in AP-Paino Oy in December 2008.
BALANCE SHEET AND FINANCIAL POSITION
The consolidated balance sheet at the end of September 2009 stood at
MEUR 155.4 (166.9 on December 31, 2008). The corporation's equity
ratio at the end of September was 63.4% (57.2% on December 31, 2008)
and equity per share was EUR 1.16 (1.18 on December 31, 2008).
The Group currently has a MEUR 100 commercial paper programme in
Finland under
which it is permitted to issue papers to a total amount of MEUR
0-100. The unused part of the programme was MEUR 93 on September 30,
2009.
In addition, Alma Media Corporation entered a two-year credit limit
agreement in the amount of MEUR 50 with Nordea Bank Finland in the
third quarter to strengthen its financial structure and liquidity
reserves.
The Group's interest-bearing debt is denominated in euros and
therefore does not require hedging against exchange rate differences.
The most significant purchasing contracts denominated in foreign
currency are hedged.
The consolidated cash flow in the third quarter fell MEUR 1.9 behind
the comparison period, being MEUR 3.9. Cash flow before financing was
MEUR 2.4 (4.6).
CAPITAL EXPENDITURE
Alma Media Group's capital expenditure in July-September totalled
MEUR 2.2 (1.5). The third-quarter capital expenditure comprised
normal operational and replacement investments, as well as the
purchase of the shares in Talentum Oyj.
RISKS AND RISK MANAGEMENT
The purpose of Alma Media's risk management activities is to
continuously evaluate and manage all opportunities, threats and risks
in conjunction with the company's operations to enable the company to
reach its set objectives and to secure business continuity.
The risk management process identifies the risks, develops
appropriate risk management methods and regularly reports on risk
issues to the risk management organisation. Risk management is part
of Alma Media's internal audit function and thereby part of good
corporate governance. Written limits and processing methods are set
for quantitative and qualitative risks by the corporate risk
management system.
The strategic risks for Alma Media are a significant drop in the
readership of its newspapers and a decline in advertising sales.
Fluctuating economic cycles are reflected on the development of
advertising sales, which accounts for approximately half of the
corporation's net sales. Developing businesses outside Finland, such
as the Baltic countries and other East European countries, include
country-specific risks relating to market development and economic
growth.
In the long term, the media business will undergo changes along with
the changes in media consumption and technological developments. The
Group's strategic objective is to meet this challenge through renewal
and the development of new business operations, particularly in
online media.
The most important operational risks are disturbances in information
technology systems and telecommunication, and an interruption of
printing operations.
ADMINISTRATION
Alma Media Corporation's ordinary Annual General Meeting held on
March 11, 2009 elected Lauri Helve, Matti Kavetvuo, Kai Seikku, Erkki
Solja, Kari Stadigh, Harri Suutari, Catharina Stackelberg-Hammarén
and Seppo Paatelainen members of the company's Board of Directors.
In its constitutive meeting held after the Annual General Meeting,
the Board of Directors elected Kari Stadigh its Chairman and Seppo
Paatelainen its Deputy Chairman. The Board also elected the members
of its committees. Kai Seikku, Erkki Solja, Catharina
Stackelberg-Hammarén and Harri Suutari were elected members of the
Audit Committee. Kari Stadigh, Seppo Paatelainen and Lauri Helve were
elected members of the Nomination and Remuneration Committee.
The Annual General Meeting elected the auditing firm Ernst & Young Oy
the company's auditor.
DIVIDENDS
In accordance with the proposal by the Board of Directors, the annual
general meeting decided to pay a dividend of EUR 0.30 per share for
the financial period 2008. Dividend payment date was March 25, 2009.
The dividends paid to the shareholders of the company in March
totalled MEUR 22.4.
The Board of Directors of Alma Media Corporation has decided not to
exercise the authorisation provided by the Annual General Meeting
regarding additional dividend payment for the fiscal year 2008.
