Corporate Communications P.O. Box 26 NL - 7300 HB Apeldoorn Laan van Westenenk 4 NL - 7336 AZ Apeldoorn PRESS RELEASE T: +31 (55) 538 86 52 F: +31 (55) 538 86 66 www.wegener.nl Wegener in 1st half of 2010: Significantly improved operating profit Continuing advertising weakness The operating profit (before exceptional items) of Royal Wegener, the Dutch multi-media group, was EUR 30.3m in the first half of 2010. This figure was up by EUR 4.2m, a rise of 16.0% compared to the first half of 2009. The most important reason for this increase was a lower cost level. Revenues were lower due to the mixed effects of a number of factors: Revenue declined due to the sale of AD NieuwsMedia and the printing plant in The Hague. Revenue from subscriptions, sale of products and services to readers, internet activities, and advertisements in the free door-to-door newspapers were up. The latter segment rose following the acquisition of PLM as of mid-July 2009 and the development of new activities in Limburg and the Amsterdam region. Advertising sales in the daily newspapers and revenues from external printing orders were below those for the 2009 period. Thanks to the higher operating profit and lower financing costs and higher taxes, the net profit before exceptional items for the first half year of 2010 came, on balance, to EUR 18.7m (2009 EUR 13.6m), an increase of 37.4%. The lower financing costs result from a lower average bank debt and a lower interest mark-up. Primarily because of the reservation made for a disputed fine imposed by NMa, the Dutch competition authority, relating to the newspapers in the southwest region, Zeeuws-Vlaanderen, the first half of 2010 showed a net loss (after exceptional items) of EUR 4.5m compared with 2009’s net profit of EUR 13.2m. The fine imposed on Wegener of EUR 19.1m is reported under “Other operating expense”. Market conditions remained unfavourable during the first half of 2010 despite reports of a modest economic upturn. This cautious economic recovery is primarily related to exports. Domestic consumption remained very low, so that advertisers kept their purse strings tightly drawn. Advertising of national brands and services exhibited a clear decrease compared with the same period in 2009. This also applied to the market of recruitment advertisements, where revenues slackened for both printed products and internet products, as employment opportunity fell. The pace of the ongoing decline in advertising revenue has lessened considerably. The decrease in advertising sales in the first half of 2010 compared to the same 2009 period was 3.3%, considerably less steep than the 22.9% decline in 2009 compared to the same period in 2008. Because of the sale of the 37% share in AD NieuwsMedia and the printing plant in The Hague to “de Persgroep Nederland” as of mid-2009, the figures for the first half year of 2010 and those for 2009 are difficult to compare. If these effects are eliminated, total revenue in the first half of 2010 was down by 1.0% compared to the previous year. Since 1 January 2010, all of Wegener’s publishing activities have been accommodated in a single publisher under the name of Wegener Media. All supporting and staff services were merged per discipline in the back office departments of Wegener Media. Activities Wegener Media daily newspapers Advertising revenue in Wegener’s daily newspapers was EUR 60.3m in the first half of 2010, down EUR 5.9m (8.9%) compared to the same period in 2009. The decline was primarily due to lower revenues from national advertisers and recruitment advertisements. Recruitment ads are exhibiting a further decline in volume, causing revenues to fall proportionately. Regional advertisers showed slight growth and family announcement ads were at the same level as in the first half year of 2009. Subscription revenues increased by 2.3% thanks to price rises. The number of paid subscriptions decreased by 1.9%, compared with 2.4% in 2009. The sale of products and services to readers showed an increase of 7.6%. Thanks to the increased focus on online activities, the news sites of the dailies could be developed further, and the interaction between the printed product and the online news site was intensified. As a result, in June 2010 both the number of page views and the number of unique visitors were up from the levels in June 2009 by 11% and 