THE EGMONT FOUNDATION Annual Report 2011 CVR No.: 11456111
The Egmont Foundation Vognmagergade 11 1148 Copenhagen K Telephone: +45 3330 5550 Fax: +45 3332 4508 www.egmont.dk egmont@egmont.com Registered office: Copenhagen
Contents Management’s Review............................................................................................................................... 4 - Consolidated Financial Highlights........................................................................................................ 4 - Profit Improvement in 2011................................................................................................................ 5 - Egmont Magazines............................................................................................................................. 6 - Egmont Kids Media ............................................................................................................................ 8 - Egmont Books.................................................................................................................................... 10 - Egmont Nordisk Film........................................................................................................................... 11 - TV 2, Norway...................................................................................................................................... 13 - The Charitable Activities..................................................................................................................... 15 - Profit for the Egmont Foundation........................................................................................................ 17 - Organisation...................................................................................................................................... 17 - Corporate Governance....................................................................................................................... 17 - Corporate Social Responsibility........................................................................................................... 17 - Special Risks....................................................................................................................................... 18 - Outlook for 2012................................................................................................................................ 18 - Subsequent events............................................................................................................................. 18 Statement by the Board of Trustees and Management Board...................................................................... 19 Independent Auditor’s Report.................................................................................................................... 20 Income Statement of the Group................................................................................................................. 22 Statement of Comprehensive Income of the Group.................................................................................... 23 Balance Sheet of the Group........................................................................................................................ 24 Cash Flow Statement of the Group............................................................................................................. 26 Statement of Changes in Equity of the Group............................................................................................. 27 List of Notes to the Consolidated Financial Statements................................................................................ 31 Notes to the Consolidated Financial Statements......................................................................................... 32 Income Statement of the Egmont Foundation............................................................................................ 76 Balance Sheet of the Egmont Foundation................................................................................................... 77 Notes of the Egmont Foundation................................................................................................................ 78 The Board of Trustees and Management Board…....................................................................................... 81
Management’s review CONSOLIDATED FINANCIAL HIGHLIGHTS 2011 2010 2009
2008 (FSA)
2007 (FSA)
Key figures (EUR million) Revenue Profit before net financials, depreciation, amortisation and impairment losses (EBITDA) Operating profit (EBIT) Profit/(loss) on net financials
1,386.3
1,423.1
1,443.1
1,564.8
1,492.0
150.4
166.2
152.5
100.4
120.4
87.5
82.4
65.6
20.6
68.8
6.2
(7.0)
(1.6)
(5.6)
(3.9)
- of which profit/(loss) from investments in associates
8.3 (3.7) (8.8) (5.6) (3.7)
- of which financial income and expenses, net
(2.1)
(3.3)
7.2
0.0
(0.2)
Profit before tax (EBT)
93.7
75.3
64.0
15.1
64.9
Net profit for the year
73.6
49.6
66.2
2.6
52.0
1,294.8
1,267.0
1,192.4
1,111.9
1,122.6
Investments in intangible assets
43.6
41.6
40.6
57.7
7.9
Investments in property, plant and equipment
18.8
23.3
19.6
27.5
38.1
Net interest-bearing debt/(net balance)
(104.7)
(76.7)
31.2
145.2
49.0
Equity
505.9
461.1
421.5
382.1
435.7
Cash generated from operations
107.4
196.9
178.3
84.6
118.7
Balance sheet total
Financial ratios ( %) Operating margin
6.3
5.8
4.5
1.3
4.6
Equity ratio
39.1
36.4
35.4
34.4
38.8
Return on equity
15.2
11.0
16.2
0.2
13.0
4,161
4,312
4,754
5,134
4,399
Average number of employees
The key figures and financial ratios for 2011, 2010 and 2009 have been prepared in accordance with the International Financial Reporting Standards (IFRS), as adopted by the EU. The key figures and financial ratios for 2008 and 2007 have not been adapted to IFRS and have been prepared in accordance with the Danish Financial Statements Act (FSA). The financial ratios have been calculated in accordance with the Danish Society of Financial Analysts’ ‘Recommendations and Financial Ratios 2010’. Please see the definitions and terms used in the accounting policies.
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Management’s review
Egmont is a leading media group in the Nordic region. Our media world spans magazines, books, films, cinemas, interactive games and TV. Egmont publishes media in more than 30 countries and has 6,400 dedicated employees. Our vision is to be the most attractive media group for our employees and business partners as well as consumers. Egmont is a commercial foundation that donates a portionof its profits to help improve the lives of vulnerable children and young people. PROFIT IMPROVEMENT IN 2011 Revenue Egmont’s total revenue in 2011 amounted to EUR 1,386.3 million, 2.6 % lower than in 2010. Magazines and TV 2 generated higher advertising revenue, and TV 2 boosted income generated from distributors and user-paid services. The Nordisk Film distribution business experienced a decrease after a solid year in 2010. The divestment of book clubs and the music business contributed to lower revenue. 83 % of Egmont’s revenue is generated in the Nordic region. Earnings The profit before net financials, depreciation, amortisation and impairment losses (EBITDA) amounted to EUR 150.4 million in 2011, equivalent to a 10.8 % EBITDA margin. EBITDA was reduced by EUR 15.8 million compared with the previous year, primarily as a result of a lower activity level at Nordisk Film. Operating profit (EBIT) rose to EUR 87.5 million in 2011 compared with EUR 82.4 million in 2010. Magazines, Kids Media and TV 2 improved their performance, while Books and Nordisk Film recorded lower earnings than in 2010. The lower earnings in Books are primarily attributable to the adjustment of the Danish book business, while the lower level of activity in the distributionbusiness caused the earnings drop for Nordisk Film.
Net financials (excl. profit/(loss) from investments in associates) amounted to EUR (2.1) million against EUR (3.3) million in 2010. The Group recorded a pre-tax profit of EUR 93.7 million in 2011, against EUR 75.3 million in 2010, corresponding to a 24 % increase. This is Egmont’s best pre-tax profit ever. Tax on net profit for the year was EUR 20.1 million, equivalent to a tax rate of 21.4 %. The net profit for 2011 was EUR 73.6 million against EUR 49.6 million the year before. Balance sheet The balance sheet total increased by EUR 27.8 million to EUR 1,294.8 million. The Group’s net balance in the form of cash, cash equivalents and securities after the deduction of net interest-bearing debt rose from EUR 76.7 million in 2010 to EUR 104.7 million in 2011. The improvement results from the positive operating profit. Egmont’s equity at end-2011 amounted to EUR 505.9 million, an increase of EUR 44.8 million compared with 2010. Return on equity was 15.2 % compared with 11.0 % the year before. The equity ratio at end-2011 was 39.1 %, compared with 36.4 % in 2010. Cash generated from operations was EUR 107.4 million, down from EUR 196.9 million in 2010. The decline is due to the reduction in cash generated from working capital, provisions and increases in prepayments. CHANGES IN ACCOUNTING POLICIES In 2011 Egmont decided to present its consolidated financial statements according to the International Financial Reporting Standards (IFRS). The transition date was 1 January 2009. The effect of the transition to IFRS is explained in note 28 to the consolidated financial statements.
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Egmont Magazines Revenue 2011: EUR 296 million (2010: EUR 284 million) Operating profit 2011: EUR 33 million (2010: EUR 25 million) Employees 2011: 1,044 (2010: 1,026)
With more than 100 titles in Denmark, Norway, Sweden and Finland, Egmont Magazines is among the Scandinavian market’s largest publishers of weeklies and magazines. Catering primarily for the consumer market, the magazines provide a vehicle for advertisers to reach attractive target groups. Egmont Magazines’ product portfolio includes family magazines, women’s and men’s magazines, illustrated weeklies, a broad selection of monthly and special interest magazines as well as a number of digital services and activities related to the division’s most popular brands. Egmont Magazines generated revenue of EUR 296 million in 2011, an increase of 4.2 % over the previous year. This improvement can be partly ascribed to an upturn in advertising income. Despite the economic recession during the second half of the year, advertising income from both print and digital publications rose in Denmark, Sweden and Norway. As a result, Egmont Magazines reinforced its market position in 2011. Operating profit increased, amounting to EUR 33 million in 2011, against EUR 25 million in 2010. The increase in earnings can chiefly be attributed to improvements in the Swedish business. Lastly, the various efficiency-enhancing initiatives implemented had a positive impact. However, the continuing decline in sale to non-subscribers of weeklies is having the reverse
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effect, although Sweden is faring somewhat better than Denmark and Norway. The division’s overall share of the magazine market increased in 2011. Investments in digital activities were stepped up in 2011, and the division’s digital revenue increased more than the rest of the market. Furthermore various minor acquisitions were implemented to further strengthen digital activities. FAMILY MAGAZINES Egmont’s family magazines in Scandinavia – Hjemmet, Hemmets Journal, Norsk Ukeblad, Hendes Verden and Familien – had a total weekly circulation of 718,000, a decrease of 3.6 %. Despite this continued decline, family magazines remain a highly attractive part of the magazine portfolio. They have consistently generated earnings throughout the financial recession and are among the market bestsellers. In Norway Hjemmet, which celebrated its centenary in 2011, is a clear contender for the title of biggest weekly family magazine. In Sweden Hemmets Journal celebrated 90 years of publication. WOMEN’S MAGAZINES With its attractive advertising potential, the women’s magazine market remains highly competitive. Egmont Magazines commands a leading position in Denmark with ALT for damerne, the most powerful advertising medium in the Danish market for magazines and weeklies, and Eurowoman, the leading advertising medium in the women’s monthly magazine market. In Norway
stable growth in circulation enabled Camille to consolidate its position as Norway’s largest women’s magazine. Furthermore, in 2011 ALT for damerne was launched in Norway, where it is vying with other women’s magazine titles for market shares in a segment under intense pressure. MEN’S MAGAZINES Egmont Magazines commands a strong position in the market for men’s magazines. In Denmark, Euroman’s advertising sales have climbed steeply, and the magazine is now regularly published for iPad. In Norway Vi Menn is clearly the largest magazine for men, supplemented by the publication of Mann. Egmont Magazines has also acquired the rights to ALFA. In Sweden Egmont Magazines’ fashion magazine King has similarly boosted advertising sales and increased its circulation figures.
Rum both improved their performances despite keener competition. In 2010 Blossom was launched in Sweden, where weak sales prompted its closure in 2011. Living in Norway and Sirene in Denmark suffered the same fate. INTERACTIVE MEDIA Egmont Magazines continuously invests in digital media, both throughout the division and in each of the countries. Various digital platforms reinforce the division’s brands, and the digital channel is a key vehicle for subscription sales. The division also operates an array of websites, including the klikk.no portal in Norway, which once again generated strong traffic growth in 2011 and now ranks as Norway’s 15th largest internet universe. In 2011 Egmont Magazines also rolled out three new websites in Denmark, Norway and Sweden under the Hjemmet/Hemmets Journal brand. The venture is Egmont Magazines’ first joint Nordic digital project.
ILLUSTRATED WEEKLIES In Denmark and Norway Egmont Magazines leads the market in the segment for lower-priced illustrated weeklies, publishing HER&NU and Her & Nå, respectively. The total weekly circulation is 199,000 copies. In Denmark, HER&NU’s editorial makeover has put the magazine in better stead than the rest of the market. SPECIAL INTEREST MAGAZINES With more than 80 titles, Egmont Magazines commands a solid position in the Nordic market for special interest magazines and leads several country markets in the house-and-home, motor, boating, parenting, leisure, travel, health and hobby segments. In Norway Egmont Magazines, which now publishes five magazines in the house-and-home segment, bolstered its position in this market. The newest title, BoligDrøm, has gained a solid foothold in the market. In Denmark Gastro and
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Egmont Kids Media Revenue 2011: EUR 395 million (2010: EUR 415 million) Operating profit 2011: EUR 25 million (2010: EUR 21 million) Employees 2011: 1,237 (2010: 1,248)
Egmont Kids Media is a leading provider of early reading experiences for children in 30 countries the world over. The division creates and sells magazines, books, digital media, games and merchandise for children and young people. In 2011 the division generated revenue of EUR 395 million, EUR 20 million less than the previous year. The European crisis hit the Central and Eastern European markets, lowering consumers’ incentive to buy. However, many companies in the division made adjustments and successfully launched new products, thus enabling them to compensate for the toughening conditions in many markets. The division thus recorded an operating profit of EUR 25 million, an improvement of EUR 4 million on the 2010 profit. The profit includes non-recurring costs related to personnel adjustments and impairment losses. Egmont Kids Media’s strategy is to revitalise its core business and strengthen market positions through effective portfolio management and new title launches. The division is also focusing on making the transition from print-only publisher to multiplatform publisher by investing in digital initiatives like e-publications, learn-and-play apps, edutainment platforms for pre-schoolers and e-commerce. NORDIC REGION Building on the good results achieved in 2010, the companies in the Nordic region exceeded financial expectations. In 2011 the Nordic organisation was consolidated under a single management body, a move that paves the
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way for developing a more effective publishing house that can benefit from business synergies while retaining local expertise in editorial material, marketing and distribution. Norway and Sweden enjoyed resounding success with the publication of a book series containing the collected works of Donald Duck illustrator, Don Rosa. Other successful launches in the region included a Lego magazine and new editions of the local Julia/Olivia and Goal brands repackaged for younger children. Numerous activities celebrating the 60th anniversary of the Petzi brand also attracted massive consumer interest. CENTRAL AND EASTERN EUROPE All Egmont Kids Media’s activities in Central and Eastern Europe were integrated under a single management structure. The division consolidated its key partnerships with licence holders by acquiring rights to Disney’s Marvel universe as well as new rights from Hasbro (Transformers) and Cartoon Network (Generator Rex) and by extending an agreement regarding the popular Hello Kitty brand. A new partnership secured the rights to the Maya the Bee brand in the region. Finally, Egmont Kids Media continued to develop its strong portfolio of fiction titles for children and young people, riding the wave of good results recorded in Turkey and Bulgaria. GERMAN-SPEAKING COUNTRIES Egmont Ehapa maintained its market-leading position in the region by focusing strongly on its core business: the Mickey Mouse and Wendy magazines, which avoided
the general market decline in circulation, like the Disney Pocket Books, which recorded a 10 % sales increase. The launch of 20 new titles and a 45 % increase in internet sales also contributed to the favourable results. The German company VGS re-profiled its publication portfolio, which resulted in a new imprint for young people, INK, and the closure of a non-fiction label. With 1.6 million books sold, the publisher Lyx soared to a number two ranking in its genre and added a new sub-category focusing on crime fiction. ENGLISH-SPEAKING COUNTRIES In the UK Egmont Kids Media renewed a number of major licences, including the rights to Thomas the Tank Engine, and launched an all-new music magazine for teenagers, We Love Pop, with great success. Egmont USA continued to grow in its second publishing year, and one of Egmont’s local authors, Walter Dean Myers, received the prestigious title of US National Ambassador for Young People’s Literature. Despite the closure of The Red Group, Australia’s largest bookstore chain, Hardie Grant Egmont recorded growth rates driven in part by such hit new series as Billie B Brown. Finally, the bestselling cartoon series Tintin and the popular novel War Horse enjoyed an upsurge in interest following the 2011 premieres of Steven Spielberg blockbusters based on these brands.
publications. The successful publication of an array of children’s bestsellers by well-known local authors helped to reinforce the company’s second-place market position in an increasingly competitive market. The worst floods in Thailand for 50 years brought all business in the region to a standstill in the fourth quarter of 2011, which affected the results for the year recorded by the Egmont Kids Media joint venture with The Nation Group. DIGITAL MEDIA In 2011 Egmont Kids Media established a new digital organisation and strategy. Combining stories, games and film in a successful entertainment platform for pre-school children and their parents, the Nordic online universe of Petzi’s World has ranked number one on the iTunes Nordic children’s list every weekend since its introduction in April 2011. The division also invested in a 24.42 % stake of the edutainment universe abcity.dk, where children can learn the alphabet and improve their reading skills. The Nordic Donald Duck magazine went online in an app version, and in Eastern Europe the edutainment portal Pluszaki for pre-schoolers was launched in the fourth quarter of 2011.
ASIA Egmont Kids Media continued its good performance in China in 2011 despite a tough macro-economic climate. A number of factors underpinned the revenue increase from Children’s Fun Publishing: the company recorded healthy results in the book business and rising numbers of magazine subscribers; it added new science, education and parenting categories to the book range; and it embraced new media platforms, including digital
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Egmont Books Revenue 2011: EUR 146 million (2010: EUR 156 million) Operating profit 2011: EUR 0 million (2010: EUR 3 million) Employees 2011: 503 (2010: 512)
Egmont Books develops and produces literary fiction, non-fiction, children’s books, audio books, e-books and educational media that entertain readers and give them insight and knowledge. Egmont Books comprises Norway’s leading book publishing house Cappelen Damm and the Danish publisher Lindhardt og Ringhof. Egmont’s non-Scandinavian book publishing activities are part of Egmont Kids Media. CAPPELEN DAMM Cappelen Damm is Norway’s largest book publisher with activities spanning general literature, education, book clubs, e-commerce, the bookstore chain Tanum, which has 17 book dealers in the Oslo area, and the distribution business Sentraldistribusjon. The publishing house is coowned equally by Egmont and Bonnier. Cappelen Damm consolidated its market position in 2011 and is a clear leader in the market for general literature – children’s books, literary fiction, non-fiction and documentaries. Cappelen Damm is also a market leader in the market for books for upper secondary schools and commands a strong second position in books for primary and lower secondary schools. Cappelen Damm delivered its best-ever performance in 2011, reflecting ongoing improvement despite the drop in revenue due to the decline in the primary and lower secondary school market as a whole and a weaker bookclub market. Several publications attracted great interest in 2011. Cappelen Damm’s authors won three of a possible five Brage awards at the annual awards ceremony in November. The Norwegian flagship and café bookstore, Tanum Karl Johan in Oslo, re-opened in September after extensive renovation. In early 2012 Cappelen Damm acquired educational materials and textbook publisher Høyskoleforlaget in Kristiansand.
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The acquisition was part of a strategic plan to strengthen the company’s market position in academic literature. LINDHARDT OG RINGHOF The division’s Danish activities are concentratedin Denmark’s second-largest publisher, Lindhardt og Ringhof, which includes its subsidiaries Alinea, Akademisk Forlag, L&R Business and Carlsen. A change in company management was effected in April 2011. In addition, employee numbers were reduced and the book clubs sold to Gyldendal. A wide range of adjustments costs were also conducted. As a consequence, the financial results are unsatisfactory. Despite the radical changes, Lindhardt og Ringhof has not only retained its most important authors, but also attracted big names such as Johannes Møllehave, who is making a comeback. The company enhanced its literary fiction profile, while the non-fiction department further cemented its lead in cookbooks, lifestyle, history, society and culture. The publishing house established a digital editorial department and now offers a selection of over 1,000 e-books for sale, available on iBooks. The ‘e-book of the month’ concept launched in association with SAXO. com has been a success. During the year Lindhardt og Ringhof published approximately 580 new titles. The bestsellers included Leif Davidsen’s short story collection Utahs Bjerge, Jens Andersen’s royal biography M – 40 år på tronen and Claus Meyer’s cookbook Kager. Carlsen’s Pixi Alfabetet was another topseller. In 2011 the educational publishers focused on developing and investing significantly in digital learning media in preparation for the transition primary and lower secondary schools will make from analogue to digital materials in the coming four years. Alinea was Denmark’s largest supplier of digital learning media at end-2011.
Egmont Nordisk Film Revenue 2011: EUR 334 million (2010: EUR 390 million) Operating profit 2011: EUR 11 million (2010: EUR 18 million) Employees 2011: 798 (2010: 946)
Egmont Nordisk Film is the leading developer, producer and distributor of creative content in the Nordic region. The division creates and tells stories through the media of film, TV and interactive games. Revenue amounted to EUR 334 million in 2011 against EUR 390 million in the previous year. Whereas 2010 was a good year, revenue in 2011 decreased because the film distribution business distributed fewer games and films and the music business were divested. Operating profit amounted to EUR 11 million, against EUR 18 million in 2010. The decline is attributable to the lower level of activity in 2011 compared with the previous year. FILM Egmont Nordisk Film produces and distributes feature films, animations and TV series, both as in-house productions and in association with Nordic and other international partners. The critically acclaimed feature film R collected eight Danish ‘Robert’ awards and three ‘Bodil’ statues and was a highly popular rental title in 2011. Klassefesten sold 517,000 cinema tickets, thus becoming the most-viewed Danish film, while Dirch, co-produced by Nordisk Film, sold 485,000 tickets. Both titles helped improve the performance of Film Production, which also distinguished itself in 2011 by re-releasing Qivitoq on DVD and, in the television medium, by producing a documentary series about the Danish royal jewels, De kongelige juveler, and co-producing the Swedish TV series Arne Dahl.
