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2 ANNUAL REPORT 2012 ORDINARY EBIT 2012 2011 (EUR million) 0 100 200 300 400 500 600 700 556 +12% 624 EBITDA (EUR million) 2011 2012 1,124 1,168 0 200 400 600 800 1,000 1,200 1,400 +4% Figures from the “Restated consolidated financial statements”. Net revenues (EUR million) 2011 2012 5,070 5,097 0 1,000 2,000 3,000 4,000 5,000 6,000 +1%

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Page 1: De Agostini estratto 2012 eng

32

AnnuAl report 2012

ORDINARYEBIT

20122011

(EUR million)

0

100

200

300

400

500

600

700

556+12% 624

EBITDA (EUR million)

2011 2012

1,124 1,168

0

200

400

600

800

1,000

1,200

1,400+4%

Figures from the “Restated consolidated financial statements”.

Net revenues (EUR million)

2011 2012

5,070 5,097

0

1,000

2,000

3,000

4,000

5,000

6,000 +1%

Page 2: De Agostini estratto 2012 eng

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AnnuAl report 2012

Netconsolidated result (EUR million)

2011 2012

Net consolidated result Comprehensive income (Stat. of Perform. - IAS 1)

86142139

270

0

200

400

EBT (EUR million)

372 443

(214) (167)

158276

(400)

(200)

0

200

400

600

2011 2012

EBT (A+B)Ordinary EBT (A) No - ordinary EBT (B)

Financialstructure

31.12.2011 31.12.2012

(EUR million)

Group Shareholders' Equity Net financial position

5,000

4,000

3,000

1,000

2,000

0

-2,000

-1,000

-3,000

-5,000

-4,000

(4,296) (4,124)

2,501 2,443

Figures from the “Restated consolidated financial statements”.

Page 3: De Agostini estratto 2012 eng

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AnnuAl report 2012

PUBLISHING

this is the Group’s traditional business, and is organised by

business unit, based on the nature of products provided and

the channels used by type of activity.

publishing activities are currently structured by business

area, as described below:

• Partworks, which includes Italian and international

partworks activities, coordinated by De Agostini

publishing; in this area the Group produces collections –

sold through newsstands and on subscription - aimed at

various target markets. they are also marketed on new

digital applications (online, iphone and ipad).

• Direct Marketing, which includes activities managed via

editions Atlas France and editions Atlas Suisse; in this

area the Group operates with the product lines “print &

Collectibles”, “Consumables” and “Direct Sales”, and with

the “Atlas for Men” catalogue sales offered to customers

in various european countries by mail order and direct

sales.

• Books, which includes the traditional publishing

activities of Books, Cartography and School texts in

Italy, coordinated by De Agostini libri. In Books and

Cartography the Group operates through De Agostini

libri, which is active in general and illustrated books,

children’s books, maps and travel guides. In School texts,

the Group mainly operates on the Italian market under a

number of brands in the primary and secondary school,

university and dictionary segments. the Group withdrew

from the General reference business at the end of 2012.

the Group is also active in the Digital area, which

encompasses activities relating to theme–based tV channels

and a series of properties on digital platforms. Specifically,

the Group manages an offer for children with the theme-

based tV channels “DeA Kids” and “DeA Junior” on the Sky

satellite platform, and “Super!”, broadcast simultaneously

on free terrestrial tV and the Sky platform. In September

2012, the new, 100% high-definition channel “DeA Sapere”

was launched on the satellite platform, with a wide range of

broadcasts.

the sub-holding company for the Group’s publishing

activities is De Agostini Editore S.p.A. (De Agostini

editore), 100%-owned by De Agostini S.p.A., which together

with its Italian subsidiaries and associates also constitutes

the main company operating in the domestic market.

the publishing business of Grupo planeta-De Agostini, a

50:50 joint venture with planeta Corporación - a subsidiary

of De Agostini Communications following the merger of De

Agostini Communications (S.p.A.) with De Agostini S.p.A.

(previously B&D Holding di Marco Drago e C. S.a.p.a. -

and responsible for activities in Spain, portugal and latin

America, operates outside the De Agostini editore group

structure.

MEDIA & COMMUNICATION

this business includes the Group’s interests in the production

and distribution of content for television, cinema and other

media, and in broadcasting.

In 2007, the business started to expand its “content” via

a build-up process, which initially led to the acquisition of

controlling stakes in Magnolia and Marathon Group and

subsequently in Zodiak television (2008) and rDF (2010); all

investment made in the business – i.e. the total holdings in

Magnolia, Marathon Group, Zodiak television and rDF Media –

are now entirely owned by the holding company Zodiak

Media; at December 31, 2012, this was 80% owned by the De

Agostini Group, with the remaining 20% owned by institutional

investors and managers of the operating companies.