27% respectively. Revenue from internet activities of the dailies showed significant growth in the first half year of 2010. The reorganisation of the back office departments in 2009 meant that daily newspapers could benefit from a lower cost level in 2010. In addition, the daily newspaper publishers also implemented decentralised cost-cutting measures to mitigate effects of the decline in sales. On 16 June 2010, Wegener, Telegraaf Media Groep and NDC Mediagroep signed a letter of intent in which they had reached broad agreement on the joint distribution of their respective dailies. Under the new model, TMG’s distribution activities for De Telegraaf in the regions where Wegener and NDC distribute their regional morning newspapers will be integrated with the distribution activities of Wegener and NDC respectively. This will yield benefits of synergy and ensure the quality of distribution. The new organisation will be operational in mid-2011. Wegener Media free door-to-door newspapers In the first quarter of 2010 Wegener achieved its goal of nationwide coverage, with the introduction of free door-to-door newspapers in Limburg and the Amsterdam region. These new products and the collaboration started in 2009 with a number of external publishers of free door-to-door newspapers had a positive effect on revenues. Furthermore, the acquisition of PLM in July 2009 increased revenues for the first half of 2010 compared to the first half of 2009. Revenues from advertising showed an overall increase of 1.8% to EUR 76.2m. Thanks to the reorganisation of the back office departments in 2009, the free door-to-door newspapers could benefit from a lower cost level. In the first half of the current financial year, cost-reducing measures taken in 2009 were further intensified. Wegener Media digital After Wegener had adjusted its organisation to the new market circumstances in 2009 and the objective of nationwide coverage had been achieved in early 2010, in the first half of this year the next step could be taken toward becoming a cross-media content publisher. Attention was focused on expanding and enhancing the reach of the total portfolio, among other things by improving and developing new digital products and services at both local and national levels. AutoTrack maintained its number one position in the market for automotive sites. Its newly launched platform will contribute to maintaining this market position. Revenues of JobTrack were under pressure due to the poor labour market situation, while site visitors were up compared to the same period in 2009. Overall, revenues from internet products increased by 14.7% in the first half year of 2010 compared to the same period in 2009. Wegener NieuwsDruk Revenues of the printing plants declined in the first half of 2010 from the level for the same period in 2009, due to a loss of printing orders and shrinking print runs and volumes of orders from external clients. In addition, some activities were lost -- in particular, the printing order for the AD daily -because of the sale of the printing plant in The Hague in August 2009 to “de Persgroep Nederland”. 2 External revenues showed an autonomous decrease of EUR 2.7m. By adjusting the available printing capacity to the lower demand -- among other things, by closing the printing plant in Nijmegen at the end of June 2009 -- and further cost-reducing measures, the operating profit of the printing plants was about the same for the first half of 2010 as in the first half of 2009. In June 2010 it was announced that two printing plants, Wegener NieuwsDruk Twente and Wegener NieuwsDruk Gelderland, were recipients of the Quality Award of the IFRA, which is part of the World Association of Newspapers and News Publishers. These two printers are among the newest members of the select company of the International Newspaper Color Quality Club. Investments/divestments Investments in the first half of 2010 totalled EUR 4.3m in contrast to the EUR 9.8m for the comparable 2009 period. Of this total EUR 3.3m, compared to EUR 8.4m in 2009, was directed to tangible fixed assets. The lower 2010 figure is largely due to the fact that investment for the new printing plant in Best have now been completed. Investments in intangible fixed assets (EUR 1.0m) primarily related to publishing rights of free door-todoor newspapers. Parts of a number of investments from 2009 