2012-07-20 07:59:00 CEST
2012-07-20 08:00:20 CEST
REGULATED INFORMATION
Alma Media - Interim report (Q1 and Q3)
Alma Media's Interim Report for January-June 2012: Shrinking advertising volumes in print media pushed down operating profit
Alma Media Corporation Interim Report July 20, 2012 at 09:00 am (EEST)
ALMA MEDIA'S INTERIM REPORT FOR JANUARY-JUNE 2012:
SHRINKING ADVERTISING VOLUMES IN PRINT MEDIA PUSHED DOWN OPERATING PROFIT
Financial performance in April-June 2012:
- Revenue was MEUR 81.0 (82.7), down 2.0%.
- Circulation revenue was MEUR 29.7 (30.3), down 2.0%, advertising revenue MEUR
41.5 (42.7), down 2.9% and content and service revenue MEUR 9.9 (9.7), up 1.8%.
- EBITDA (Earnings before interests, taxes, depreciation and amortisation)
excluding non-recurring items was MEUR 10.8 (13.8), down 21.5%
- EBITDA was MEUR 7.7 (13.8), down 41.7%.
- Operating profit excluding non-recurring items was MEUR 7.7 (11.5), 9.5%
(14.0%) of revenue, down 33.5%.
- Operating profit was MEUR 4.8 (11.0), 5.9% (13.3%) of revenue, down 56.4%.
- Revenue of acquired businesses was MEUR 4.7 and operating profit MEUR 0.6.
- Profit for the period was MEUR 4.5 (8.8), down 49.4%.
- Earnings per share were EUR 0.06 (0.11).
Financial performance in January-June 2012:
- Revenue was MEUR 162.2 (159.8), up 1.5%.
- Circulation revenue was MEUR 60.2 (61.0), down 1.3%, advertising revenue MEUR
82.5 (80.4), up 2.6%, and content and service revenue MEUR 19.5 (18.5), up 5.4%.
- EBITDA (Earnings before interests, taxes, depreciation and amortisation)
excluding non-recurring items was MEUR 22.4 (25.4), down 11.7%.
- EBITDA was MEUR 18.5 (24.5), down 24.7%.
- Operating profit excluding non-recurring items was MEUR 16.1 (20.9), 9.9%
(13.0%) of revenue, down 22.7%.
- Operating profit was MEUR 10.8 (20.0), 6.7% (12.5%) of revenue, down 46.0%.
- Revenue of acquired businesses was MEUR 10.1 and operating profit MEUR 2.0.
- Profit for the period was MEUR 7.2 (15.7), down 54.3%.
- Earnings per share were EUR 0.09 (0.20).
Key figures 2012 2011 Change 2012 2011 Change 2011
MEUR Q2 Q2 % Q1-Q2 Q1-Q2 % Q1-Q4
--------------------------------------------------------------------------------
Revenue 81.0 82.7 -1.7 -2.0 162.2 159.8 2.4 1,5 316.2
Circulation revenue 29.7 30.3 -0.6 -2.0 60.2 61.0 -0.8 -1.3 124.8
Advertising revenue 41.5 42.7 -1.3 -2.9 82.5 80.4 2.1 2.6 155.3
Content and service revenue 9.9 9.7 0.2 1.8 19.5 18.5 1.0 5.4 36.1
Total expenses excluding non-
recurring items 73.4 71.2 2.2 3.1 146.2 139.0 7.2 5.1 273.6
--------------------------------------------------------------------------------
EBITDA excl.
non-recurring items 10.8 13.8 -3.0 -21.5 22.4 25.4 -3.0 -11.7 51.9
EBITDA 7.7 13.3 -5.5 -41.7 18.5 24.5 -6.1 -24.7 51.2
--------------------------------------------------------------------------------
Operating profit excl. non-
recurring items 7.7 11.5 -3.9 -33.5 16.1 20.9 -4.7 -22.7 42.9
% of revenue 9.5 14.0 9.9 13.0 13.6
Operating profit 4.8 11.0 -6.2 -56.4 10.8 20.0 -9.2 -46.0 42.0
% of revenue 5.9 13.3 6.7 12.5 13.3
Profit for the period 4.5 8.8 -4.3 -49.4 7.2 15.7 -8.6 -54.3 30.8
--------------------------------------------------------------------------------
Earnings per share, EUR
(basic) 0.06 0.11 -0.05 -47.9 0.09 0.20 -0.1 -54.5 0.39
Earnings per share, EUR
(diluted) 0.06 0.11 -0.05 -47.7 0.09 0.20 -0.1 -54.3 0.39
Acquired businesses
Revenue 4.7 0.0 4.6 10.1 0.0 10.1 0.0
EBITDA 1.3 0.0 1.3 3.4 0.0 -3.4 0.0
Operating profit 0.6 0.0 0.6 2.0 0.0 2.0 0.0
Outlook for 2012:
Due to the uncertainty prevailing in the macroeconomic conditions of the Group's
main markets, it is exceptionally complicated to estimate the development of
circulation and advertising revenues. Digital services are expected to further
increase their share of the media market. Alma Media expects that the change in
value-added tax, effective since the beginning of 2012, may decrease the
circulations of the Group's newspapers.
Alma Media repeats its estimate given in the interim report of April 27, 2012,
according to which the company expects its full-year revenue for 2012 to
increase from the 2011 level, primarily due to the acquisitions made. Operating
profit excluding non-recurring items is expected to be lower than in 2011. Full-
year revenue for 2011 was MEUR 316.2, operating profit excluding non-recurring
items MEUR 42.9 and operating profit MEUR 42.0.
Kai Telanne, President and CEO:
The prolonged uncertainty regarding the economic situation within the euro area
was reflected on the Finnish advertising market, and thus also on Alma Media's
financial development in the second quarter.
According to TNS Media Intelligence, the total advertising volume in April-June
decreased by 7.1%. The advertising volume in printed newspapers and city papers
decreased by 11.3%. Advertising in online media increased by 4.2% from the
corresponding period in 2011. The comparison period's figures were improved by
the candidate advertising for the parliamentary elections in April 2011. The
decrease in the circulation of printed papers continued as expected in the
second quarter.
The revenue of Alma Media Group decreased to MEUR 81.0 in April-June, mainly due
to the decreasing advertising sales for print media. The online advertising
sales of Alma Media's Newspapers segment had strong growth. According to TNS
Metrix, the various online services of Alma Media Group receive almost 4.7
million visitors a week (measured by unique browsers), representing 73% of Finns
within the age group 15 to 65 years. Alma Media's circulation revenue developed
relatively well in the current market situation, being MEUR 29.7 (30.3).
Alma Media's strategy is to increase the share of digital business in its
revenue. In the second quarter, the share of digital products and services in
Alma Media's revenue increased to 23.4% (17.6%). This development followed the
Group strategy and was supported by Alma Media's acquisitions in the Czech
Republic and the Baltic countries at the turn of the year. The revenue and
profitability of the acquired businesses, LMC and CV Online, developed
positively, and the integration of these businesses advanced as planned.
Alma Media's home sales advertising sales decreased as customers began to
consolidate their advertising in a service owned by real estate brokers since
late 2011. By the end of the review period, however, the most important
customers of Etuovi.com and Vuokraovi.com had returned to Alma Media's services.
Alma Media continuously develops its home sales services and their pricing to
retain competitiveness.
Alma Media is in the midst of implementing several changes to develop its
business operations and to meet the challenges of the accelerating structural
change in the media business. One of the largest renewal projects is the
reorganisation of the Group's regional and local paper unit, Alma Regional
Media, with the focus on improving the collaboration between the units' 34
papers to improve the service provided for the readers. As a result of personnel
negotiations held in connection with this project, the staff at Alma Regional
Media will be reduced by 100 full-time work years. The personnel negotiation
processes of the first half-year will reduce Alma Media Group's workforce by a
total of 142 full-time work years.
Alma Media's investment in its new printing facility in Tampere, Finland, is
advancing as planned. The installation of machinery has begun, and the new
facility is expected to be operational in the first quarter of 2013.
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:
Alma Media will hold a conference in Finnish concerning its January-June 2012
results in the "Salikabinetti" conference room of the Savoy restaurant at the
address Eteläesplanadi 14, 7th floor, Helsinki, from 11:30 to 12:30pm (EEST) on
July 20, 2012. The results will be presented by Kai Telanne, President and CEO,
and Tuomas Itkonen, CFO. Presentation materials for the event will be available
at www.almamedia.fi/calendar from 11:30am on the same day.
A webcast and conference call in English will start at 1:00pm (EEST). You may
participate in the conference call by calling +44(0)20 7136 2056 (confirmation
code: 7566542), or follow the event online at www.almamedia.fi/investors (audio
webcast).
Rauno Heinonen
Vice President, Corporate Communications and IR
Alma Media Corporation
DISTRIBUTION: NASDAQ OMX Helsinki, principal media
ALMA MEDIA GROUP INTERIM REPORT JANUARY 1-JUNE 30, 2012
The descriptive part of this review focuses on the result of April-June 2012.
The figures are compared in accordance with the International Financial
Reporting Standards (IFRS) with those of the corresponding period in 2011,
unless otherwise stated. The figures in the tables are independently rounded.
KEY FIGURES 2012 2011 Change 2012 2011 Change 2011
MEUR Q2 Q2 % Q1-Q2 Q1-Q2 % Q1-Q4
--------------------------------------------------------------------------------
Revenue 81.0 82.7 -2.0 162.2 159.8 1.5 316.2
Total expenses excluding non-
recurring items 73.4 71.2 3.1 146.2 139.0 5.1 273.6
--------------------------------------------------------------------------------
EBITDA excluding non-recurring
items 10.8 13.8 -21.5 22.4 25.4 -11.7 51.9
EBITDA 7.7 13.3 -41.7 18.5 24.5 -24.7 51.2
--------------------------------------------------------------------------------
Operating profit excluding non-
recurring items 7.7 11.5 -33.5 16.1 20.9 -22.7 42.9
% of revenue 9.5 14.0 9.9 13.0 13.6
Operating profit 4.8 11.0 -56.4 10.8 20.0 -46.0 42.0
% of revenue 5.9 13.3 6.7 12.5 13.3
--------------------------------------------------------------------------------
Profit before tax 5.6 11.8 -52.8 9.3 21.1 -55.6 42.0
Profit for the period 4.5 8.8 -49.4 7.2 15.7 -54.3 30.8
--------------------------------------------------------------------------------
Return on Equity/ROE (Annual)* 27.2 55.8 -51.2 17.6 34.8 -49.4 29.1
Return on Investments/ROI
(Annual)* 15.5 45.7 -66.1 13.2 32.9 -59.9 26.1
Net financial expenses -0.4 -0.3 -46.5 1.2 -0.2 694.5 2.5
Net financial expenses, % of
revenue -0.6 -0.4 0.8 -0.1 0.8
Balance sheet total 223.6 166.1 34.6 198.0
Capital expenditure 3.0 1.4 118.5 72.5 2.9 2428.4 6.3
Capital expenditure, % of
revenue 3.7 1.6 44.7 1.8 2391.7 2.0
Equity ratio 36.8 56.6 -35.1 57.0
Gearing, % 58.4 -10.6 -652.1 -33.4
Interest-bearing net debt 42.9 -8.5 -601.9 -32.3
Interest-bearing liabilities 63.2 14.7 330.6 25.5
Non-interest-bearing
liabilities 86.9 70.6 23.1 75.7
Average no. of personnel,
calculated as full-time
employees, excl. delivery staff 1,977 1,858 6.4 1,897 1,826 3.9 1,816
Average no. of delivery staff 963 960 0.4 963 938 2.7 961
--------------------------------------------------------------------------------
Share indicators
--------------------------------------------------------------------------------
Earnings per share, EUR (basic) 0.06 0.11 -47.9 0.09 0.20 -54.5 0.39
Earnings per share, EUR
(diluted) 0.06 0.11 -47.7 0.09 0.20 -54.3 0.39
Cash flow from operating
activities/share, EUR 0.00 -0.02 -119.9 0.16 0.35 -53.0 0.67
Shareholders' equity per share,
EUR 0.95 1.04 -9.1 1.24
Dividend per share 0.40
Effective dividend yield 6.5
P/E Ratio 15.8
Market capitalisation 388.8 508.8 -23.6 463.5
Average no. of shares (1,000
shares)
- basic 75,487 75,302 75,487 75,190 75,339
- diluted 75,657 75,751 75,693 75,793 75,772
No. of shares at end of period
(1,000 shares) 75,487 75,487 75,487
--------------------------------------------------------------------------------
*) see Main Accounting Principles of the Interim Report
MARKET CONDITIONS
The GDP of Finland is expected to change by 0-1% in 2012.