Following the merger by incorporation of De Agostini

Communications into De Agostini S.p.A. (previously B&D

Holding di Marco Drago e C. S.a.p.a.), the sub-holding

company for Media & Communication activities is DeA

Communications S.A. (DeA Communications, previously

nova Deuxième), which is wholly owned by De Agostini

S.p.A. (formerly B&D Holding di Marco Drago e C. S.a.p.a.);

at December 31, 2012, apart from the above-mentioned

Zodiak Media, the following companies were included in this

business:

• Antena 3, a Spanish national radio/tV broadcaster listed

on the Madrid stock market

• DeA Planeta, active in cinema and content distribution

in Spain.

Antena 3 and DeA planeta are subsidiaries of Grupo planeta-

De Agostini, a 50:50 joint venture with planeta Corporación.

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AnnuAl report 2012

GAMING & SERVICES

the business comprises the Group’s activities in Gaming &

Services.

the sub-holding company for these activities is Lottomatica

Group S.p.A. (lottomatica), a company listed on the Milan

stock market and on the uS over-the-counter market as

part of the Sponsored level 1 American Depository receipt

(ADr) programme. lottomatica is controlled by De Agostini

S.p.A. directly and indirectly (through DeA partecipazioni).

De Agostini S.p.A. holds a majority stake of around 59.5%

in the company (at December 31, 2012).

lottomatica is the leading global player in the lottery sector

in terms of total receipts, and one of the main providers,

through its subsidiary GteCH, of technological solutions for

lotteries and games worldwide.

Lottomatica, the Group’s main operating company in Italy,

is active in the following businesses:

- Lotteries, as sole licence-holder of lotto and Gratta &

Vinci (scratch cards) concession in Italy, and manager of

on-line lotteries

- Sports betting, holding many licences for managing

sports betting (including horse racing), and on-line sports

betting

- Gaming machines, offering direct management of slot

machines (AWps) and video lottery terminals (Vlts) that

have been installed and connected to a central system

via a network

- Interactive gaming services, offering interactive

gaming services such as online poker and other skill

games

- Commercial Services, offering processing services for

high volumes of commercial transactions not connected

with lotteries, including top-up services for mobile

phones, usage payments, and ticket sales for music and

sporting events.

GTECH, lottomatica’s main subsidiary (100%-owned),

is the world’s leading operator in the provision of high-

security processing systems for online lotteries, and is

present in 60 countries. GteCH designs, sells and manages

a comprehensive range of terminals for lottery sales points

that are electronically linked to a centralised system. this

system acts as an intermediary between the sales points

where individual transactions are carried out, and the

competent lottery authorities. GTECH also provides instant

ticket-printing and related services. Its ongoing business

includes developing new systems for lotteries, granting new

gaming brands under licence to the regulatory authorities

in the various jurisdictions, and installing its entire range

of new lottery ticket distribution machines. In a growing

number of countries it also operates as a private manager,

under government supervision, of all lottery operations and

the main associated activities.

In addition, Lottomatica operates in the field of gaming

machines through its subsidiary Spielo International,

world leader in the supply of video lotteries, central systems

and games in north America and europe, as well as leading

supplier of video lotteries and games in the uS. It is also the

leading supplier of traditional and video slot machines and

leading producer of gaming systems in europe, Asia, latin

America and the uS for native American casinos, as well as

a supplier of slot machines and gaming software in europe.

through the Spielo International division, lottomatica

also supplies multi-channel gaming products and services,

including bingo, poker, casino games and quick games, as

well as solutions for processing transactions in real time and

It systems for the sports betting market.

lottomatica’s objective is to become the world’s leading

operator and provider of technology for the gaming market

by creating best-in-class products and services, while

maintaining the highest levels of commitment to integrity,

responsibility and the creation of shareholder value.

FINANCE

this business includes the activities carried out within the

Group in alternative investment, particularly private equity

investment and alternative asset management, or financial

investment activity in general.

• PRIVATE EQUITY INVESTMENT

• Direct investment in the services sector in Europe

and emerging europe. note in particular the strategic

shareholding in Générale de Santé, France’s leading

private healthcare provider, whose shares are listed on

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AnnuAl report 2012

the paris Stock exchange, and the minority interest in

Migros, turkey’s biggest food retail chain, whose shares

are listed on the Istanbul Stock exchange

• Indirect investment in private equity funds of funds, co-

investment funds and theme funds

• ALTERNATIVE ASSET MANAGEMENT

• IDeA Capital Funds SGR, active in the management

of private equity funds, funds of funds, co-investment

funds and theme funds (with assets under management

totalling about eur 1.2 billion).