THE ALMA MEDIA SHARE
In July-September, altogether 1,806,695 Alma Media shares were traded
at NASDAQ OMX Helsinki Stock Exchange, representing 2.4% of the total
number of shares. The closing price of the Alma Media share at the
end of the last trading day of the review period, September 30, 2009,
was EUR 7.28. The lowest quotation during the review period was EUR
6.50 and the highest was EUR 7.35. Alma Media Corporation's market
capitalisation at the end of the review period was MEUR 543.2.
The company does not own any of its own shares. The annual general
meeting decided to authorise the Board of Directors to repurchase a
maximum of 3,730,600 of the company's shares, representing 5% of all
shares. The authorisation is valid until the closing of the next
ordinary general meeting.
Option rights
Option programme 2006
The Annual General Meeting of March 8, 2006 approved a three-stage
option programme (option rights 2006A, 2006B and 2006C), disapplying
the pre-emptive subscription right of the shareholders. Under the
programme, stock options may be granted to the managements of Alma
Media Corporation and its subsidiaries as incentives for ensuring
motivation and long-term commitment. Altogether 1,920,000 stock
options may be granted in three lots of 640,000 each and these may be
exercised to subscribe to a maximum of 1,920,000 Alma Media shares.
A total of 515,000 2006A options have been issued to Group
management. Altogether 75,000 of the 2006A options have been returned
to the company due to the termination of employment contracts. After
the returned options, Group management possesses a total of 440,000
2006A option rights. In 2007 and 2008, Alma Media's Board of
Directors decided to annul a total of 200,000 2006A option rights in
possession of the company. The option rights of the 2006A programme
are traded at NASDAQ OMX Helsinki Exchange since April 10, 2008.
In 2007, the Board of Directors of Alma Media decided to issue
515,000 options under the 2006B programme to Group management.
Altogether 50,000 of the 2006B options have been returned to the
company. Group management possesses a total of 465,000 2006B option
rights. All 175,000 2006B option rights in the possession of the
company have been annulled. The option rights of the 2006B programme
are traded at NASDAQ OMX Helsinki Exchange since April 1, 2009.
In 2008, the Board of Directors of Alma Media decided to issue
520,000 options under the 2006C programme to Group management.
Altogether 50,000 of the 2006C options have been returned to the
company, and Group management now possesses a total of 470,000 2006C
option rights. 170,000 2006C option rights have been annulled.
If all the subscription rights are exercised, the programme will
dilute the holdings of the earlier shareholders by 1.8%.
The share subscription periods and prices are:
2006A: April 1, 2008-April 30, 2010, average trade-weighted price
April 1-May 31, 2006
2006B: April 1, 2009-April 30, 2011, average trade-weighted price
April 1-May 31, 2007
2006C: April 1, 2010-April 30, 2012, average trade-weighted price
April 1-May 31, 2008
The subscription price of shares that may be subscribed under these
stock option rights will be reduced by the amount of dividends and
capital repayments decided after the start of the period determining
the subscription price and before the subscription of shares on the
settlement date for each dividend payment or capital repayment. The
share subscription price under the 2006A option is EUR 5.28 per
share, the subscription price under the 2006B option is EUR 8.65 and
the subscription price under the 2006C option is EUR 8.76,
correspondingly.
Option programme 2009
The Annual General Meeting of Alma Media on March 11, 2009 decided,
in accordance with the proposal by the Board of Directors, to
continue the incentive and commitment system for Alma Media
management through an option programme according to earlier
principles and decided to grant stock options to the key people of
Alma Media Corporation and its subsidiaries in the period 2009-2011.
Altogether 2,130,000 stock options may be granted, and these may be
exercised to subscribe to a maximum of 2,130,000 Alma Media shares,
either new or in possession of Alma Media.
The Board of Directors of Alma Media Corporation in May 2009 decided
to grant 640,000 option rights to corporate management under the
2009A programme. The company is in possession of 70,000 2009A
options. The subscription price of a 2009A option is EUR 5.21 per
share.