were paid in 2010, including the publishing rights for De Pers. Financing Wegener’s net interest-bearing debt at the end of June 2010 was EUR 111.0m, down by 5.1% from EUR 117.0m at year-end 2009. This decrease is partly the result of the receipt of the repayment of the Wegener loan to AD NieuwsMedia of EUR 15.4m. Outlook Compared to the previous year, the results obtained for the first half of 2010 cannot simply be projected to the second half. This is primarily because: The sale of AD NieuwsMedia and of the printing plant in The Hague and the acquisition of PLM took place in mid-2009; and, Recent reorganisations were completed in the course of 2009. This means that comparable cost savings have been relatively higher in the first half of 2010. Completed reorganisations, lower prices for newsprint, and additional measures in 2010 will have a positive effect on the efficiency of the organisation as well as on the cost level. However, developments in the advertising market remain uncertain for the time being. This means the operating profit for the full year is also uncertain at this point. Apeldoorn, The Netherlands, 28 July 2010 Management Board Koninklijke Wegener NV 3 Consolidated balance sheet Before proposed appropriation of profit (in thousands of euros) 30 June 2010 31 December 2009 30 June 2009 519,835 85,971 4,372 5,810 292 616,280 523,105 88,608 4,561 10,837 11,148 638,259 508,323 90,065 4,197 3,929 1,796 608,310 1,685 2,195 46,885 3,555 54,320 2,219 922 54,622 3,500 61,263 2,179 888 55,768 15,535 74,370 - - 67,990 670,600 699,522 750,670 305,620 305,620 311,704 311,704 316,808 316,808 30,341 25,072 103,694 1,360 160,467 33,010 33,179 112,780 1,255 180,224 14,757 1,080 22,043 128,913 1,662 168,455 6,183 15,621 10,844 1,449 1,367 18,164 48,430 102,455 204,513 6,275 24,444 7,737 1,447 2,816 25,253 52,996 86,626 207,594 3,822 39,568 28,172 1,237 535 26,410 47,566 75,109 222,419 - - 42,988 670,600 699,522 750,670 ASSETS Non-current assets Intangible assets Property, plant and equipment Investments in associates Deferred tax assets Other financial assets Current assets Inventories Amounts owed by group companies Trade and other receivables Cash and cash equivalents Assets held for sale EQUITY AND LIABILITIES Total equity Equity attributable to equity holders of Koninklijke Wegener NV Minority interests Non-current liabilities Pensions Deferred tax liabilities Provisions Interest-bearing loans Interest rate swaps Current liabilities Pensions Provisions Interest-bearing loans Interest rate swaps Debts to group companies Trade payables Prepaid subscriptions Other current liabilities Liabilities associated with assets classified as held for sale Unaudited 4 Consolidated income statement (in thousands of euros) first half 2010 first half 2009 full year 2009 Revenue Other income Revenue and other income 269,832 269,832 309,405 309,405 586,334 910 587,244 Raw materials and stores Work subcontracted and other external charges Staff costs Amortisation of intangible assets Depreciation of property, plant and equipment Other operating expense Operating expense 19,188 69,412 99,845 4,239 5,916 65,435 264,035 31,138 71,990 116,619 2,756 8,901 51,889 283,293 55,591 140,756 250,868 5,499 15,292 101,006 569,012 5,797 26,112 18,232 433 472 (6,131) (5,226) 311 251 (7,782) (7,220) 698 755 (13,907) (12,454) 571 18,892 5,778 Taxes (5,035) (5,723) 2,075 Loss / Profit (4,464) 13,169 7,853 (4,464) (4,464) 13,169 13,169 7,853 7,853 (0.12) 0.28 0.14 Operating profit Share of profit of associates Finance income Finance expense Financial income and expense Profit before tax Attributable to: - equity holders of Koninklijke Wegener NV - minority interests Earnings per share (in euros) - basic, for profit for the period attributable to holders of ordinary shares Koninklijke Wegener NV Unaudited 5 Consolidated comprehensive income statement (in thousands of euros) Profit for the period Value changes in effective hedging interest rate swaps Tax Comprehensive income Attributable to: - equity holders of Koninklijke Wegener NV - minority interests Unaudited first half 2010 first half 2009 full year 2009 (4,464) 13,169 7,853 (71) 18 (53) (1,297) 330 (967) (1,013) 258 (755) (4,517) 12,202 7,098 (4,517) (4,517) 12,202 12,202 7,098 7,098 6 Consolidated statement of changes in equity before proposed appropriation of profit (in thousands of euros) 