• IDeA FIMIT SGR, active in the management of real

estate funds (with around eur 9.4 billion assets under

management).

• IRE/IRE Advisory, which operates in project, property

and facility management, as well as real estate brokerage.

the sub-holding company for the De Agostini Group’s

Finance business is DeA Capital S.p.A. (DeA Capital), which

is listed on the FtSe Italia StAr segment of the Milan stock

exchange and is directly controlled by De Agostini S.p.A.

with a stake of around 58.3% at December 31, 2012.

the business also includes a minority shareholding (around

2.43% at December 31, 2012) in Assicurazioni Generali –

one of europe’s leading insurance companies listed on the

Milan stock exchange. 2.26% of the stake is held via DeA

partecipazioni (a company directly controlled by De Agostini

S.p.A., formerly B&D Holding di Marco Drago e C. S.a.p.a.)

and 0.17% by B&D Finance.

HOLDING COMPANY ACTIVITIES

Holding company activities are carried out by companies in

the holding company structure, which includes, as well

as new B&D Holding di Marco Drago e C. S.a.p.a., B&D

Finance and De Agostini S.p.A. (formerly B&D Holding di

Marco Drago e C. S.a.p.a.), other directly and indirectly

controlled companies; specifically, these activities relate to

the management of equity investments in the sub-holding

companies of the Group’s individual businesses, as well as its

interests in non-strategic equity investments and activities.

At December 31, 2012, the main companies in the holding

company structure were:

• B&D Finance, which – in addition to the 0.17% stake in

Assicurazioni Generali – holds other financial assets and

investments in funds

• DeA Partecipazioni, which holds 2.26% of the share

capital of Assicurazioni Generali (as well as an equity

investment in lottomatica)

• De Agostini Invest, which holds a number of

investments in non-strategic financial activities

• DeA Factor, which mainly carries out factoring of

receivables due to Group companies from third parties.

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AnnuAl report 2012

3.1 Restated consolidated financial statementsBelow is a summary of the Group’s key financial and

operating performance indicators, based on the restated

consolidated financial statements, prepared in accordance

with the principles mentioned in the section “Information

on the consolidated financial statements for the year ending

December 31, 2012”:

3. ANALYSIS OF THE GROUP’S OPERATING PERFORMANCE AND FINANCIAL POSITION

Million Euro 2012 2011

Change

Abs. %

Net revenues 5,097 5,070 27 1%

EBITDA 1,168 1,124 44 4%

Depreciation and other non monetary items (533) (518) (15)

Income/(loss) from equity investments (11) (50) 39

ORDINARY EBIT 624 556 68 12%

Net financial charges (181) (184) 3

ORDINARY EBT (A) 443 372 71 19%

Impairments - Assicurazioni Generali - (98) 98

other impairments (121) (99) (22)

other non recurring income/(charges) (46) (17) (29)

NON ORDINARY EBT (B) (167) (214) 47 n.a.

EBT (A+B) 276 158 118 75%

Income taxes (124) (65) (59) n.a.

net result from discontinued operations (10) (7) (3) n.a.

Net consolidated result 142 86 56 65%

Of which:

Net result pertaining to minorities 110 84 26 n.a

Net Group result 32 2 30 n.a.

Million Euro 31.12.2012 31.12.2011

Change

Abs. %

Net financial position (4,124) (4,296) 172 4%

Of which:

Games and services (2,523) (2,726) 203 7%

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AnnuAl report 2012

3.2 Operating performance

Net revenuesConsolidated net revenues for 2012 came in at eur 5,097

million, broadly in line with 2011 (eur 5,070 million), and are

broken down as follows:

the Publishing business posted net revenues of eur

1,252 million, a fall of eur 49 million (or around 3.8%)

compared with 2011, which mainly affected the partworks

(down eur 39 million) and Books (down eur 16 million)

business areas.

net revenues from Media & Communication came

in at eur 683 million, down eur 57 million on 2011

(approximately 7.7%), reflecting a smaller contribution

from both Zodiak Media and Antena 3.

Gaming & Services generated net revenues of eur

3,076 million, up eur 102 million on 2011 (+3.4%); this

improvement was mainly due to the positive performance

by GteCH lotteries and Spielo International.

net revenues for the Finance business rose by eur 34

million versus 2011, totalling eur 90 million for the

year. this was mainly due to fees from Alternative Asset

Management. When comparing the results of 2012 with

those of 2011, note the significant change in the scope

of consolidation of the Alternative Asset Management

business, which includes FIMIt SGr’s contribution from

3 october 2011 (the effective date of its integration with

FAre SGr).