The granting of option rights is decided upon by the Board of
Directors. The shares subscribed on the basis of the option rights
now issued will constitute no more than 2.8% of all of the company's
shares and votes after a share subscription, in case new shares are
issued.
The share subscription periods and prices are:
2009A: April 1, 2012-March 31, 2014, average trade-weighted price
April 1-30, 2009
2009B: April 1, 2013-March 31, 2015, average trade-weighted price
April 1-30, 2010
2009C: April 1, 2014-March 31, 2016, average trade-weighted price
April 1-30, 2011
The Board of Directors has no other current authorisations to raise
convertible loans and/or to raise the share capital through a new
issue.
Market liquidity guarantee
Alma Media and eQ Pankki Oy have had a liquidity contract under which
eQ Pankki Oy guarantees bid and ask prices for the shares with a
maximum spread of 3% during 85% of the exchange's trading hours. The
contract applies to a minimum lot of 2,000 shares. eQ Pankki gave
notice to terminate the liquidity guarantee agreement on October 22,
2009.
Flagging notices
In July-September 2009, Alma Media received the following notices of
changes in shareholdings pursuant to Chapter 2, Section 9 of the
Securities Act:
On July 2, 2009 Alma Media received flagging notices from
Skandinaviska Enskilda Banken, Ilkka-Yhtymä Oy and Kaleva Kustannus
Oy. According to the notices, Skandinaviska Enskilda Banken AB (publ)
Helsinki Branch intended to sell an aggregate of 11,958,000 Alma
Media shares to Ilkka-Yhtymä Oy and Kaleva Kustannus Oy.
On August 10, 2009 Skandinaviska Enskilda Banken AB (publ) Helsinki
Branch notified that it had sold 11,958,000 Alma Media shares. With
the completed deal, the holding of Skandinaviska Enskilda Banken AB
(publ) Helsinki Branch in the shares and voting rights of Alma Media
Corporation falls below the flagging limit of 1/20 and becomes zero.
According to a notification by Ilkka-Yhtymä Oyj (Business ID
0182140-9), the company purchased an aggregate of 7,500,000 Alma
Media shares on August 10, 2009. With the deal, Ilkka-Yhtymä Oyj's
holding in Alma Media Corporation's shares and voting rights exceeds
the flagging limit of 1/5, being 20.40% (a total of 15,218,991 shares
and votes).
According to a notification by Kaleva Kustannus Oy (Business ID
0187274-0), the company purchased an aggregate of 4,458,000 Alma
Media shares on August 10, 2009. With the deal, Kaleva Kustannus Oy's
holding in Alma Media Corporation exceeds the flagging limit of 1/20,
being 5.97% (a total of 4,458,000 shares and votes).
EVENTS AFTER THE REVIEW PERIOD
Baltic News Service, part of the Alma Media Group, bought the entire
stock of Cision AB's Lithuanian subsidiary on October 1, 2009. Cision
Lithuania is a company specialising in media monitoring and media
analysis. The company is reported under the Kauppalehti Group.