According to TNS Media Intelligence, total advertising volume fell by 7.1%
(+15.6%) in the second quarter of 2012. Advertising in newspapers and city
papers decreased by 11.3% (grew by 12.8%). Advertising in online media continued
to grow, in the second quarter by 4.2% (29.2%) from the comparison period.
The total market of afternoon papers in terms of volumes declined by 6.8% (4.7%)
in the second quarter of 2012.
CHANGES IN GROUP STRUCTURE
On January 2, 2012, Alma Media Corporation acquired LMC s.r.o, a company that
owns the two leading recruitment portals in the Czech Republic. The acquisition
price was MEUR 39.5 paid in cash at the time of signing. According to the
agreement, an additional sum of CZK 100 million (approx MEUR 3.9) will be paid
based on LMC's 2012 result. The company is reported under Digital Consumer
Services since January 2, 2012.
Northern Media, part of Alma Media's Newspapers segment, acquired the publishing
rights of the free issue paper Kotikymppi that appears in Kemijärvi, Finland, on
January 1, 2012.
On February 2, 2012, Alma Media Corporation acquired CV Online, the leading
internet recruitment service company in the Baltic countries. The company is
reported as part of Digital Consumer Services segment since February 2, 2012.
Alma Mediapartners Oy, part of Alma Media Group, has acquired the entire stock
of PlanMyRoom Finland Oy. The company is reported as part of Digital Consumer
Services segment starting May 2, 2012.
Alma Media Corporation acquired the entire stock of Suomen Hankintakeskus Oy.
Suomen Hankintakeskus will be merged with Mascus, Alma Media's international
marketplace for second-hand heavy machinery. From June 1, 2012, Suomen
Hankintakeskus Oy is reported as part of Digital Consumer Services segment.
Alma Media Corporation acquired a 51-per cent share of the US company Adalia
Media. Adalia Media has been a licence partner of Mascus, Alma Media's
international marketplace for second-hand heavy machinery since 2009. Starting
June 1, 2012, Adalia Media Inc. is reported as part of Digital Consumer Services
segment.
A decision has been made to simplify the legal structure of Alma Media Group.
The change aims at gradually minimising the number of legal companies in the
Group during 2012 and 2013. The rearrangement will not have any effect on the
profit and loss statement or the balance sheet of Alma Media Group.
More information on the acquired business operations of the Group is in the
notes section of this Interim Report.
GROUP REVENUE AND RESULT IN APRIL-JUNE 2012
The Group's second-quarter revenue decreased by 2.0% (increased by 5.1%),
totalling MEUR 81.0 (82.7). Revenue from business operations acquired in 2012
was MEUR 4.7 (0.0). Revenue from print media was MEUR 55.8 (61.5), accounting
for 68.9% (74.4%) of Group revenue. Revenue from digital products and services
was MEUR 18.9 (14.6), an increase of 29.8% mainly due to acquisitions. The share
of digital products and services in Group revenue was 23.4% (17.6%). Other
revenue totalled MEUR 6.4 (6.6), 7.7% (8.0%) of Group revenue.
Revenue from advertising sales decreased by 2.9% to MEUR 41.5 (42.7), being
51.2% (51.7%) of Group revenue. Advertising sales for print media decreased by
16.3% from the comparison period, totalling MEUR 26.1 (31.2). Online advertising
sales increased by 34.8% to MEUR 15.2 (11.3). The advertising sales of print
media in the comparison period were increased by the parliamentary elections in
April 2011.
Circulation revenue decreased by 2.0% to MEUR 29.7 (30.3). The circulation
revenue of the Newspapers segment decreased from the comparison period along
with the decrease in the number of circulated copies. Kauppalehti's circulation
revenue increased slightly from the comparison period.
Content and service revenue totalled MEUR 9.9 (9.7).
Total expenses excluding non-recurring items increased by MEUR 2.2, 3.1%,
totalling MEUR 73.4 (71.2). Total expenses increased by 6.3% and amounted to
MEUR 76.3 (71.7). The share of business operations acquired during the review
period in total expenses was MEUR 4.1. Additionally, total expenses grew mainly
through restructuring provisions reported as non-recurring items.
EBITDA (Earnings before interests, taxes, depreciation and amortisation) for the
review period, excluding non-recurring items, was MEUR 10.8 (13.8). EBITDA was
MEUR 7.7 (13.3).
Depreciations during the review period amounted to MEUR 2.9 (2.2). Depreciations
in connection with acquired business operations totalled MEUR 0.7 (0.1).
Operating profit excluding non-recurring items decreased by 33.5% (increased by
2.6%) to MEUR 7.7 (11.5). Operating margin excluding non-recurring items was
9.5% (14.0%). Operating profit was MEUR 4.8 (11.0) and the operating margin
decreased to 5.9% (13.3%). Operating profit from acquired business operations
was MEUR 0.6 (0.0).
The operating profit includes MEUR -2.9 (-0.5) in net non-recurring items. The
non-recurring items during the review period were related to operational
restructuring in the Newspapers and Digital Consumer Services segments.
Profit before taxes for April-June 2012 was MEUR 5.6 (11.8), and profit before
taxes excluding non-recurring items MEUR 8.4 (12.3). The result for the review
period included changes in the fair values of contingent considerations and
debts from business restructuring in the Marketplaces segment in the amount of
MEUR 0.5.
GROUP REVENUE AND RESULT IN JANUARY-JUNE 2012
In the first half of 2012, the revenue grew by 1.5% (4.4%) and totalled MEUR
162.2 (159.8). Revenue from business operations acquired in 2012 was MEUR 10.1
(0.0). The revenue from print media was MEUR 111.0 (118.8), representing 68.4%
(74.4%) of the Group's total revenue. Revenue from digital products and services
totalled MEUR 38.4 (28.7), an increase of 34.1% mainly due to business
acquisitions. Digital products and services accounted for 23.7% (17.9%) of the
Group's total revenue. Other revenue was MEUR 12.6 (12.3), accounting for 7.8%
(7.7%) of the Group's total revenue.
Revenue from advertising sales grew by 2.6% to MEUR 82.5 (80.4), representing
50.9% (50.3%) of the total Group revenue. The advertising sales for print media
decreased by 12.3% from the comparison period, amounting to MEUR 50.8 (57.9).
The online advertising sales grew by 41.2% to MEUR 31.2 (22.1).
Circulation revenue decreased by 1.3% to MEUR 60.2 (61.0). The content revenue
of the Newspapers segment remained close to the comparison period's level,
thanks to price increases, although the circulation in terms of number of copies
continued to decline. Kauppalehti's circulation revenue was at the level of the
comparison period.
The contents and service revenue was MEUR 19.5 (18.5).
Total expenses excluding non-recurring items increased by MEUR 7.2, by 5.1%, and
totalled MEUR 146.2 (139.0). Total expenses grew by 8.2% to MEUR 151.5 (140.0).
The share of business operations acquired during the review period was MEUR
8.1. Total expenses were chiefly increased through restructuring provisions.
EBITDA for the first half of the year, excluding non-recurring items, was MEUR
22.4 (25.4). EBITDA was MEUR 18.5 (24.5).
Depreciations during the review period amounted to MEUR 7.7 (4.5). The
depreciations include an impairment loss of MEUR 1.6 reported as a non-recurring
item. Depreciations related to acquired business operations amounted to MEUR
1.3 (0.3).
Operating profit excluding non-recurring items decreased by 22.7% (increased by
6.6%) to MEUR 16.1 (20.9). Operating margin excluding non-recurring items was
9.9% (13.0%). Operating profit amounted to MEUR 10.8 (20.0), meaning a decline
of the operating margin to 6.7% (12.5%). Operating profit from acquired
businesses was MEUR 2.0 (0.0).
The operating profit includes MEUR -5.3 (-0.8) in net non-recurring items. The
non-recurring items during the review period were related to operational
restructuring as well as capitalised impairment losses relating to the R&D costs
of the Marketplaces business.
Profit for January-June 2012 before taxes was MEUR 9.3 (21.1), and the review
period's profit before taxes excluding non-recurring items was MEUR 14.7 (21.9).
The profit for the period included changes in the fair values of contingent
considerations and debts from restructuring in the Marketplaces business in the
amount of MEUR -0.4.
BUSINESS SEGMENTS
This Interim Report reports Alma Media's business segments according to the new
organisational structure. The segment structure was changed from the beginning
of 2012. The reportable segments of Alma Media are Newspapers, Kauppalehti
Group, Digital Consumer Services and Other Operations.
REVENUE AND OPERATING PROFIT/LOSS
BY SEGMENT
REVENUE BY SEGMENT, 2012 2011 Change 2012 2011 Change 2011
MEUR Q2 Q2 % Q1-Q2 Q1-Q2 % Q1-Q4
-----------------------------------------------------------------------------
Newspapers
External 52.2 56.0 103.1 108.0 214.1
Inter-segments 1.0 1.1 2.0 2.1 4.3
-----------------------------------------------------------------------------
Newspapers total 53.2 57.1 -6.9 105.1 110.1 -4.6 218.3
Kauppalehti Group
External 14.2 14.8 28.3 28.5 55.9
Inter-segments 0.2 0.2 0.4 0.4 0.8
-----------------------------------------------------------------------------
Kauppalehti Group total 14.4 15.0 -3.8 28.7 28.9 -0.6 56.7
Digital consumer services
External 13.2 10.6 27.8 20.6 40.7
Inter-segments 0.6 0.3 1.0 0.7 1.4
-----------------------------------------------------------------------------
Digital consumer services total 13.8 10.9 27.0 28.8 21.3 35.1 42.1
Other operations
External 1.5 1.3 3.0 2.8 5.6
Inter-segments 19.6 18.8 39.0 36.5 73.9
-----------------------------------------------------------------------------
Other operations total 21.0 20.2 4.3 42.1 39.3 7.1 79.5
Elimination -21.4 -20.4 -42.4 -39.7 -80.4
-----------------------------------------------------------------------------
Total 81.0 82.7 -2.0 162.2 159.8 1.5 316.2
-----------------------------------------------------------------------------
OPERATING PROFIT/LOSS BY SEGMENT, 2012 2011 Change 2012 2011 Change 2011
MEUR *) Q2 Q2 % Q1-Q2 Q1-Q2 % Q1-Q4
-----------------------------------------------------------------------------
Newspapers 4.6 9.0 -48.8 9.9 15.0 -33.8 29.7
Kauppalehti Group 0.9 2.0 -55.8 2.1 3.1 -32.2 7.4
Digital Consumer Services 1.1 1.8 -37.2 1.9 3.6 -47.3 6.4
Other operations -1.7 -1.7 -2.0 -3.1 -1.8 -74.6 -1.6
-----------------------------------------------------------------------------
Total 4.8 11.0 -56.4 10.8 20.0 -46.0 42.0
-----------------------------------------------------------------------------
*) including non-recurring items
The Group has six operating segments, in accordance with the table below. The
operating segments that offer similar products and services are combined to
reportable segments due to their uniform profitability and other
characteristics.