EBITDAthe Group recorded eBItDA of eur 1,168 million for the

year ending December 31, 2012, a rise of eur 44 million

(+4%) compared with the previous year. this breaks down

as follows:

Net revenues

Million Euro 2012 % 2011 % Change

publishing 1,252 24,6% 1,301 25.7% (49)

Media & Communication 683 13,4% 740 14.6% (57)

Games and Services 3,076 60,3% 2,974 58.7% 102

Finance 90 1,8% 56 1.1% 34

Holding Companies 4 0,1% 3 0.1% 1

Consolidation adjustments/eliminations (8) -0,2% (4) -0.1% (4)

Consolidated Total 5,097 100,0% 5,070 100.0% 27

EBITDA

Million Euro 2012 % 2011 % Change

publishing 47 4.0% 33 2.9% 14

Media & Communication 63 5.4% 96 8.5% (33)

Games and Services 1,032 88.4% 970 86.3% 62

Finance 29 2.5% 56 5.0% (27)

Holding Companies 70 6.0% (31) -2.8% 101

Consolidation adjustments/eliminations (73) -6.3% - - (73)

Consolidated Total 1,168 100% 1,124 100% 44

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AnnuAl report 2012

the Publishing business reported eBItDA of eur 47

million, up eur 14 million compared with 2011, mainly due

to lower services costs and risk and impairment provisions.

note that both the 2012 and 2011 totals include charges

relating to restructuring plans.

eBItDA for the Media & Communication business was

eur 63 million, down eur 33 million compared with 2011,

due to the trends in net revenues reported earlier.

Games & Services posted eBItDA of eur 1,032 million,

up eur 62 million compared with 2011 (up approximately

6.4%), chiefly reflecting the growth of GTECH, Spielo

International and Gaming Machines in Italy, as well as

measures to rationalise operating costs in Italy and a positive

foreign exchange effect.

eBItDA for the Finance business was eur 29 million and

reflected both the contribution of DeA Capital’s activities

and the receipt of a cash dividend of eur 8 million from

Assicurazioni Generali (eur 17 million in 2011); the eur -27

million overall decrease on 2011 was due to the absence of

income from the distributions received by Kenan Investments

in 2011, partly in relation to the placement of Migros shares

(eur +28 million in 2011).

eBItDA from Holding company activities was eur 70

million, up eur 101 million on 2011. the change mainly

reflects higher dividends from the sub-holding companies

(eur 73 million compared with zero in 2011, but eliminated

at consolidated level), as well as the proceeds in 2012 from

the closing of the relative performance swap on shares of

Assicurazioni Generali (eur 29 million).

ORDINARY EBITthe group’s ordinary eBIt for the year ending December

31, 2012 was eur 624 million, after taking into account

depreciation/amortisation and other ordinary non-cash

items totalling eur 533 million and losses from investments

valued at equity totalling eur 11 million.

the improvement seen in orDInArY eBIt in 2012 compared

with 2011 (EUR +68 million), is chiefly due to the improvement

in eBItDA and lower net losses on shareholdings valued at

equity, partly offset by higher amortisation and depreciation

charges and other non-cash items.

ORDINARY EBIT

Million Euro 2012 2011 Change

EBITDA 1,168 1,124 44

Deprec., amort. and other non-cash items (533) (518) (15)

Income (loss) from equity investments (11) (50) 39

ORDINARY EBIT 624 556 68

Amortisation, depreciation and other ordinary non-cash

items break down as follows:

• EUR 271 million relating to amortisation and write-downs

of intangible assets (eur 269 million in 2011)

• EUR 262 million relating to amortisation and write-downs

of tangible assets (eur 249 million in 2011).

In 2012, the Group reported a loss of eur 11 million from

shareholdings valued at equity, compared with a loss of

EUR 50 million in 2011; both figures are broadly due to the

results of Santé, the parent Company of GDS and investee

company of DeA Capital S.p.A. (a loss of eur 11 million in

2012 versus a loss of eur 51 million in 2011).

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AnnuAl report 2012

Net profit/(loss)the table below shows the relationship between orDInArY

eBIt and consolidated net loss:

Net result

Million Euro 2012 2011 Change

ORDINARY EBIT 624 556 68

Financial income/(charges) (181) (184) 3

ORDINARY EBT (A) 443 372 71

Impairment on Assicurazioni Generali - (98) 98

other impairments (121) (99) (22)

other non recurring income/(charges) (46) (17) (29)

NON ORDINARY EBT (B) (167) (214) 47

EBT (A+B) 276 158 118

Income taxes (124) (65) (59)

net result from discontinued operations (10) (7) (3)

Net consolidated result 142 86 56

o/w:

Net result pertaining to minorities 110 84 26

Net Group result 32 2 30

ORDINARY EBT for 2012 showed a positive figure of EUR 443

million, compared with a positive figure of EUR 372 million in

2011, after taking into account net financial income of EUR

-180 million (largely unchanged compared with 2011).