The joint-venture company Zentropa implemented a a business restructuring and delivered significantly better results. In 2011 Susanne Bier’s In a Better World won an Oscar and a Golden Globe, and both In a Better World and Lars von Trier’s Melancholia received European Film Awards. Egmont sold 0.3 % of the shares in Zentropa, which means that as of 1 October 2011 it is recognised as an associate with an ownership share of 49.7 % rather than as a jointly controlled company. Nordisk Film Distribution released 58 cinema titles produced either in-house or by other production companies across the Nordic region. In 2011 Nordisk Film distributed roughly one in every six cinema films shown in the Nordic countries. The Twilight Saga: Breaking Dawn Part 1 sold 1,350,000 tickets, and expectations for Part 2, slated for release in November 2012, are high. The independent title The Fighter was nominated for seven Oscar awards and won two. Furthermore the TV mini-series Millennium, based on the successful trilogy by Stieg Larsson, was awarded an Emmy. Once again Egmont Nordisk Film was behind some of the biggest locally produced Scandinavian film titles in 2011. In its home country 560,000 cinema guests saw the Norwegian action thriller Headhunters, which sold 217,000 tickets in Denmark. The film was also Norway’s
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bestselling Norwegian DVD title, with over 300,000 copies sold. In Sweden Beyond sold 380,000 cinema tickets and also collected three Guldbagge awards.
all ticket sales in Denmark. Like the cinema commercials company Dansk Reklame Film, the company fared well in a media market under pressure.
In 2011 growth rates for VideoOnDemand distribution repeated their upward rise in step with consumers’ expanding options for watching films through a variety of different media and platforms.
INTERACTIVE GAMES 2011 was a good year for PlayStation, which recorded sales exceeding 300,000 PS3 consoles in the Nordic region and captured a market share of over 45 %. Reducing the console price in September enabled PlayStation to gain a firm hold on a new group of consumers, a development underpinned by the continued success of the motion controller MOVE. MOVE has been particularly popular with families and others wishing to use PlayStation as a social experience, and a broad spectrum of new social and active entertainment titles were released in 2011.
In 2011 the Nordisk Film Shortcut post-production companies continued to gear their activities to the digital future. A new digital company was established in Sweden, and in Denmark activities in the analogue film laboratory were substantially reduced. CINEMAS Nordisk Film Cinemas sold 5.4 million cinema tickets in Denmark and 354,000 in Norway. The Danish cinema market fell by 4.5 % compared to 2010. The numerous discounted tickets sold and the relatively small number of higher-priced tickets for extra-length features and 3D films brought a drop in average ticket prices for the first time in many years. The first sod was turned for the construction of a new cinema in Næstved, due to open in March 2012. Finally, Nordisk Film Cinemas started the process of digitalising the cinema chain, planned to be completed by early summer 2012. Kino.dk runs Denmark’s leading film website, handling ticket transactions that represent approximately 70 % of
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Management’s review
2011 also brought a wide range of major titles targeted more specifically at traditional PlayStation audiences. Uncharted 3, released on 1 November, was the year’s unchallenged success, selling over 100,000 copies, while other sequels to major, well-known series such as Killzone, Little Big Planet, Resistance and Ratchet & Clank maintained their popularity throughout the year. Sales of accessories, in particular extra controllers, exceeded expectations, reflecting the fact that PlayStation has become a predominantly social experience.
TV 2, Norway Measured by daily use, TV 2 is Norway’s largest commercial media house. Seven out of ten Norwegians use one or more TV 2 products every day, and TV 2 is among Norway’s unequivocally strongest brands. TV 2 is a leading supplier of news, sports and entertainment through television, the internet, mobile phones and tablet computers. In 2011 TV 2 was 50/50 co-owned by Egmont and A-pressen. In February 2012 Egmont acquired A-pressen’s stake at a price of NOK 2.1 billion, thus making it a wholly owned Egmont company. In 2011 TV 2 generated revenue of NOK 3,197 million against NOK 2,704 million in 2010. TV 2’s operating profit was NOK 485 million compared with NOK 335 million in 2010. Like the profit from the previous year, this year’s profit represents TV 2’s best to date. For the first time, TV 2 has also generated revenue exceeding NOK 3 billion. The profit is ascribable to a combination of a more favourable advertising market and growth in pay-per-transaction income from more recently added business areas such as pay-TV and internet services. TV 2 contributed EUR 210 million to the Egmont Group’s revenue and EUR 27 million to operating profit. TV 2’s total share of viewers was unchanged in 2011. In January 2012 TV 2 acquired Telenor’s 45 % shareholding in TV 2 Zebra AS, thus becoming the sole proprietor. TV 2 Zebra runs the TV channels TV 2 Zebra and TV 2 SPORT. TV 2 (MAIN CHANNEL) TV 2 commanded a market share of 19.3 % in 2011, down from 20.5 % in 2010. Fierce competition in the TV
market and the continued introduction of niche channels largely account for the main channel’s decline. On 18 December 2011 TV 2 set a new viewing record when 1,611,000 viewers tuned in to the world cup handball final for women between Norway and France. The final of Idol, watched by 1,475,000 Norwegians in 2005, held the former record. Norway was struck by a terrorist attack on 22 July 2011. For the first few days all coverage was transferred to the main channel, which broadcast news non-stop for 56 hours 11 minutes. TV 2 ZEBRA In 2011 TV 2 Zebra held a market share of 2.7 %, down from 3.0 % in 2010. TV 2 Zebra’s content consists largely of entertainment and sport. TV 2 BLISS Launched in October 2010 TV 2 Bliss is an entertainment channel catering specially for young women. In 2011 it had a market share of 1.4 %. The launch of TV 2 Bliss is a key reason that TV 2’s share of the total market remained stable in 2011. TV 2 NYHETSKANALEN TV 2 Nyhetskanalen celebrated its fifth anniversary on 15 January 2012. The channel has consistently increased its market share, which has climbed from 0.5 % in 2007 to 2.2 % in 2011. The channel has intensified competition among current affairs programmes in Norway and evolved into one of Norwegians’ chief sources of news – particularly for major events.
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TV 2 FILMKANALEN TV 2 Filmkanalen airs films 24 hours a day. The channel was given a face-lift in 2011 and now has a market share of 0.7 %, a percentage that has remained stable since the channel launch in 2007. TV 2 SPORT Norwegian Tippeliga football matches constitute the primary content of TV 2 SPORT. TV 2 PREMIER LEAGUE TV 2 broadcasts Premier League programmes on three HD TV channels: TV 2 PL HD 1, TV 2 PL HD 2 and TV 2 PL HD 3. The channels broadcast nearly all games from the best English division in HD. The studio is located in Bergen. TV 2 took over the rights to broadcast Barclays Premier League games starting with the 2009/2010 season. TV 2 SUMO TV 2 Sumo is the largest commercial internet-based TV supplier in the Nordic region. Subscribers to TV 2 Sumo have access to all TV 2’s TV channels, an extensive programme library and an interactive live centre based on sport that invites viewers to share a social viewing experience. In 2011 TV 2 Sumo was launched for iPad, and many content elements became available on iPhone. In time TV 2 Sumo will also be accessible on other mobile platforms. In 2011 the number of subscribers increased by 50 %.
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Management’s review
TV 2.NO In 2011 TV 2 once again enjoyed strong growth on the internet and mobile platforms. During the year tv2.no recorded a 37 % increase in traffic after a 31 % growth rate in 2010. In 2011 tv2.no thus ascended from 11th to 7th place on the list of largest Norwegian websites. PURCHASE OF TV RIGHTS TO THE OLYMPIC GAMES In June 2011 TV 2 announced its acquisition of the TV broadcasting rights to the 2014 Winter Olympics in Sotsji, Russia, and the 2016 Summer Olympics in Rio de Janeiro, Brazil. TV 2 has acquired all rights to all platforms, from TV to the internet and mobile platforms. SUBSIDIARIES TV 2 Mediehuset owns the subsidiaries OB-Team, TV 2 Torget, Vimond and Mosart Medialab, and holds ownership shares in RiksTV (33.33 %) and Norges televisjon (33.33 %).
The Charitable Activities Since 1920 the Egmont Foundation has donated approximately EUR 250 million to support social and cultural initiatives. In 2011 Egmont’s financial support amounted to EUR 6.4 million, EUR 470,000 of which was donated via the Nordisk Film Foundation. The Egmont Foundation is a commercial foundation that re-invests its profit in the media business and charitable activities. The Foundation’s charitable vision is to help give children and young people a good life by supporting their active and committed participation in society.
2011 showed that times of crisis pose a special challenge to those in need of protection and support. The Egmont Foundation is therefore looking forward to raising its level of grants by 20 % in 2012 and intensifying its efforts to help Danish children and young people lead the best lives possible.
The Foundation supports projects that incorporate a learning perspective or help children and young people to handle life crises. In addition, the Foundation provides direct financial support to vulnerable families in need of help for special purposes like holidays, Christmas or recreational activities for children or for re-establishing a home after a stay in a crisis centre. Lastly, the Nordisk Film Foundation, also part of the Egmont Foundation, grants support to the Danish film industry every year.
FROM THE PERSPECTIVE OF VULNERABLE CHILDREN Throughout its almost century-long history, the Egmont Foundation has provided support to the most vulnerable children and families in Danish society. These are families who are often subjected to several life crises at once, e.g. experiencing violence, abuse and divorce close at hand. The children in such families need special care and support, for which reason the Foundation focused its efforts on this group in 2011. To this end, the Foundation increased its direct financial support to vulnerable families and implemented effective projects such as Mødrehjælpen’s counselling service for women and children exposed to domestic violence.
SIGNS OF CRISIS IN SOCIETY In 2011 Danish families felt the true impact of the European debt crisis and the general economic recession. The Egmont Foundation’s charitable work in 2011 also reflected the crisis. For example, Christmas aid applications alone rose by 139 % compared with 2010. The Foundation also received many requests for support from public institutions and private organisations that work with the most vulnerable groups in society.
The Foundation always makes fostering the well-being and education of vulnerable children and youth a top priority. Support must be offered in cases of urgent need, but these children and young people also benefit from self-help assistance. This approach instils a sense of dignity, the best foundation for a good life. Ensuring that vulnerable children and young people get a good education is one of the best ways to help them help themselves. In 2011 the Egmont Foundation therefore
Management’s review
15
took the initiative for an upcoming signature project to provide compassionate teaching and learning for children and young people in care. NORDISK FILM FOUNDATION 2011 Since 1992, as Denmark’s largest private media foundation and part of the Egmont Foundation, the Nordisk Film Foundation has granted support to the Danish film industry. In 2011 the Foundation donated EUR 470,000. Approximately 60 % of the Foundation’s support funds go towards developing creative talent and skills, about 30 % towards supporting industry development and internationalisation, and about 10 % towards upholding film culture throughout Danish society. The following are examples of notable donations: • In 2011 the Nordisk Film Foundation awarded a total of EUR 94,146 to help about 29 young, gifted filmmakers study at international media schools. • The National Film School of Denmark and the Super16 film school received support for study trips, graduation films, etc, totalling EUR 12,198.
16
Management’s review
• Nordisk Film donated EUR 26,899 for the development of a European cross-media programme in Copenhagen. • In 2011 the Nordisk Film Pris talent award went to scriptwriter Anders August, while the Ballings Rejselegat travel grant was awarded to film director Martin Zandvliet. • A number of conferences and festivals with an international slant received EUR 81,000 during the year. Finally, the Foundation donated EUR 43,000 to the Danish Film Institute (DFI) for a project to digitalise old film reels.
Management’s review PROFIT FOR THE EGMONT FOUNDATION The profit of the Egmont Foundation, the parent entity of the Egmont Group, excluding dividends from equity investments in subsidiaries, was EUR 3.3 million. The Foundation’s Commercial Activities primarily comprise royalty income from the Foundation’s publishing rights and management of the Foundation’s assets. In 2011 the Egmont Foundation changed its accounting policies such that investments in subsidiaries are recognised at cost. The impact was a EUR 135.5 million reduction of equity as at 1 January 2010; see note 1 to the financial statements of the Foundation. ORGANISATION In January 2011, an election was held in the Group to select employee representatives for the Board of Trustees of the Egmont Foundation. Peder Høgild and Anna von Lowzow were re-elected, while Marianne Oehlenschlæger was elected as a new board member. The changes took effect following the Annual Meeting in March 2011. CORPORATE GOVERNANCE Based on the most recent recommendations from the Committee on Corporate Governance, the Board of Trustees and Management Board have updated the description of the framework for Corporate Governance at Egmont. This framework is described in full on Egmont’s website (www.egmont.com). Egmont meets the above-mentioned Corporate Governance recommendations, with the exception of recommendations that are irrelevant because the parent entity, the Egmont Foundation, is a commercial foundation.
CORPORATE SOCIAL RESPONSIBILITY Egmont is committed to meeting current international standards for human rights, the environment, working conditions, business ethics and consumer matters. In 2005 Egmont formulated a Code of Conduct, a defined set of standards concerning human rights, the environment and working conditions that Egmont requires its companies and suppliers to meet. Egmont’s Code of Conduct can be read in its entirety on the Egmont website (www.egmont.com). Egmont’s Social Compliance Programme and other initiatives have since focused on the issue of enforcing these requirements. In 2011 new managers at Egmont attended courses that included Egmont’s Code of Conduct as a fixed element on the agenda. In 2011 Egmont Sourcing (HK) Ltd, whose main task is to purchase and quality-assure cover mounts, made another round of inspection visits, primarily to Egmont’s Asian suppliers. As some of these inspection visits are carried out as part of Egmont’s Social Compliance Programme, the focus is on social audits. The factory’s procedures and quality control systems are also reviewed. The inspection visits have resulted in the specific training of our suppliers, particularly as regards the legal requirements concerning chemicals (REACH) as well as in recommendations to our suppliers regarding human rights, working conditions and the environment. Towards the end of 2011 a centralised purchasing organisation was established for cover mounts, Egmont Kids Media Sourcing. The objective of the organisation is to ensure that Egmont’s cover-mount purchasers use effective purchasing processes. In cooperation
Management’s review
17
with Egmont Social Compliance and Egmont Hong Kong’s QA/QC team, the organisation also ensures that Egmont’s purchasers provide better control and focus on product safety. Recommendations for process improvements will be available in 2012. In 2005 Egmont UK established the Egmont Grading System, a paper standard to ensure that trees from endangered rain forests are not used for paper production. The Egmont Grading System has since become an industry standard in the UK under the title ‘Publishers Database for Responsible Environmental Paper Sourcing’ (PREPS). In 2011 Egmont companies in the UK, Germany and Norway used the system, and efforts will be made in 2012 to extend its use to other Egmont companies. More information about these initiatives will be available in the course of 2012 at www.egmont.com. SPECIAL RISKS Part of the Egmont Group’s business is based on stable, long-standing relations with some of the world’s leading rights holders. Egmont’s strength and geographic breadth underpin its constant efforts to sustain and expand these partnerships.
18
Management’s review
Furthermore, by virtue of its activities the Egmont Group is exposed to various financial risks. Please refer to note 23, Financial risks and financial instruments. OUTLOOK FOR 2012 Egmont will carry on developing media platforms, continuously adapting its media products to changing consumer needs, profitability programmes and efficiency-enhancing measures. The greatest uncertainty is associated with advertising revenue, which is sensitive to economic fluctuations. SUBSEQUENT EVENTS In February 2012 Egmont acquired the remaining 50 % shareholding in TV 2, Norway. TV 2, Norway, will be recognised in full in Egmont’s consolidated financial statements as of 1 February 2012, which will positively impact Egmont’s total revenue and profit for 2012, as these items were formerly recognised at 50 %. Egmont additionally acquired all shares in Venuepoint Holding ApS (Billetlugen) on 9 March 2012. Please refer to note 26, Subsequent events.
Statement by the Board of Trustees and Management Board The Board of Trustees and Management Board have today discussed and approved the annual report of the Egmont Foundation for the financial year 1 January - 31 December 2011. The consolidated financial statements have been prepared in accordance with the International Financial Reporting Standards, as adopted by the EU, and additional Danish disclosure requirements according to the Danish Financial Statements Act. The financial statements of the Egmont Foundation have been prepared in accordance with the Danish Financial Statements Act and the financial reporting requirements of the Foundation’s Charter.
the Foundation’s financial statements give a true and fair view of the Group’s and the Foundation’s assets, liabilities, and financial position at 31 December 2011, and of the results of the Group’s and the Foundation’s operations and the consolidated cash flows for the financial year 1 January - 31 December 2011. Furthermore, in our opinion, the Management’s review gives a fair review of the development in the Group’s and the Foundation’s activities and financial matters, the net profit of the year and the Group’s and the Foundation’s financial position. Copenhagen, 26 March 2012
In our opinion, the consolidated financial statements and
MANAGEMENT BOARD:
Steffen Kragh President and CEO
Hans J. Carstensen
BOARD OF TRUSTEES:
Mikael Olufsen Chairman
Steen Riisgaard Vice Chairman
Ulrik Bülow
Peder Høgild
Lars-Johan Jarnheimer
Anna von Lowzow
Jeppe Skadhauge
Torben Ballegaard Sørensen
Marianne Oehlenschlæger
Statement by the Board of Trustees and Management Board
19
Independent Auditor’s Report TO THE BOARD OF TRUSTEES OF THE EGMONT FOUNDATION AUDITOR’S REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS AND THE FOUNDATION’S FINANCIAL STATEMENTS We have audited the consolidated financial statements and the Foundation’s financial statements for the financial year 1 January – 31 December 2011. The consolidated financial statements and the Foundation’s financial statements comprise the income statement, balance sheet and notes, including accounting policies for both the Group and the Foundation, as well as the statement of comprehensive income, statement of changes in equity and cash flow statement for the Group.
20
in accordance with the International Financial Reporting Standards, as adopted by the EU, and additional disclosure requirements according to the Danish Financial Statements Act (the consolidated financial statements), as well as the Danish Financial Statements Act and the financial reporting requirements of the Foundation’s Charter (the Foundation’s financial statements). Moreover, the Management is responsible for the internal control considered necessary by them to prepare consolidated financial statements and financial statements for the Foundation that are free from material misstatement, whether due to fraud or error.
The consolidated financial statements are prepared in accordance with the International Financial Reporting Standards, as adopted by the EU, and additional disclosure requirements according to the Danish Financial Statements Act. The Foundation’s financial statements are prepared in accordance with the Danish Financial Statements Act and the financial reporting requirements of the Foundation’s Charter.
AUDITOR’S RESPONSIBILITY Our responsibility is to express an opinion on the consolidated financial statements and the Foundation’s financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing and additional requirements under Danish Audit regulation. This requires that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements and the Foundation’s financial statements are free from material misstatement.
MANAGEMENT’S RESPONSIBILITY FOR THE CONSOLIDATED FINANCIAL STATEMENTS AND THE FOUNDATION’S FINANCIAL STATEMENTS The Management is responsible for the preparation of consolidated financial statements and financial statements for the Foundation that give a true and fair view
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements and the Foundation’s financial statements. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the consolidated
Independent Auditor’s Report
financial statements and the Foundation’s financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Foundation’s preparation of consolidated financial statements and the Foundation’s financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Foundation’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Management, as well as the overall presentation of the consolidated financial statements and the Foundation’s financial statements We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
according to the Danish Financial Statements Act in respect of the consolidated financial statements, and in accordance with the Danish Financial Statements Act and the financial reporting requirements of the Foundation’s Charter in respect of the Foundation’s financial statements. STATEMENT ON THE MANAGEMENT’S REVIEW Pursuant to the Danish Financial Statements Act, we have read the Management’s review. We have not performed any other procedures in addition to the audit of the consolidated financial statements and the Foundation’s financial statements. On this basis, it is our opinion that the information provided in the Management’s review is consistent with the consolidated financial statements and the Foundation’s financial statements.
Copenhagen, 26 March 2012 Our audit has not resulted in any qualification.