+-------------------------+-------------------+
|REPORTABLE SEGMENT: |OPERATING SEGMENT: |
+-------------------------+-------------------+
|Newspapers |Alma Regional Media|
| |Iltalehti |
+-------------------------+-------------------+
|Kauppalehti Group |Kauppalehti Group |
+-------------------------+-------------------+
|Digital Consumer Services|Marketplaces |
| |Alma Diverso |
+-------------------------+-------------------+
|Other Operations |Other operations |
+-------------------------+-------------------+
The new Digital Consumer Services segment consists of the former Marketplaces
segment as well as the Alma Diverso operating segment. Alma Diverso comprises
the digital consumer services previously reported in the Newspapers segment,
namely Telkku.com, Kotikokki.net, Neffit.fi, Nytmatkaan.fi, Suomenyritykset.fi
as well as the development of the technical platform of the online services of
the regional and local newspapers, previously reported in Other Operations.
With the change in the structure and composition of the reportable segments,
Alma Media has, in accordance with the IFRS 8 Operating Segments standard,
adjusted the corresponding items in segment information for the comparison
period 2011. The tables presented in the Notes section of this Interim Report
summarise the impact of the changes and present revenue and operating profit by
segment in accordance with the new segment composition.
Newspapers
The Newspapers segment reports the Alma Regional Media and Iltalehti business
units, that is, the publishing activities of a total of 35 newspapers. The best-
known media in this segment are Aamulehti and Iltalehti.
Newspapers 2012 2011 Change 2012 2011 Change 2011
Key figures, MEUR Q2 Q2 % Q1-Q2 Q1-Q2 % Q1-Q4
--------------------------------------------------------------------------------
Revenue 53.2 57.1 -6.9 105.1 110.1 -4.6 218.3
Circulation revenue 26.1 26.8 -2.5 52.9 53.7 -1.5 109.9
Advertising revenue 26.1 29.1 -10.5 50.3 54.3 -7.4 104.4
Content and service revenue 1.0 1.2 -15.9 1.9 2.1 -9.2 4.0
Total expenses excluding non-
recurring items 46.0 48.1 -4.4 92.1 94.7 -2.7 187.7
--------------------------------------------------------------------------------
EBITDA excluding non-recurring
items 7.5 9.3 -19.6 13.7 16.2 -15.3 32.2
EBITDA 4.7 9.3 -49.7 10.4 15.7 -33.9 31.4
--------------------------------------------------------------------------------
Operating profit excluding non-
recurring items 7.2 9.0 -20.0 13.0 15.5 -15.7 30.7
Operating profit excluding non-
recurring items, % 13.5 15.7 12.4 14.0 14.1
Operating profit 4.6 9.0 -48.8 9.9 15.0 -33.8 29.7
Operating profit, % 8.6 15.7 9.4 13.6 13.6
--------------------------------------------------------------------------------
Average no. of personnel,
calculated as full-time employees
excl. delivery staff 877 1,002 -12 865 951 -9 940
Average no. of delivery staff 33 370 -91 65 108 -40 117
--------------------------------------------------------------------------------
2012 2011 2012 2011 2011
Operational key figures Q2 Q2 Q1-Q2 Q1-Q2 Q1-Q4
--------------------------------------------------------------------------------
Audited circulation
Iltalehti 102,124
Aamulehti 130,081
Online services, unique
browsers, weekly avg
Iltalehti.fi 3,470,260 2,907,546 3,550,872 2,900,309 2,978,518
Aamulehti.fi 347,254 343,435 349,711 336,205 333,987
--------------------------------------------------------------------------------
April - June 2012
The Newspapers segment's revenue decreased to MEUR 53.2 (57.1). Advertising
sales in the segment totalled MEUR 26.1 (29.1), down 10.5% (up 8.5%).
Advertising sales in print media decreased by 13.2% (increased by 8.8%). The
advertising sales in the comparison period was increased by, among other things,
candidate advertising for the parliamentary elections held in April 2011. The
segment's online advertising sales grew more than the general market
development, by 17.3%, amounting to MEUR 2.9 (2.5). The segment's circulation
revenue decreased by 2.5% due to a decline in the circulation volumes, amounting
to MEUR 26.1 (26.8).
The segment's total expenses excluding non-recurring items were MEUR 46.0
(48.1), and total expenses MEUR 48.6 (48.1). The non-recurring expenses in the
amount of MEUR 2.6 were related to operational restructuring and a loss from the
sale of real estate.
The segment's operating profit excluding non-recurring items was MEUR 7.2 (9.0),
and the operating profit MEUR 4.6 (9.0). The segment's operating profit
excluding non-recurring items declined mainly due to the decrease in advertising
sales for print media.
The statutory personnel negotiations at Alma Regional Media were concluded in
June. The decisions made as a result of the negotiations will decrease Alma
Regional Media's staff by 100 full-time work years.
January-June 2012
The Newspapers segment's revenue decreased to MEUR 105.1 (110.1). Advertising
sales in the segment totalled MEUR 50.3 (54.3), down 7.4% (up 6.4%). Advertising
sales in print media decreased by 9.5% (increased by 5.5%). The segment's online
advertising sales grew by 12.7% to MEUR 5.6 (5.0). The segment's circulation
revenue declined by 1.5% to MEUR 52.9 (53.7).
The segment's total expenses excluding non-recurring items were MEUR 92.1 (94.7)
and total expenses MEUR 95.2 (95.1). The non-recurring expenses in the amount of
MEUR 3.1 were related to operational restructuring and a loss from the sale of
real estate.
The segment's operating profit excluding non-recurring items was MEUR 13.0
(15.5), with the operating profit being MEUR 9.9 (15.0). The operating profit
excluding non-recurring items declined mainly due to a decrease in advertising
sales for print media.
The statutory personnel negotiations of Northern Media, part of the segment,
were concluded in January 2012. As a result, Northern Media will decrease its
staff by nine full-time work years.
Alma Media combined its 34 regional and local papers under a new business unit
called Alma Regional Media starting from the beginning of 2012.
Kauppalehti Group
The Kauppalehti Group specialises in the production of business and financial
information as well as in the provision of marketing solutions. Its best known
title is Finland's leading business paper, Kauppalehti. The Group also includes
the custom media house Alma 360 Custom Media, and the news agency and media
monitoring unit BNS Group that operates in all of the Baltic countries.
Kauppalehti Group 2012 2011 Change 2012 2011 Change 2011
Key figures, MEUR Q2 Q2 % Q1-Q2 Q1-Q2 % Q1-Q4
--------------------------------------------------------------------------------
Revenue 14.4 15.0 -3.8 28.7 28.9 -0.6 56.7
Circulation revenue 3.6 3.5 1.7 7.3 7.3 0.2 15.0
Advertising revenue 3.9 4.7 -17.9 7.8 8.8 -11.1 17.1
Content and service revenue 6.9 6.7 3.1 13.6 12.8 6.3 24.6
Total expenses excluding non-
recurring items 13.5 13.0 4.0 26.6 25.7 3.3 49.3
--------------------------------------------------------------------------------
EBITDA excluding non-recurring
items 1.1 2.2 -50.3 2.5 3.6 -29.2 8.2
EBITDA 1.1 2.2 -50.3 2.5 3.6 -29.2 8.2
--------------------------------------------------------------------------------
Operating profit excluding non-
recurring items 0.9 2.0 -55.8 2.1 3.1 -32.2 7.4
Operating margin excluding non-
recurring items, % 6.0 13.1 7.4 10.9 -31.8 13.0
Operating profit 0.9 2.0 -55.8 2.1 3.1 -32.2 7.4
Operating profit, % 6.0 13.1 7.4 10.9 -31.8 13.0
--------------------------------------------------------------------------------
Average no. of personnel,
calculated as full-time employees
418 434 -4 410 435 -5.7 429
--------------------------------------------------------------------------------
2012 2011 2012 2011 2011
Operational key figures Q2 Q2 Q1-Q2 Q1-Q2 Q1-Q4
-----------------------------------------------------------------------------
Audited circulation
Kauppalehti 68,252
-----------------------------------------------------------------------------
Online services, unique browsers, weekly
-----------------------------------------------------------------------------
Kauppalehti.fi 676,154 713,927 704,180 781,601 729,742
-----------------------------------------------------------------------------
April-June 2012
The second-quarter revenue of the Kauppalehti Group was MEUR 14.4 (15.0). The
review period's revenue decreased by 3.8% (increased by 3.8%). Online business
accounted for 26.4% (23.2%) of the segment's revenue.
Advertising sales in the review period decreased to MEUR 3.9 (4.7), down 17.9%
(up 5.0%). Online advertising sales declined by 6.1% (increased by 6.9%) from
the comparison period.
The segment's circulation revenue increased from the previous year to MEUR 3.6
(3.5). Content and service revenue grew to MEUR 6.9 (6.7).
The segment's total expenses amounted to MEUR 13.5 (13.0). The expenses
increased because of ICT and marketing investments entailed by product renewals.
No non-recurring items were reported during the review period.
Kauppalehti Group's operating profit excluding non-recurring items was MEUR 0.9
(2.0) and operating profit was MEUR 0.9 (2.0). Kauppalehti Group's operating
margin excluding non-recurring items was 6.0% (13.1%), and operating margin
6.0% (13.1%). The operating profit excluding non-recurring items declined as a
result of decreased advertising sales and increased total expenses.
In May, Kauppalehti renewed the contents of both the printed paper and online
service, as well as the subscription models for its services.
January-June 2012
In the first half of 2012, Kauppalehti Group's revenue amounted to MEUR 28.7
(28.9), down 0.6% (up 1.4%). Online business accounted for 26.1% (24.0%) of the
segment's revenue.
The segment's advertising sales decreased by 11.1% (increased by 1.7%),
amounting to MEUR 7.8 (8.8). Online advertising sales remained at the comparison
period's level.
The segment's circulation revenue remained at the previous year's level at MEUR
7.3 (7.3). Contents and service revenue grew to MEUR 13.6 (12.8).
The segment's total expenses were MEUR 26.6 (25.7). No non-recurring expenses
were reported during the review period.
Kauppalehti Group's operating profit excluding non-recurring items was MEUR 2.1
(3.1) and operating profit MEUR 2.1 (3.1). Operating margin excluding non-
recurring items was 7.4% (10.9%) and operating margin 7.4% (10.9%).