2010 At 1 January 2010 Equity attributable to equity holders of Koninklijke Wegener NV Gains and losses arising Issued from share Share cash flow Retained Profit for capital premium hedges earnings the period Total 14,763 167,458 Comprehensive income (2,089) 123,719 (53) Appropriation of profit for previous year Dividend paid on cumulative financing preference shares for 2009 7,853 Total Equity 7,853 311,704 311,704 (4,464) (4,517) (4,517) (7.853) - - (1,567) (1,567) (1,567) 14,763 167,458 (2,142) 130,005 (4,464) 305,620 - ordinary shares - cumulative financing preference shares 13,503 139,317 (2,142) 130,005 (5,247) 275,436 1,260 28,141 783 30,184 At 30 June 2010 14,763 167,458 (4,464) 305,620 At 30 June 2010 Minority interests - 305,620 This relates to: Unaudited (2,142) 130,005 7 2009 At 1 January 2009 Comprehensive income Equity attributable to equity holders of Koninklijke Wegener NV Gains and losses arising Issued from share Share cash flow Retained Profit for capital premium hedges earnings the period Total Total Equity 14,763 167,458 (1,334) 113,938 11,348 306,173 5 306,178 - - (967) - 13,169 12,202 - 12,202 11,348 (11,348) - - (1,567) (1,567) Appropriation of profit for previous year Dividend paid on cumulative financing preference shares for 2008 (1,567) In connection with divestment of group companies - (5) (5) - 316,808 14,763 167,458 (2,301) 123,719 13,169 316,808 - ordinary shares - cumulative financing preference shares 13,503 139,317 (2,301) 123,719 12,386 286,624 1,260 28,141 783 30,184 At 30 June 2009 14,763 167,458 13,169 316,808 At 30 June 2009 Minority interests This relates to: Unaudited (2,301) 123,719 8 Consolidated cash flow statement (in thousands of euros) Cash flows from operating activities Revenue and other income Total expense Operating profit Adjustments for: - value changes / book results of non-current assets - amortisation of intangible assets - depreciation of property, plant and equipment - changes in working capital - accrual NMa fine regarding Zeeuws-Vlaanderen - taken to the income statement regarding provisions Withdrawals from provisions Cash flows from operations Dividend received from associates Finance revenue received Finance costs paid Tax received Cash flows from operating activities Cash flows from investing activities Acquisition of group companies Sale of group companies Proceeds received from sale of AD NieuwsMedia BV and assets/liabilities of Wegener NieuwsDruk West Received redemption loan AD NieuwsMedia Capital contribution to associates Purchase of intangible assets Purchase of property, plant and equipment Sale of property, plant and equipment Cash flows used in investing activities Cash flows from financing activities Lower use of credit facility interest-bearing loans Dividends paid to holders of cumulative financing preference shares of Koninklijke Wegener NV Cash flows from/(used in) financing activities Net cash flows At 1 January Classified as held for sale At 30 June, 31 December respectively Unaudited first half 2010 first half 2009 full year 2009 269,832 264,035 5,797 309,405 283,293 26,112 587,244 569,012 18,232 4,239 5,916 (5,475) 19,100 3,094 (24,290) 8,381 (300) 2,756 8,901 (4,609) (13,951) 18,909 (910) 5,499 15,292 4,622 38,092 (39,671) 41,156 914 472 (2,647) 7,120 994 251 (4,826) 15,328 994 328 (9,960) 32,518 - 3,973 862 3,973 15,374 (292) (10,190) (4,463) 52 481 (415) (1,462) (14,869) 346 (12,427) 14,543 (392) (9,819) (16,767) 208 (7,392) (5,979) (14,324) (51,176) (1,567) (7,546) (1,567) (15,891) (1,567) (52,743) 55 (12,990) (27,617) 3,500 31,117 31,117 - (2,592) - 3,555 15,535 3,500 9 Explanatory notes General The consolidated half-year accounts for 2010 of Koninklijke Wegener NV were discussed by the Supervisory Board in its meeting of 26 July 2010. A press release concerning the halfyear figures was issued before the opening of the stock exchange on 28 July. Koninklijke Wegener NV is located in Apeldoorn, the Netherlands; the depository receipts for ordinary shares are listed on the Euronext exchange in Amsterdam. The activities of Wegener and its group companies consist of publishing regional daily newspapers and free door-todoor newspapers, developing and exploiting internet products, and supplying graphic products and services. These activities are conducted in the Netherlands. Mecom Group plc of London has held the majority of Wegener’s shares via its subsidiary Mecom Media Holland Holding BV since the end of October 2007. Mecom holds 86.44% of the (depository receipts for) ordinary shares. Mecom also holds 100% of the (depository receipts for) cumulative financing preference shares (to the extent they are not held by Wegener). 