OPINION In our opinion, the consolidated financial statements and the Foundation’s financial statements give a true and fair view of the Group’s and the Foundation’s financial position at 31 December 2011, and of the results of the Group’s and the Foundation’s operations and the consolidated cash flows for the financial year 1 January - 31 December 2011 in accordance with the International Financial Reporting Standards, as adopted by the EU, and additional disclosure requirements
KPMG Statsautoriseret Revisionspartnerselskab
Jesper Ridder Olsen State-Authorised Public Accountant
Independent Auditor’s Report
21
Income Statement of the Group (EURk) Note
2
Revenue
2011
2010
2009
1,386,320
1,423,112
1,443,148
Change in inventories of finished goods and work in progress
Other operating income
3
Raw materials and consumables
Other external expenses
4 Personnel costs
(702)
2,117
9,378
10,851
12,744
28,282
(60,444)
(55,651)
(63,748)
(859,641)
(899,671)
(930,807)
(323,151) (308,619) (325,689)
5
Depreciation, amortisation and impairment losses; property plant and equipment and intangible assets
Other operating expenses
(2,849)
(7,845)
(8,027)
Operating profit
87,541
82,380
65,629
(62,843) (83,807) (86,908)
Profit/(loss) after tax from investments in associates
Financial income
6
8,263
(3,655)
(8,751)
13,226
13,468
28,269
7 Financial expenses
(15,308) (16,861) (21,137)
93,722
Profit before tax
75,332
64,010
8
Tax on profit for the year
(20,082)
(25,689)
2,209
Net profit for the year
73,640
49,643
66,219
22
Attributable to:
The Foundation
Non-controlling interests
Total
Income Statement of the Group
71,980
47,826
63,060
1,660
1,817
3,159
73,640
49,643
66,219
Statement of Comprehensive Income of the Group (1.000 EURk) Note
2011
2010
2009
Net profit for the year
73,640
49,643
66,219
Foreign exchange adjustments on translation to presentation currency
1,207
(1,140)
(825)
Foreign exchange adjustments on translation of foreign entities
(2,826)
5,718
(2,834)
Value adjustments of hedging instruments:
Value adjustments for the year
Value adjustments transferred to financial expenses
17
Actuarial gains/(losses) on defined benefit pension plans
8
Tax on other comprehensive income
Other comprehensive income after tax
(14,083)
(6,550)
(1,988)
3,877
3,925
3,739
(14,714)
(2,982)
1,559
4,360
1,057
(352)
(22,179)
28
(701)
Total comprehensive income
51,461
49,671
65,518
Attributable to:
The Foundation
Non-controlling interests
Total
49,647
47,609
1,814
2,062
61,810 3,708
51,461
49,671
65,518
Statement of Comprehensive Income of the Group
23
Balance Sheet of the Group at 31 december (1.000 EURk) 1 January Note Assets 2011 2010 2009 2009
Film rights, etc.
38,047
35,143
44,672
58,776
In-house produced film rights
Goodwill
8,232
15,551
13,293
13,073
90,426
93,037
97,678
Trademarks
44,580
95,456
44,209
40,970
34,744
Intangible assets under development and prepayments for film rights 24,320 15,809
13,536
7,655
Intangible assets
210,149
209,704
9
205,605
203,749
Land and buildings
173,797
178,440
186,183
190,276
Plant and machinery
16,482
18,943
18,807
18,912
Tools and equipment
17,402
19,744
20,801
19,065
Leasehold improvements
3,812
4,540
5,399
5,901
Property, plant and equipment under construction
6,264
3,319
1,752
4,929
10
Property, plant and equipment
217,757
224,986
232,942
239,083
11
Investment properties
30,938
30,854
30,907
30,870
12
Investments in associates
Other investments
12,238
9,335
10,462
3,841
3,897
3,898
18
19,715 4,953
Deferred tax
22,156
22,184
17,840
26,738
Other non-current assets
38,235
35,416
32,200
51,406
Total non-current assets
492,535
495,005
506,198
531,063
13
Inventories
128,855
129,259
135,712
151,396
23
Trade receivables
Receivables from associates
206,773
231,087
234,997
3,648
2,405
3,342
246,591 3,382
Other receivables
60,811
60,663
81,185
58,229
Prepayments
64,432
47,478
38,575
45,385
Receivables
335,664
341,633
358,099
353,587
14
Securities
183,439
152,321
30,289
19,256
15
Cash and cash equivalents
154,259
148,807
162,061
36,220
Total current assets
802,217
772,020
686,161
560,459
24
TOTAL ASSETS
Balance Sheet of the Group at 31 december
1,294,752
1,267,025
1,192,359
1,091,522
Balance Sheet of the Group at 31 december (continued)
1 January Note Equity and liabilities 2011 2010 2009 2009
Capital fund
29,593
29,513
29,564
29,528
Other reserves
(20,348) (7,357) (10,021) (7,193)
Transferred comprehensive income
487,793
431,056
395,321
342,170
Foundation’s share of equity
497,038
453,212
414,864
364,505
Non-controlling interests
8,848
7,919
6,636
2,939
16
Equity
505,886
461,131
421,500
367,444
17
Pensions
18
Deferred tax
48,642
32,591
25,649
25,064
7,945
6,661
1,421
24,891
19
Other provisions
11,056
10,125
5,878
3,909
23
Mortgage debt
112,612
112,307
112,608
21,767
23
Other credit institutions
38,572
38,140
42,118
44,692
Other financial liabilities
7,891
5,922
6,878
6,802
Deferred income
5,002
5,252
11,370
11,609
Non-current liabilities
231,720
210,998
205,922
138,734
23
Other credit institutions
71,627
65,159
59,269
123,895
Prepayments from customers
56,611
54,267
49,846
47,237
Trade payables
201,749
222,370
225,789
221,455
Corporate income tax, etc.
13,637
18,175
9,241
3,154
Other payables
132,292
138,935
131,026
114,117 45,527
19
Other provisions
58,149
66,227
61,370
Deferred income
23,081
29,763
28,396
29,959
Current liabilities
557,146
594,896
564,937
585,344
Total liabilities
788,866
805,894
770,859
724,078
TOTAL EQUITY AND LIABILITIES
1,294,752
1,267,025
1,192,359
1,091,522
Balance Sheet of the Group at 31 december
25
Cash Flow Statement of the Group (1.000 EURk) Note
2011
2010
2009
87,541
82,380
65,629
Operating profit
Adjustment for non-cash operating items, etc.:
Depreciation, amortisation and impairment losses
62,843
83,807
86,908
5
Other non-cash operating items, net
(1,376)
(1,160)
(16,214)
Provisions and deferred income
(11,152)
21,797
30,716
Cash generated from operations before change in working capital
137,856 186,824 167,039
Change in inventories
(925)
12,536
26,811
Change in receivables
11,119
30,970
13,567
Change in trade payables and other payables
(40,649)
(33,462)
(29,113)
Change in working capital (30,455) 10,044 11,265 Cash generated from operations 107,401 196,868 178,304
Interest received
10,921
4,915
6,868
Interest paid
(10,527)
(14,106)
(16,155)
Corporate income tax paid
(20,331)
(16,183)
(6,354)
Cash flows from operating activities 87,464 171,494 162,663
Acquisition of intangible assets
(43,550)
(41,618)
(40,619)
Acquisition of property, plant and equipment
(18,798)
(23,305)
(19,613)
Disposal of property, plant and equipment
2,618
4,211
2,811
Acquisition of financial assets
(1,812)
(1,115)
(4,173)
Disposal of financial assets
10,226
0
3,695
Acquisition of securities
(73,430)
(151,401)
(27,188)
Disposal of securities
43,150
26,846
15,647
Acquisition of subsidiaries and jointly controlled entities
(296)
(1,117)
(400)
Disposal of subsidiaries and jointly controlled entities
805
3,992
25,000
Cash flows from investing activities (81,087) (183,507) (44,840)
Net addition from payables to credit institutions, etc.
Dividends to non-controlling shareholders
Donations
3,258
(5,466)
5,945
(447)
(704)
(621)
(7,403) (6,747) (6,895)
Cash flows from financing activities (4,592) (12,917) (1,571) Net cash flows from operating, investing and financing activities 1,785 (24,930) 116,252
Cash and cash equivalents at 1 January
Foreign exchange adjustment of cash and cash equivalents
26
Cash and cash equivalents at 31 December
148,807
162,061
36,220
3,667
11,676
9,589
154,259
148,807
162,061
The cash flow statement cannot be derived directly from the balance sheet and income statement. The cash and cash
equivalents at the reporting date include cash and cash equivalents pledged as security in the amount of 8,448 (2010:
8,378 and 2009: 3,360); see note 15.
Cash Flow Statement of the Group
Statement of Changes in Equity of the Group (1.000 EURk) Capital fund Equity at 1 January 2011 Net profit for the year Foreign exchange adjustments on translation to presentation currency Foreign exchange adjustments on translation of foreign entities
Reserve for hedging transactions
Reserve for foreign exchange adjustments
Transferred compre Nonhensive controlling income interests
Total equity
29,513
(9,446)
2,089
431,056
7,919
461,131
0
0
0
71,980
1,660
73,640
80
(73)
6
1,172
22
1,207
0
0
(2,958)
0
132
(2,826)
Value adjustments of hedging instruments: Value adjustments for the year
0
(14,083)
0
0
0
(14,083)
Value adjustments transferred to financial expenses
0
3,877
0
0
0
3,877
Actuarial gains/(losses) on defined benefit pension plans
0
0
0
(14,714)
0
(14,714)
Tax on other comprehensive income
0
240
0
4,120
0
Other comprehensive income
80
(10,039)
(2,952)
(9,422)
154
4,360
Total comprehensive income in 2011
80
(10,039)
(2,952)
62,558
1,814
51,461
(22,179)
Used for charitable purposes and associated costs
0
0
0
(7,403)
0
(7,403)
Acquisition/disposal, non-controlling interests
0
0
0
0
(438)
(438)
Dividends, non-controlling interests
0
0
0
0
(447)
(447)
Other capital items
0
0
0
1,582
0
1,582
29,593
(19,485)
(863)
487,793
8,848
505,886
Equity at 31 December 2011
Statement of Changes in Equity of the Group
27
Statement of Changes in Equity of the Group (continued)
Capital fund Equity at 1 January 2010
Reserve for hedging transactions
29,564
(6,642)
Reserve for foreign exchange adjustments (3,379)
Transferred compre Nonhensive controlling income interests 395,321
Total equity
6,636
421,500
Net profit for the year Foreign exchange adjustments on translation to presentation currency Foreign exchange adjustments on translation of foreign entities
0
0
0
47,826
1,817
49,643
(51)
(401)
6
(683)
(11)
(1,140)
0
0
5,462
0
256
5,718
Value adjustments of hedging instruments: Value adjustments for the year
0
(6,550)
0
0
0
(6,550)
Value adjustments transferred to financial expenses
0
3,925
0
0
0
3,925
Actuarial gains/(losses) on defined benefit pension plans
0
0
0
(2,982)
0
(2,982)
Tax on other comprehensive income
0
222
0
835
0
1,057
Other comprehensive income
(51)
(2,804)
5,468
(2,830)
245
28
Total comprehensive income in 2010
(51)
(2,804)
5,468
44,996
2,062
49,671
Used for charitable purposes and associated costs
0
0
0
(6,747)
0
(6,747)
Acquisition/disposal, non-controlling interests
0
0
0
0
(75)
(75)
Dividends, non-controlling interests
0
0
0
0
(704)
(704)
Other capital items Equity at 31 December 2010
28
0
0
0
(2,514)
0
(2,514)
29,513
(9,446)
2,089
431,056
7,919
461,131
Statement of Changes in Equity of the Group
Statement of Changes in Equity of the Group (continued)
Capital fund
Reserve for hedging transactions
Reserve for foreign exchange adjustments
Transferred compre Nonhensive controlling income interests
Total equity
Equity at 1 January 2009
29,528
(9,087)
(30,243)
391,893
2,939
385,030
Effect of transition to IFRS
0
1,894
30,243
(49,723)
0
(17,586)
Restated equity at 1 January 2009 29,528
(7,193)
0
342,170
2,939
367,444
Net profit for the year Foreign exchange adjustments on translation to presentation currency Foreign exchange adjustments on translation of foreign entities
0
0
0
63,060
3,159
66,219
36
(1,285)
0
420
4
(825)
0
0
(3,379)
0
545
(2,834)
Value adjustments of hedging instruments: Value adjustments for the year
0
(1,988)
0
0
0
(1,988)
Value adjustments transferred to financial expenses
0
3,739
0
0
0
3,739
Actuarial gains/(losses) on defined benefit pension plans
0
0
0
1,559
0
1,559
Tax on other comprehensive income
0
85
0
(437)
0
(352)
Other comprehensive income
36
551
(3,379)
1,542
549
(701)
Total comprehensive income in 2009
36
551
(3,379)
64,602
3,708
65,518
0
(6,895)
Used for charitable purposes and associated costs
0
0
0
(6,895)
Acquisition/disposal, non-controlling interests
0
0
0
0
610
610
Dividends, non-controlling interests
0
0
0
0
(621)
(621)
Other capital items Equity at 31 December 2009
0
0
0
(4,556)
0
(4,556)
29,564
(6,642)
(3,379)
395,321
6,636
421,500
Statement of Changes in Equity of the Group
29
30
List of Notes to the Consolidated Financial Statements NOTE
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29
Accounting policies Revenue Other operating income Personnel costs Depreciation, amortisation and impairment losses Financial income Financial expenses Taxes Intangible assets Property, plant and equipment Investment properties Financial assets Inventories Securities Cash and cash equivalents Equity Pensions Deferred tax Other provisions Fees paid to elected auditor Operating leases Contingent liabilities and collateral Financial risks and financial instruments Related parties Standards and interpretations not yet adopted Subsequent events Acquisition and disposal of businesses Effect of transition to IFRS Group entities
List of Notes to the Consolidated Financial Statements
31
1 Accounting policies
The Egmont Foundation is a commercial foundation
Use of estimates and judgements
domiciled in Denmark. The annual report of the Egmont
Judgements, estimates and assumptions have to be
Foundation for 2011 comprises both the consolidated
made about future events when determining the
financial statements of the Egmont Foundation and its
carrying amount of certain assets and liabilities. The
subsidiaries (the Group) and the separate financial state-
estimates and assumptions made are based on historical
ments of the Egmont Foundation.
experience and other factors that the Group deems appropriate in the circumstances, but which are uncer-
The consolidated financial statements have been
tain and unpredictable by nature. Therefore, the actual
prepared in accordance with the International Financial
results may deviate from such estimates. Consequently,
Reporting Standards (IFRS), as adopted by the EU, and
previous estimates may have to be changed as a result
additional Danish disclosure requirements for annual
of changes in the circumstances forming the basis of
reports.
such estimates, or because of subsequent events or the emergence of new information.
The annual report for 2011 is the first annual report in which the consolidated financial statements have
Information about the most significant accounting
been prepared in accordance with IFRS. The Egmont
estimates is included in the following notes: note 9
Foundation’s separate financial statements continue
Intangible assets, note 13 Inventories, note 17 Pensions,
to be prepared in accordance with the Danish Financial
note 18 Deferred tax and note 19 Other provisions.
Statements Act. The most recent annual report, comprising both the consolidated financial statements and the
Consolidated financial statements
Egmont Foundation’s financial statements, was prepared
The consolidated financial statements comprise the
in accordance with the Danish Financial Statements
Egmont Foundation and subsidiaries in which the
Act. The accounting effect of the transition to IFRS is
Egmont Foundation has control of financial and operat-
explained in note 28, to which reference is made.
ing policies in order to obtain returns or other benefits from its activities. Control is obtained when the Group holds more than 50 % of the voting rights, whether
BASIS OF PREPARATION
directly or indirectly, or otherwise has a controlling interest in the relevant entity.
The Egmont Foundation’s functional currency is Danish kroner (DKK). For communication and reporting reasons,
Entities in which the Group has significant influence,
the consolidated financial statements are presented in
but not a controlling interest, are considered associates.
euro (EUR), rounded to the nearest thousand (EURk).
Significant influence is typically obtained when the Group, directly or indirectly, owns or holds more than
The consolidated financial statements have been
20 % of the voting rights, but less than 50 %.
prepared on the historical cost basis except for the following assets and liabilities, which are measured at fair
When assessing whether the Egmont Foundation exer-
value: derivative financial instruments, securities and
cises control or significant influence, the potential voting
investment properties.
rights that are exercisable at the end of the reporting period are taken into account.
The accounting policies set out below have been applied
32
consistently to the financial year and to the comparative
In the consolidated financial statements jointly
figures for 2010 and 2009.
controlled entities are included according to the pro-
Notes to the Consolidated Financial Statements (EURk)
1 Accounting policies (continued)
rata method. The pro-rata method means that the
a contractual right. Deferred tax related to the revalua-
proportionate share of the entities’ items in the financial
tions made is recognised.
statements is included in the corresponding items in the consolidated financial statements.
The acquisition date is the date when the Egmont Foundation effectively obtains control of the acquired
The consolidated financial statements have been pre-
business.
pared by consolidating the Egmont Foundation’s and the individual subsidiaries’ financial statements, prepared in
When the business combination is effected in stages,
accordance with the Group accounting policies. On con-
where either control, joint control or significant influ-
solidation, intra-group income and expenses, sharehold-
ence is obtained, the existing equity interest is remeas-
ings, intra-group balances and dividends, and realised
ured at fair value and the difference between the fair
and unrealised gains and losses on transactions between
value and carrying amount is recognised in the income
the consolidated entities are eliminated. Unrealised
statement. The additional equity investments acquired
gains on transactions with associates are eliminated in
are recognised at fair value in the balance sheet.
proportion to the Group’s ownership share of the associate. Unrealised losses are eliminated in the same way as
Any excess (goodwill) of the consideration transferred,
unrealised gains to the extent that impairment has not
the value of non-controlling interests in the acquired
taken place. Transactions with pro-rata consolidated
entity and the fair value of any existing equity interest
entities are eliminated proportionally.
over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as good-
In the consolidated financial statements, the items of
will under intangible assets. Goodwill is not amortised,
subsidiaries are recognised in full. The non-controlling
but is tested for impairment at least annually. The first
interests’ shares of the profit for the year, comprehensive
impairment test is performed before the end of the year
income and of the equity of subsidiaries not wholly
of acquisition. Upon acquisition, goodwill is allocated
owned are included in the Group’s net profit for the year,
to the cash-generating units, which subsequently form
comprehensive income and equity, respectively, but are
the basis for the impairment test. Goodwill and fair
disclosed separately.
value adjustments in connection with the acquisition of a foreign entity with another functional currency than
Business combinations
the presentation currency of the Egmont Foundation are
Businesses acquired or formed during the year are
treated as assets and liabilities belonging to the foreign
recognized in the consolidated financial statements
entity and upon initial recognition translated into the
from the date of acquisition or formation. Businesses
foreign entity’s functional currency at the exchange rate
disposed of or wound up are recognised in the consoli-
at the transaction date. Negative differences (negative
dated financial statements until the date of disposal or
goodwill) are recognised in profit for the year at the
winding-up. The comparative figures are not restated for
acquisition date.
newly acquired businesses. Discontinued operations are disclosed separately; see below.
The consideration transferred for an acquired business consists of the fair value of the agreed consideration in
The acquisition method is used for acquisitions of new
the form of assets transferred, liabilities assumed and
businesses over which the Egmont Foundation obtains
equity instruments issued. If part of the consideration is
control. The acquired businesses’ identifiable assets,
contingent on future events or compliance with agreed
liabilities and contingent liabilities are measured at fair
conditions, this part of the consideration is recognised at
value at the acquisition date. Identifiable intangible
fair value at the date of acquisition. Costs attributable to
assets are recognised if they are separable or arise from
business combinations are expensed as incurred.