Digital Consumer Services
The new Digital Consumer Services segment comprises the former Marketplaces
segment and the digital consumer service operations previously reported in the
Newspapers and Other Operations segments.
The services in Finland are Etuovi.com, Vuokraovi.com, Monster.fi,
Autotalli.com, Mascus.fi, MyyJaOsta.com, Telkku.com, Vuodatus.net,
Kotikokki.net, Neffit.fi, Nytmatkaan.fi and Suomenyritykset.fi. The services
operating outside Finland are Jobs.cz, Prace.cz, topjobs.sk, CV Online, Mascus,
Bovision.se, Objektvision.se and City24. In addition, the segment includes print
media supporting the digital services, as well as the development of the
technology platform for the online services of the regional and local papers.
Digital Consumer Services 2012 2011 Change 2012 2011 Change 2011
Key figures, MEUR Q2 Q2 % Q1-Q2 Q1-Q2 % Q1-Q4
--------------------------------------------------------------------------------
Revenue 13.8 10.9 27.0 28.8 21.3 35.1 42.1
Operations in Finland 7.4 9.5 -21.6 15.5 18.5 -16.3 36.5
Operations outside Finland 6.4 1.4 352.0 13.3 2.8 376.8 5.6
Total expenses excluding non-
recurring items 12.5 9.1 36.9 25.0 17.8 40.4 35.9
--------------------------------------------------------------------------------
EBITDA excluding non-recurring
items 2.5 2.2 14.1 6.0 4.3 39.9 8.0
EBITDA 2.2 2.2 1.4 5.7 4.5 28.6 8.1
--------------------------------------------------------------------------------
Operating profit excluding non-
recurring items 1.4 1.8 -21.7 3.8 3.5 9.3 6.3
Operating margin excluding non-
recurring items, % 10.2 16.5 13.2 16.3 -19.1 14.9
Operating profit 1.1 1.8 -37.2 1.9 3.6 -47.3 6.4
Operating margin, % 8.2 16.5 6.7 17.1 -61.0 15.3
Average no. of personnel,
calculated as full-time employees 415 207 101 353 206 71 205
--------------------------------------------------------------------------------
Acquired businesses
Revenue 4.7 0.0 10.1 0.0 0.0
EBITDA 1.3 0.0 3.4 0.0 0.0
Operating profit 0.6 0.0 2.0 0.0 0.0
2012 2011 2012 2011 2011
Operational key figures Q2 Q2 Q1-Q2 Q1-Q2 Q1-Q4
---------------------------------------------------------------------
Online services, unique browsers, weekly
Etuovi.com 397,261 456,970 412,457 471,740 453,453
Autotalli.com 101,941 98,819 108,395 108,130 99,142
Monster.fi 96,217 80,857 104,319 99,573 91,205
MyyjaOsta.com 35,229 43,832 35,070 46,139 42,239
Telkku.com 764,329 646,887 767,417 678,840 661,908
Vuodatus.net 242,520 259,863 241,513 274,810 256,582
Kotikokki.net 183,155 196,411 185,006 210,254 196,509
Suomenyritykset.fi 70,694 80,327 68,986 80,317 76,618
Mascus.com (Finland) 338,350 198,014 357,500 285,840 279,089
City24 104,455 146,522 109,608 142,113 190,842
Bovision 48,900 63,417 57,277 76,043 66,019
---------------------------------------------------------------------
April-June 2012
In the second quarter of 2012, the revenue of the Digital Consumer Services
segment was MEUR 13.8 (10.9), up 27.0% (20.5%). Revenue from business operations
acquired in 2012 was MEUR 4.7. The segment's advertising sales amounted to MEUR
12.1 (9.5).
Recruitment advertising sales increased supported by acquisitions, but in
Finland, the economic uncertainty began to be reflected on recruitment
advertising toward the end of the review period. Alma Media's home sales
advertising sales decreased as customers began to consolidate their advertising
in a service owned by real estate brokers since late 2011. By the end of the
review period, however, the most important customers of Etuovi.com and
Vuokraovi.com had returned to Alma Media services. Alma Media continuously
develops its home sales services and their pricing to remain competitive in a
new market situation.
The total expenses of the segment excluding non-recurring items during the
review period were MEUR 12.5 (9.1) and total expenses MEUR 12.7 (9.1). The
expenses of acquired business operations amounted to MEUR 4.1.
Operating profit for the Digital Consumer Services segment declined to MEUR 1.4
(1.8) in the second quarter. Operating profit was MEUR 1.1 (1.8). The operating
profit from business operations acquired in 2012 was MEUR 0.6. Non-recurring
items, MEUR 0.3, were related to restructuring.
Organisational restructuring and implementing increased operational efficiencies
related to the business areas of home sales, car sales and trade between
consumers were initiated in March. Statutory personnel negotiations concerning
staff in these businesses were started simultaneously. As a result of the
negotiations, concluded in April, the number of employees will be reduced by 28
full-time work years.
Alma Intermedia Oy, a company offering electronic directory services, concluded
its statutory personnel negotiations in May. As a result, its staff will be
reduced by 10 full-time work years.
January-June 2012
In the first half of 2012, the Digital Consumer Services segment's revenue
amounted to MEUR 28.8 (21.3), up 35.1% (23.0%). Revenue from business operations
acquired in 2012 was MEUR 10.1. The segment's advertising sales totalled MEUR
25.6 (18.5).
Total expenses during the review period, excluding non-recurring items, were
MEUR 25.0 (17.8) and total expenses MEUR 26.9 (17.8). The expenses of acquired
business operations were MEUR 8.1.
The operating profit of the Digital Consumer Services segment excluding non-
recurring items grew to MEUR 3.8 (3.5) in the first half-year 2012. Operating
profit was MEUR 1.9 (3.6). Operating profit from business operations acquired in
2012 was MEUR 2.0. Non-recurring expenses in the amount of MEUR 1.9 were related
to restructuring as well as capitalised impairment losses relating to R&D costs.
The non-recurring gains of MEUR 0.2 in the comparison period were related to
corporate transactions. The segment's operating profit excluding non-recurring
items grew due to acquired business operations.
Other Operations
The Other Operations segment reports the operations of the Group's printing and
distribution unit as well as the parent company. The financial characteristics
of both are similar as they primarily provide services for the other business
segments.
Other operations 2012 2011 Change 2012 2011 Change 2011
Key figures, MEUR Q2 Q2 % Q1-Q2 Q1-Q2 % Q1-Q4
--------------------------------------------------------------------------------
Revenue 21.0 20.2 4.3 42.1 39.3 7.1 79.5
External 1.5 1.3 9.2 3.0 2.8 10.2 5.6
Inter-segments 19.6 18.8 4.0 39.0 36.5 6.9 73.9
Total expenses excluding non-
recurring items 22.8 21.4 6.6 44.8 40.5 10.6 81.0
--------------------------------------------------------------------------------
EBITDA excluding non-recurring
items -0.3 0.1 -376.2 0.2 1.3 -88.4 3.5
EBITDA -0.3 -0.4 37.2 -0.2 0.8 -123.2 3.4
--------------------------------------------------------------------------------
Operating profit excluding non-
recurring items -1.7 -1.2 -47.7 -2.7 -1.2 -122.0 -1.4
Operating profit excluding non-
recurring items, % -8.2 -5.8 -6.5 -3.1 -107.3 -1.8
Operating profit -1.7 -1.7 -2.0 -3.1 -1.8 -74.6 -1.6
Operating profit, % -8.2 -8.4 -7.3 -4.5 -63.1 -2.0
--------------------------------------------------------------------------------
Average no. of personnel,
calculated as full-time employees 266 247 8 269 234 15 241
Average no. of delivery staff 930 846 10 909 830 9 844
--------------------------------------------------------------------------------
2012 2011 2012 2011 2011
Operational key figures Q2 Q2 Q1-Q2 Q1-Q2 Q1-Q4
--------------------------------------------------------------------------
Printing volume (thousand units) 50,976 59,276 102,059 119,190 224,724
Paper usage (tons) 7,291 8,282 14,392 15,749 31,428
--------------------------------------------------------------------------
Alma Media has entered a finance leasing agreement with Pohjola Bank Plc for the
financing of the machinery and movable property of Alma Media's new printing
facility. The agreements cover a total of MEUR 42.6. The total amount of the
investment is approximately MEUR 50.0.
The rent agreement for the new printing facility property became effective on
January 1, 2012, and it is treated as a finance leasing agreement in the
consolidated balance sheet.
Alma Manu Oy, Alma Media's printing and distribution company, expanded its
distribution operations in the province of Lapland. The distribution of Lapin
Kansa and Koillis-Lappi, both Alma Media newspapers, was transferred from Itella
to Alma Manu in January 2012.
Alma Manu initiated statutory personnel negotiations in relation to its planned
operational rationalisation and reorganisation in March. As a result of the
negotiations, completed in April, the number of employees at the Rovaniemi
printing facility was reduced by four full-time work years.
Alma Manu started statutory personnel negotiations in June with its newspaper
deliverers in the Pirkanmaa region. According to the tentative estimate of the
company, the work load in delivery operations may decrease by 18 full-time work
years at most.
ASSOCIATED COMPANIES
Share of profit of associated companies 2012 2011 2012 2011 2011
MEUR Q2 Q2 Q1-Q2 Q1-Q2 Q1-Q4
-------------------------------------------------------------------
Newspapers 0.0 0.0 0.0 0.0 -0.0
Kauppalehti Group
Talentum Oyj 0.2 0.1 -0.5 0.3 1.8
Digital consumer services -0.0 -0.0 0.0 -0.0 -0.1
Other operations
Other associated companies 0.1 0.4 0.3 0.5 0.9
-------------------------------------------------------------------
Total 0.3 0.4 -0.2 0.8 2.5
Alma Media Group holds a 32.14-% 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 is stated
as 32.64% in Alma Media's consolidated financial statements of December
31, 2011 and in this Interim Report.
NON-RECURRING ITEMS
A non-recurring item is an income or expense arising from non-recurring or rare
events. Gains or losses from the sale of business operations or assets, gains or
losses from discontinuing or restructuring business operations as well as
impairment losses of goodwill and other assets are recognised as non-recurring
items. Non-recurring items are recognised in the profit and loss statement
within the corresponding income or expense group.
NON-RECURRING ITEMS 2012 2011 2012 2011 2011
MEUR Q2 Q2 Q1-Q2 Q1-Q2 Q1-Q4
-------------------------------------------------------------------
Newspapers
Restructuring -2.5 -3.0 -0.5 -1.0
Gains on sales of assets -0.1 -0.1
-------------------------------------------------------------------
Digital consumer services
Restructuring -0.3 -1.9
Gains on sales of assets 0.2 0.2
-------------------------------------------------------------------
Other operations
Restructuring -0.5 -0.3 -0.5 -0.5
Gains on sales of assets 0.4
-------------------------------------------------------------------
NON-RECURRING ITEMS IN OPERATING PROFIT -2.9 -0.5 -5.3 -0.8 -1.0
-------------------------------------------------------------------
Translation differences 0.1 0.1
-------------------------------------------------------------------
NON-RECURRING ITEMS IN FINANCIAL ITEMS 0.1 0.1
-------------------------------------------------------------------
The non-recurring items during the second quarter comprised restructuring
expenses in the Newspapers and Digital Consumer Services segments, as well as
the loss from a real estate sale reported in the Newspapers segment.