A breakdown of the net financial income figure for 2012

(compared with the corresponding values for 2011) is as

follows:

• EUR -10 million relating to the Publishing business (EUR

-12 million in 2011)

• EUR -22 million relating to the Media & Communication

business (eur -21 million in 2011)

• EUR -154 million relating to the Gaming & Services

business (eur -157 million in 2011)

• EUR +5 million relating to holding company activities

(eur +6 million in 2011).

non-ordinary charges of eur 167 million in 2012 (versus eur

-214 million in 2011) were included in the non orDInArY

EBT figure. Note in particular the following items recorded

in 2012:

• Impairment of eur 121 million, including eur 78 million

relating to Media & Communication, eur 9 million

relating to Sigla luxembourg and eur 32 million relating

to financial assets/investments

• Other one-off income/(charges) of eur 46 million,

including eur 25 million for provisions of costs related

to share-based incentive plans in the holding company

structure.

the tax burden for 2012 was eur 124 million (compared

with eur 65 million in 2011).

“net loss from discontinued operations” was eur 10 million

in 2012 (compared with a loss of eur 7 million in 2011),

reflecting the contribution of UTET, the Centre Européen de

Formation (CeF) and some companies/business units that

formed part of Grupo planeta-De Agostini.

In 2012, “Net profit attributable to minorities” came to EUR

110 million, mainly reflecting:

• EUR -12 million relating to the pro-rated portion of the

net profit/(loss) of the Zodiak Media Group, previously

recorded at the consolidated level of the De Agostini

S.p.A. Group (previously B&D Holding di Marco Drago e

C. S.a.p.a.)

• EUR +127 million relating to the pro-rated portion of the

net profit/(loss) of the Lottomatica Group, including the

portion relating to lotterie nazionali, the holder of the

scratch cards concession

• EUR -5 million relating to the pro-rated portion of the

net profit/(loss) of the DeA Capital Group, previously

recorded at the consolidated level of the De Agostini

S.p.A. Group (previously B&D Holding di Marco Drago e

C. S.a.p.a.).

“Net profit attributable to the Group” came in at approximately

eur 32 million in 2012.

Page 10: De Agostini estratto 2012 eng

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AnnuAl report 2012

3.4 Balance sheet

the table below shows a summary of the Group’s key

balance sheet figures:

Million Euro 31.12.2012 31.12.2011 Change

Goodwill 3,891 3,982 (91)

other intangible assets 1,518 1,715 (197)

tangible assets 1,077 1,129 (52)

Investments 1,510 1,509 1

Cash and cash equivalents 792 567 225

other net assets 120 137 (17)

Total 8,908 9,039 (131)

Covered by:

Liabilities 4,830 4,900 (70)

Net Equity 4,078 4,139 (61)

GoodwillAt December 31, 2012, goodwill was eur 3,891 million

(eur 3,982 million at December 31, 2011), broken down

as follows:

• EUR 37 million attributable to the Publishing business (in

line with 2011), of which eur 34 million relates to School

texts, eur 1 million (after discounting an impairment of

approximately eur 2 million in 2012) to edizioni White

Star, control of which was acquired in 2011, and eur 1

million to Mutado, control of which was acquired in 2012.

• EUR 468 million relating to the Media & Communication

business (eur 513 million at December 31, 2011),

attributable to acquisitions in content production. the

change by comparison with December 31, 2011 reflects

foreign currency translation differences (eur +11

million), particularly on the goodwill of Zodiak television

and rDF Media, as well as impairment during the year

totalling eur 54 million.

• EUR 3,208 million relating to the Gaming & Services

business (eur 3,252 million at December 31, 2011), of

which eur 2,193 million relates to GteCH lotteries (eur

2,237 million at December 31, 2011) and eur 780 million

to Italian operations (eur 781 million at December 31,

2011); the overall decrease of eur 44 million compared

with December 31, 2011 is mainly attributable to foreign

currency translation differences on goodwill (eur -43

million).

3.3 Statement of Performance – IAS 1

A summary version of the Comprehensive Income or

the Statement of performance - IAS 1, is shown below.