Notes to the Consolidated Financial Statements (EURk)
33
1 Accounting policies (continued)
If uncertainties regarding the identification or measure-
Foreign currency translation
ment of acquired assets, liabilities or contingent liabilities
A functional currency is determined for each of the
or determination of the consideration exist at the
reporting entities in the Group. The functional currency
acquisition date, initial recognition will take place on the
is the currency used in the primary economic environ-
basis of provisional values. If it subsequently becomes
ment in which the individual reporting entity operates.
apparent that the identification or measurement of the
Transactions denominated in currencies other than the
transferred consideration, acquired assets, liabilities or
functional currency are considered foreign currency
contingent liabilities was incorrect on initial recognition,
transactions.
the determination is adjusted retrospectively, including goodwill, until 12 months after the acquisition, and the
On initial recognition, foreign currency transactions are
comparative figures are restated. Subsequently, goodwill
translated to the functional currency at the exchange
is not adjusted. Changes to estimates of contingent
rates at the transaction date. Foreign exchange differ-
considerations are recognised in the income statement.
ences arising between the exchange rates at the transaction date and at the date of payment are recognised in
The acquisition of further non-controlling interests after
the income statement as financial income or financial
obtaining control is considered an owner’s transaction,
expenses.
and the difference between acquisition cost and the share of such non-controlling interests acquired is recog-
Receivables, payables and other monetary items
nised directly in equity.
denominated in foreign currencies are translated to the functional currency at the exchange rates at the end
Gains or losses on the disposal or winding-up of sub-
of the reporting period. The difference between the
sidiaries, jointly controlled entities and associates are
exchange rates at the end of the reporting period and
stated as the difference between the selling price or the
at the date at which the receivable or payable arose
disposal consideration and the carrying amount of net
or was recognised in the latest financial statements is
assets, including goodwill, at the date of disposal, less
recognised in the income statement as financial income
the cost of disposal. If the disposal of either control, joint
or financial expenses.
control or significant influence takes place in stages, the retained equity investment is remeasured at fair value,
In the consolidated financial statements, the income
and the difference between the fair value and carrying
statements of entities with another functional currency
amount is recognised in the income statement.
than the presentation currency (EUR) are translated at the exchange rates at the transaction date, and the
34
Non-controlling interests
balance sheet items are translated at the exchange
On initial recognition, non-controlling interests are
rates at the end of the reporting period. An average
measured at the fair value of the ownership share or at
exchange rate for each month is used as the transaction
the proportionate share of the fair value of the acquired
date exchange rate to the extent that this does not
business’ identifiable assets, liabilities and contingent
significantly distort the presentation of the underlying
liabilities. In the first scenario, goodwill in relation to
transactions. Foreign exchange differences arising on
the non-controlling interests’ ownership share of the
translation of the opening balance of equity of such
acquired business is thus recognised, while, in the latter
foreign entities at the exchange rates at the end of the
scenario, goodwill in relation to the non-controlling
reporting period and on translation of the income state-
interests is not recognised. The measurement of non-
ments from the exchange rates at the transaction date
controlling interests is chosen transaction by transaction
to the exchange rates at the end of the reporting period
and stated in the notes in connection with the descrip-
are recognised directly in other comprehensive income
tion of acquired businesses.
and presented in equity under a separate translation
Notes to the Consolidated Financial Statements (EURk)
1 Accounting policies (continued)
non-controlling interests’ share of equity.
reserve. The exchange rate adjustment is allocated between the equities of the Foundation and the non-
On partial disposal of associates and jointly controlled
controlling interests.
entities, the proportionate share of the accumulated Foreign exchange adjustments of intra-group balances
translation reserve recognised in other comprehensive
which are considered part of the total net investment in
income is transferred to the income statement for the
foreign entities with another functional currency than
year together with any gains or losses from the disposal.
the presentation currency (EUR) are recognised in other comprehensive income and presented in equity under a
Any repayment of intra-group balances which constitute
separate translation reserve.
part of the net investment in the foreign entity is not considered a partial disposal of that subsidiary.
On recognition in the consolidated financial statements of associates with another functional currency than the
Derivative financial instruments
presentation currency (EUR), the share of profit/loss for
Derivative financial instruments are recognised at the
the year is translated at average exchange rates and
date a derivative contract is entered into and measured
the share of equity, including goodwill, is translated at
in the balance sheet at fair value. Positive and nega-
the exchange rates at the end of the reporting period.
tive fair values of derivative financial instruments are
Foreign exchange differences arising on the transla-
included in other receivables and payables, respectively,
tion of the share of the opening balance of equity of
and a set-off of positive and negative values is only
foreign associates at the exchange rates at the end of
made when the entity has the right and the intention
the reporting period, and on translation of the share
to settle several financial instruments net. Fair values of
of profit/loss for the year from average exchange rates
derivative financial instruments are computed on the
to the exchange rates at the end of the reporting
basis of current market data and generally accepted
period, are recognised in other comprehensive income
valuation methods.
and presentedÂin equity under a separate translation Changes in the fair value of derivative financial instru-
reserve.
ments designated as and qualifying for recognition as a On disposal of wholly-owned foreign entities with
hedge of the fair value of a recognised asset or liability
another functional currency than the presentation cur-
are recognised in the income statement together with
rency (EUR), the exchange rate adjustments that have
changes in the value of the hedged asset or liability as
been recognised in other comprehensive income and are
far as the hedged portion is concerned. Hedging of
attributable to the entity are reclassified from other com-
future cash flows according to agreement (firm commit-
prehensive income to the income statement together
ment), except for foreign currency hedges, is treated as a
with any gains or losses from the disposal.
fair value hedge. The portion of the value adjustment of a derivative financial instrument that is not included in a hedge is recognised under financial items.
On disposal of partially owned foreign subsidiaries with another functional currency than the presentation currency (EUR), the amount of the translation reserve attrib-
Changes in the portion of the fair value of derivative
utable to non-controlling interests is not transferred to
financial instruments designated as and qualifying as a
the income statement.
cash flow hedge that is an effective hedge of changes in future cash flows are recognised in other comprehensive
On partial disposal of foreign subsidiaries with another
income in equity under a separate hedging reserve until
functional currency than the presentation currency (EUR)
the hedged cash flows affect the income statement. At
without a loss of control, a proportionate share of the
that time, any gains or losses resulting from such hedged
translation reserve is transferred from the Group to the
transactions are transferred to other comprehensive
Notes to the Consolidated Financial Statements (EURk)
35
1 Accounting policies (continued)
income and recognised under the same item as the
uncertainty about the possibility of return, revenue is not
hedged item.
recognised until the goods have been delivered and the time period for return has elapsed.
If the hedging instrument no longer qualifies for hedge accounting, the hedge will cease to be effec-
Advertising income is recognised on the delivery date,
tive. The accumulated change in value recognised
typically when issued or broadcasted.
in other comprehensiveincome is transferred to the income statement when the hedged cash flows affect
Revenue from the sale of film broadcasting rights is
the income statement. If the hedged cash flows are
recognised at the time when the film becomes accessible
no longer expected to be realised, the accumulated
to the customer (availability date).
change in value will be transferred to the income statement immediately. The portion of a derivative financial
Royalties received are accrued and recognised as income
instrument not included in a hedge is recognised under
in accordance with the concluded agreement.
financial items. Rental income is accrued and recognised as income on a For derivative financial instruments that do not qualify
straight-line basis over the lease term in accordance with
for treatment as hedging instruments, changes in fair
the concluded agreement.
value are currently recognised in the income statement under financial items.
Barter agreements where the services exchanged are dissimilar are recognised at fair value and accrued as the services are performed or over the period specified
INCOME STATEMENT
in the concluded agreement. Fair value is measured at the value of either the delivered or the received services,
Revenue
depending on which services can be measured reliably.
Revenue from the sale of goods for resale and finished goods is recognised in the income statement when all
Revenue is measured at the fair value of the agreed con-
the following conditions have been satisfied:
sideration exclusive of VAT and taxes charged on behalf
• the Group has transferred to the buyer the signifi-
of third parties. All discounts granted are recognised as a
cant risks and rewards of ownership of the goods;
reduction of revenue.
• the Group retains neither continuing managerial involvement to the degree usually associated with
Other operating income and expenses
ownership nor effective control over the goods sold;
Other operating income and expenses comprise items
• the amount of revenue can be measured reliably;
secondary to the principal activities of the entities,
• it is probable that the economic benefits associated
including gains and losses on the disposal of businesses,
with the transaction will flow to the Group; and
which are not continuing operations, intangible assets
• the costs incurred or to be incurred in respect of the
and property, plant and equipment, as well as continu-
transaction can be measured reliably.
ing value adjustments of investment properties at fair value. Gains and losses on the disposal of entities,
Magazine subscriptions are accrued and recognised over
intangible assets and property, plant and equipment are
the period in which the items are dispatched (issued).
determined as the selling price less disposal costs and the carrying amount at the date of disposal.
If, based on past experience or otherwise, the Group
36
can make a reliable estimate of the amount of goods
Government grants
that will be returned, a provision for the goods esti-
Government grants comprise film and ticket subsidies
mated to be returned will be recognised. When there is
for in-house produced films. Grants are recognised
Notes to the Consolidated Financial Statements (EURk)
1 Accounting policies (continued)
when there is reasonable assurance that they will be
Film rights are measured at cost. For purchases, the cost
received. Film subsidies for in-house produced films
is allocated proportionally to the cinema, DVD and TV
recognised in the balance sheet are offset against the
media, as well as to markets.
cost of in-house produced films. Ticket subsidies are recognised in the income statement under other operat-
Film rights are amortised according to a revenue-based
ing income.
method over the period during which they are expected to generate income on the respective market and in the
Share of result from investments in associates
respective media.
The proportionate share of the associates’ results after tax and non-controlling interests and after elimination
Other intellectual property rights with a limited useful
of the proportionate share of intra-group gains/losses is
life, such as domain names and magazine titles, are
recognised in the consolidated income statement.
measured at cost on initial recognition and amortised on a straight-line basis over the useful life (typically 5 to
Financial income and expenses
10 years).
Financial income and expenses comprise interest income and expense, gains and losses on securities, payables
In-house produced film rights
and transactions denominated in foreign currencies,
In-house produced film rights are measured at cost,
amortisation of financial assets and liabilities, including
which includes indirect production costs, less grants
finance lease commitments. Furthermore, changes in
received, accumulated amortisation and impairment, or
the fair value of derivative financial instruments which
at the recoverable amount where this is lower.
are not designated as hedging instruments as well as the ineffective portion of the hedges are also included.
In-house produced film rights are amortised according to a revenue-based method over the period during
Borrowing costs relating to general borrowing or loans
which they are expected to generate income.
directly relating to the acquisition, construction or development of qualifying assets are allocated to the cost of
Goodwill
such assets.
On initial recognition, goodwill is recognised in the balance sheet at cost as described under ‘Business
Tax for the year
combinations’. Subsequently, goodwill is measured at
Tax for the year, which comprises current tax and
cost less accumulated impairment losses. Goodwill is not
changes in deferred tax for the year, is recognised in the
amortised.
income statement, in other comprehensive income or directly in equity.
The carrying amount of goodwill is allocated to the Group’s cash-generating units at the date of acquisition. The identification of cash-generating units is based
BALANCE SHEET
on the management structure and internal financial control.
Film rights, etc. Film rights comprise film, DVD and TV rights. Film rights
Trademarks
are recognised as an intangible asset at the time when
Acquired intellectual property rights, including trade-
control over the asset is transferred. Prepayments for
marks acquired in business combinations, are measured
film rights are recognised in the balance sheet as prepaid
at cost on initial recognition. Trademarks with an
intangible assets, and when control is gained over the
indefinite useful life are not amortised but are tested for
assets, the prepayments are reclassified to film rights.
impairment at least once annually.
Notes to the Consolidated Financial Statements (EURk)
37
1 Accounting policies (continued)
Property, plant and equipment
Depreciation is made on the basis of the asset’s residual
Land and buildings, plant and machinery, tools and
value less any impairment losses. The residual value and
equipment and leasehold improvements are measured
useful life of the assets are reassessed every year. If the
at cost less accumulated depreciation and impairment.
residual value exceeds the carrying amount, depreciation is discontinued.
Cost comprises the purchase price and any costs directly attributable to the acquisition until the date when the
In case of changes in the useful life or the residual value,
asset is available for use.
the effect on depreciation is recognised prospectively as a change in accounting estimates.
Subsequent costs, e.g. in connection with replacing components of property, plant and equipment, are
Gains and losses on the disposal of property, plant and
recognised in the carrying amount of the relevant asset if
equipment are determined as the difference between
it is probable that the costs will result in future economic
the selling price less disposal costs and the carrying
benefits for the Group. The replaced components are
amount at the date of disposal. Gains or losses are rec-
derecognised in the balance sheet, and the carrying
ognised in the income statement under other operating
amount is transferred to the income statement. All other
income or other operating costs, respectively.
costs incurred for ordinary repairs and maintenance are recognised in the income statement as incurred.
Investment properties Properties are classified as investment properties when
The cost of assets held under finance leases is recog-
they are held for the purpose of obtaining rental income
nised at the lower of the fair value of the assets and the
and/or capital gains. On initial recognition, investment
present value of future minimum lease payments. In the
properties are measured at cost, consisting of the
calculation of present value, the interest rate implicit in
acquisition cost of the property and any costs directly
the lease or the Group’s incremental borrowing rate is
attributable to the acquisition. Subsequently, investment
used as the discount rate.
properties are measured at fair value. Changes in the fair value are recognised in the income statement as a
When individual components of an item of property,
value adjustment of investment properties under other
plant and equipment have different useful lives, the cost
operating income/costs in the financial year in which the
of such individual components is accounted for and
change occurs.
depreciated separately. Depreciation is provided on a straight-line basis over the expected useful lives, based
Realised gains and losses on the disposal of investment
on the following estimates of the useful lives of the
properties are determined as the difference between
assets:
the carrying amount and the selling price and are also recognised in the item ‘value adjustment of investment
Corporate properties (head offices)
25, 50 years
Properties used for operational purposes Installations and conversions (the useful life depends on the nature of conversion)
properties’’ under other operating income/costs.
25 years
10, 15, 25 years
Investments in associates Investments in associates are recognised in the consolidated financial statements according to the equity
Plant and machinery
3 - 15 years
method, which means that the investments are meas-
Tools and equipment
3 - 5 years
ured in the balance sheet at the proportionate share of
5 - 10 years
the associates’ net asset values calculated in accordance
Leasehold improvements
with the Group’s accounting policies minus or plus the Land is not depreciated.
38
proportionate share of unrealised intra-group gains
Notes to the Consolidated Financial Statements (EURk)
1 Accounting policies (continued)
and losses and plus any excess values on acquisition,
amount is the higher of an asset’s fair value less expected
includingÂgoodwill. Investments in associates are tested
disposal costs and its value in use. Value in use is the pre-
for impairment when impairment indicators are identi-
sent value of future cash flows expected to be derived
fied.
from an asset or the cash-generating unit to which the asset belongs.
Investments in associates with negative net asset values are measured at EUR 0 (nil). If the Group has a legal or
An impairment loss is recognised if the carrying amount
constructive obligation to cover a deficit in the associate,
of an asset or a cash-generating unit exceeds the
such deficit is recognised under liabilities.
recoverable amount of the asset or the cash-generating unit. Impairment losses are recognised in the income
Receivables from associates are measured at amortised
statement.
cost less any impairment losses. Impairment of goodwill is not reversed. Impairment of On the acquisition of investments in associates, the
other assets is reversed only to the extent that changes
acquisition method is used; see the description of busi-
in the assumptions and estimates underlying the impair-
ness combinations.
ment calculation have occurred. Impairment is only reversed to the extent that the asset’s increased carrying
Impairment of non-current assets
amount does not exceed the carrying amount that
Goodwill and intangible assets with indefinite useful
would have been determined (net of amortisation or
lives are subject to annual impairment tests, initially
depreciation) had no impairment loss been recognised
before the end of the acquisition year. Likewise, devel-
for the asset in prior years.
opment projects in process are subject to an annual impairment test.
Inventories Inventories are measured at the lower of cost according
The carrying amount of goodwill is tested for impair-
to the FIFO method and the net realisable value.
ment together with the other non-current assets of the cash-generating unit to which goodwill has been
Goods for resale and raw materials and consumables
allocated. If the carrying amount exceeds the recover-
are measured at cost, comprising purchase price plus
able amount, it is written down to the recoverable
delivery costs.
amount via the income statement. As a main rule, the recoverable amount is calculated as the present value of
The cost of finished goods and work in progress com-
expected future net cash flows from the entity or activ-
prises the cost of raw materials, consumables, direct
ity (cash-generating unit) to which goodwill has been
wages and salaries and indirect production overheads.
allocated.
Indirect production overheads comprise indirect materials, wages and salaries as well as maintenance and
Deferred tax assets are subject to annual impairment
depreciation of production machinery and equipment as
tests and are recognised only to the extent that it is
well as administration and management costs.
probable that the assets will be utilised. The net realisable value of inventories is calculated The carrying amount of other non-current assets is
as the selling price less costs of completion and costs
tested annually for impairment indicators. When there is
necessary to effect the sale and is determined taking into
an indication that assets may be impaired, the recover-
account marketability, obsolescence and development in
able amount of the asset is determined. The recoverable
expected selling price.
Notes to the Consolidated Financial Statements (EURk)
39
1 Accounting policies (continued)
Receivables
in variables such as salary levels, interest rates, inflation
Receivables are measured at fair value on initial recogni-
and mortality. The present value is determined only for
tion and are subsequently measured at amortised cost
benefits earned by employees from their employment
less any impairment.The Group considers evidence of
with the Group. The actuarial present value less the fair
impairment both on an individual level and on a group
value of any plan assets is recognised in the balance
level where considered relevant.
sheet under pension obligations.
Prepayments
If a pension plan constitutes a net asset, the asset is only
Prepayments, such as prepaid royalty and prepaid
recognised if it represents future refunds from the plan
authors’ fees, which are recognised under assets,
or will lead to reduced future payments to the plan.
comprise costs incurred concerning subsequent financial years. Prepayments are measured at cost.
Pension costs for the year are recognised in the income statement based on actuarial estimates and
Securities
financial expectations at the beginning of the year.
Securities consist mainly of listed bonds that are held for
Any difference between the expected development
investment of excess liquidity and managed in accord-
in pensionplan assets and liabilities and the realised
ance with a documented investment strategy. Securities
amounts determined at year-end is termed an actuarial
are measured initially at the listed price at the trade date
gain or loss and is recognised in other comprehensive
and subsequently at the listed price at the end of the
income.
reporting period using the fair value option. Value adjustments are recognised directly in the income statement.
Non-current employee benefits are recognised at the best estimate of the expenditure required to settle the
Pension obligations and similar
present obligation at the end of the reporting period.
non-current liabilities The Group has entered into pension plans and similar
Current tax payable/receivable and deferred taxes
arrangements with the majority of the Group’s employ-
Current tax payable and receivable is recognised in the
ees.
balance sheet as tax computed on the taxable income for the year, adjusted for tax on the taxable income of
Obligations relating to defined contribution plans where
prior years and for tax paid on account.
the Group regularly pays fixed pension contributions to independent pension funds are recognised in the
Deferred tax is measured using the balance sheet
income statement in the period during which employ-
liability method on the basis of all temporary differences
ees earn entitlement to them, and any contributions
between the carrying amount and the tax base of assets
outstanding are recognised in the balance sheet under
and liabilities. However, deferred tax is not recognised
other payables.
on temporary differences relating to goodwill that is not deductible for tax purposes and on office premises and
40
For defined benefit plans, an actuarial calculation (the
other items where temporary differences, apart from
Projected Unit Credit method) is performed annually of
business combinations, arise at the date of acquisition
the present value of future benefits payable under the
without affecting either result for the year or taxable
defined benefit plan. The present value is determined on
income. Where different tax rules can be applied to
the basis of assumptions about the future development
determine the tax base, deferred tax is measured based
Notes to the Consolidated Financial Statements (EURk)
1 Accounting policies (continued)
on Management’s planned use of the asset or settle-
Provisions are measured at the best estimate of the
ment of the liability.
expenses required to settle the obligation.
Deferred tax assets, including the tax base of tax loss
When provisions are measured, the costs required
carryforwards, are recognised under other non-current
to settle the obligation are discounted provided that
assets at the expected value of their utilisation; either
such discounting would have a material effect on the
as a set-off against tax on future earnings or as a set-off
measurement of the liability. A pre-tax discount rate is
against deferred tax liabilities in the same legal tax entity
used that reflects the current market interest rate level
and jurisdiction.
plus risks specific to the liability. Changes in the discount element during the financial year are recognised in the
Deferred tax assets and liabilities are set off if the entity
income statement under financial expenses.
has a legally enforceable right to set off current tax liabilities and tax assets or intends either to settle current
Warranty provisions are recognised as the underlying
tax liabilities and tax assets on a net basis or to realise the
goods are sold based on historical warranty costs experi-
assets and settle the liabilities at the same time.
ence in previous financial years.
Deferred tax is adjusted for eliminations of unrealised
Restructuring costs are recognised under liabilities
intra-group gains and losses.
when a detailed, formal restructuring plan has been announced to the employees affected no later than
Deferred tax is measured according to the tax rules and
at the end of the reporting period. On acquisition of
at the tax rates applicable in the respective countries
businessesÂ, provisions for restructuring in the acquiree
at the end of the reporting period when the deferred
are only included in goodwill when, at the acquisition
tax is expected to be realised as current tax. Changes in
date, the acquiree had an existing liability for restructur-
deferred tax due to changed tax rates are recognised in
ing.
the comprehensive income for the year. A provision for onerous contracts is recognised when the Other provisions
expected benefits to be obtained by the Group from a
Other provisions primarily consist of provisions for
contract are lower than the unavoidable costs of meet-
goods sold with a right of return, where, based on past
ing its obligations under the contract.
experience or otherwise, the Group can make a reliable estimate of the amount of goods that will be returned as
Financial and non-financial liabilities
well as expected restructuring costs, etc.