SUMMARY OF FINANCIAL STATEMENTS AND NOTES
2009 2008 2009 2008 2008
INCOME STATEMENT, MEUR Q3 Q3 Q1-Q3 Q1-Q3 Q1-Q4
NET SALES 73.0 81.4 228.8 254.7 341.2
Other operating income 0.0 0.1 0.2 0.8 1.7
Materials and services -22.6 -25.0 -70.0 -76.5 -102.0
Costs arising from employment
benefits -25.1 -27.5 -83.3 -87.0 -119.0
Depreciation and writedowns -2.3 -2.2 -6.6 -6.4 -8.8
Operating expenses -11.9 -14.6 -39.6 -46.7 -64.9
OPERATING PROFIT 11.1 12.2 29.6 38.8 48.3
Financial income 0.1 0.2 0.5 1.0 1.2
Financial expenses -0.2 -0.3 -0.8 -0.9 -1.6
Share of associated companies'
results -0.1 0.0 -0.4 1.8 4.5
PROFIT BEFORE TAX 10.9 12.1 28.9 40.7 52.4
Income tax -3.2 -3.5 -8.3 -10.6 -13.4
PROFIT FOR THE PERIOD 7.7 8.6 20.6 30.1 39.0
OTHER COMPREHENSIVE INCOME
Exchange difference on translation of
foreign operations 0.4 0.0 0.3 0.0 -0.8
Share of associated companies' other
comprehensive income 0.3 0.0 -0.4 -0.3 -0.9
Income tax relating to components of
other comprehensive income 0.0 0.0 0.0 0.0 0.0
Other comprehensive income for the
period, net of tax 0.7 0.0 -0.1 -0.3 -1.8
TOTAL COMPREHENSIVE INCOME FOR THE
PERIOD 8.4 8.6 20.5 29.8 37.2
Distribution of the profit for the
period:
To the parent company shareholders 7.6 8.5 20.5 29.5 38.4
Minority interest 0.1 0.2 0.1 0.6 0.6
Distribution of the comprehensive
income for the period:
To the parent company shareholders 8.3 8.5 20.4 29.2 36.6
Minority interest 0.1 0.2 0.1 0.6 0.6
Earning/share calculated from the
profit for the period to the parent
company shareholders
Earnings/share, EUR 0.10 0.11 0.27 0.40 0.51
Earnings/share (diluted), EUR 0.10 0.11 0.27 0.39 0.51
30 Sep 30 Sep 31 Dec
BALANCE SHEET, MEUR 2009 2008 2008
ASSETS
NON-CURRENT ASSETS
Goodwill 33.1 33.3 33.0
Intangible assets 11.4 12.0 12.3
Tangible assets 32.7 36.2 35.2 Investments in associated companies 29.2 31.5 31.6
Other financial assets 4.5 4.2 4.2
Deferred tax assets 1.1 1.0 1.3
CURRENT ASSETS
Inventories 1.3 1.0 1.5
Tax receivables 0.0 1.6 4.0
Accounts receivable and other
receivables 26.1 32.7 27.5
Other short-term financial assets 0.7 2.7 2.9
Cash and cash equivalents 15.1 5.6 13.3
ASSETS AVAILABLE FOR SALE 0.0 4.7 0.0
TOTAL ASSETS 155.4 166.5 166.9
30 Sep 30 Sep 31 Dec
BALANCE SHEET, MEUR 2009 2008 2008
SHAREHOLDERS' EQUITY AND LIABILITIES
Share capital 44.8 44.8 44.8
Share premium fund 2.8 2.8 2.8
Cumulative translation adjustment -0.5 0.0 -0.8
Retained earnings 39.5 32.2 41.1
Parent company shareholders' equity 86.6 79.8 87.9
Minority interest 0.1 0.6 0.6
TOTAL SHAREHOLDERS' EQUITY 86.8 80.4 88.5
LIABILITIES
Non-current liabilities
Interest-bearing liabilities 3.0 4.1 3.9
Deferred tax liabilities 2.5 2.6 2.5
Pension obligations 3.4 3.6 3.7
Provisions 0.1 0.1 0.1
Other long-term liabilities 0.5 0.4 0.5
Current liabilities
Interest-bearing liabilities 8.9 21.2 15.2
Advances received 18.6 18.3 12.3
Tax liabilities 0.3 0.0 1.3
Provisions 0.6 0.2 1.0
Accounts payable and other
liabilities 30.7 35.6 37.9
TOTAL LIABILITIES 68.6 86.1 78.4
TOTAL EQUITY AND LIABILITIES 155.4 166.5 166.9
RECONCILIATION OF SHAREHOLDERS' EQUITY 1 January-30 September 2009
Share Parent
Share premium Translation Retained company Minority Equity
MEUR capital fund difference earnings total interest total