BALANCE SHEET AND FINANCIAL POSITION
The consolidated balance sheet at the end of June 2012 stood at MEUR 223.6
(166.1). Alma Media's equity ratio at the end of June was 36.8% (56.6%) and
equity per share declined to EUR 0.95 (1.04).
At the end of June, the Group's interest-bearing net debt was MEUR 42.9 (-8.5).
The increase in net debt was due to the entering into force of the rental
agreement of the printing facility, treated as finance leasing, as well as loans
taken for company acquisitions and dividend payment. Financial assets recognised
at fair value through profit or loss created through corporate restructuring
amounted to MEUR 0.0 (7.3) on June 30, 2012, and the fair value of debts on the
same date MEUR 4.9 (2.6).
The consolidated cash flow from operations in January-June 2012 was MEUR 12.2
(26.0). Cash flow before financing was MEUR -21.8 (26.7). Because of the change
in value-added tax treatment of newspaper subscriptions, part of 2012
subscription revenue was exceptionally created in 2011, which significantly
reduced the cash flow from operations during the review period. Cash flow from
investing activities was affected primarily by the acquisitions of business
operations during the financial period.
The Group currently has a MEUR 100.0 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 81 on June 30, 2012. In addition, the
Group has a credit limit in the amount of MEUR 30 until October 9, 2013, of
which MEUR 10.0 were unused on June 30, 2012, and a credit limit in the amount
of MEUR 35 until December 19, 2012, of which MEUR 35.0 were unused on June
30, 2012.
CAPITAL EXPENDITURE
Alma Media Group's capital expenditure in April-June 2012 totalled MEUR 3.0(1.4), consisting mainly of business acquisitions, development projects and
normal operational and replacement investments.
ADMINISTRATION
Alma Media Corporation's Annual General Meeting (AGM) held on March 14, 2012
elected Timo Aukia, Petri Niemisvirta, Seppo Paatelainen, Kai Seikku, Erkki
Solja, Catharina Stackelberg-Hammarén and Harri Suutari members of the company's
Board of Directors. In its constitutive meeting held after the AGM, the Board of
Directors elected Seppo Paatelainen its Chairman.
The Board also elected the members of its committees. Timo Aukia, Kai Seikku,
Catharina Stackelberg-Hammarén and Harri Suutari as chairman were elected
members of the Audit Committee. Petri Niemisvirta and Erkki Solja, as well as
Seppo Paatelainen as Chairman, were elected members of the Nomination and
Compensation Committee.
The Board of Directors of Alma Media Corporation has evaluated that with the
exception of Timo Aukia, Petri Niemisvirta and Seppo Paatelainen, the elected
members of the Board of Directors are independent of the company and its
significant shareholders. The three members named above are evaluated to be
independent of the company but dependent on its significant shareholders.
Mikko Korttila, General Counsel of Alma Media Corporation, was appointed
secretary to the Board of Directors.
The AGM appointed Ernst & Young Oy as the company's auditors.
Alma Media Corporation applies the Finnish Corporate Governance Code for listed
companies, issued by the Securities Market Association on June 15, 2010, in its
unaltered form. The Corporate Governance Statement as well as the Salary and
remuneration report for 2011 are published separately on the company's website
www.almamedia.fi/corporate_governance.
DIVIDENDS
The Annual General Meeting resolved to distribute a dividend of EUR 0.40 per
share, a total of MEUR 30.2 (52.5), for the financial year 2011 in accordance
with the proposal of the Board of Directors. The dividend was paid on March
26, 2012 to shareholders who were registered in Alma Media Corporation's
shareholder register maintained by Euroclear Finland Oy on the record date,
March 19, 2012.
THE ALMA MEDIA SHARE
In January-June, a total of 3,274,749 Alma Media shares were traded at NASDAQ
OMX Helsinki Stock Exchange, representing 4.3% of the total number of shares.
The closing price of the Alma Media share at the end of the last trading day of
the reporting period, June 29, 2012, was EUR 5.15. The lowest quotation during
the reporting period was EUR 4.52 and the highest EUR 5.43. Alma Media
Corporation's market capitalisation at the end of the review period was MEUR
388.8.
The Annual General Meeting of Alma Media Corporation on March 14, 2012
authorised the Board of Directors to repurchase a maximum of 1,000,000 of the
company's shares, corresponding to approximately 1.4 per cent of the company's
total number of shares. The shares will be repurchased at the market price in
public trade on NASDAQ OMX Helsinki using the company's non-restricted equity,
which will decrease the disposable funds of the company for the distribution of
profit. The price paid for the shares shall be based on the price of the
company's shares in public trade with the minimum price of the shares to be
purchased being the lowest quoted market price in public trade during the
validity of the authorisation and the maximum price the highest quoted market
price during the validity of the authorisation. The shares can be repurchased
for the purpose of developing the capital structure of the company, or financing
or implementing of corporate acquisitions or other arrangements, or implementing
of the incentive programmes for the management or key personnel of the company,
or to be otherwise disposed of or cancelled. The authorisation is valid until
the following ordinary Annual General Meeting, however no longer than until June
30, 2013.
The Annual General Meeting of Alma Media Corporation on March 14, 2012
authorised the Board of Directors to decide on a share issue by transferring
shares in possession of the company. The authorisation entitles the Board to
issue a maximum of 1,000,000 shares, corresponding to approximately 1.4 per cent
of the total number of shares of the company. The authorisation entitles the
Board to decide on a directed share issue, which would entail deviating from the
pre-emption rights of shareholders. The Board may use the authorisation in one
or more parts. The authorisation may be used to implement incentive programmes
for the management or key personnel of the company. The authorisation is valid
until the following ordinary Annual General Meeting, however no longer than
until June 30, 2013. This authorisation does not override the authorisation for
share issue resolved in the Annual General Meeting held on March 17, 2011.
The Annual General Meeting of Alma Media Corporation on March 17, 2011
authorised the Board of Directors to decide on a share issue. The authorisation
entitles the Board to issue a maximum of 7,500,000 shares. This maximum amount
of shares corresponds to approximately 10% of the total number of shares of the
company. The share issue can be implemented by issuing new shares or
transferring shares in possession of the company. The authorisation entitles the
Board to decide on a directed share issue, which would entail deviating from the
pre-emption rights of shareholders. The Board may use the authorisation in one
or more parts. The Board may use the authorisation for developing the capital
structure of the company, widening the ownership base, financing or realising
acquisitions or other similar arrangements, or for other purposes decided upon
by the Board. The authorisation may not, however, be used for incentive
programmes for the management or key personnel of the company. The authorisation
is in effect until March 17, 2013.
OPTION RIGHTS
Alma Media has the option programmes 2006 and 2009 in effect. The programmes are
incentive and commitment systems for Group management. If all the subscription
rights are exercised, the programmes 2006 and 2009 will dilute the holdings of
the earlier shareholders by a maximum of 2.74%. Further details about the
programmes are given in the notes of this Interim Report.
The Board of Directors of Alma Media Corporation has resolved on a new share-
based incentive plan for the Group key employees. The new Performance Share Plan
consists of three performance periods, the calendar years 2012, 2013 and 2014.
The Board of Directors will decide on the plan's performance criteria and their
targets at the beginning of each performance period. The potential reward from
the plan for the performance period 2012 will be based on the Alma Media Group's
profitability, and it will be paid partly in the company's shares and partly in
cash in 2013. For the members of the Group Executive Team, the plan additionally
includes one three-year performance period, the calendar years 2012-2014, based
on the profitable growth of the Group. The potential reward from the performance
period 2012-2014 will be paid partly in the company's shares and partly in cash
one year and two years from the end of the performance period. The Performance
Share Plan includes approximately 25 persons.
OTHER AUTHORISATIONS OF THE BOARD OF DIRECTORS
The Board of Directors has no other current authorisations to raise convertible
loans.
MARKET LIQUIDITY GUARANTEE
There is no market liquidity guarantee in effect for the Alma Media share.
FLAGGING NOTICES
In the second quarter of 2012, Alma Media received the following notices of
changes in shareholdings pursuant to Chapter 2, Section 9 of the Securities
Markets Act:
On June 21, 2012 Mandatum Life Insurance Company Limited informed Alma Media
that its holding in Alma Media shares and voting rights has decreased to 3.69%.
Kaleva Mutual Insurance Company informed Alma Media that its holding has
decreased to 3.01%. Additionally, Mariatorp Oy announced on the same day that it
had acquired 7,600,000 Alma Media shares, representing approximately 10.07% of
all Alma Media shares and votes.
RISKS AND RISK MANAGEMENT
The purpose of Alma Media Group'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. Limits and processing methods are
set for quantitative and qualitative risk methods by the corporate risk
management system in writing.
The most critical strategic risks for Alma Media are a significant drop in its
newspaper subscriptions, a decline in advertising sales and a significant
increase in distribution and delivery costs. Fluctuating economic cycles are
reflected on the development of advertising sales, which accounts for
approximately half of the Group's revenue. Developing businesses outside Finland
such as in 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
transformation 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 in online media. The most important
operational risks are disturbances in information technology systems and
telecommunication, and an interruption of printing operations.
OUTLOOK FOR 2012
Due to the uncertainty prevailing in the macroeconomic conditions of the Group's
main markets, it is exceptionally difficult to estimate the development of
circulation and advertising revenues. Digital services are expected to further
increase their share of the media market. Alma Media expects that the change in
value-added tax, effective since the beginning of 2012, may decrease the
circulations of the Group's newspapers.
Alma Media repeats its estimate given in the interim report of April 27, 2012,
according to which the company expects its full-year revenue for 2012 to
increase from the 2011 level, primarily due to the acquisitions made. Operating
profit excluding non-recurring items is expected to be lower than in 2011. Full-
year revenue for 2011 was MEUR 316.2, operating profit excluding non-recurring
items MEUR 42.9 and operating profit MEUR 42.0.