Financial liabilities are recognised as at the date of borrowing as the net proceeds received less transaction
Provisions are recognised when the Group incurs a
costs paid. In subsequent periods, the financial liabilities
legal or constructive obligation due to an event occur-
are measured at amortised cost, such that the difference
ring before or at the end of the reporting period, and
between the proceeds and the nominal value is recog-
meeting the obligation is likely to result in an outflow of
nised under financial expenses in the income statement
economic benefits.
over the term of the loan.
Notes to the Consolidated Financial Statements (EURk)
41
1 Accounting policies (continued)
Financial liabilities also include the capitalised residual
Presentation of discontinued operations
lease commitment under finance leases, which is meas-
Discontinued operations represent a separate major line
ured at amortised cost. Other liabilities are measured at
of business whose activities and cash flows can be clearly
net realisable value.
distinguished, operationally and for financial reporting purposes, from the other business areas, provided that
Deferred income
the unit has been disposed of or that it is held for sale
Deferred income, including the sale of film broadcasting
and the sale is expected to be carried out within twelve
rights, is measured at amortised cost.
months in accordance with a formal plan. Discontinued operations also include businesses which are classified as
Assets held for sale
held for sale in connection with the acquisition.
Assets held for sale consist of non-current assets and disposal groups held for sale. Disposal groups are defined
The profit after tax on discontinued operations and value
as a group of assets to be disposed of in a single transac-
adjustments after tax of related assets and liabilities and
tion, through sale or otherwise. Liabilities associated
gains and losses on disposal are presented as a separate
with assets classified as held for sale are those liabilities
line item in the income statement with a restatement of
directly associated with the assets that will be trans-
comparative figures. The notes disclose revenue, costs,
ferred in the transaction. Assets are classified as held for
value adjustments and tax for the discontinued opera-
sale if their carrying amount will be recovered principally
tions.
through a sale within 12 months in accordance with a formal plan rather than through continuing use.
Assets and related liabilities for discontinued operations are presented in separate line items in the balance sheet
Assets or disposal groups held for sale are measured at
without a restatement of comparative figures; see the
the lower of their carrying amount at the date of clas-
section ‘Assets held for sale’, and the principal items are
sification as held for sale and their fair value less disposal
specified in the notes.
costs. Assets are not depreciated or amortised from the date when they are classified as held for sale.
CASH FLOW STATEMENT The cash flow statement shows the cash flows from
Impairment losses on initial recognition as held for sale
operating, investing and financing activities for the year,
and gains and losses on subsequent remeasurement at
the year’s changes in cash and cash equivalents as well
the lower of carrying amount and fair value less disposal
as the Group’s cash and cash equivalents at the begin-
costs are recognised in the income statement under the
ning and end of the year.
items to which they relate. Gains and losses are disclosed in the notes.
The cash flow effect of acquisitions and disposals of businesses is shown separately in cash flows from invest-
42
Assets and associated liabilities are presented as sepa-
ing activities. Cash flows from acquired businesses are
rate line items in the balance sheet, and the principal
recognised in the cash flow statement from the date of
items are specified in the notes. Comparative figures in
acquisition, and cash flows from disposals of businesses
the balance sheet are not restated.
are recognised until the date of disposal.
Notes to the Consolidated Financial Statements (EURk)
1 Accounting policies (continued)
Cash flows from operating activities are calculated
FINANCIAL RATIOS
according to the indirect method as the profit for the
Financial ratios are calculated in accordance with the
year before net financials, adjusted for non-cash operat-
Danish Society of Financial Analysts’ ‘Recommendations
ing items, changes in working capital and corporate
and Financial Ratios 2010’.
income tax paid. The financial ratios stated under financial highlights Cash flows from investing activities comprise payments
have been calculated as follows:
in connection with the acquisition and disposal of businesses and activities and the acquisition and disposal of
Operating margin
intangible assets, property, plant and equipment and
Operating profit x 100
other non-current assets, as well as securities. Acquisitions of assets by means of finance leases are treated as non-cash transactions.
Revenue Equity ratio Equity, excl. non-controlling interests, x 100
Cash flows from financing activities comprise the rais-
Total assets
ing of loans and repayment of interest-bearing debt, donations made and transactions with non-controlling interests. Cash and cash equivalents comprise cash and market-
Return on equity Net profit for the year, excl. non-controlling interests, x 100 Average equity, excl. non-controlling interests
able securities with a residual term of less than three months at the acquisition date which are subject to an insignificant risk of changes in value. Cash flows in other currencies than the functional currency are translated using average exchange rates unless these deviate significantly from the rates at the transaction date. Cash flows from operating, investing and financing activities for discontinued operations are disclosed in a note. SEGMENT INFORMATION The Egmont Foundation is not officially listed, and in accordance with IFRS, segment information need therefore not be presented.
Notes to the Consolidated Financial Statements (EURk)
43
2
Revenue
Sale of goods
Royalty
Rental income
Total
2011
2010
2009
1,326,867
1,371,027
1,383,563
50,817
43,124
50,588
8,636
8,961
8,997
1,386,320
1,423,112
1,443,148
2010
2009 16,214
3
Other operating income
2011
Sale of TV productions
1,148
1,825
Government grants
665
1,616
1,497
Miscellaneous
9,038
9,303
10,571
Total
10,851
12,744
28,282
4
Personnel costs
Wages and salaries
Defined contribution pension plans
Defined benefit pension plans
Other social security costs
Total
2011
2010
2009
(266,917)
(256,750)
(273,078)
(16,272)
(16,521)
(14,907)
(3,852)
(1,801)
(3,674)
(36,110)
(33,547)
(34,030)
(323,151) (308,619) (325,689)
Average number of employees, total
4,161
4,312
4,754
Compensation paid to the Management Board amounts to 3,088 (2010 and 2009: 2,742), of which pension contributions amounts to 346 (2010: 331 and 2009: 284). Compensation paid to the Board of Trustees amounts to 377 (2010: 411 and 2009: 398). 5
Depreciation, amortisation and impairment losses
Amortisation, intangible assets
Impairment losses, intangible assets
Depreciation, property, plant and equipment
Impairment losses, property, plant and equipment
Total
2011
2010
2009
(34,920)
(37,837)
(45,124)
(1,952)
(16,434)
(12,936)
(23,746)
(25,588)
(27,618)
(2,225)
(3,948)
(1,230)
(62,843) (83,807) (86,908)
44
6
Financial income
2011
2010
2009
Interest income, financial assets, measured at amortised cost
2,771
3,113
6,528
Interest income, securities
5,242
3,036
540
Foreign exchange gains, net
2,407
5,139
15,034
Change in fair value, derivative financial instruments
1,726
Other financial income
Total
Notes to the Consolidated Financial Statements (EURk)
800
602
2,006
1,578
4,441
13,226
13,468
28,269
7
Financial expenses
2011
2010
2009
Interest expenses, financial liabilities, measured at amortised cost
(7,113)
(7,929)
(12,299)
Interest expenses, derivative financial instruments
(3,877)
(3,925)
(3,739)
Change in fair value, securities, net
(991)
(2,471)
(597)
Other financial expenses
(3,327)
(2,536)
(4,502)
Total
(15,308) (16,861) (21,137)
8
Taxes
2011
2010
2009
Current tax
(14,752)
(22,968)
(12,349)
Deferred tax
(5,667)
(2,654)
14,651
Adjustment for prior years
337
(67)
(93)
Total
(20,082)
(25,689)
2,209
Tax on the profit for the year results as follows:
Calculated tax, 25 % on profit before tax
Adjustment of calculated tax in foreign entities relative to 25 %
(23,431)
(18,833)
(16,003)
(2,083)
(706)
1,135
Tax effect of:
Non-taxable income less non-tax deductible expenses
3,029
(8,643)
3,315
Share of net profit/(loss) after tax in associates
2,066
(914)
(2,188)
Changes in deferred tax assets not previously recognised
16,043
Adjustment for prior years
Total
0
3,474
337
(67)
(93)
(20,082)
(25,689)
2,209
Effective tax rate
21.4 %
34.1 %
-3.5 %
In 2009, the Group recognised an unrecognised deferred tax asset in the Danish jointly taxed companies, as these companies’ earnings made it probable at the end of the reporting period that the deferred tax asset could be utilised. Tax recognised in other comprehensive income:
Tax on value adjustment of hedging instruments
240
222
85
Tax on actuarial gains/(losses) on defined benefit pension plans
4,120
835
(437)
Total
4,360
1,057
(352)
Notes to the Consolidated Financial Statements (EURk)
45
9
Intangible assets
Intangible assets under Film In-house development rights, produced Trade- and pre etc. film rights Goodwill marks payments Cost at 1 January 2011
Foreign exchange adjustments
Additions
Government grants
Transferred
Cost of assets disposed of
Cost at 31 December 2011
103,716
79,698
130,270
46,773
16,420
165
1,229
4,091
1,023
(11)
6,962
13,644
739
0
31,746
0
(9,541)
0
0
0
23,934
(712)
0
0
(23,222)
(3,530)
(10,973)
(13,838)
(502)
0
131,247
73,345
121,262
47,294
24,933
Amortisation and impairment losses at 1 January 2011
Foreign exchange adjustments
Amortisation and impairment losses of assets disposed of
Amortisation
(27,516)
(7,404)
0
0
Amortisation and impairment losses at 31 December 2011
(93,200)
(65,113)
(30,836)
(2,714)
(68,573) (64,147) (37,233) (2,564)
(611)
494
(1,022)
(3,621)
(652)
(2)
3,374
7,122
11,329
502
0
Transferred
(338)
338
0
0
0
Impairment losses
(641)
0
(1,311)
0
0 0 (613)
Carrying amount at 38,047 8,232 90,426 44,580 31 December 2011
24,320
Cost at 1 January 2010
116,954
56,025
124,766
40,970
Adjustment, beginning of year
0
12,289
0
0
14,203 0
Foreign exchange adjustments
1,212
564
6,897
2,759
(2)
Additions
4,837
15,038
3,333
0
23,914
Government grants
0
(5,504)
0
0
0
Transferred
15,437
6,698
(4,299)
3,044
(20,880)
Cost of assets disposed of
(34,724)
(5,412)
(427)
0
(815)
Cost at 31 December 2010
103,716
79,698
130,270
46,773
16,420
Amortisation and impairment losses at 1 January 2010
Adjustment, beginning of year
0
(12,289)
0
0
0
Foreign exchange adjustments
(1,275)
(557)
(791)
0
1
Amortisation and impairment losses of assets disposed of
34,345
4,423
0
0
55
Transferred
618
(3,204)
3,285
(699)
0
Impairment losses
(801)
(1,129)
(12,639)
(1,865)
0
Amortisation
(29,178)
(8,659)
0
0
Amortisation and impairment losses at 31 December 2010
(68,573)
(64,147)
(37,233)
(2,564)
93,037
44,209
(72,282) (42,732) (27,088)
0
(667)
0 (611)
46
Carrying amount at 31 December 2010
35,143
15,551
Notes to the Consolidated Financial Statements (EURk)
15,809
9
Intangible assets (continued)
Intangible assets under Film In-house development rights, produced Trade- and pre etc. film rights Goodwill marks payments Cost at 1 January 2009
118,777
47,510
110,077
34,744
7,861
3,651
223
15,347
6,226
15
320
666
0
0
0
3,756
19,076
2,807
0
24,044
0
(9,064)
0
0
0
17,353
(369)
0
0
(17,526)
Foreign exchange adjustments
Cost, business combinations
Additions
Government grants
Transferred
Cost of assets disposed of
(26,903)
(2,017)
(3,465)
0
(191)
Cost at 31 December 2009
116,954
56,025
124,766
40,970
14,203
Amortisation and impairment losses at 1 January 2009
Foreign exchange adjustments
(2,015)
(206)
(1,363)
0
0
Amortisation and impairment losses of assets disposed of
26,702
1,336
0
0
0
Transferred
102
0
0
0
0
Impairment losses
(1,371)
0
(11,104)
0
(461)
Amortisation
(35,699)
(9,425)
0
0
Amortisation and impairment (72,282) losses at 31 December 2009
(42,732)
(27,088)
0
97,678
40,970
(60,001) (34,437) (14,621)
0
(206)
0 (667)
Carrying amount 44,672 at 31 December 2009
13,293
13,536
Goodwill The carrying amount of goodwill is tested annually for impairment. The impairment tests are carried out for the Group’s cash-generating units, based on their management structure and internal financial control; see below: 2011
2010
2009
Magazines, Norway*
31,137
30,820
34,765
Books, Norway
10,592
10,228
9,609
Nordisk Film, Cinemas
4,187
4,187
4,187
Nordisk Film, Partners
0
2,191
4,134
TV 2, Norway
37,520
37,208
34,958
Other units
6,990
8,403
10,025
Carrying amount
90,426
93,037
97,678
*Incl. Magazines, Sweden in 2009
In the impairment test of the cash-generating units, the recoverable amount, equivalent to the discounted value of expected future net cash flows, is compared with the carrying amount of the cash-generating units. The recoverable amount is based on the value in use, determined by using expected net cash flows that are based on management-approved budgets and business plans for 2012, projections for subsequent years up to and including 2016, and average growth during the terminal period. For the primary cash-generating units, the following pre-tax discount rates have been used: 11.5 to 14.4 % (2010: 11.5 to 14.0 % and 2009: 11.2 to 14.9 %).
Notes to the Consolidated Financial Statements (EURk)
47
9
Intangible assets (continued)
The average expected growth during the terminal period is -4.1 % for Magazines, Norway (2010 and 2009: -4.7 %), 2.0 % for Books, Norway, and 2.6 % for TV 2, Norway (2010 and 2009: 2.0 % and 2.6 %). Expected growth during the terminal period is not estimated to exceed the long-term average growth rate in the business areas. The impairment tests for goodwill for 2011, 2010 and 2009 show that the recoverable amount exceeds the carrying amount of the Group’s primary cash-generating units, Magazines, Norway; Books, Norway; Nordisk Film, Cinemas; and TV 2, Norway. The impairment of goodwill of 12,639 in 2010 and 11,104 in 2009 is mainly attributable to restructuring or the shutdown/disposal of activities in Magazines, Sweden, in 2009, Nordisk Film, Partners and Other units. Trademarks Trademarks with an indefinite useful life relate to the individual cash-generating units’ primary sales. The Group is testing the carrying amount of trademarks with an indefinite useful life for impairment annually; see below:
2011
2010
17,242
17,098
2009
Magazines, Norway
Books, Norway
9,566
9,487
8,853
TV 2, Norway
17,772
17,624
15,057
Carrying amount
44,580
44,209
40,970
17,060
Trademarks for Magazines, Norway, and TV 2, Norway, are tested by using the Relief from Royalty method to assess future cash flows from royalty income for the individual trademark. The royalty rate, determined on the basis of the cash-generating unit’s products and the reputation of such products, ranged from 5 to 14 % for 2009 to 2011. The trademark of Books, Norway, has been tested together with the goodwill of the cash-generating unit to which it relates. The following pre-tax discount rates have been used: 9.9 to 11.0 % (2010: 10.0 to 11.0 % and 2009: 8.0 to 11.0 %). The average expected growth during the terminal period is -3.5 % for Magazines, Norway (2010 and 2009: -3.5 %), 2.0 % for Books, Norway, and 2.5 % for TV 2, Norway (2010 and 2009: 2.0 % and 2.5 %). The impairment tests for trademarks for 2009 to 2011 show that the recoverable amount exceeds the carrying amount. The Group assesses that probable changes in the assumptions underlying the impairment calculations will result in no need for impairment of goodwill and trademarks in the Group’s primary cash-generating units. Film rights and in-house produced film rights The Group makes regular estimates of the useful lives of film rights and in-house produced film rights based on its expected sales in the cinema, DVD and TV media and in markets, which are naturally subject to uncertainty as actual sales may differ from estimated sales. The Group continuously receives sales estimates, and if impairment indicators are identified, film rights and in-house produced film rights are written down for impairment. The useful lives of film rights and in-house produced film rights for 2009 to 2011 were at the expected level.
48
Notes to the Consolidated Financial Statements (EURk)
10
Property, plant and equipment
Property, plant and Leasehold equipment Land and Plant and Tools and improve- under buildings machinery equipment ments construction
Cost at 1 January 2011
210,992
104,552
79,343
15,239
Foreign exchange adjustments
613
707
290
96
3,319 10
Additions
430
7,557
5,390
542
4,879
Transferred
(1,918)
Cost of assets disposed of
Cost at 31 December 2011
614
142
412
750
(1,701)
(7,535)
(3,423)
(2,159)
(26)
210,948
105,423
82,012
14,468
6,264
Depreciation and impairment losses at 1 January 2011
Foreign exchange adjustments
Depreciation and impairment losses of assets disposed of
Impairment losses
Depreciation Depreciation and impairment losses at 31 December 2011
(32,552) (85,609) (59,599) (10,699)
0
177
(88)
179
5
0
1,330
6,972
2,889
1,636
(28)
0
(2,253)
0
0
28
(6,106) (7,963) (8,079) (1,598)
0
(37,151) (88,941) (64,610) (10,656)
0
Carrying amount 173,797 at 31 December 2011
16,482
17,402
3,812
6,264
Hereof assets held under finance leases
Cost at 1 January 2010
Foreign exchange adjustments
Additions
Transferred
Cost of assets disposed of
Cost at 31 December 2010
0
2,151
336
0
0
211,686
98,956
77,630
15,776
1,752
(291)
11,852
2,644
(649)
(4)
1,861
9,127
8,905
681
2,731 (1,160)
586
62
(282)
794
(2,850)
(15,445)
(9,554)
(1,363)
0
210,992
104,552
79,343
15,239
3,319
Depreciation and impairment losses at 1 January 2010
Foreign exchange adjustments
Depreciation and impairment losses of assets disposed of
Transferred
Impairment losses
Depreciation
(25,503) (80,149) (56,829) (10,377)
0
(7)
(11,040)
(1,917)
755
0
1,703
14,510
8,596
1,335
0
0
208
384
(592)
0
(3,136) (78) (579) (155)
0
(5,609) (9,060) (9,254) (1,665)
0
Depreciation and impairment (32,552) losses at 31 December 2010
Carrying amount at 31 December 2010
178,440
(85,609)
(59,599)
(10,699)
0
18,943
19,744
4,540
3,319
944
0
0
Hereof assets held under finance leases
0
3,093
Notes to the Consolidated Financial Statements (EURk)
49
10
Property, plant and equipment (continued)
Property, plant and Leasehold equipment Land and Plant and Tools and improve- under buildings machinery equipment ments construction
Cost at 1 January 2009
210,663
83,787
65,730
12,619
4,929
Foreign exchange adjustments
695
Cost, businesses combinations
0
14,549
5,703
1,147
359
0
1,062
46
Additions
1,034
0
6,158
8,191
722
3,508
Transferred
169
4,402
Cost of assets disposed of
(875)
(9,940)
568
2,447
(7,044)
(3,624)
(1,205)
Cost at 31 December 2009
211,686
98,956
77,630
0
15,776
1,752
Depreciation and impairment losses at 1 January 2009
Foreign exchange adjustments
(146)
(12,702)
(4,345)
(936)
0
Depreciation and impairment losses of assets disposed of
755
9,627
3,078
605
0
Transferred
0
(706)
1,401
(797)
0
Impairment losses
0
(758)
(1,230)
(441)
0
Depreciation
(20,387) (64,875) (46,665) (6,718)
0
(5,725) (10,735) (9,068) (2,090)
0
Depreciation and impairment (25,503) (80,149) (56,829) (10,377) losses at 31 December 2009
0
Carrying amount 186,183 18,807 20,801 5,399 1,752 at 31 December 2009
Hereof assets held under finance leases
0
3,448
1,892
0
0
The cost of land and buildings totalled 210,663 at 1 January 2009. Of this amount, land and buildings recognised at fair value at 1 January 2009 according to the annual report for 2010, presented in accordance with the Danish Financial Statements Act, came to 163,627. The latter value has been used as the new cost.