Equity, 1 Jan
2009 44.8 2.8 -0.8 41.1 87.9 0.6 88.5
Dividend paid
by parent
company -22.4 -22.4 -22.4
Dividends
paid by
subsidiaries -0.6 -0.6
Share of
associated
companies'
equity items 0.2 0.2 0.2
Share-based
payments 0.5 0.5 0.5
Total
Comprehensive
income for
the period 0.3 20.1 20.4 0.1 20.5
Equity, 30
Sep 2009 44.8 2.8 -0.5 39.5 86.6 0.1 86.8
RECONCILIATION OF SHAREHOLDERS' EQUITY 1 January-30 September 2008
Share Parent
Share premium Translation Retained company Minority Equity
MEUR capital fund difference earnings total interest total
Equity, 1 Jan
2008 44.8 2.8 0.0 70.0 117.7 0.6 118.3
Dividend paid
by parent
company -67.2 -67.2 -67.2
Dividends
paid by
subsidiaries 0.0 -0.6 -0.6
Share of
associated
companies'
equity items -0.5 -0.5 -0.5
Share-based
payments 0.6 0.6 0.6
Total
Comprehensive
income for
the period 29.2 29.2 0.6 29.8
Equity, 30
Sep 2008 44.8 2.8 0.0 32.2 79.8 0.6 80.4
2009 2008 2009 2008 2008
CASH FLOW STATEMENT, MEUR Q3 Q3 Q1-Q3 Q1-Q3 Q1-Q4
Cash flow from operating activities
Profit for the period 7.7 8.6 20.6 30.1 39.0
Adjustments 5.6 5.8 15.0 14.4 17.5
Change in working capital -8.1 -4.3 1.0 3.1 4.0
Dividend income received 0.0 0.0 1.6 4.0 4.5
Interest income received 0.1 0.1 0.4 0.7 0.9
Interest expenses paid -0.2 -0.3 -0.7 -1.0 -1.6
Taxes paid -1.1 -4.1 -5.1 -13.0 -17.5
Net cash provided by operating activities 3.9 5.8 32.6 38.3 46.9
Cash flow from investing activities
Investments in tangible
and intangible assets -1.3 -1.2 -3.0 -3.5 -4.2
Proceeds from disposal of
tangible and intangible assets 0.0 0.0 0.0 1.0 1.0
Other investments 0.0 -0.1 0.0 -0.8 -1.2
Proceeds from disposal of other
investments 0.7 0.0 1.6 0.1 0.8
Change in receivables 0.0 0.0 -0.1 0.0 0.0
Subsidiary shares purchased 0.0 0.0 0.0 -3.9 -4.0
Associated company shares purchased -0.9 0.0 -1.1 0.0 0.0
Proceed from disposal of subsidiary
shares 0.0 0.0 0.0 0.0 0.0
Proceed from disposal of associated
company shares 0.0 0.0 0.0 0.0 6.5
Net cash used in investing activities -1.5 -1.2 -2.5 -7.2 -1.0
Cash flow before financing activities 2.4 4.6 30.1 31.1 45.8
Cash flow from financing activities
Long-term loan repayments 0.0 0.0 0.0 0.0 0.0
Short-term loans raised 0.0 0.0 17.8 35.0 35.0
Short-term loans repaid -2.8 -7.5 -25.3 -17.7 -24.3
Change in interest-bearing receivables 1.1 0.0 2.2 0.2 0.0
Dividends paid and capital repayment 0.0 0.0 -23.0 -67.8 -67.8
-1.7 -7.5 -28.3 -50.3 -57.1
Change in cash funds
(increase + / decrease -) 0.7 -2.9 1.8 -19.2 -11.2
Cash and cash equivalents at start of
period 14.4 8.5 13.3 24.8 24.8
Impact of change in foreign exchange
rates 0.0 0.0 0.0 0.0 0.2
Cash and cash equivalents at end of
period 15.1 5.6 15.1 5.6 13.3
2009 2008 2009 2008 2008
Net sales by geographical area, MEUR Q3 Q3 Q1-Q3 Q1-Q3 Q1-Q4
Finland 70.2 77.5 219.4 241.4 324.0
Rest of EU countries 2.7 3.8 8.9 12.9 16.7
Rest of other countries 0.1 0.1 0.4 0.4 0.6
Yhteensä 73.0 81.4 228.8 254.7 341.2
INFORMATION BY SEGMENT
Alma Media's reporting segments in the financial statements are
Newspapers, Kauppalehti Group and Marketplaces. Other Operations
comprise the Group's parent company and the operations of the Group's
financial management service centre.