SUMMARY OF FINANCIAL STATEMENTS AND NOTES
2012 2011 Change 2012 2011 Change 2011
COMPREHENSIVE INCOME STATEMENT, MEUR Q2 Q2 % Q1-Q2 Q1-Q2 % Q1-Q4
--------------------------------------------------------------------------------
REVENUE 81.0 82.7 -2.0 162.2 159.8 1.5 316.2
Other operating income 0.1 0.0 88.8 0.1 0.2 -37.2 0.8
Materials and services 20.8 23.2 -10.1 41.6 44.9 -7.4 88.9
Employee benefits expense 35.7 31.3 14.3 69.7 61.6 13.2 119.8
Depreciation, amortisation and
impairment 2.9 2.2 30.1 7.7 4.5 69.3 9.2
Other operating expenses 16.8 15.1 11.7 32.5 29.0 12.0 57.1
--------------------------------------------------------------------------------
OPERATING PROFIT 4.8 11.0 -56.4 10.8 20.0 -46.0 42.0
Finance income 0.7 0.8 -9.8 0.6 1.0 -39.7 1.1
Finance expenses 0.3 0.5 -45.7 1.9 0.8 126.6 3.6
Share of profit of associated
companies 0.3 0.4 -32.1 -0.2 0.8 -126.2 2.5
--------------------------------------------------------------------------------
PROFIT BEFORE TAX 5.6 11.8 -52.8 9.3 21.1 -55.6 42.0
--------------------------------------------------------------------------------
Income tax 1.1 3.0 -62.8 2.2 5.3 -59.5 11.2
--------------------------------------------------------------------------------
PROFIT FOR THE PERIOD 4.5 8.8 -49.4 7.2 15.7 -54.3 30.8
--------------------------------------------------------------------------------
OTHER COMPREHENSIVE INCOME
Change in translation differences -0.2 -0.2 26.4 0.3 -0.2 216.8 -0.1
Share of other comprehensive income of
associated companies 0.1 -0.2 0.1 -0.2 191.6 -0.1
Income tax relating to components of
other comprehensive income
--------------------------------------------------------------------------------
Other comprehensive income for the
period, net of tax -0.1 -0.4 74.0 0.4 -0.4 -0.2
--------------------------------------------------------------------------------
TOTAL COMPREHENSIVE INCOME FOR THE
PERIOD 4.4 8.4 -48.2 7.6 15.3 -50.4 30.6
--------------------------------------------------------------------------------
Profit for the period attributable to
Owners of the parent 4.4 8.4 6.8 15.0 29.4
Non-controlling interest 0.1 0.4 0.4 0.8 1.4
Total comprehensive income for the period
attributable to
Owners of the parent 4.3 8.0 7.3 14.6 29.2
Non-controlling interest 0.1 0.4 0.4 0.8 1.4
Earnings per share calculated from the profit
for the period
attributable to the parent company shareholders
Earnings per share (basic), EUR 0.06 0.11 0.09 0.20 0.39
Earnings per share (diluted), EUR 0.06 0.11 0.09 0.20 0.39
BALANCE SHEET, MEUR Jun 30 2012 Jun 30 2011 31 Dec 2011
-------------------------------------------------------------------------------
ASSETS
NON-CURRENT ASSETS
Goodwill 58.1 30.5 30.6
Other intangible assets 30.6 10.4 9.9
Tangible assets 38.9 25.2 23.0
Investments in associated companies 34.0 33.9 35.0
Other non-current financial assets 4.2 8.5 5.3
Deferred tax assets 0.4 0.4 0.5
CURRENT ASSETS
Inventories 0.6 1.1 1.0
Current tax assets 7.7 2.0 4.1
Trade receivable and other receivables 28.8 27.7 26.7
Other current financial assets 0.0 3.1 3.8
Cash and cash equivalents 20.3 23.2 57.8
TOTAL ASSETS 223.6 166.1 198.0
-------------------------------------------------------------------------------
BALANCE SHEET, MEUR Jun 30 2012 Jun 30 2011 31 Dec 2011
-------------------------------------------------------------------------------
EQUITY AND LIABILITIES
Share capital 45.3 45.3 45.3
Share premium reserve 7.7 7.7 7.7
Foreign currency translation reserve 0.5 0.1 0.2
Retained earnings 17.9 25.5 40.6
-------------------------------------------------------------------------------
Equity attributable to owners of the parent 71.4 78.6 93.8
Non-controlling interest 2.0 2.2 2.9
-------------------------------------------------------------------------------
TOTAL EQUITY 73.5 80.8 96.7
-------------------------------------------------------------------------------
LIABILITIES
NON-CURRENT LIABILITIES
Non-current interest-bearing liabilities 26.3 2.2 2.0
Deferred tax liabilities 5.1 2.4 2.2
Pension obligations 2.5 2.6 2.6
Provisions 0.1 0.1 0.1
Other financial liabilities 0.7 1.2 0.9
Other non-current liabilities 0.4 0.3 0.3
CURRENT LIABILITIES
Current interest-bearing liabilities 37.0 12.5 23.5
Advances received 23.8 23.4 28.2
Income tax liability 0.0 0.0 1.5
Provisions 0.6 1.1 1.0
Trade and other payables 53.7 39.5 38.9
-------------------------------------------------------------------------------
TOTAL LIABILITIES 150.2 85.2 101.2
-------------------------------------------------------------------------------
TOTAL EQUITY AND LIABILITIES 223.6 166.1 198.0
-------------------------------------------------------------------------------
CONSOLIDATED STATEMENT OF
CHANGE IN EQUITY
Attributable to equity holders of the
Parent Company
| | |
MEUR A B C D| E| F| G
------------------------------------------------+--------------------+----+-----
Equity Jan 1 2012 45.3 7.7 0.2 40.6| 93.9| 2.9| 96.7
------------------------------------------------+--------------------+----+-----
Profit for the period 6.8| 6.8| 0.4| 7.2
| | |
Other comprehensive income 0.3 0.1| 0.4| | 0.4 | | |
Transactions with equity | | |
holders of the parent and | | |
non-controlling interest | | |
| | |
Dividends paid by parent -30.2| -30.2| |-30.2
| | |
Dividends paid by | | |
subsidiaries | |-1.3| -1.3
| | |
Share-based payments 0.5| 0.5| | 0.5
| | |
Exercised share options | | |
| | |
Business combinations | | |
------------------------------------------------+--------------------+----+-----
Equity Jun 30 2012 45.3 7.7 0.5 17.9| 71.4| 2.0| 73.5
------------------------------------------------+--------------------+----+-----
Attributable to equity holders of the
Parent Company
| | |
MEUR A B C D| E| F| G
------------------------------------------------+--------------------+----+-----
Equity Jan 1 2011 45.0 4.7 0.4 62.7| 112.8| 2.0|114.8
------------------------------------------------+--------------------+----+-----
Profit for the period 15.0| 15.0| 0.8| 15.7 | | |
Other comprehensive income -0.2 -0.2| -0.4| | -0.4
| | |
Transactions with equity | | |
holders of the parent and | | |
non-controlling interest | | |
| | |
Dividends paid by parent -52.4| -52.4| |-52.4
| | |
Dividends paid by | | |
subsidiaries | |-0.7| -0.7
| | |
Share-based payments 0.4| 0.4| | 0.4
| | |
Exercised share options 0.3 3.0 | 3.3| | 3.3
| | |
Business combinations | | 0.1| 0.1
------------------------------------------------+--------------------+----+-----
Equity Jun 30 2011 45.3 7.7 0.1 25.5| 78.6| 2.2| 80.8
------------------------------------------------+--------------------+----+-----
Column headings on Consolidated Statement of Change in Equity
A=Share capital
B=Share premium reserve
C=Translation difference
D=Retained earnings
E=Total
F=Non-controlling interest
G=Equity total
2012 2011 2012 2011 2011
CASH FLOW STATEMENT, MEUR Q2 Q2 Q1-Q2 Q1-Q2 Q1-Q4
--------------------------------------------------------------------------------
Operating activities
Profit for the period 4.5 8.8 7.2 15.7 30.8
Adjustments 3.9 4.9 11.8 9.0 20.2
Change in working capital -3.7 -11.4 1.1 8.4 14.2
Dividends received 0.2 0.2 0.2 0.3 1.1
Interest received 0.1 0.3 0.1 0.5 0.4
Interest paid and other finance expenses -0.4 -0.3 -1.1 -0.5 -1.3
Income taxes paid -4.2 -4.0 -7.0 -7.5 -14.6
--------------------------------------------------------------------------------
Net cash flows from operating activities 0.3 -1.5 12.2 26.0 50.7
Investing activities
Acquisitions of tangible and intangible assets -1.0 -0.9 -1.8 -1.5 -2.8
Proceeds from sale of tangible and intangible
assets 2.5 0.0 2.5 0.0 0.0
Other investments 0.0 0.0 -0.1 0.1 -0.1
Proceeds from sale of other investments 0.0 0.0 0.0 0.0 0.1
Acquisition of subsidiaries -1.9 0.0 -39.1 0.1 -0.1
Acquisition of associated companies 0.0 0.0 -0.3 -0.3 -0.3
Proceeds from sale of subsidiaries 0.0 0.0 3.8 2.1 2.5
Proceeds from sale and repayment of associated
companies 0.9 0.3 0.9 0.3 0.7
--------------------------------------------------------------------------------
Net cash flows from / (used in) investing
activities 0.5 -0.6 -34.0 0.7 0.0
Cash flow before financing activities 0.8 -2.0 -21.8 26.7 50.7
Financing activities
Proceeds from exercise of share options 0.0 2.7 0.0 3.3 3.2
Current loans taken 0.0 0.0 24.0 15.0 37.0
Repayment of current loans -7.6 -4.4 -8.2 -4.7 -16.4
Change in interest-bearing receivables 0.0 0.1 0.0 0.1 0.3
Dividends paid -1.3 0.0 -31.5 -53.2 -53.2
--------------------------------------------------------------------------------
Net cash flows from / (used in) financing
activities -8.9 -1.5 -15.7 -39.5 -29.0
Change in cash and cash equivalent funds (increase
+ / decrease -) -8.1 -3.6 -37.5 -12.8 21.7
Cash and cash equivalents at beginning of period 28.5 26.8 57.8 36.3 36.3
Effect of change in foreign exchange rates 0.0 0.0 0.0 -0.3 -0.2
Cash and cash equivalents at end of period 20.3 23.2 20.3 23.2 57.8
ACQUIRED BUSINESSES 2012
Alma Media has acquired the following business operations
Business Acquired on Ownership %
Newpapers segment:
Kotikymppi newspaper Local newspaper Jan 2, 2012 100 %
Digital Consumer
Services segment:
LMC s.r.o Online Jan 2, 2012 100 %
CV Online Online Feb 1, 2012 100 %
PlanMyRoom Finland Oy Online May 2, 2012 100 %
Suomen Hankintakeskus
Oy Online Jun 1, 2012 100 %
Adalia Media Inc Online Jun 1, 2012 51 %
The acquisition of newspapers segment has no major impact on the consolidated
financial statements and thus no additional information is presented.
The following table presents the opening balance sheets of the acquired
operations of Digital Consumer Services in the Group, the total acquisition
price and impact on cash flow.
LMC s.r.o
Book values before Fair values at the
MEUR consolidation consolidation
-------------------------------------------
Property, plant and
equipment 0.2 0.2
Intangible assets 7.5 22.1
Trade and other
receivables 3.3 3.3
Cash and cash
equivalents 5.9 5.9
----------------------------------------------------------------
Assets, total 16.8 31.4
Deferred tax
liabilities 0.0 2.9
Trade and other
payables 7.5 7.5
----------------------------------------------------------------
Liabilities, total 7.5 10.4
Total identifiable
net assets at fair
value 9.4 21.0
Cash and cash
equivalents of
acquired subsidiaries
or businesses 5.9
CV Online
Book values before Fair values at the
MEUR consolidation consolidation
----------------------------------------------------------------
Property, plant and
equipment 0.0 0.0
Intangible assets 1.3 2.2
Trade and other
receivables 0.2 0.2
Cash and cash
equivalents 0.4 0.4
----------------------------------------------------------------
Assets, total 2.0 2.9
Deferred tax
liabilities 0.1 0.4
Trade and other
payables 0.5 0.5
----------------------------------------------------------------
Liabilities, total 0.6 0.8
Total identifiable
net assets at fair
value 1.4 2.1
Cash and cash
equivalents of
acquired subsidiaries
or businesses 0.4
Purchase
consideration, MEUR
LMC s.r.o
Consideration,
settled in cash 39.2
Contingent
consideration
liability 3.9
----------------------------------------------------------------
Total consideration 43.1
Purchase
consideration, MEUR
CV Online
Consideration,
settled in cash 4.0
Contingent
consideration
liability 1.2
----------------------------------------------------------------
Total consideration 5.2
The amount of contingent considerations is based on the operating profits of the
acquired businesses during 2011 and 2012. Contingent considerations are
classified as financial assets recognised at fair value through profit and loss.