11
Investment properties
2011
2010
2009
Fair value at 1 January
30,854
30,907
30,870
Foreign exchange adjustments
Fair value at 31 December
84
(53)
37
30,938
30,854
30,907
Investment properties consist of a rental property in Denmark, let out under a long-term lease. The fair value is calculated according to the net rental method, and thus the value of the property has been calculated on the basis of its expected operating income from 2010 to 2011 of about 1,800 and a required rate of return of 6 %, determined on the basis of the general market level and specific circumstances relating to the property. The cost at 1 January 2009 of 30,870 is equivalent to the fair value at 1 January 2009 according to the annual report for 2010, presented in accordance with the Danish Financial Statements Act. The latter value has been used as the new cost. Rental income amounted to 2,285 (2010: 2,227 and 2009: 1,838) and operating costs to 567 (2010: 467 and 2009: 361).
50
Notes to the Consolidated Financial Statements (EURk)
12
Financial assets Investments in jointly controlled entities
Note 29 includes an outline of the Group’s investments in jointly controlled entities. The Group’s investments in jointly
controlled entities are consolidated on a pro-rata basis. The Group’s shares of jointly controlled entities’ revenue, costs, assets
and liabilities are as follows:
2011
2010
2009
Revenue
345,716
322,883
283,258
Costs
(311,786)
(304,325)
(271,450)
Profit/(loss) before tax
33,930
18,558
11,808
Non-current assets
48,743
55,529
51,577
Current assets
199,261
182,229
164,466
Total assets
248,004
237,758
216,043
Non-current liabilities
109,629
138,217
133,922
Current liabilities
135,871
123,138
109,429
Total liabilities
245,500
261,355
243,351
The Group’s operating lease commitments, contingent liabilities and collateral provided in jointly controlled entities appear
from notes 21 and 22.
Investments in associates
Cost at 1 January
Foreign exchange adjustments
Additions
2011
2010
2009
26,320
24,916
25,502
172
1,502
3,154
7,214
1,207
1,677
Disposals
(6,267) (1,305) (5,417)
27,439
Cost at 31 December
26,320
24,916
Adjustments at 1 January
Foreign exchange adjustments
Share of profit/(loss) for the year
Additions
Dividends
Disposals
Transferred for set-off against receivables
Transferred to provisions
Adjustments at 31 December
Carrying amount at 31 December
(16,985)
(14,454)
(5,787)
(336)
(1,256)
(2,066)
8,263
(3,655)
(8,751)
128
376
0
(846) (221) (305) (6,196)
436
1,122
771
1,921
1,575
0
(132)
(242)
(15,201)
(16,985)
(14,454)
12,238
9,335
10,462
Note 29 includes an outline of the Group’s investments in associates. The revenue, profit/loss for the year, assets and liabilities of the primary associates are as follows: Revenue
Net profit/(loss) for the year
Assets
Liabilities
2011
194,676
6,613
80,594
161,514
2010
183,988
2,873
71,712
159,132
2009
122,967
(26,649)
59,273
144,284
Notes to the Consolidated Financial Statements (EURk)
51
13
Inventories
2011
2010
2009
Raw materials and consumables
2,487
3,382
3,631
Work in progress 3,447
3,371
4,850
Manufactured goods and goods for resale 101,530
96,634
100,883
TV programmes 21,391
25,872
26,348
Total 128,855
129,259
135,712
At the end of the reporting period, the Group estimates the write-down to realisable value for manufactured goods and goods for resale, which primarily relates to books and game consoles. The estimate is based on expected sales and therefore subject to some uncertainty. The inventories of Lindhardt og Ringhof were reduced from 2010 to 2011, mainly as a consequence of the divestment of the Books Clubs to Gyldendal and the closure of the map publisher Legind, as well as increased digitalisation in educational publishers. The inventories and impairment of inventories, expensed for the year amounted to 229,494 (2010: 172,461 and 2009: 180,808) and 13,356 (2010: 11,215 and 2009: 16,463), respectively. Reversed impairment of inventories in the income statement amounted to 3,760 (2010: 4,799 and 2009: 4,905). Inventories included capitalised payroll costs in the amount of 8,437 (2010: 8,733 and 2009: 9,500).
14
Securities 2011
2010
2009
Listed bonds 181,205
149,456
27,576
Other
2,234
2,865
2,713
Total 183,439
152,321
30,289
The average duration of the bonds is 6 months.
15
Cash and cash equivalents 2011
2010
2009
Cash and bank account deposits
154,259
148,807
162,061
Total 154,259
148,807
162,061
Of which deposited in fixed-term deposit 31,405 (2010: 44,726) and cash and cash equivalents pledged as collateral 8,448 (2010: 8,378 and 2009: 3,360). 16
Equity The Egmont Foundation is a commercial foundation and thus subject to special conditions relating to its capital, as set out in the Foundation’s Charter. The Foundation’s assets are used for donations in connection with the Foundation’s Charitable Activities. The balance of the Foundation’s assets is transferred to a reserve to ensure that the Foundation are provided with the necessary capital for consolidation and expansion in accordance with sound business principles. The Foundation’s equity ratio stood at 39.1 % (2010: 36.4 % and 2009: 35.4 %).
52
Notes to the Consolidated Financial Statements (EURk)
17
Pensions The Group mainly has defined contribution pension plans, as the Group’s defined benefit pension plans in both its wholly-owned and its jointly controlled Norwegian entities were closed to new members in 2004 and 2008, respectively. In addition, the Group has pension plans in Sweden that have been established together with other enterprises as part of collective agreements (multi-employer plans). Such plans are defined benefit plans, but are treated as defined contribution plans because the pension funds are unable to provide the information necessary to calculate the individual enterprise’s share of the obligation. For defined benefit pension plans, the obligation is calculated at the actuarial present value at the end of the reporting period. These pension plans are funded in whole or in part through pension funds for the employees. The present value of the defined benefit pension obligations depends on the assumptions used as a basis for the actuarial calculation. The calculation is based on assumptions relating to discount rate, expected return on assets, future wage or salary increases, mortality and future development of the pension obligation. The primary assumptions lie within the framework determined by the public authorities in Norway and are reviewed as at the reporting date. The lower discount rate affected the defined benefit pension obligations for 2011. In 2010, the Group reviewed the primary assumptions to ensure that they were representative of the Group’s pension plans, which resulted in a change to the assumptions for pension, wage and salary adjustments.
Pensions
Defined benefit pension obligations
Other pension obligations
Total
2011
2010
2009
(39,269)
(23,779)
(21,022)
(9,373)
(8,812)
(4,627)
(48,642) (32,591) (25,649)
Defined benefit pension obligations are specified below:
Present value of defined benefit pension obligations
(84,576)
(68,401)
(63,392)
Fair value of pension plan assets
50,142
47,842
45,207
Payroll tax
(4,835)
(3,220)
(2,837)
Net liability at 31 December
(39,269)
(23,779)
(21,022)
Movement in the present value of the defined benefit pension obligations:
Liability at 1 January
Foreign exchange adjustments
Current service cost
Past service cost
Calculated interest relating to liability
Actuarial gains/(losses)
Curtailments and repayments
Benefits paid, etc.
Liability at 31 December
(68,401)
(63,392)
(56,055)
(575)
(4,079)
(10,223)
(3,287)
(3,124)
(4,062)
(909)
1,826
(172)
(2,678)
(2,818)
(2,669)
(11,686)
430
5,541
0
0
1,993
2,960
2,756
(84,576)
(68,401)
2,255 (63,392)
Notes to the Consolidated Financial Statements (EURk)
53
1 7 Pensions (continued) 2011 2010 2009
Movement in the fair value of pension plan assets:
Pension assets at 1 January
47,842
45,207
40,212
Foreign exchange adjustments
401
2,790
7,334
Adjustments relating to previous year(s)
529
0
0
Expected return on pension plan assets
2,668
2,713
2,690
Actuarial gains/(losses)
(1,278)
(1,347)
(3,661)
Contributions paid into the pension plans
2,156
2,076
2,586
Curtailments and repayments
28
(1,451)
(2,166)
Benefits paid, etc.
(2,204)
(2,146)
(1,788)
Pension assets at 31 December
50,142
47,842
45,207
Return on pension assets:
Actual return on pension plan assets
1,390
1,366
(971)
Expected return on pension plan assets
(2,668)
(2,713)
(2,690)
Actuarial losses on pension plan assets
(1,278)
(1,347)
(3,661)
Average composition of pension plan assets:
Bonds
48.7 %
Shares
11.9 %
17.1 %
11.3 %
Money market and the like
21.4 %
16.9 %
14.4 %
Property
18.0 %
16.9 %
16.8 %
49.1 %
57.5 %
Average assumptions used for the actuarial calculations at the end of the reporting period in the individual pension plans:
Discount rate
2.6 %
4.2 %
4.9 %
Inflation rate
3.3 %
3.8 %
4.0 %
Adjustment of wages and salaries
3.5 %
4.0 %
4.3 %
Expected return on pension funds
4.1 %
5.3 %
5.6 %
Amount of defined benefit pension obligations for current and previous years:
Defined benefit pension obligations
(84,576)
(68,401)
(63,392)
Pension assets
50,142
47,842
45,207
Payroll tax
(4,835)
(3,220)
(2,837)
Net liability at 31 December
(39,269)
(23,779)
(21,022)
Pension costs in the income statement:
Current service cost
3,342
3,647
4,002
Calculated interest relating to liability
2,721
2,842
2,726
Curtailments and repayments
0
0
(1,042)
Expected return on pension plan assets
(2,656)
(2,614)
(2,633)
Impact of change to pension plans
0
(2,479)
140
Payroll tax
445
405
481
Pension costs
3,852
1,801
3,674
54
Actuarial gains/(losses) recognised in other comprehensive income
Notes to the Consolidated Financial Statements (EURk)
(14,714)
(2,982)
1,559
18
Deferred tax
Deferred tax at 1 January
Foreign exchange adjustments
Deferred tax for the year recognised in the income statement
Deferred tax for the year recognised in other comprehensive income
Deferred tax at 31 December
2011
2010
2009
15,523
16,419
1,847
(5)
701
273
(5,667)
(2,654)
14,651
4,360
1,057
(352)
14,211
15,523
16,419
Deferred tax has been recognised in the balance sheet as follows:
Deferred tax, asset
22,156
22,184
Deferred tax (liability)
(7,945)
(6,661)
(1,421)
Deferred tax, net
14,211
15,523
16,419
17,840
Deferred tax assets are recognised for all unutilised tax losses to the extent it is considered probable that taxable profits will be realised in the foreseeable future against which the losses can be offset. The amount to be recognised in respect of deferred tax assets is based on an estimate of the probable time of realising future taxable profits and the amount of such profits. The Group has assessed that deferred tax assets totalling 22,156 (2010: 22,184 and 2009: 17,840), primarily attributable to Norway, can be realised in the foreseeable future. This is based on the forecast earnings base of the enterprises in which the tax assets can be utilised.
2011
2010
2009
The deferred tax relates to:
Intangible assets
(8,534) (4,732) (2,833)
Property, plant and equipment
(3,276)
(6,396)
Receivables
(46)
(151)
634
Inventories
3,620
2,981
6,768
Other current assets
836
(200)
(429)
Provisions
14,431
12,104
9,790
Other liabilities
(1,032)
1,878
3,387
Tax loss carry-forwards, etc.
8,212
10,039
(298)
Total
14,211
15,523
16,419
(600)
Unrecognised deferred tax assets relate to:
Tax losses
Temporary differences
1,837
1,871
213
977
2,235
3,232
Notes to the Consolidated Financial Statements (EURk)
55
19 Other provisions
Goods sold with a right of return
Other
66,034
10,318
Other provisions at 1 January 2011
Foreign exchange adjustments
61
21
Provisions made
53,972
5,118
Provisions used
(54,185)
(3,262)
Reversed
(6,375)
(2,497)
Other provisions at 31 December 2011
59,507
9,698
Goods sold with a right of return include magazines and books that the shops can return according to agreement. At the date of sale, the Group estimates how many goods are expected to be returned or exchanged based on historical experience of selling such goods. This estimate is naturally subject to uncertainty, as the quantity actually returned may deviate from the estimated quantity. However, the uncertainty concerning the return of magazines is limited due to the short period allowed for returning them. Other provisions include warranty provisions, in respect of which expected partial compensation from the supplier is recognised in other receivables. 20
Fees to elected auditor
Statutory audit
2011
2010
2009
(1,510) (1,554) (1,620)
Tax consultancy
(87)
(158)
(590)
Other assurance statements
(71)
(70)
(128)
Other services
Total fees to KPMG
(778)
(583)
(470)
(2,446)
(2,365)
(2,808)
Statutory audit
(215)
(204)
(255)
Tax consultancy
(50)
(28)
(13)
Other assurance statements
0
(17)
(3)
Other services
(98)
(24)
(102)
Total fees to other auditors
(363)
(273)
(373)
Total
21
(2,809) (2,638) (3,181)
Operating leases Operating leases comprise leases for properties of 138,082 (2010: 145,754 and 2009: 120,856) and other leases of 8,696 (2010: 5,999 and 2009: 2,679). These figures include leases for properties entered into by jointly controlled entities of 65,258 (2010: 64,542 and 2009: 61,494).
2011
2010
2009
Non-cancellable operating lease payments amount to:
Up to 1 year
32,167
33,708
29,172
Between 1 to 5 years
88,132
81,093
67,486
More than 5 years
26,480
36,952
26,876
Total
146,779
151,753
123,534
During 2011 32,273 (2010: 35,679 and 2009: 36,858) was recognised as expense in the income statement in respect of operating leases.
56
Notes to the Consolidated Financial Statements (EURk)
22
Contingent liabilities and collateral The Group has provided security to mortgage credit institutions of 112,612 (2010: 112,379 and 2009: 112,524) over corporate and investment properties, for which the carrying amount constitutes 166,192 (2010: 168,375 and 2009: 170,679). The Group’s jointly controlled entities have provided security of 2,414 to other credit institutions over miscellaneous assets (a floating charge). The carrying amount of such assets amounted to 161,436 (2010: 117,139 and 2009: 95,347). Contractual investment commitments relating to intangible film rights amount to 29,893 (2010: 28,323 and 2009: 16,319). Entities in the Group have furnished miscellaneous guarantees, etc., for 16,526 (2010: 20,606 and 2009: 17,972). These figures include guarantees furnished by jointly controlled entities for 10,429 (2010: 7,425 and 2009: 7,420).
23
Financial risks and financial instruments As a result of its operations, investments and financing, the Egmont Group is exposed to a number of financial risks, including market risks. Corporate Treasury is handling the centralised management of liquidity and financial risks in the Group’s wholly owned entities. Corporate Treasury operates as a counterparty to the Group’s entities, thus undertaking centralised management of liquidity and financial risks. Liquidity and financial risks arising at jointly controlled entities are reported to Corporate Treasury and thus managed on a decentralised basis. Management monitors the Group’s financial risk concentration and financial resources on an ongoing basis. The overall framework for financial risk management is laid down in the Group’s Treasury Policy. The Treasury Policy comprises the Group’s currency and interest rate policy, financing policy and policy regarding credit risks in relation to financial counterparties and includes a description of approved financial instruments and risk framework. The overall framework is assessed on an ongoing basis. The Group’s policy is to refrain from engaging in speculative transactions. Thus, the Group’s financial management focuses exclusively on managing and reducing financial risks that are a direct consequence of the Group’s operations, investments and financing. There are no major changes in the Group’s risk management policy relative to 2010 and 2009. Currency risks The Group is exposed to exchange rate fluctuations as a result of the individual consolidated enterprises entering into purchase and sales transactions and having receivables and payables denominated in currencies other than their functional currency. If the exposure exceeds the Group’s limit for currency exposure, such exposure is hedged by means of forward exchange contracts, among other hedging instruments. The value of forward exchange contracts is recognised in the income statement. The Group’s primary currency exposure is denominated in NOK and EUR and relates to the Group’s investments in wholly owned and jointly controlled entities, including long-term intra-group loans. Basically, these currency risks are not hedged, as ongoing hedging of such long-term investments is not considered to be the best strategy based on overall risk and cost considerations. A 5 % and 1 % drop in the exchange rates of NOK and EUR, respectively, would have impacted the 2011 profits by about EUR -8.4 million (2010: EUR -8.2 million) and about EUR 0.6 million (2010: EUR 0.5 million), respectively, and the equity at 31 December 2011 in terms of NOK by about EUR -6.8 million (2010: EUR -6.6 million), and in terms of EUR
Notes to the Consolidated Financial Statements (EURk)
57
23
Financial risks and financial instruments (continued)
by about EUR 5.0 million (2010: EUR 4.4 million). A positive change in foreign exchange rates would have had a reverse impact on profits and equity based on the financial instruments recognised at end-2011 and end-2010, and unchanged figures for production/sales, unchanged price and interest rate levels. Interest rate risks As a result of its investment and financing activities, the Group has an exposure related to fluctuations in interest levels in the Nordic countries. The Group’s policy is to hedge interest rate risks relating to loans when it is assessed that interest payments may be secured at a satisfactory level. The Group’s interest rate risks are managed by entering into interest swap contracts, with floating rate loans being converted into fixed interest loans. The principal amount of interest swap contracts concluded by the Group for hedging purposes was EUR 90 million at 31 December 2011 and at 31 December 2010. The fair value in the balance sheet amounted to EUR 20.1 million at 31 December 2011 and EUR 9.8 million in 2010, and the value adjustment of the equity for 2011 was negative by EUR 10 million and EUR 2.8 million after tax in 2010. As a result of the Group’s use of derivative instruments to hedge its interest rate exposure relative to instruments of debt, changes in the fair value of the hedging instruments will impact the Group’s reserve for hedging transactions under equity. A one percentage point drop in interest rates would reduce equity by about EUR 11 million. In addition, such an interest rate drop would reduce the income statement by about EUR 1 million (on a 12-month rolling basis) by way of loss of interest income from net deposits and market value changes to derivative financial instruments. Liquidity risks The Group’s liquidity reserve comprises cash and cash equivalents, securities and unutilised credit facilities. To ensure optimum utilisation of cash and cash equivalents, the Group operates with cash pools. T he Group has net deposits of EUR 104.7 million (2010: EUR 76.7 million). The Group’s financing consists primarily of Danish floating rate mortgage loans expiring in 2028 and floating rate loans denominated in NOK maturing in 2012-13. The bulk of the latter loans were refinanced in January 2012, with the refinanced loans thus expiring in 2015. The Group’s liabilities other than provisions fall due as shown below. The debt repayment schedule is based on undiscounted cash flows incl. estimated interest payments based on current market conditions: Contrac Carrying tual cash Within 1 to 4 amount flows 1 year years
Mortgage debt
112,612
144,356
2,611
15,775
125,970
Other credit institutions
110,199
110,281
71,622
38,659
0
Other financial liabilities
91,724
95,130
87,239
7,891
0
Finance lease liabilities
2,151
2,151
687
1,464
0
Trade payables
201,749
201,749
201,749
0
0
Non-derivative financial instruments
518,435
553,667
363,908
63,789
125,970
Derivative financial instruments
23,410
36,815
4,897
12,126
19,792
31 December 2011
541,845
590,482
368,805
75,915
145,762
58
After 5 years
Notes to the Consolidated Financial Statements (EURk)
23
Financial risks and financial instruments (continued)
Carrying amount
Mortgage debt
Contractual cash flows
Within 1 year
1 to 4 years
After 5 years
112,307
154,983
2,812
16,566
135,605 0
Other credit institutions
99,261
100,460
60,690
39,770
Other financial liabilities
89,057
91,927
86,005
5,922
0
Finance lease liabilities
4,038
4,597
2,010
2,343
244
Trade payables
222,370
222,370
222,370
0
0
Non-derivative financial instruments
527,033
574,337
373,887
64,601
135,849
Derivative financial instruments
31 December 2010
18,552
49,500
10,200
15,100
24,200
545,585
623,837
384,087
79,701
160,049
Mortgage debt
112,608
173,589
3,552
17,765
152,272
Other credit institutions
96,047
98,393
57,771
40,622
0
Other financial liabilities
84,986
87,385
80,507
6,878
0
Finance lease liabilities
5,340
5,886
2,230
3,417
239
Trade payables
225,789
225,789
225,789
0
0
Non-derivative financial instruments
524,770
591,042
369,849
68,682
152,511
Derivative financial instruments
31 December 2009
16,733
57,200
11,300
17,300
28,600
541,503
648,242
381,149
85,982
181,111
Credit risks The Group’s credit risks relate primarily to trade receivables, securities and cash and cash equivalents. The Group is not exposed to any significant risks associated with a particular customer or business partner. According to the Group’s policy for accepting credit risk, all major customers are regularly credit rated. Trade receivables The Group has received collateral relating to sales. This occurs typically in connection with the distribution of magazines where deposits are received. In addition, some of the Group’s entities take out credit insurance against losses on trade receivables to the extent deemed relevant. Collateral provided is included in an assessment of the need to make impairment. Trade receivables backed by collateral, with a consequent reduction in overall credit risk, amount to 32,322 (2010: 46,234 and 2009: 39,311).