The descriptive section of the financial statements presents the net
sales and operating profits of the segments and the allocation of the
associated companies' results to the reporting segments. Financial
items and income taxes are not allocated to the segments. The
following table presents the assets and liabilities by segment as
well as the non-allocated asset and liability items.
ASSETS BY SEGMENT, MEUR 30 Sep 2009 30 Sep 2008 31 Dec 2008
Newspapers 63.4 65.4 67.5
Kauppalehti Group 49.6 55.2 52.3
Marketplaces 13.2 16.6 15.2
Other operations and
eliminations 12.3 18.6 10.5
Non-allocated assets 16.9 10.7 21.4
Total 155.4 166.5 166.9
LIABILITIES BY SEGMENT, MEUR 30 Sep 2009 30 Sep 2008 31 Dec 2008
Newspapers 33.3 35.8 32.7
Kauppalehti Group 11.4 12.4 11.8
Marketplaces 3.2 4.0 4.2
Other operations and
eliminations 6.1 5.9 6.8
Non-allocated liabilities 14.6 28.0 22.9
Total 68.6 86.1 78.4
2009 2008 2009 2008 2008
GROUP INVESTMENTS, MEUR Q3 Q3 Q1-Q3 Q1-Q3 Q1-Q4
Newspapers 1.0 0.7 2.5 8.2 9.4
Kauppalehti Group 1.0 0.3 1.6 1.1 1.4
Marketplaces 0.1 0.4 0.6 1.2 2.1
Others 0.1 0.1 0.5 1.1 1.6
Total 2.2 1.5 5.2 11.6 14.5
PROVISIONS
The company's provisions on September 30, 2009 totalled MEUR 0.7,
representing a decrease of MEUR 0.4 from the situation on December
31, 2008. The major part of the provisions concern restructuring
provisions. It has not been necessary to change the estimates made
when the provisions were entered. The change in provisions is due to
actual expenses.
30 Sep 31 Dec
COMMITMENTS AND CONTINGENCIES, MEUR 30 Sep 2009 2008 2008
Collateral on own behalf
Chattel mortgages 0.0 0.0 0.0
Collateral for others
Guarantees 0.0 0.0 0.0
Other commitments
Commitments based on agreements 0.1 0.1 0.1
Minimum rents payable based on other lease
agreements:
Within one year 7.3 7.7 7.9
Within 1-5 years 18.6 17.2 19.1
After 5 years 25.7 24.4 27.9
Total 51.6 49.3 54.9
The Group also has purchase agreements
based on IFRIC 4 which include a lease
component per IAS 17, Minimum payments
based on these agreements: 1.4 3.6 3.1
31 Dec
GROUP DERIVATIVE CONTRACTS, MEUR 30 Sep 2009 30 Sep 2008 2008
Commodity derivative contracts.
electricity derivatives
Fair value * -0.1 0.1 -0.1
Nominal value 0.8 0.5 0.7
* The fair-value represents the return that would have arisen if the
derivative had been cleared on the balance sheet date.