The change in fair value is recognised in the financial items.
Goodwill arising on
acquisition, LMC
s.r.o
Contingent
consideration 43.1
Identifiable net
assets of the
acquired business
operations -21.0
----------------------------------------------------------------
Goodwill 22.0
Goodwill arising on
acquisition, CV
Online
Contingent
consideration 5.2
Identifiable net
assets of the
acquired business
operations -2.1
----------------------------------------------------------------
Goodwill 3.1
The other acquisitions by the Digital Consumer Services segment, PlanMyRoom
Finland Oy, Suomen Hankintakeskus Oy and Adalia Media Inc., do not represent
significant assets on the consolidated balance sheet. The purchase price of the
business operations acquired in the segment totalled MEUR 0.7, generating MEUR
0.8 in goodwill.
The estimated Group revenue would have been MEUR 336.5 (reported MEUR 316.2) and
the operating profit MEUR 46.4 (reported MEUR 42.0), assuming the acquisitions
had taken place at the beginning of 2011.
The fair values entered on intangible assets in the integration relate primarily
to domains and trademarks, IT applications and customer agreements. The goodwill
created through the acquisitions is affected by the estimated synergy benefits
to be realised from the acquired businesses.
CONTINGENT CONSIDERATIONS
Contingent considerations are classified as financial assets and liabilities
recognised at fair value through profit or loss. The amount of the contingent
considerations due to the acquisitions and business arrangements is based on the
revenue and operating profits of the acquired businesses during 2010-13. The
fair values are the estimated final considerations discounted to the balance
sheet date.
CONTINGENT CONSIDERATION ASSETS
--------------------------------------------------------------------------------
Initial recognition of the assets 8.4
Change in fair value during previous financial years -1.4
Considerations, settled in cash -5.9
Change in fair value during the financial year -1.1
--------------------------------------------------------------------------------
Fair value of the contingent consideration assets in the end of the period 0.0
CONTINGENT CONSIDERATION LIABILITY
--------------------------------------------------------------------------------
Initial recognition of the liability 8.0
Change in fair value during previous financial years -0.8
Considerations, settled in cash -1.9
Change in exchange rate 0.0
Change in fair value during the financial year -0.5
--------------------------------------------------------------------------------
Fair value of the contingent consideration liability in the end of the
period 4.9
REVENUE BY GEOGRAPHICAL AREA, 2012 2011 2012 2011 2011
MEUR Q2 Q2 Q1-Q2 Q1-Q2 Q1-Q4
---------------------------------------------------------
Finland 77.3 79.1 154.6 152.8 301.8
Other EU countries 3.5 3.4 6.8 6.4 13.3
Other countries 0.3 0.3 0.8 0.6 1.1
---------------------------------------------------------
Total 81.0 82.7 162.2 159.8 316.2
INFORMATION BY SEGMENT
The business segments of Alma Media are Newspapers, Kauppalehti Group, Digital
Consumer Services and Other Operations. The descriptive section of the interim
report presents the revenue and operating profits of the segments and the
allocation of the associated companies' results to the reporting 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 Jun 30 2012 Jun 30 2011 31 Dec 2011
-------------------------------------------------------------------------
Newspapers 36.1 39.5 39.6
Kauppalehti Group 39.9 40.5 40.8
Digital Consumer Services 81.2 30.3 26.6
Other Operations 32.2 23.3 22.4
Non-allocated assets and eliminations 34.3 32.4 68.5
-------------------------------------------------------------------------
Total 223.6 166.1 198.0
LIABILITIES BY SEGMENT, MEUR Jun 30 2012 Jun 30 2011 31 Dec 2011
-------------------------------------------------------------------------
Newspapers 37.1 33.9 38.6
Kauppalehti Group 11.9 12.3 11.0
Digital Consumer Services 14.7 8.5 6.4
Other Operations 13.6 12.2 14.9
Non-allocated liabilities and 72.9 18.3 30.4
eliminations
-------------------------------------------------------------------------
Total 150.2 85.2 101.2
2012 2011 2012 2011 2011
CAPITAL EXPENDITURE, MEUR Q2 Q2 Q1-Q2 Q1-Q2 Q1-Q4
-------------------------------------------------------
Newspapers 0.3 0.3 0.9 1.0 2.5
Kauppalehti Group 0.1 0.2 0.2 0.4 0.6
Digital consumer services 1.8 0.7 49.0 1.2 2.0
Others 0.8 0.2 22.3 0.4 1.2
-------------------------------------------------------
Total 3.0 1.4 72.5 2.9 6.3
-------------------------------------------------------
PROVISIONS
The company's provisions totalled MEUR 0.8 (1.2) on June 30, 2012. The major
part of the provisions concern restructuring provisions. It has not been
necessary to change the estimates made when the provisions were entered.
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES, MEUR Jun 30 2012 Jun 30 2011 31 Dec 2011
--------------------------------------------------------------------------------
Other commitments
Commitments based on agreements 0.1 1.3
Minimum lease payments on other lease
agreements:
Within one year 8.5 6.9 7.1
Within 1-5 years 25.6 23.4 27.1
After 5 years 37.4 46.1 43.7
--------------------------------------------------------------------------------
Total 71.5 76.4 77.9
The Group also has purchase agreements that based on
IFRIC 4
include a lease component as per IAS 17.
Minimum payments based on these agreements: 1.1 1.9 1.5
--------------------------------------------------------------------------------
Additionally, the company has signed a lease contract for the machinery and
movables of the new printing facility with Pohjola Bank Plc. For the signed
financial lease contracts, the financier has paid advance payments of MEUR 42.6
by June 30, 2012. The total amount of agreed contracts is MEUR 42.6. The total
estimated value of the investment is MEUR 50.0. According to the IAS 17
standard, the contracts will be recognised as a finance lease contracts when the
printing facility will be operational.
DERIVATIVE CONTRACTS, MEUR Jun 30 2012 Jun 30 2011 31 Dec 2011
--------------------------------------------------------------------------------
Commodity derivate contracts,
electricity
derivatives
Fair value * -0.2 0.1 -0.1
Nominal value 1.2 1.3 1.1
--------------------------------------------------------------------------------
* The fair value represents the return that would have arisen if the
derivative had been cleared on the balance sheet date.
RELATED PARTY TRANSACTIONS
Alma Media Group's related parties are the major shareholders of the parent
company, associated companies and companies owned by them. Related parties also
include the company's senior management and their related parties (members of
the Board of Directors, President and CEO and Managing Directors, and the Group
Executive Team). The following table summarises the business operations
undertaken between Alma Media and its related parties and the status of their
receivables and liabilities:
2012 2011 2012 2011 2011
RELATED PARTY TRANSACTIONS, MEUR Q2 Q2 Q1-Q2 Q1-Q2 Q1-Q4
----------------------------------------------------------------------
Sales of goods and services 0.2 0.1 0.6 0.1 0.3
Purchases of goods and services 0.9 1.1 1.9 2.1 4.0
Trade receivable, loan and other
receivables at the end of reporting period 0.0 0.0 0.0 0.0 0.0
Trade payable at the reporting date 0.2 0.2 0.2 0.2 0.1
----------------------------------------------------------------------
OPTION PROGRAMMES
Alma Media has option programmes 2006 and 2009. The programmes are incentive and
commitment systems for the company's management.
The option programmes 2006A, 2006B and 2006 C have expired.
Under option programme 2009 a total of 2,130,000 stock options may be granted
during 2009-2011, and these may be exercised to subscribe to a maximum of
2,130,000 Alma Media shares. Of the total number of options, 710,000 were marked
2009A, 710,000 were marked 2009B and 710,000 were marked 2009C.
A total of 640,000 options have been issued under the 2009A programme. The share
subscription period for 2009A is April 1, 2012-March 31, 2014. The management
has 573,100 options 2009A in its possession. Additionally, the management has
sold 21,900 2009A option rights. The share subscription price has been reduced
annually by the dividend per share, and was EUR 3.71 in June 2011. Until June
30, 2012, no share subscriptions were made through 2009A option rights.
A total of 610,000 options have been issued under the 2009B programme. The share
subscription period for 2009B is April 1, 2013-March 31, 2015. The management
has 595,000 options in its possession. The share subscription price has been
reduced annually by the dividend per share, and was EUR 6.23 in June 2012.
A total of 640,000 options have been issued under the 2009C programme. The share
subscription period for 2009C is April 1, 2014-March 31, 2016. The management
has 640,000 options in its possession. The share subscription price was EUR
7.55 in June 2012.
If all the subscription rights are exercised, the programmes 2006 and 2009 will
dilute the holdings of the earlier shareholders by 2.74% maximum.
Performance Share Plan 2012
The Board of Directors of Alma Media Corporation has at its meeting in February
2012 resolved to implement a performance share plan for key personnel of Alma
Media Group. The plan includes three (3) one (1) year performance periods, the
calendar years 2012, 2013 and 2014, based on the Group's return. Furthermore,
for the members of the Group Executive Team, the plan includes one (1) three (3)
year performance period, the calendar years 2012-2014, based on the profitable
growth of the Group.
The reward from the plan shall be paid to the key employees in a combination of
shares and cash, after the end of each performance period by the end of April in
2013, 2014 and 2015. The reward from the performance period 2012-2014 shall be
confirmed by the end of April 2015, and it shall be paid in two equal lots in a
combination of shares and cash, one year and two years from the end of the
performance period. Shares paid as reward on the basis of the plan, from the
one-year performance periods, may not be assigned, pledged or otherwise
exercised (transfer restriction/s) during the restriction period established for
the shares (restriction period/s). The restriction period shall begin from the
reward payment and end on December 31, 2014 for the shares earned from the
performance period 2012, on December 31, 2015 for the shares earned from the
performance period 2013 and on December 31, 2016 for the shares earned from the
performance period 2014.
No reward shall be paid to a key employee, if a Group company or a key employee
gives notice of termination, or terminates a key employee's employment or
service contract before the reward payment. A key employee shall be obliged to
return the shares given as reward and subject to the transfer restriction back
to the company or its designate, gratuitously, without delay, if a Group company
or key employee gives notice of termination, or terminates a key employee's
employment or service contract before the end of the restriction period in
question. Shares earned from the performance period 2012-2014 shall not be
subject to the restriction period.
There shall be a maximum total of 600,000 shares and a cash payment needed for
taxes and tax-related costs arising from the reward to the key employees on the
book-entry registration date of the shares that shall be given as reward on the
basis of the entire plan.
On the first performance period 2012, the Performance Share Plan shall include
approximately 25 persons. The value of the plan for the performance period 2012
shall correspond to the value of 120,000 shares and a cash payment needed for
taxes and tax-related costs arising from the reward to the key employees in case
the Group's return is in line with the performance criteria set by the Board of
Directors. On the performance period 2012-2014 the value of the plan shall
correspond to the value of 212,000 shares and a cash payment needed for taxes
and tax-related costs arising from the reward to the key employees in case the
Group's growth is in line with the performance criteria set by the Board of
Directors.
The fair value of the reward is expensed until the target group is entitled to
the reward and the shares are freely transferable. The fair value of the share
is the share price, on the date on which the target group has agreed to the
terms and conditions of the plan, reduced by the estimated dividends. The fair
value of the cash proportion is remeasured on each reporting date based on the
share price on the reporting date.