Notes to the Consolidated Financial Statements (EURk)
59
23
Financial risks and financial instruments (continued) Â Â Â Trade receivables, including trade receivables backed by collateral, that have not yet fallen due and have not been impaired, can be broken down by geographical area as follows:
2011
2010
2009
Denmark
36,391
47,311
54,416
Other Nordic countries
85,834
103,976
99,386
Other European countries
38,131
45,874
43,261
Other countries
3,430
2,773
2,163
Total
163,786 199,934 199,226
In addition, the aging of trade receivables past due is as follows:
Up to 30 days
25,183
17,574
17,428
Between 30 and 90 days
14,473
12,705
13,169
Over 90 days
13,732
13,219
16,762
Total
53,388
43,498
47,359
Impairment losses at 1 January
12,345
11,588
10,728
Foreign exchange adjustments
(52)
(637)
(602)
Impairment losses for the year
4,010
4,762
6,033
Realised impairment losses
(3,193)
(1,730)
(1,412)
Reversed impairment losses
(2,709)
(1,638)
(3,159)
Impairment losses at 31 December
10,401
12,345
11,588
Securities, cash and cash equivalents The Group is exposed to counterparty risk through its cooperation with financial counterparties via funds deposited, but also via credit commitments. The Group manages this risk by cooperating with banks with a sound credit rating.
Categories of financial instruments
Financial instruments are broken down into categories of financial assets and liabilities below:
2011
2010
2009
183,439
152,321
30,289
Financial assets measured at fair value via the income statement
183,439
152,321
30,289
Trade receivables
206,773 231,087 234,997
Securities (fair value option)
Receivables from associates
Other receivables
Cash and cash equivalents
Receivables
3,648
2,405
3,342
60,811 60,663 81,185 154,259
148,807
162,061
425,491 442,962 481,585
Derivative financial instruments
3,925
8,749
9,956
Financial liabilities designated at fair value 3,925 via the income statement
8,749
9,956
Derivative financial instruments
19,485
9,803
6,777
Financial liabilities used as hedging instruments
19,485
9,803
6,777
60
Notes to the Consolidated Financial Statements (EURk)
23
Financial risks and financial instruments (continued)
Mortgage debt
2011
2010
2009
112,612 112,307 112,608
Other credit institutions (non-current)
38,572
36,654
41,293
Other credit institutions (current)
71,627
65,159
59,269
Other financial liabilities
91,724
89,057
84,986
Finance lease liabilities
2,151
4,038
5,340
Trade payables
201,749 222,370 225,789
518,435
Financial liabilities measured at amortised cost
529,585
529,285
The carrying amount of receivables and other financial liabilities (current) is equal to the fair value. Mortgage debt and debt to other credit institutions (non-current) are floating rate cash loans, and thus the fair value is equal to the carrying amount. Securities are measured at listed prices (level 1). Derivative financial instruments are valued at fair value on the basis of inputs other than listed prices that are observable for the liability, either directly or indirectly (level 2).
24
Related parties
The Egmont Foundation is a commercial foundation and has no related parties with control. The Egmont Group’s related parties with significant influence comprise the Foundation’s Board of Trustees, Management Board and their close relatives, as well as enterprises in which this group of persons has material interests. The compensation paid to the Board of Trustees and Management Board appears from note 4. Related parties with significant influence also comprise associates; see notes 12 and 29. Transactions with associates consisted of short-term loans to associates of 12,489 (2010: 10,475 and 2009: 3,342). 25
Standards and interpretations not yet adopted
The IASB has issued a number of new standards and interpretations that have not yet become mandatory for the Egmont Foundation’s consolidated financial statements for 2011. None of these new standards or interpretations are expected to have a significant effect on the consolidated financial statements, except for: IFRS 11, Joint arrangements, will become effective from the 2013 financial year. According to the standard, it will no longer be possible to consolidate jointly controlled entities on a pro-rata basis. Jointly controlled entities are subsequently to be recognised according to the equity method, which means that the share of net profit or loss must be recognised under financial items. This will primarily result in a reduction of the Group’s revenue and operating profit (EBIT) in respect of the Norwegian part of Egmont Books, while the net profit or loss will remain unchanged. Comparative figures will have to be restated.
26
Subsequent events On 8 January 2012, the Group entered into an agreement regarding the acquisition of the remaining 50 % shareholding in TV 2, Norway, the acquisition date being 1 February 2012. The Group additionally acquired all shares in Venuepoint Holding ApS (Billetlugen) on 9 March 2012. Information about business combinations after the end of the reporting period appears from note 27.
Notes to the Consolidated Financial Statements (EURk)
61
27
Acquisition and disposal of businesses Acquisitions and disposals in 2011, 2010 and 2009 In 2009, the Group disposed of the TV production business area. The selling price in 2009 amounted to EUR 25 million in cash, excl. disposal costs. In 2010, the Group received additional contingent consideration of EUR 3.9 million in cash and expects no further income from the disposal. Previously recognised non-current assets amounted to EUR 1.5 million, net working capital to EUR 1.1 million and cash and cash equivalents to EUR 2.9 million. ACQUISITIONS IN 2012 TV 2, Norway On 8 January 2012, the Group entered into an agreement regarding the acquisition of the remaining 50 % shareholding in TV 2, Norway, with effect from 1 February 2012. With 100 % ownership of TV 2, the Group’s acquisition helps underpin its position as one of the Nordic region’s leading media groups. The purchase consideration totalled EUR 274 million and included the takeover of a loan to the owners of EUR 135 million. Thus the purchase consideration for the shares amounted to EUR 139 million. Goodwill, which is not deductible for tax purposes, represents the value of personnel, know-how, a platform for future income from advertising, distribution and user-paid services, as well as full ownership of the shares. The acquisition was effected after the end of the reporting period, and the expected opening balance sheet is therefore based on provisionally determined fair values.
1 February 2012
Intangible assets
Other non-current assets
195,536 68,495
Current assets
155,665
Loan to owners
(135,325)
Other non-current liabilities
(233,609)
Current liabilities
(87,969)
Identifiable net assets
(37,207)
Non-controlling interests
(150)
Fair value of 50 % shareholding
(99,270)
Goodwill
275,475
138,848
Purchase consideration
Transaction costs (advisers’ fees) attributable to the acquisition amount to EUR 0.9 million. The fair value of the 50 % shareholding recognised in 2011 less the estimated control premium was provisionally determined at EUR 99 million at 1 February 2012. Based on this value and the IFRS rules regarding business combinations achieved in stages, an amount of EUR 162 million is expected to be recognised as an unrealised gain in connection with the acquisition of the remaining 50 % in 2012. The revenue and results of TV 2, Norway, are expected to remain at the same level as in 2011. Venuepoint On 9 March 2012, the Group acquired all shares in Venuepoint Holding ApS (Billetlugen). The purchase consideration amounted to EUR 5.4 million in cash plus a subsequent payment expected to amount to EUR 3.4 million. The subsequent payment is based on expectations for future earnings. Due to the short interval between the acquisition and the approval of the annual report, it has not been practically feasible to allocate the purchase consideration to the assets and liabilities acquired.
62
Notes to the Consolidated Financial Statements (EURk)
28
Effect of transition to IFRS Changes in accounting policies on transition to IFRS The annual report for 2011 is the first annual report in which the consolidated financial statements have been prepared in accordance with IFRS, as adopted by the EU. The consolidated financial statements in the annual report for 2010 were prepared in accordance with the Danish Financial Statements Act. On the transition to IFRS in the consolidated financial statements, the Group has used IFRS 1, “First-time adoption of International Financial Reporting Standards”. The opening balance sheet and comparative figures have been prepared in accordance with the standards and interpretations applicable at 31 December 2011. According to IFRS 1, the opening balance sheet is dated 1 January 2009 (date of transition) and has been prepared as if the relevant standards and interpretations had always applied, except where the special transitional and commencement provisions of IFRS have been used. The transition to IFRS has resulted in the following changes to the Group’s accounting policies: • Goodwill and trademarks with indefinite useful lives are not amortised, but are tested for impairment at least once annually. Previously, goodwill and trademarks were amortised on a straight-line basis over their useful lives. • Properties are recognised at cost less accumulated depreciation according to the cost price method. The Group’s rental property is classified as an investment property and recognised at fair value, with value adjustments made via the income statement. Previously, properties were recognised at fair value, with revaluations made via equity. • Revenue from the sale of film broadcasting rights to TV stations is recognised at the availability date. Previously, the sale of film broadcasting rights to TV stations was recognised at the invoice date. Royalty costs, etc. attributable to the deferred revenue are accrued and recognised under prepayments in the balance sheet. • Marketing costs are recognised in the income statement at the date of delivery from the supplier. Previously, marketing costs were recognised under prepayments until the time of utilisation. • Acquired film rights are recognised as an intangible asset at the time when control over the asset is obtained. Until such time, payments are recognised as prepayments for intangible assets. Previously, acquired film rights were recognised in the balance sheet under inventories at the time of conclusion of the agreement, and the portion of film rights for which the rights owner had not been paid was recognised under current trade payables. • The portion of in-house produced film rights attributable to the sale of broadcasting rights is included in deferred revenue and is recognised as revenue in the income statement once the TV stations and distribution companies can freely use the asset. Previously, the sale of broadcasting rights was included in the net asset comprising in-house produced film rights. • Actuarial gains and losses on defined benefit pension plans are recognised directly in other comprehensive income. Previously, actuarial gains and losses were recognised as personnel costs in the income statement. • Securities managed in accordance with a documented investment strategy are recognised at fair value at the end of the reporting period, using the fair value option. Value adjustments are recognised directly in the income statement. Previously, securities were recognised at cost and fair value in the balance sheet, respectively, and value adjustments were recognised in the income statement. • The fair value changes of interest rate swaps are recognised in the income statement in the cases where the swaps are ineffective according to the IFRS documentation requirements, or where the Group has chosen not to use IFRS hedge accounting.
Notes to the Consolidated Financial Statements (EURk)
63
28
Effect of transition to IFRS (continued)
• Barter agreements where the services exchanged are dissimilar are recognised at fair value and accrued as the services are performed or over the period specified in the concluded agreement. Fair value is measured at the value of either the delivered or the received services, depending on which services can be measured accurately. • Impact of the changes on deferred tax. The Group has chosen to make use of the following optional exemptions in IFRS 1: • Business combinations effected before the date of transition, 1 January 2009, have not been adapted to IFRS. • For corporate and investment properties, the cost at the date of transition has been fixed at the carrying amount according to the annual report for 2010 (equivalent to the fair value). • The reserve for foreign exchange adjustments was reset to zero at the date of transition. Reclassifications Apart from the changes in the accounting policies relating to recognition and measurement, the following reclassifications and layout changes, including a restatement of comparative figures, have been made:
• Compensation from third parties relating to warranty provisions is recognised as other receivables. Previously, compensation from third parties was recognised under warranty provisions. • Non-controlling interests are presented as part of the Group’s equity. • Provisions are divided into non-current and current liabilities. • Deferred tax is presented under other non-current assets and non-current liabilities. • The portfolio of TV programmes is presented under inventories. • Foreign exchange adjustments arising on the translation of foreign entities, etc., value adjustments of hedging instruments and actuarial gains/losses on defined benefit pension plans are recognised as other comprehensive income.
64
Notes to the Consolidated Financial Statements (EURk)
28
Effect of transition to IFRS (continued)
Reconciliation of balance sheet and equity at 1 January 2009
Previous accounting policies
Effect of transition to IFRS IFRS
1 Intangible assets
166,674
43,030
209,704
2 Property, plant and equipment
284,448
(45,365)
239,083
3 Investment properties
0
30,870
30,870
24,668
0
24,668
0
26,738
26,738
475,790
55,273
531,063
Other non-current assets Deferred tax Non-current assets
4 Inventories incl. film rights
209,398
(58,002)
151,396
5 Receivables
345,357
8,230
353,587
Deferred tax
26,738
(26,738)
0
18,352
904
19,256
6 Securities
Cash and cash equivalents Current assets
36,220
0
36,220
636,065
(75,606)
560,459
Assets
1,111,855
(20,333)
1,091,522
7 Equity excl. non-controlling interests
Non-controlling interests Equity
382,091
(17,586)
364,505
2,939
0
2,939
385,030
(17,586)
367,444
8 Provisions
9 Non-current liabilities
10 Current liabilities
Liabilities
104,336
(50,472)
53,864
73,261
11,609
84,870
549,228
36,116
585,344
726,825
(2,747)
724,078
Equity and liabilities
1,111,855
(20,333)
1,091,522
Notes to the Consolidated Financial Statements (EURk)
65
28
Effect of transition to IFRS (continued)
Reconciliation of balance sheet and equity at 31 December 2010
Previous accounting policies
Effect of transition to IFRS IFRS
1 Intangible assets
132,480
71,269
203,749
2 Property, plant and equipment
272,395
(47,409)
224,986
3 Investment properties
0
30,854
30,854
13,232
0
13,232
0
22,184
22,184
418,107
76,898
495,005
Other non-current assets Deferred tax Non-current assets
4 Inventories incl. film rights
190,215
5 Receivables
Deferred tax
6 Securities
Cash and cash equivalents Current assets
(60,956)
129,259
332,140
9,493
341,633
22,184
(22,184)
0
151,700
621
152,321
148,807
0
148,807
845,046
(73,026)
772,020
Assets
1,263,153
3,872
1,267,025
7 Equity excl. non-controlling interests
Non-controlling interests Equity
441,497
11,715
7,919
0
453,212 7,919
449,416
11,715
461,131
8 Provisions
115,349
(65,972)
49,377
9 Non-current liabilities
156,369
5,252
161,621
542,019
52,877
594,896
813,737
(7,843)
805,894
10 Current liabilities
Liabilities
Equity and liabilities
66
Notes to the Consolidated Financial Statements (EURk)
1,263,153
3,872
1,267,025
28
Effect of transition to IFRS (continued)
Notes to reconciliation of balance sheet and equity
31.12.2010
01.01.2009
1 Intangible assets
Film rights
20,425
30,793
Prepayments relating to film rights
15,564
7,273
5,792
4,964
Reversal of amortisation and any recognised impairment of goodwill and trademarks
29,488
0
71,269
43,030
In-house produced film rights
2 Property, plant and equipment
Properties recognised at cost
(48,588)
Reversal of depreciation of investment properties
1,179
(47,409)
0 (45,365)
3 Investment properties
Reclassification of investment property
30,870
Foreign exchange adjustments, net
(45,365)
30,870
(16)
0
30,854
30,870
4 Inventories incl. film rights (60,956) (58,002)
Film rights, etc.
5 Receivables Sale of TV broadcasting rights
7,152
Compensation from third party relating to warranties
2,341
8,230 0
9,493
8,230
6 Securities 621
Adjustment to fair value
904
7 Equity excl. non-controlling interests
Reversal of amortisation and any recognised impairment of goodwill and trademarks
26,879
0
Film rights
1,033
865
Deferred revenue relating to sale of film broadcasting rights
(3,586)
(7,767)
(12,417)
(11,588)
(842)
0
Properties recognised at cost Deferred revenue relating to sale of goods Provisions for return of goods Adjustment of securities to fair value Foreign exchange adjustments, etc.
(1,312)
0
927
904
1,033 11,715
0 (17,586)
Notes to the Consolidated Financial Statements (EURk)
67
28
Effect of transition to IFRS (continued)
Notes to reconciliation of balance sheet and equity
31.12.2010
01.01.2009
8 Provisions Film rights
15
19
Compensation from third party relating to warranties
2,341
0
Adjustment of deferred tax, net
(4,253)
(5,400)
Provisions for return of goods Reclassification of other provisions Reclassification of non-current employee obligations
927
436
9 Non-current liabilities 5,252
Deferred revenue relating to sale of film broadcasting rights
0 (45,527)
(65,972) (50,472)
1,225 (66,227)
11,609
10 Current liabilities
Film rights
(27,500)
(20,817)
(927)
(436)
Deferred revenue relating to sale of film broadcasting rights
12,186
11,842
Reclassification of other provisions
66,227
45,527
Reclassification of non-current employee obligations
Deferred revenue relating to sale of goods
2,891
0
52,877
36,116
Reconciliation of income statement and total comprehensive income
Previous accounting policies
Effect of transition to IFRS IFRS
2010
2010
2010
1,420,084
3,028
1,423,112
2,117
0
2,117
12,744
0
12,744
11 Revenue
Change in inventories of finished goods and work in progress Other operating income Raw materials and consumables
(55,651)
0
(55,651)
12 Other external expenses
(923,572)
23,901
(899,671)
13 Personnel costs
(311,601)
2,982
(308,619)
14 Depreciation, amortisation and impairment losses;
property plant and equipment and intangible assets
15 Other operating expenses
Operating profit
(68,283) (15,524) (83,807) (7,805)
(40)
(7,845)
68,033
14,347
82,380
Profit after tax from investments in associates
(3,655)
0
(3,655)
16 Financial income
12,758
710
13,468
17 Financial expenses
(16,846)
(15)
(16,861)
Profit before tax
60,290
15,042
75,332
18 Tax on profit for the year
(23,617)
(2,072)
(25,689)
Net profit for the year
36,673
12,970
49,643
19 Other comprehensive income after tax
Total comprehensive income
68
Notes to the Consolidated Financial Statements (EURk)
0
28
28
36,673
12,998
49,671
28
Effect of transition to IFRS (continued)
Notes to reconciliation of income statement and total comprehensive income
2010
11 Revenue Sale of TV broadcasting rights
1,498
In-house produced rights
5,646
Deferred revenue relating to goods
(2,891)
Provisions for return of goods
(1,225)
3,028
12 Other external expenses
Film rights
23,059
Sale of TV broadcasting rights
(840)
Deferred revenue relating to goods
1,578
Provisions for return of goods
104 23,901
13 Personnel costs
Accumulated actuarial gains/(losses)
2,982
14 Depreciation and amortisation of property plant and equipment and intangible assets Goodwill and trademarks
11,570
Film rights
(23,059)
In-house produced film rights
(1,498)
Properties
(3,180)
Investment properties
643 (15,524)
15 Other operating expenses
Adjustment of earn-out
(40)
16 Financial income
Amortisation of film payables
4
Interest rate swap(s)
602
Financial income of the Egmont Foundation’s Charitable Activities
104
710
17 Financial expenses
Adjustment of securities to fair value
(15)
(15)
18 Tax on profit for the year
Adjustment of tax on profit for the year, net
(2,072)
(2,072)
19 Other comprehensive income after tax
Accumulated actuarial gains/(losses)
(2,982)
Other items
3,010
28
Notes to the Consolidated Financial Statements (EURk)
69
28
Effect of transition to IFRS (continued)
Reconciliation of cash flow statement
Previous accounting policies 2010
Effect of transition to IFRS IFRS 2010
2010
20 Cash flows from operating activities
142,081
29,413
171,494
21 Cash flows from investing activities
(32,918)
(150,589)
(183,507)
22 Cash flows from financing activities
(12,213)
(704)
(12,917)
Change in cash and cash equivalents
96,950
(121,880)
(24,930)
189,637
(27,576)
162,061
11,676
0
11,676
298,263
(149,456)
148,807
Cash and cash equivalents at 1 January Foreign exchange adjustment Cash and cash equivalents at 31 December Notes to reconciliation of cash flow statement
2010
20 Cash flows from operating activities IFRS changes, primarily film rights and sale of TV broadcasting rights; see above
29,413
21 Cash flows from investing activities Reclassification
(124,555)
IFRS changes
(26,034)
(150,589)
22 Cash and cash equivalents Reclassification
70
Notes to the Consolidated Financial Statements (EURk)
(27,576)
29 Group entities Unless otherwise stated, the entities are wholly owned. Insignificant – including primarily dormant – entities are not included in the outline. The entities marked with * are owned directly by the Egmont Foundation. SUBSIDIARIES Ownership share Country
Entity
Registered office
2011
Denmark
Egmont International Holding A/S*
Copenhagen
Egmont Holding A/S
Copenhagen
Egmont Magasiner A/S
Gentofte
Egmont Specialblade A/S
Gentofte
Go-Card A/S
Gentofte
De Danske Vægtkonsulenter A/S
Egmont Serieforlaget A/S
Copenhagen
Egmont Creative Center A/S
Copenhagen
Lindhardt og Ringhof Forlag A/S
Copenhagen
Nordisk Film A/S
Copenhagen
Nordisk Film Distribution A/S
Copenhagen
Nordisk Film Shortcut A/S
Copenhagen
Nordisk Film Production A/S
Copenhagen
Nordisk Film Biografer A/S
Copenhagen
Scala Bio Center Aalborg ApS
BioCenter Kolding A/S Kolding - 50 % 50 % (Fully consolidated in 2009 and 2010 and merged with Nordisk Film Biografer A/S in 2011)
NF Live A/S
Victoria Film Rights A/S Copenhagen - (Merged with Nordisk Film Production A/S in 2011)
Kino.dk A/S
Copenhagen
Vild med Underholdning A/S
Copenhagen
Dansk Reklame Film A/S
Copenhagen
Fine & Mellow A/S
Copenhagen
Nordisk Trading Company A/S
(Owned by MBO in 2009)
Nordisk Special Marketing A/S Aalborg - (Merged with Nordisk Film Distribution A/S in 2011, wholly owned in 2010, jointly controlled with MBO in 2009)
Nordisk Film TV A/S
Copenhagen
-
Substanz A/S
Copenhagen
-
Egmont Administration A/S
Copenhagen
A.Film A/S
Copenhagen 50 %
Ejendomsselskabet Vognmagergade 11 ApS*
Copenhagen
Ejendomsselskabet Gothersgade 55 ApS*
Copenhagen
Ejendomsaktieselskabet Lygten 47-49
Copenhagen
Norway
Egmont AS
Oslo
Egmont Holding AS
Oslo
Egmont Serieforlaget AS
Oslo
Farum
Aalborg
80 %
Copenhagen
74 %
-
2010
-
80 %
-
74 %
2009
-
80 %
-
74 %
60 %
60 %
Kolding
50.1 % 75 %
- 50.1 %
50.1 %
50 %
Notes to the Consolidated Financial Statements (EURk)
71
29
Group entities (continued)
SUBSIDIARIES Ownership share
72
Country
Entity
Registered office
2011
2010
2009
Norway
Nordisk Film AS
Nordisk Film Produksjon AS Oslo - (Merged with Nordisk Film Production AS in 2011)
Nordisk Film Post Production AS
Oslo
Nordisk Film Distribusjon AS
Oslo
Nordisk Film & TV AS
Oslo
Nordisk Film Production AS
Oslo
Nordisk Film ShortCut AS
Drammen Kino AS
Oslo
-
-
Oslo
66 %
Drammen
66.7 %
66.7 %
66.7 %
Neofilm AS
Oslo
66.7 %
66.7 %
66.7 %
Sportskort AS
Oslo
96.82 %
96.25 %
52.6 %
Egmont Hjemmet Mortensen AS
Oslo
Hjemmet Mortensen Trykkeri AS
Oslo
Hjemmet Mortensen Fagmedia AS
Oslo
Hjemmet Mortensen Markedskontakt AS Nittedal - - (Merged with Hjemmet Mortensen Fagmedia AS in 2010)
Sweden
Egmont Holding AB
Egmont Tidskrifter AB
Auto, Motor och Sport Sverige AB
Stockholm 51 %
Egmont Tidskrifter BM AB
Stockholm
Vagabond Media AB Stockholm - (Merged with Egmont Tidskrifter AS in 2011)
Egmont Kärnan AB
Egmont Editions AB
Sudd AB
Sören och Anders Interessenter AB
Änglatroll AB
Skandinaviske Skoledagböcker AB
Stockholm
Nordisk Film Sverige AB
Stockholm
Nordisk Film Produktion Sverige AB
Stockholm
Nordisk Film Post Produktion AB
Stockholm
Nordisk Film Distribution AB
Stockholm
Nordisk Film ShortCut AB
Stockholm
66 %
Nordisk Film TV-Produktion AB
Stockholm
-
Nordic Media Link AB
Stockholm
Spiderbox Entertainment AB
Stockholm
Finland
Egmont Holding Oy/Egmont Holding Ab
Helsinki
Oy Nordisk Film Ab
Helsinki
Dominova Oy/AB
Helsinki
BK Pro Fitness Oy
Vasa
Notes to the Consolidated Financial Statements (EURk)
66 %
Malmö Malmö
Malmö Malmö Stockholm
60 %
60 %
60 %
Malmö Malmö
-
-
- -
29
Group entities (continued)
SUBSIDIARIES Ownership share Country
Entity
Registered office
2011
2010
2009
Germany
Egmont Holding GmbH
Egmont Ehapa Verlag GmbH
Berlin
Egmont Verlagsgesellschaften mbH
Mitte-Editionen GmbH
Berlin
Egmont Ehapa Rights Management GmbH
Berlin
-
-
Egmont Ehapa Comic Collection GmbH
Berlin
-
-
Egmont Horizont Verlag GmbH Stuttgart - - (Merged with Egmont Holding GmbH in 2010)
Berlin Cologne
United Kingdom Egmont Holding Ltd.