2009 Annual report The 2009 annual accounts and the 2009 annual report were approved unaltered by the General Meeting of Shareholders on 18 May 2010. The allocation of profit proposed in the 2009 annual report was also approved unaltered by that General Meeting. The 2009 dividend on cumulative financing preference shares was distributed on 3 June 2010. Accounting principles The half-year report has been drawn up in accordance with International Financial Reporting Standards (IFRS) as approved by the European Union, including IAS 34. The accounting principles used are the same as those used for the 2009 annual accounts. This consolidated half-year report has not been audited. The new standards applying since 1 January 2010 -- including IFRS 2 Share-based payment – Group Cash-settled Share-based Payment Transactions, IAS 39 Financial Instruments: Recognition and Measurement – Eligible Hedged Items, and IFRIC 17 Distribution of Noncash Assets to Owners -- have no influence on Wegener’s financial position. Risks The market circumstances during the first half of 2010 continued to be unfavourable, despite a slight economic upturn. Because of this, the most important risk for the remaining months of the 2010 financial year continues to be economic recovery and a related recovery in the advertising market. The effect of the declining advertising market on Wegener’s operating result has been mitigated by reorganisations carried out in 2009 and by new cost reduction measures. Wegener’s strategic policy is aimed at a transition to a successful cross-media organization, able to cope with the risk of a drop in revenues and result. There is a risk that Wegener is not able to make this switch in time. Now that the reorganization of the back office departments has largely been completed, in the second half of 2010 further work will be done in the transition from a print-oriented to a cross-media content publishing company. Decrease in the number of printing locations has meant that the capacity utilization level of the remaining printing presses has increased, and capacity costs decreased. However, the potential damage that could result from a disaster at a printing location or an interruption in the printing process has therefore increased. The impact this would have on the result and/or on equity depends on the nature of the disruption and is therefore difficult to quantify. A number of measures have been taken to reduce the chance that such a disruption could occur. 10 Large parts of Wegener’s operating processes are based on automated systems and an infrastructure to allow for communication between the various systems. These systems and networks play a key role in almost every aspect of business operations. Disruptions to these systems and networks can infringe upon the operating processes, and therefore on the result of the company. Disaster plans, a variety of security measures, and the use of twin data centers for the networks limit the risks. More information on the risks cited here and discussions of other risks may be found in the risk section in the 2009 annual report. Further detail on the fine imposed by the NMa in relation to the group’s activities in the Zeeuws-Vlaanderen region may be found in the subsequent section of this report, ‘Events after balance-sheet date’. Seasonal effects Revenues from advertising exhibit some seasonal fluctuations. Revenues are higher in the second and fourth quarters than in the first and third. This seasonal effect occurs throughout the industry and is caused by a similar effect in consumer spending patterns. Advertisers respond to this by placing more advertisements for their products and services in periods of higher consumer spending. For the printed daily newspapers, a role is also played by the number of due days as well as the number of Saturdays, although for the period of a half-year this effect is slight. The number of due days can differ per half-year period depending on the calendar (the days of the month on which weekends fall) and on what days various national