It reports the net income for the year, including the

portion posted to the income statement and directly to

shareholders’ equity:

Statement of Performance - IAS 1

Million Euro 2012 2011

Net consolidated result (A) 142 86

Profits/(losses) relating to available-for-sale financial assets 180 (37)

Profits/(losses) on translating foreign operations (44) 94

Profits/(losses) on cash-flow hedge (15) (5)

Profits/(losses) on investments valued at equity 2 1

tax effect 5 -

Other comprehensive income/(loss) (B) 128 53

Total Comprehensive income/(loss) (A+B) 270 139

Of which:

Net profit/(loss) pertaining to minorities 120 113

Net Group profit/(loss) 150 26

The item “Profits/(losses) relating to available-for-sale

financial assets” posted a positive balance of EUR 180 million

in 2012, attributable to a positive fair value adjustment of

eur 97 million to the investment in Kenan Investments and

of eur 80 million to the investment in Assicurazioni Generali.

The item “Profits/(losses) on exchange rate differences”

largely reflects the effects of the translation into euro of

the financial statements of the Group’s companies that are

prepared in different currencies.

In summary, “Comprehensive income attributable to the

Group” came in at approximately eur 150 million in 2012,

up by 124 million compared to 2011.

Page 11: De Agostini estratto 2012 eng

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AnnuAl report 2012

• EUR 178 million relating to the Finance business (EUR

180 million at December 31, 2011), mainly in respect

of IdeA FIMIt (eur 146 million at December 31, 2012,

unchanged compared with December 31, 2011).

Other intangible assetsthe item “other intangible assets” includes intellectual

property rights, concessions, licences and trademarks as

well as other intangibles.

At December 31, 2012, “other intangible assets” totalled

eur 1,518 million (eur 1,715 million at December 31,

2011), comprising:

• EUR 40 million relating to the Publishing business (EUR

37 million at December 31, 2011)

• EUR 38 million relating to the Media & Communication

business (eur 57 million at December 31, 2011), the

main component of which was tV and cinema rights

• EUR 1,334 million relating to the Gaming & Services

business (eur 1,501 million December 31, 2011),

primarily for customer agreements, concessions, licences

and capitalised software

• EUR 106 million relating to the Finance business (EUR 120

million at December 31, 2011), chiefly due to customer

contracts for asset management, project management

and agency agreements relating to DeA Capital.

Amortisation and write-downs for the period stood at eur

271 million.

Tangible assetsAt December 31, 2012, tangible assets totalled eur 1,077

million (eur 1,129 million at December 31, 2011), which

break down as follows:

• real estate totalling EUR 76 million (EUR 87 million at

December 31, 2011)

• other tangible assets of EUR 1,001 million (EUR 1,042

million at December 31, 2011).

the item “real estate” (eur 76 million) comprises:

• EUR 25 million relating to the Publishing business (EUR

32 million at December 31, 2011)

• EUR 3 million relating to the Media & Communication

business (eur 4 million at December 31, 2011)

• EUR 46 million relating to the Gaming & Services business

(eur 51 million at December 31, 2011)

• EUR 2 million relating to Finance (zero at December 31,

2011).

Depreciation and write-downs for the period stood at eur

11 million.

the item “Other tangible assets”, totalling eur 1,001

million, comprises:

• EUR 10 million relating to the Publishing business (EUR

11 million at December 31, 2011)

• EUR 8 million relating to the Media & Communication

business (eur 8 million at December 31, 2011)

• EUR 974 million relating to the Gaming & Services

business (eur 1,013 million at December 31, 2011),

mainly for terminals and systems

• EUR 1 million relating to the Finance business (EUR 1

million at December 31, 2011)

• EUR 8 million relating to holding company activities (EUR

9 million at December 31, 2011).

Depreciation and write-downs for the period stood at eur

250 million.

InvestmentsAt December 31, 2012, the Group’s investments totalled eur

1,510 million, in line with the figure of EUR 1,509 million at

end-2011. the table below shows a breakdown of this item:

Investments

Million Euro 31.12.2012 31.12.2011 Change

Investment properties 27 28 (1)

Shareholdings valued at equity 272 291 (19)

loans and receivables 42 132 (90)

Available-for-sale financial assets 1,133 1,025 108

Financial assets at fair value through profit and loss 36 33 3

Group Total 1,510 1,509 1

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At December 31, 2012, “Investment property” totalled

eur 27 million, of which eur 10 million is attributable

to De Agostini S.p.A. and eur 17 million to nova

Immobiliare. Depreciation of eur 1 million was charged

for the period.

”Investments valued at equity” chiefly include Santé at

eur 226 million (eur 235 million at December 31, 2011)

and Sigla luxembourg at eur 12 million (eur 22 million

at December 31, 2011), both of which are included in the

scope of consolidation of DeA Capital, and Inmuratori at

eur 4 million (eur 7 million at December 31, 2011) in

relation to holding company activities.