London
Egmont UK Ltd.
London
Poland
Egmont Polska sp. z o.o.
Warsaw
Czech Republic
Egmont CR s.r.o.
Hungary
Egmont Hungary Kft.
Russia
ZAO Egmont Russia Ltd.
Estonia
Egmont Estonia AS
Tallinn
Latvia
Egmont Latvija SIA
Riga
Lithuania
UAB Egmont Lietuva
Vilnius
Ukraine
Egmont Ukraine LLC
Kiev
Romania
Egmont Romania S.R.L.
Bulgaria
Egmont Bulgaria EAD
Croatia
Egmont d.o.o.
USA
Egmont US Inc.
The Student Planner LLC
China
Egmont Hong Kong Ltd.
Hong Kong
Egmont Sourcing (HK) Ltd.
Hong Kong
Prague Budapest Moscow
Bukarest Sofia Zagreb New York Denver
50.5 %
50.5 %
50.5 %
Notes to the Consolidated Financial Statements (EURk)
73
29
Group entities (continued)
JOINTLY CONTROLLED ENTITIES Ownership share Country
Registered office
2011
2010
2009
Denmark
Pumpehuset af 2011 A/S
Copenhagen
50 %
-
Respirator Media & Development A/S
Copenhagen
-
-
Scandinavian Media Alliance A/S
Copenhagen
-
50 %
50 %
MBO Group A/S
Aalborg
-
50.1 %
50.1 %
Norway
AE-TV Holding AS
Bergen
50 %
50 %
50 %
TV 2 Gruppen AS
Bergen
50 %
50 %
50 %
TV 2 AS
Bergen
50 %
50 %
50 %
Nydalen Studios AS
Oslo
50 %
50 %
50 %
OB-Team AS
Oslo
50 %
50 %
50 %
Nordic World AS
Oslo
TV 2 AS owns
50.1 %
50 %
50 %
50 %
Oslo
50 %
50 %
50 %
Outside Broadcast Team AS
Bergen
50 %
50 %
50 %
Eventyrkanalen AS
Bergen
50 %
50 %
50 %
TV 2 Torget AS
Bergen
50 %
50 %
50 %
Vimond Media Solutions AS
Bergen
50 %
-
-
Kanal 24 Norge AS
Fredrikstad
50 %
50 %
50 %
TV 2 Zebra AS
Mediehuset Nettavisen AS
Bergen
TV 2 Gruppen AS owns Mosart Medialab AS
55 %
55 %
55 %
Bergen 84.5 %
84.5 %
Cappelen Damm Holding AS
Oslo
50 %
50 %
50 %
Cappelen Damm AS
Oslo
50 %
50 %
50 %
Cappelen Damm Salg AS
Oslo
50 %
50 %
50 %
Tanum AS
Oslo
50 %
50 %
50 %
Map Solutions AS
Oslo
-
50 %
50 %
(Merged with Cappelen Damm AS in 2011)
Sentraldistribusjon ANS
Oslo
Larsforlaget AS
Oslo
74
Entity
TV 2 Gruppen AS owns
Cappelen Damm Holding AS owns Flamme Forlag AS
50 % 66 %
50 % 66 %
100 %
50 % 66 %
Oslo 80 %
-
-
Barnemagasinet AS
Cappelen Damm Holding AS owns Oslo
50 %
50 %
50 %
Maipo Film AS
Oslo
55.1 %
55.1 %
50.1 %
Sweden
Fladen Film AB
Stockholm
50 %
50 %
50 %
Finland
Solar Films Oy
Helsinki
50.1 %
50.1 %
50.1 %
Egmont Kustannus Oy Ab
Helsinki
50 %
50 %
50 %
Notes to the Consolidated Financial Statements (EURk)
29
Group entities (continued)
JOINTLY CONTROLLED ENTITIES Ownership share Country
Entity
Registered office
Turkey
Dogan ve Egmont Yayincilik A.S.
Australia
Hardie Grant Egmont Pty Ltd
China
Children’s Fun Publishing Company Ltd.
Thailand
Nation Egmont Edutainment Company Ltd.
2011
2010
2009
Istanbul
50 %
50 %
50 %
Melbourne
50 %
50 %
50 %
Beijing
49 %
49 %
49 %
Bangkok
50 %
50 %
50 %
ASSOCIATES Ownership share Country
Entity
Registered office
2011
2010
2009
Hvidovre
49.69 %
50 %
50 %
Denmark
Zentropa Folket ApS
(Jointly controlled company in 2010 and 2009)
Ugebladenes Fælles Opkrævningskontor I/S
Albertslund
50 %
50 %
50 %
I/S Ugebladsdistributionen*
Albertslund
50 %
50 %
50 %
Copenhagen Bombay Holding ApS
Copenhagen
-
33.3 %
33.3 %
Publizon A/S
Aarhus
36 %
36 %
40 %
Oxygen Magasiner A/S
Copenhagen
40 %
-
-
ABCiTY A/S
Copenhagen
24.42 %
-
-
Norway
Motor ANS
Oslo
50 %
50 %
50 %
Filmweb AS
Oslo
34 %
34 %
34 %
Biip.no AS
Oslo
Egmont Serieforlaget AS owns
45 %
45 %
45 %
TV 2 AS owns
45 %
45 %
45 %
Norges Televisjon AS
Oslo
TV 2 Gruppen AS owns
RiksTV AS
TV 2 Gruppen AS owns
Norges Mobil TV AS
33.3 %
33.3 %
33.3 %
Oslo 33.3 %
33.3 %
33.3 %
Oslo
TV 2 Gruppen AS owns
33.3 %
33.3 %
33.3 %
Sweden
Golfresan AB
Stockholm
24.7 %
24.7 %
24.7 %
Finland
Matila Röhr-Nordisk Oy
Helsinki
30 %
30 %
30 %
HD-Post Oy
Helsinki
40 %
40 %
40 %
London
50 %
50 %
50 %
United Kingdom Wendy Promotion Ltd.
* Danish partnerships forming part of associates do not prepare official annual reports.
Notes to the Consolidated Financial Statements (EURk)
75
Income Statement of the Egmont Foundation (1.000 EURk) Note
2011
2010
Royalty income, etc.
3,940
4,624
2
Personnel costs
(161)
(165)
Other external expenses
(868)
(962)
Operating profit
2,911
3,497
Dividends from investments in subsidiaries
4,842
0
Financial income
853
693
Financial income from assets of the charitable and liquid reserve funds
0
104
Financial expenses
(40)
(557)
Profit before tax
8,566
3,737
3
Tax on profit for the year
(382)
(918)
Net profit for the year
8,184
2,819
Distribution of net profit
76
Transfer to reserve fund
1,637
Transfer to charitable fund
4,910
0
Transfer to liquid reserve fund
1,637
2,274
Total
8,184
2,819
Income Statement of the Egmont Foundation
545
Balance Sheet of the Egmont Foundation at 31 December (1.000 EURk) Note Assets Investments in subsidiaries
2011 181,699
2010
4
181,214
5
Investments in associates
252
252
Financial assets
181,951
181,466
Total non-current assets
181,951
181,466
Receivables from group enterprises
105,535
Other receivables
292
103,847 4,484
Receivables
105,827
108,331
Securities
565
565
Cash and cash equivalents
469
1,613
Total current assets
106,861
110,509
TOTAL ASSETS
288,812
291,975
Equity and liabilities
2011
2010
6
Capital fund
29,593
29,513
7
Reserve fund
230,678
230,701
8
Charitable fund
11,628
10,630
9
Liquid reserve fund
4,588
4,114
Total equity
276,487
274,958
Pensions
397
380
Non-current liabilities
397
380
Payables to group enterprises
170
359
Donations committed but not yet paid
8,424
9,126
Other payables
3,334
7,152
Current liabilities
11,928
16,637
Total liabilities
12,325
17,017
TOTAL EQUITY AND LIABILITIES
288,812
291,975
Balance Sheet of the Egmont Foundation at 31 December
77
1 Accounting policies The financial statements of the Egmont Foundation have been prepared in accordance with the provisions of the Danish Financial Statements Act applying to class C enterprises (large) and the financial reporting requirements of the Foundation’s Charter. The accounting policies have been changed such that investments in subsidiaries and associates, which were previously recognised according to the equity method, are now measured at cost. As a consequence of this change, value adjustments to investments and equity have been reversed. Comparative figures have been restated. The change has been introduced to achieve better coherence between the Foundation’s financial statements and the provisions of the Charter concerning distribution of net profit. The effect is a EUR 135.5 million reduction of equity at 1 January 2010; see note 7. No cash flow statement has been included for the Egmont Foundation, as reference is made to the consolidated cash flow statement. Royalty income, etc. Royalties received are accrued and recognised as income in accordance with the concluded agreement. Investments in subsidiaries and associates Investments in subsidiaries and associates are measured at cost. Where cost is lower than the recoverable amount, impairments are made to this lower value. Dividends Dividends from investments in subsidiaries and associates are recognised in the financial year in which the dividend is declared, typically at the time when the general meeting approves the distribution of dividend by the relevant company. To the extent that the dividend distributed exceeds accumulated earnings after the acquisition date, dividend is recognised as a reduction of the cost of the investment. Equity Profit is distributed according to the Foundation’s Charter. The Charitable Activities’ donations and associated expenses are charged directly to the liquid reserve fund under equity. The Foundation’s equity consists of a capital fund and a reserve fund intended for the Commercial Activities. The capital fund is an undistributable reserve, while the reserve fund comprises distributable reserves. The charitable fund serves to ensure the existence of funds required for the Egmont Foundation’s Charitable Activities. The liquid reserve fund is the amount which is to be used for charitable purposes under the Foundation’s Charter within the scope of the Charitable Activities. In the calculation of tax, due allowance is made for the deductibility of charitable donations made according to the Egmont Foundation’s Charter. These are charged to equity. Tax provisions for future donations are also taken into account. Provision for deferred tax is made in case the Egmont Foundation does not expect to use liquid funds for charitable purposes equal to the tax provisions.
78
Notes of the Egmont Foundation (EURk)
2
Personnel costs
2011
2010
Wages and salaries
(107)
(143)
Pensions
(37)
(17)
15
(161)
(165)
Adjustment of pension obligation
Total
(37)
Compensation paid to the Board of Trustees amounted to 124 in 2011 (2010: 124), of which 60 (2010: 60) was included in the costs of the Charitable Activities. The Management Board of the Foundation is also employed by Egmont International Holding A/S, which pays all salaries to the Management Board. The Foundation pays an overall fee to Egmont International Holding A/S for this administration. 3
Tax on profit for the year
2011
Calculated royalty tax for the year
(382)
(918)
(382)
(918)
Total
2010
Tax on profit for the year consists of royalty tax.
4
Investments in subsidiaries
Cost at 1 January
Foreign exchange adjustments
Cost at 31 December
2011
2010
181,214
181,528
485
(314)
181,699
181,214
Value adjustments at 1 January
0
135,595
Change in accounting policies
0
(135,595)
Value adjustments at 31 December
Carrying amount at 31 December
0
0
181,699
181,214
2011
2010
252
252
5
Investments in associates
Cost at 1 January
Foreign exchange adjustments
Cost at 31 December
0
0
252
252
Investments in associates consist of 50 % of the equity in I/S UgebladsdistribuÂtionen, Albertslund.
6
Capital fund
Balance at 1 January
Foreign exchange adjustments
Balance at 31 December
2011
2010
29,513
29,564
80
(51)
29,593
29,513
Notes of the Egmont Foundation (EURk)
79
7
Reserve fund
2011
2010
Balance at 1 January
230,701
366,870
Foreign exchange adjustments
627
(448)
Change in accounting policies
0
(135,595)
Transfer from distribution of net profit
1,637
545
Transfer to liquid reserve fund
(2,287)
(671)
Balance at 31 December
230,678
230,701
8
Charitable fund
2011
2010
Balance at 1 January
10,630
12,369
Foreign exchange adjustments
29
(22)
Transfer from distribution of net profit
4,910
0
Transfer to liquid reserve fund
(3,941)
(1,717)
Balance at 31 December
11,628
10,630
9 Liquid reserve fund
Balance at 1 January 2010
Foreign exchange adjustments
Used for charitable purposes
Costs
Transfer from reserve fund
Use according to articles 6-10
Use according to article 11
Total
5,794
415
6,209
(10)
0
(10)
(5,284)
(470)
(5,754)
(993)
0
(993)
604
67
671
Transfer from charitable fund
1,717
0
1,717
Transfer from distribution of net profit
2,048
226
2,274
Balance at 31 December 2010
3,876
238
4,114
Foreign exchange adjustments
Used for charitable purposes
11
1
12
(5,939)
(466)
(6,405)
Costs
(998)
0
(998)
Transfer from reserve fund
2,058
229
2,287
Transfer from charitable fund
3,941
0
3,941
Transfer from distribution of net profit
1,473
164
1,637
Balance at 31 December 2011
4,422
166
4,588
The liquid reserve fund is the amount which is to be used for charitable purposes under the Foundation’s Charter within the scope of the Charitable Activities.
80
Notes of the Egmont Foundation (EURk)
Board of Trustees and Management Board of the Egmont Foundation BOARD OF TRUSTEES Mikael Olufsen (Chairman) Director, born 1943, took office 1993 Member of the Boards of TryghedsGruppen smba (CM), Tryg A/S (FM), Tryg Forsikring A/S (CM), Malaplast Ltd., Thailand (CM), Advisory Board to Careworks Africa Ltd. (CM), Gigtforeningen (CM), WWF Verdensnaturfonden, Danmark-Amerika Fondet Steen Riisgaard (Vice Chairman) CEO, Novozymes A/S, born 1951, took office 2002 Member of the Boards of WWF Verdensnaturfonden (CM), Rockwool International A/S (VC), ALK-Abello A/S, CAT Science A/S Ulrik Bülow CEO, Otto Mønsted A/S; CEO, House of Business Partners A/S, born 1954, took office 2003 Member of the Boards of GateHouse A/S (CM), Intersport Danmark A/S (CM), Arator A/S (CV), Oreco A/S, Plaza Ure & Smykker A/S, Royal Unibrew A/S, Tivoli Friheden A/S, Toms Gruppen A/S, Gigtforeningen
the Danish Arbitration Association (CM), the Council of the Danish Bar and Law Society, the Danish Institute of Arbitration Lars-Johan Jarnheimer Director, born 1960, took office 2011 Member of the Boards of BabyBjörn AB (CM), Sweden; BRIS (Children’s Rights in Society) (CM), Sweden; Arvid Nordquist HAB, Sweden; CDON-Group AB, Sweden, INGKA Holding BV, the Netherlands Anna von Lowzow Journalist and film director, born 1961, took office 1996 Peder Høgild Operator supervisor, born 1958, took office 2009 Marianne Oehlenschlæger HR consultant, born 1958, took office 2011
MANAGEMENT BOARD
Torben Ballegaard Sørensen Director, born 1951, took office 2006 Member of the Boards of CAT Forsknings- og Teknologipark A/S (CM), Tajco Group A/S (CM), Thomas A/S (CM), Realfiction ApS (CM), Monberg & Thorsen A/S (VC), Systematic A/S (VC), LEGO A/S, Pandora A/S, AS3 Companies A/S, AB Electrolux, Sweden
Steffen Kragh President and CEO, born 1964 Member of the Boards of Nykredit Realkredit A/S (VC), Nykredit Holding A/S (VC), Foreningen Nykredit, Cappelen Damm Holding AS (CM), Norway
Jeppe Skadhauge Attorney and partner, Bruun & Hjejle, born 1954, took office 2009 Member of the Boards of Blindes Støttefond (CM), Tømmerhandler Johannes Fogs Fond (VC),
CM: C:
Hans J. Carstensen Chief Financial Officer, born 1965 Chairman, V Vice Chairman.
All information as of 26 March 2012.
Board of Trustees and Management Board of the Egmont Foundation
81