holidays are celebrated. The number of Saturdays is important because in the printed version, the Saturday paper contains more advertising, including recruitment ads, than other days of the week. The great majority of the free door-to-door newspapers are published on Wednesday, so that the number of Wednesdays in a reporting period can also have some effect. The situation for the first half of 2010 was nearly identical to that for the first half of 2009: Days of publication Number of Saturdays Number of Wednesdays 2010 first half 150 26 25 2009 first half 151 26 25 Influence of consolidation and deconsolidation The group companies in which Koninklijke Wegener NV has a direct or indirect interest and control are included in the consolidation. The assets and liabilities and the income and expense are included in full. Minority interests in equity and profit are shown separately. The annual accounts of the group companies are prepared for the same financial year and based on the same accounting principles as those of Koninklijke Wegener NV. Joint ventures are consolidated proportionately using the same accounting principles as used by Koninklijke Wegener NV. A joint venture is deemed to exist if the participants in a collaboration agreement have joint control over the resulting activities. All intra-group balances, transactions, income and expenses and profits and losses resulting from intra-group transactions are eliminated in full. The most important changes in the consolidation circle were the deconsolidation of AD NieuwsMedia BV as of 31 July 2009 and the consolidation of Wegener PLM BV as of 15 July 2009. The consolidated figures were also affected by the sale of the printing plant in The Hague, which was realised in conjunction with the sale of AD NieuwsMedia BV. In the comparative figures for 2009, the results of AD NieuwsMedia were proportionately (37%) consolidated for the entire period. On the balance sheet, the assets and liabilities of AD NieuwsMedia and the printing unit Wegener NieuwsDruk West were presented as ‘classified as held for sale’ as of 30 June 2009. Information on segments The application of IFRS 8 does not result in information on separate segments, given that the various activities within Wegener all have similar risk profiles and are interrelated to such an 11 extent that operational and strategic decisions on resources to be allocated are made exclusively at the aggregate level. Specification of revenue (in thousands of euros) first half first half change full year 2010 2009 in % 2009 60,340 66,256 -8.9 126,557 76,222 102,878 10,054 74,895 100,608 12,801 1.8 2.3 -21.5 151,371 203,224 25,807 11,121 9,699 14.7 18,251 9,217 8,241 11.8 18,568 269,832 272,500 -1.0 543,778 - Advertisements AD NieuwsMedia - Subscriptions AD NieuwsMedia - graphic products Wegener NieuwsDruk West - 9,600 19,470 -100.0 -100.0 10,705 22,870 - 7,835 -100.0 8,981 Total revenue for Wegener group 269,832 309,405 -12.8 586,334 Publishing activities - advertisements daily newspapers - advertisements free door-to-door newspapers - subscriptions Wegener dailies - graphic products (exclusive of Wegener NieuwsDruk West) - internet products - other revenues from newspaper activities Wegener revenue on a comparable basis Tax The tax amount before exceptional items for the first half of 2010 was 26.2% compared to 32.1% for the same period in 2009. The deviation of tax level from the nominal tax rate (25.5%) arises from the results of associated companies that fall outside the scope of the fiscal unity of Wegener. The (reserved) fine of the NMa in relation to Zeeuws-Vlaanderen is not deductible from corporate income tax. 12 Exceptional items Exceptional items in the consolidated profit and loss account (in thousands of euros) reported 1st half 2010 excl. exceptional items 1st half 1st half 2010 2009 reported 1st half 2009 Staff costs Other operating costs Operating profit Financing income/expense Tax 99,845 65,435 5,797 -5,659 -5,035 96,645 44,135 30,297 -5,659 -6,396 116,619 51,889 26,112 -7,215 -5,867 116,619 51,889 26,112 -7,782 -5,723 Profit -4,464 18,675 13,592 13,169 17,892 12,809 45,009 45,009 0.40 0.28 Cash earnings Average number of issued shares (in thousands) Cash earnings per share to be allocated to holders of ordinary shares in Koninklijke Wegener NV (in euros) The exceptional items in the first half of 2010 