QUARTERLY INFORMATION
| | | | | |
| 2012| 2012 2011 2011| 2011| 2011 2010 2010| 2010|
| | | | | |
MEUR | Q2| Q1 Q4 Q3| Q2| Q1 Q4 Q3| Q2|
-------------------------+-----+-----------------+-----+-----------------+-----+
Revenue | | | | | |
| | | | | |
Newspapers | 53.2| 51.9 55.8 52.5| 57.1| 53.0 57.2 53.1| 54.9|
| | | | | |
Kauppalehti Group | 14.4| 14.3 15.2 12.6| 15.0| 13.9 16.1 13.3| 14.4|
| | | | | |
Digital consumer services| 13.8| 14.9 10.5 10.3| 10.9| 10.4 10.5 8.5| 9.0|
| | | | | |
Other operations | 21.0| 21.0 20.2 20.1| 20.2| 19.1 19.1 19.3| 19.0|
| | | | | |
Eliminations |-21.4|-21.1 -20.4 -20.3|-20.4|-19.3 -19.9 -19.0|-18.6|
-------------------------+-----+-----------------+-----+-----------------+-----+
REVENUE | 81.0| 81.1 81.3 75.1| 82.7| 77.1 83.0 75.2| 78.7|
-------------------------+-----+-----------------+-----+-----------------+-----+
Total expenses excluding | | | | | |
non-recurring items | | | | | |
| | | | | |
Newspapers | 46.0| 46.1 47.5 45.5| 48.1| 46.5 48.5 45.1| 46.2|
| | | | | |
Kauppalehti Group | 13.5| 13.1 13.0 10.6| 13.0| 12.7 14.4 10.9| 11.9|
| | | | | |
Digital consumer services| 12.5| 12.6 9.6 8.4| 9.1| 8.7 9.7 7.6| 9.1|
| | | | | |
Other operations | 22.8| 22.1 21.7 18.8| 21.4| 19.2 19.3 17.3| 19.0|
-------------------------+-----+-----------------+-----+-----------------+-----+
TOTAL EXPENSES EXCLUDING | | | | | |
NON-RECURRING ITEMS | 73.4| 72.8 71.4 63.1| 71.2| 67.8 72.0 61.9| 67.7|
-------------------------+-----+-----------------+-----+-----------------+-----+
Operating profit | | | | | |
excluding non-recurring | | | | | |
items | | | | | |
| | | | | |
Newspapers | 7.2| 5.9 8.3 7.0| 9.0| 6.5 8.8 8.1| 8.7|
| | | | | |
Kauppalehti Group | 0.9| 1.3 2.2 2.0| 2.0| 1.2 1.7 2.4| 2.5|
| | | | | |
Digital consumer services| 1.4| 2.4 0.9 1.9| 1.8| 1.7 0.6 0.9| 0.1|
| | | | | |
Other operations | -1.7| -1.0 -1.5 1.3| -1.2| -0.1 -0.1 2.0| 0.0|
-------------------------+-----+-----------------+-----+-----------------+-----+
OPERATING PROFIT | | | | | |
EXCLUDING NON-RECURRING | | | | | |
ITEMS | 7.7| 8.5 10.1 12.0| 11.5| 9.3 11.0 13.4| 11.3|
-------------------------+-----+-----------------+-----+-----------------+-----+
% of revenue | | | | | |
| | | | | |
Newspapers | 13.5| 11.3 14.9 13.3| 15.7| 12.3 15.3 15.2| 15.8|
| | | | | |
Kauppalehti Group | 6.0| 8.9 14.5 16.0| 13.1| 8.6 10.8 18.2| 17.3|
| | | | | |
Digital consumer services| 10.2| 16.0 8.9 18.1| 16.5| 16.1 5.5 10.4| 1.4|
| | | | | |
Other operations | -8.2| -4.8 -7.6 6.5| -5.8| -0.3 -0.7 10.3| -0.1|
-------------------------+-----+-----------------+-----+-----------------+-----+
% OF REVENUE | 9.5| 10.4 12.4 16.0| 14.0| 12.1 13.2 17.8| 14.3|
-------------------------+-----+-----------------+-----+-----------------+-----+
Non-recurring items | | | | | |
| | | | | |
Newspapers | -2.6| -0.5 -0.5 0.0| 0.0| -0.5 -0.4 0.1| 0.0|
| | | | | |
Kauppalehti Group | 0.0| 0.0 0.0 0.0| 0.0| 0.0 0.0 0.0| 0.0|
| | | | | |
Digital consumer services| -0.3| -1.6 0.0 0.0| 0.0| 0.2 0.2 0.3| -0.5|
| | | | | |
Other operations | 0.0| -0.3 0.0 0.4| -0.5| 0.0 0.0 -0.2| 0.2|
-------------------------+-----+-----------------+-----+-----------------+-----+
NON-RECURRING ITEMS | -2.9| -2.5 -0.5 0.4| -0.5| -0.3 -0.3 0.2| -0.4|
-------------------------+-----+-----------------+-----+-----------------+-----+
Operating profit | | | | | |
| | | | | |
Newspapers | 4.6| 5.3 7.8 7.0| 9.0| 6.0 8.4 8.2| 8.7|
| | | | | |
Kauppalehti Group | 0.9| 1.3 2.2 2.0| 2.0| 1.2 1.7 2.4| 2.5|
| | | | | |
Digital consumer services| 1.1| 0.8 0.9 1.9| 1.8| 1.8 0.7 1.2| -0.4|
| | | | | |
Other operations | -1.7| -1.3 -1.5 1.7| -1.7| -0.1 -0.1 1.8| 0.1|
-------------------------+-----+-----------------+-----+-----------------+-----+
OPERATING PROFIT | 4.8| 6.0 9.6 12.4| 11.0| 9.0 10.7 13.6| 10.9|
-------------------------+-----+-----------------+-----+-----------------+-----+
Finance income | 0.7| 0.0 0.2 1.2| 1.0| 0.5 1.0 0.1| 0.2|
| | | | | |
Finance expenses | 0.3| 1.7 3.9 0.3| 0.8| 0.6 0.0 0.3| 0.1|
| | | | | |
Share of profit of | | | | | |
associated companies | 0.3| -0.5 -0.6 2.3| 0.4| 0.4 0.4 -0.1| 0.1|
-------------------------+-----+-----------------+-----+-----------------+-----+
PROFIT BEFORE TAX | 5.6| 3.8 5.3 15.6| 11.8| 9.3 12.1 13.4| 11.0|
-------------------------+-----+-----------------+-----+-----------------+-----+
Income tax | -1.1| -1.1 -2.4 -3.4| -3.0| -2.4 -2.9 -3.5| -3.1|
-------------------------+-----+-----------------+-----+-----------------+-----+
PROFIT FOR THE PERIOD | 4.5| 2.7 2.8 12.2| 8.8| 6.9 9.2 9.8| 7.8|
-------------------------+-----+-----------------+-----+-----------------+-----+
MAIN ACCOUNTING PRINCIPLES (IFRS)
This interim report has been prepared according to IFRS standards (IAS 34). The
interim report applies the same accounting principles and calculation methods as
the annual accounts dated December 31, 2011. The interim report does not,
however, contain all the information or notes to the accounts included in the
annual financial statements. This report should therefore be read in conjunction
with the company's financial statements for 2011. The accounting principles of
the financial years 2011 and 2010 are comparable. The company has no
discontinued operations to report in the 2011-2012 financial periods.
The key indicators are calculated using the same formulae 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). The figures in this financial statement
release are independently rounded.
The Group has applied the following standards and interpretations as of January
1, 2012:
Change in IFRS7: Financial Instruments: Disclosures
Change in IAS 12: Income Taxes
The impact of the new standards presented above on the Group has been marginal.
The figures in this interim report are unaudited.
SEASONALITY
The Group recognises its circulation revenues as paid. Therefore, 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 interim report for January-September, 2012 on
Thursday, October 25, 2012, approximately at 9 am (EEST).
ALMA MEDIA CORPORATION
Board of Directors
REVENUE AND OPERATING PROFIT BY SEGMENT IN THE NEW SEGMENT STRUCTURE
2011
REVENUE BY SEGMENT, New Former
MEUR structure structure Change
------------------------------------------------------------------
Newspapers
External 214.1 217.3 -3.2
Inter-segments 4.3 4.2 0.1
Newspapers total 218.3 221.5 -3.1
Kauppalehti Group
External 55.9 55.9 0.0
Inter-segments 0.8 0.8 0.0
Kauppalehti Group total 56.7 56.7 0.0
Digital Consumer Services
External 40.7 37.5 3.2
Inter-segments 1.4 -0.5 1.9
Digital Consumer Services total 42.1 37.0 5.2
Other Operations
External 5.6 5.6 -0.1
Inter-segments 73.9 75.9 -2.0
Other Operations total 79.5 81.5 -2.0
Elimination -80.4 -80.4 0.0
------------------------------------------------------------------
Total 316.2 316.2 0.0
------------------------------------------------------------------
New Former
OPERATING PROFIT/LOSS BY SEGMENT*, MEUR structure structure Change
------------------------------------------------------------------
Newspapers 29.7 30.2 -0.4
Kauppalehti Group 7.4 7.4 0.0
Digital Consumer Services 6.4 5.8 0.6
Other operations -1.6 -1.4 -0.2
------------------------------------------------------------------
Total 42.0 42.0 0.0
------------------------------------------------------------------
*) incl. non-recurring items
REVENUE AND OPERATING PROFIT BY SEGMENT
IN THE NEW SEGMENT STRUCTURE
2011
REVENUE BY SEGMENT, 2011 2011 2011 2011 2011
MEUR Q1 Q2 Q3 Q4 Q1-Q4
---------------------------------------------------------------------
Newspapers
External 52.0 56.0 51.4 54.6 214.1
Inter-segments 1.0 1.1 1.0 1.1 4.3
Newspapers total 53.0 57.1 52.5 55.8 218.3
Kauppalehti Group
External 13.7 14.8 12.4 15.0 55.9
Inter-segments 0.2 0.2 0.2 0.2 0.8
Kauppalehti Group total 13.9 15 12.6 15.2 56.7
Digital Consumer Services
External 10.0 10.6 9.9 10.2 40.7
Inter-segments 0.4 0.3 0.4 0.3 1.4
Digital Consumer Services total 10.4 10.9 10.3 10.5 42.1
Other Operations
External 1.4 1.3 1.3 1.5 5.6
Inter-segments 17.7 18.8 18.7 18.7 73.9
Other Operations total 19.1 20.2 20.1 20.2 79.5
Elimination -19.3 -20.4 -20.3 -20.4 -80.4
---------------------------------------------------------------------
Total 77.1 82.7 75.1 81.3 316.2
---------------------------------------------------------------------
2011 2011 2011 2011 2011
OPERATING PROFIT/LOSS BY SEGMENT*, MEUR Q1 Q2 Q3 Q4 Q1-Q4
---------------------------------------------------------------------
Newspapers 6.0 9.0 7.0 7.8 29.7
Kauppalehti Group 1.2 2.0 2.0 2.2 7.4
Digital Consumer Services 1.8 1.8 1.9 0.9 6.4
Other operations -0.1 -1.7 1.7 -1.5 -1.6
---------------------------------------------------------------------
Total 9.0 11.0 12.4 9.6 42.0
---------------------------------------------------------------------
*) incl. non-recurring items
[HUG#1628192]
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