“loans and receivables” totalled eur 42 million, mainly relating

to the quasi-equity loan granted to Santé, the sole shareholder

of SDe, as part of the strengthening of the corporate chain

of command, as previously described – of eur 26 million

(replacing the mezzanine bond of eur 25 million at December

31, 2011, issued by SDe, the vehicle company acquiring GDS).

At December 31, 2012, “Available-for-sale financial assets”

totalled eur 1,133 million, compared with eur 1,025 million at

December 31, 2011. these mainly include equity investments

not held for trading, shares in mutual investment funds, bonds

and government securities. A breakdown of “Available-for-sale

financial assets” by business area is shown in the table below.

Available-for-sale financial assets

Million Euro 31.12.2012 % 31.12.2011 % Change

publishing 1 0.1% - - 1

Media & Communication 2 0.2% 2 0.2% -

Games and services 6 0.5% 5 0.5% 1

Finance 981 86.6% 819 79.9% 162

Holding companies 143 12.6% 199 19.4% (56)

Consolidation adjustments/eliminations - - - - -

Group Total 1,133 100% 1,025 100% 108

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AnnuAl report 2012

the largest asset relates to the investment in Assicurazioni

Generali, recorded at a value of eur 484 million, an amount

equivalent to the closing price on December 31, 2011 (eur

13.74 per share).

“Available-for-sale financial assets” also includes investments

in funds (eur 179 million, of which eur 172 million is held

through the Finance business and eur 7 million through

holding company activities, compared with eur 238 million

at December 31, 2011) and other equity investments/assets

(eur 470 million, of which eur 325 million relates to the

Finance business and eur 136 million to holding company

activities, compared with eur 346 million at December 31,

2011).

the decrease in funds of eur -59 million in total is mainly

due to distributions/reimbursements in the period totalling

eur 46 million (particularly by IDeA I FoF and Alkimis,

totalling eur 14 million and eur 20 million respectively) and

to the deconsolidation of B&D Finance (36 million), offset by

subscriptions in the period of eur 30 million (particularly to

IDeA I FoF and ICF II, totalling eur 17 million and eur 9

million respectively).

the eur 124 million increase in “other equity investments/

assets” is largely due to:

• EUR +97 million relating to Kenan Investments (EUR

224 million at December 31, 2012, compared with eur

127 million at December 31, 2011, taking account of the

positive change in fair value of eur 97 million)

• EUR +24 million relating to shares of UniCredit acquired

in January 2012.

At December 31, 2012, “Financial assets at fair value

through profit or loss” totalled EUR 36 million (EUR 33

million at December 31, 2011); this breaks down into

eur 18 million relating to holding company activities (eur

15 million at December 31, 2011), eur 17 million to the

Gaming & Services business (unchanged compared with

December 31, 2011) and eur 1 million to the publishing

business (unchanged compared with December 31, 2011).

Other net current assetsAt December 31, 2012, “other net current assets” totalled eur

120 million (eur 137 million at December 31, 2011). the table

below shows the items included in this balance, compared with

the corresponding values at the end of 2011.

Other net assets

Million Euro 31.12.2012 31.12.2011 Change

trade receivables/payables: net balance (154) (7) (147)

net balance of non current assets/(liabilities) or of discontinued operations held for sale 11 - 11

net balance of assets/(liabilities) relating to joint ventures 339 360 (21)

net balance ot tax assets/(liabilities) (128) (187) 59

net balance of other assets/(liabilities) 237 138 99

provisions (185) (167) (18)

Group Total 120 137 (17)

the balance of “trade receivables and payables” comprises

trade receivables of eur 1,113 million (eur 1,068 million

at December 31, 2011) and trade payables of eur 1,267

million (eur 1,075 million at December 31, 2011).

At December 31, 2012, the item “Held-for-sale assets/

liabilities” was eur 11 million (compared with zero at

December 31, 2011), and comprised held-for-sale assets

of eur 17 million (eur 5 million relating to utet and eur

12 million relating to points of sale and barcode readers of

the Games & Services business), as well as held-for-sale

liabilities of eur 6 million, entirely relating to utet.

“Assets/liabilities relating to joint ventures” chiefly comprise

Grupo planeta-De Agostini and ‘M-Dis’ Distribuzione Media.

At December 31, 2012, assets relating to joint ventures

totalled eur 787 million (eur 756 million at December

31, 2011), while liabilities were eur 448 million (eur 396

million at December 31, 2011).

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AnnuAl report 2012

the balance of the item “tax assets and liabilities” includes

deferred tax assets of eur 73 million (eur 68 million at

December 31, 2011) and deferred tax liabilities of eur 182

million (eur 207 million at December 31, 2011).

the net balance of “other assets/liabilities” includes

other assets totalling eur 648 million (eur 538 million at

December 31, 2011), of which eur 357 million relates to

inventories (eur 330 million at December 31, 2011), and

other liabilities totalling eur 411 million (eur 400 million

at December 31, 2011).