relate to adding the disputed fine imposed by the NMa in relation to Zeeuws-Vlaanderen, an allocation to the provision for reorganisations and the provision for vacated office space as a result of new measures, and a release of the reorganisation provision and the pension provision after recalculation of the premises. In the 2009 first half, the exceptional items related to write-offs of financing costs recorded as assets in connection with the reduction of the total credit facility under the new financing agreements. Balance sheet The decrease in receivables is accounted for by the (accelerated) repayment of the loan for AD NieuwsMedia (a total of EUR 15.4m reported under non-current and current assets). In part as a result of this accelerated repayment, the net interest-bearing debt was lower as of 30 June 2010. The lower debt to suppliers is mainly explained by lower investment creditors. The other short-term debts have increased, especially as a result of the accrual made for the claim imposed by the NMa in relation to Zeeuws-Vlaanderen. The decrease in the provisions is accounted for in part by completion of reorganisation programmes. For its financing, Wegener makes use of an arrangement concluded by Mecom with a syndicate of banks. This arrangement is unchanged compared to the situation at the end of 2009, which was explained in the 2009 annual report. Related parties As the holder of 86.44% of the (depository receipts for) ordinary shares in Koninklijke Wegener NV, Mecom Group plc has a significant influence on Wegener and for that reason qualifies as a related party. A number of transactions with Mecom took place in 2010, namely recharging of holding costs by Mecom and recharging of costs connected to activities performed by Wegener for the group. Furthermore, Limburg Media Groep (LMG), which is also a member of the Mecom group, uses some Wegener services, mainly relating to ICT. Wegener makes use of printing services of LMG. The volume of these transactions is limited and is comparable to 2009. The receivables and debts related to group companies as of the balance sheet date are also limited. 13 In addition to its shareholdings, Wegener also has a business relationship with some of its associates. The volume and the number of these transactions are very limited. Events after balance-sheet date On 14 July 2010 the Dutch Competition Authority NMa gave its decision on the investigation it had conducted of alleged violations by Wegener of the conditions imposed by NMa when it gave its permission for Wegener to purchase VNU Dagbladen in 2000. NMa imposed a fine of EUR 19.1m on the company, and a penalty totaling EUR 1.3m to five former and present executive and/or supervisory directors. Pursuant to IFRS rules, the fine was reported in full as a debt on the balance sheet as of 30 June 2010. Wegener finds it important to stress the fact that this does not mean that Wegener admits it has committed the alleged violation. As stated in the related news release, Wegener is of the opinion that the fine is unwarranted and disproportionate. Wegener will appeal the ruling of NMa and has full confidence in the legal proceedings. The fine does not need to be paid as long as the procedures for review and appeal are taking place. However, when and if a fine is finally determined, the amount is interest-bearing for the period of appeal. Such a fine is not deductible in determining the corporate income tax due. 14 Management statement The Management Board declares that, to the best of its knowledge: 1. the half-year report for 2010 presents a true and fair picture of the assets, the liabilities, the financial position, and the profits of the company and the companies jointly included in the consolidation; and, 2. the half-year report gives a true and fair picture of the situation on the balance sheet date, the course of business during the first half of the company’s financial year, and of the companies affiliated with it, the financial details of which are included in its half-year report, and that the half-year report describes the fundamental risks with which the company is confronted. Apeldoorn, The Netherlands, 28 July 2010 J.V. Munsterman Chairman, Management Board (CEO) C.G. Boot Member, Management Board (CFO) W. Cornelisse Member, Management Board (COO) 15
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