RELATED PARTIES
Alma Media Group's related parties are companies controlled by it,
associated companies and companies owned by these. The following
table summarises the business operations undertaken between Alma
Media and its associated companies and the status of their
receivables and liabilities:
RELATED PARTY ACTIVITIES WITH ASSOCIATED 2009 2008 2009 2008 2008
COMPANIES, MEUR Q3 Q3 Q1-Q3 Q1-Q3 Q1-Q4
Sales of goods and services 0.0 0.0 0.1 0.2 0.2
Purchases of goods and services 0.9 1.0 2.8 3.3 4.5
Accounts receivable, loan and other
receivables at the balance sheet date 0.0 4.7 0.0
Accounts payable at the balance sheet
date 0.1 0.1 0.1
Related parties also include the company's senior management (members
of the Board of Directors, presidents and the Group Executive Team).
The section The Alma Media Share - Option Rights of this report
presents information on changes to the current option programme
intended to motivate and secure the long-term commitment of the
Group's senior management.
MAIN ACCOUNTING PRINCIPLES (IFRS)
This interim report has been prepared according to IFRS standards
(IAS 34).
The report applies the same accounting principles and calculation
methods as the previous annual accounts dated December 31, 2008.
However, the interim report does not contain all the information or
notes to the accounts included in the annual financial statements.
This interim report should therefore be read in conjunction with the
company's annual report.
The repayment of Talentum's premium fund is recorded in the
third-quarter figures as adjustment to cost of investment. In the
cash flow calculation of the second quarter 2009, the capital
repayment has been adjusted between Share of results in associated
companies under Cash flow from operating activities and Proceeds from
disposal of other investments under Cash flow from investing
activities. The change has no effect on the result of the Alma Media
Group.
The key indicators are calculated using the same formula as applied
in the previous annual financial statements. The quarterly
percentages of Return on Investment (ROI) and Return on Equity (ROE)
have been annualised using the formula ((1+quarterly return)4)-1).
In June, the Group performed and impairment test on goodwill and
other assets. Based on the tests, no impairments have been recorded.
In the financial year 2009, the Group has adopted the following new
accounting standards and interpretations:
IFRS 8 Operating Standards
IAS 23 Borrowing costs, amendment to standard
IAS 1 Presentation of financial statements, amendment to standard
IFRS 2 Share-based payments, amendment to standard
IAS 1: Presentation of financial statements and IAS 32 presentation
of financing instruments, amendment to standard
IAS 39: Financial Instruments: recognition and measurement, amendment
to standard
IFRS 7 Financial instruments, amendment to standard
IFRIC 12: Service concession arrangements
IFRIC 13: Customer loyalty programmes
IFRIC 15: Agreements for the construction of real estate
IFRIC 16: Hedges of a net investment in a foreign operation
Improvements to IFRS amendments
The Group preliminarily expects that the above new standards and
interpretations will have only a minor effect. The Group
preliminarily expects that their application mainly affects the way
of presenting the profit and loss statement, the balance sheet, the
presentation of changes in equity and notes to the financial
statements.
New accounting standards to be adopted from the beginning of 2010
are:
IFRS 3 Business combinations, amendment to standard
IAS 27 Consolidated and separate financial statements
These amendments will affect the treatment of future acquisitions as
far as, for example, the minority share, goodwill and acquisition
costs are concerned. The amendments will have no effect on
acquisitions already made.
The figures in this interim report are unaudited.
SEASONALITY
The Group recognises its circulation revenues as paid. For this
reason circulation revenues accrue in the income statement fairly
evenly during the four quarters of the year. The bulk of circulation
invoicing takes place at the beginning of the year and therefore the
cash flow from operating activities is strongest in the first and
second quarters. This also affects the company's balance sheet
position in different quarters.
GENERAL STATEMENT
This report contains certain statements that are estimates based on
the management's best knowledge at the time they were made. For this
reason they contain a certain amount of risk and uncertainty. The
estimates may change in the event of significant changes in the
general economic conditions.
NEXT INTERIM REPORT
Alma Media will publish its financial statements for the fourth
quarter of 2009 and the entire financial year 2009 on Friday,
February 12, 2010 at approximately 9:00am (EET).
ALMA MEDIA CORPORATION
Board of Directors
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