At December 31, 2012, “provisions” of eur 185 million

(eur 167 million at December 31, 2011), mainly related

to employment severance indemnity (eur 20 million; eur

21 million at December 31, 2011), other employee benefits

(eur 25 million; eur 20 million at December 31, 2011),

the agent severance fund (eur 5 million; eur 6 million at

December 31, 2011) and provisions for risks and charges,

including those for investee companies (eur 132 million;

eur 117 million at December 31, 2011).

Shareholders’ equityAt December 31, 2012, consolidated shareholders’ equity

(Group and minority interests) totalled eur 4,078 million

(versus eur 4,139 million at end-2011); shareholders’

equity attributable to the Group was eur 2,443 million,

while minority interests accounted for eur 2,501 million.

the change in “Shareholders’ equity: Group” in 2012

reflected the following:

• net profit of EUR 32 million for 2012

• dividend distributions of EUR 15 million

• the fair value increase in available-for-sale assets of EUR

151 million

• deconsolidation of B&D Finance EUR -219 million

• other decreases of EUR -7 million.

Net Financial Position (NFP)The table below shows the Group’s net financial position

broken down by business area:

Net financial position

Million Euro 31.12.2012 31.12.2011 Change

publishing (147) (157) 10

Media & Communication (690) (696) 6

Games and services (2,523) (2,726) 203

Finance (122) (102) (20)

Holding companies (642) (615) (27)

Group total (4,124) (4,296) 172

For more details on the changes in the net financial position

relating to Business Activities - the publishing, Media &

Communication and Gaming & Services businesses - please

see the section of the report on operations entitled “primary

and secondary reporting formats”.

the nFp for the Finance business reflects the figures

recorded by DeA Capital, which had an nFp of eur -124

million at December 31, 2012 (compared with eur -102

million at December 31, 2011), as well as those for IDeA

oF I and for IDeA oF I, consolidated on a line-by-line basis

taking into account the minority shareholding held. the

change in nFp for the Finance business in 2012 was mainly

due to the disbursement for the DeA Capital share buyback

plan (eur 8 million) and the disbursement for payment of

dividends to minority shareholders (eur 6 million), as well

as operating cash flow, including investments in funds.

Holding company activities recorded a negative net

financial position of EUR -642 million at December 31, 2012,

including payables to banks of eur 1,112 million, its portion

of the payable relating to the bond issued by De Agostini

S.p.A. (previously B&D Holding di Marco Drago e C. S.a.p.a.)

(eur 78 million), loans to the Media & Communications

business totalling eur 354 million, cash and cash equivalents

of eur 214 million, and other assets and liabilities (including

the mark-to-market of equity derivatives on lottomatica

shares) totalling eur -20 million. At December 31, 2012 the

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AnnuAl report 2012

net financial position was improved by EUR 116 million

on the negative balance at end-2011, attributable to the

combined effect of the following factors:

• dividend receipts of EUR 90 million

• positive effect of the closing of the relative performance

swap on shares of Assicurazioni Generali, for eur 29

million

• structure costs and financial/other charges, including on

investments, for eur 3 million in total.

* * *

As mentioned earlier, the net financial position is calculated

using the figures reported in the financial statements, and

is the difference between: a) cash and cash equivalents,

loans, receivables and certain available-for-sale financial

assets or assets at fair value through profit and loss; and

b) financial liabilities.

the reconciliation statement below shows the key

figures in the consolidated balance sheet at December 31,

2012 and the amounts included in net debt.

Million EuroCarrying value at

31.12.2012 o/w NFP

INVESTMENTS - NON CURRENT ASSETS 1,139 18

Available-for-sale financial assets 1,127 6

Financial assets at fair value through profit and loss 12 12

LOANS AND RECEIVABLES - NON CURRENT ASSETS 34 34

INVESTMENTS - CURRENT ASSETS 30 30

Available-for-sale financial assets 6 6

Financial assets at fair value through profit and loss 24 24

LOANS AND RECEIVABLES - CURRENT ASSETS 8 8

CASH AND CASH EQUIVALENTS 792 792

NON-CURRENT FINANCIAL LIABILITIES (4,056) (4,056)

CURRENT FINANCIAL LIABILITIES (774) (774)

Net financial position - Group Total (excl. Joint ventures) (2,827) (3,948)

Consolidated net financial position of the Planeta-DeA Group JV (176)

Consolidated net financial position of the M-Dis Group JV -

Net financial position - Group Total (incl. Joint ventures) (4,124)