Corporate

Graziashop.com: tomorrow online a global e-commerce fashion platform from Grazia

The Mondadori Group, through its Grazia International Network, enters the world of e-commerce fashion: tomorrow will be online Graziashop.com, a global e-commerce fashion platform from Grazia.

“The Grazia brand, an interpreter of Italian fashion and style around the world, has, in just a few years, become the centre of a global multi-channel system in 23 countries with over 17 million readers and 16 million online users,” declared Ernesto Mauri, chief executive of the Mondadori Group.

“In addition to print and the web, social networks and TV, we are now opening up to e-commerce fashion, an area that fits perfectly with the identity of Grazia, with the aim of reaching an even bigger overall audience.” Mauri underlined.

Graziashop.com will extend the brand of our magazine at the global level, and is a natural evolution of the value of the Grazia International Network around the world,” Mauri concluded.

With the same style that distinguishes Grazia at the international level, Graziashop.com will offer all women passionate about fashion an opportunity to buy products from over 250 of the most prestigious international designers, with clothes and accessories from the most chic boutiques in Great Britain and Italy, soon to be joined by outlets from other countries, such as France and Germany. It will also be possible to find on Graziashop.com one-off items, limited editions and exclusive collaborations.

The international editions of Grazia will also progressively integrate on their website the offer of the Graziashop.com catalogue, offering readers and users an experience of the brand to 360°, to the search, selection and purchase of products.

Mondadori: modification to 2014 corporate events calendar

Arnoldo Mondadori Editore S.p.A. has announced that the meeting of the company’s Board of Directors for the approval of the interim results for the period to 30th September 2014, has been postponed from 12th November 2014 to Thursday 13th November 2014. On the same date a conference call with analysts will take place to present the results to 30th September 2014.

Mondadori: half-yearly report to 30 June 2014 published

Arnoldo Mondadori Editore S.p.A. has announced that the half-yearly report for the period to 30 June 2014, as approved by the Board of Directors on 31 July, together with the external auditors’ report, is now available at the company’s headquarters, on the authorised storage resource 1Info (www.1info.it), on www.gruppomondadori.it (in the Investor Relations section) and on www.borsaitaliana.it.

Board of Directors approves interim report on the first half of the year to 30 June 2014

  • Consolidated revenues: €549.2 million -10.3% on the €612.3 milllion to 30 June 2013 (-7% on a like-for-like basis)
  • Consolidated gross operating profit: €14.9 million, an increase of €20.2 million compared with -€5.3 million to 30 June 2013
  • Consolidated net loss: -€11 million, an improvement of €16.1 million compared with 30 June 2013
  • Operating costs down by €70 million: -13.1% compared with 30 June 2013
  • Net financial position: -€368,9 million, an improvement of  €27.6 million on the first quarter of 2014 and in line with the first half of 2013; marked improvement expected by year end
  • Further confirmation of a recovery in profitability expected for the full year 2014

The Board of Directors of Arnoldo Mondadori S.p.A. met today, under the chairmanship of Marina Berlusconi, to examine and approve the interim report for the first half of the year to 30 June 2014, as presented by the chief executive, Ernesto Mauri.

THE MARKET SCENARIO

In the first six months of the year, the markets in which the Group operates continued to decline compared with the same period of the previous year.

In particular in Italy:

– the book sector saw a downturn of 9% in terms of copies and 6.6% in terms of value compared with the first half of 2013 (Source: Nielsen, figures to 14 June);
– the magazine market saw a fall in circulation of 9.6% (internal data to May), a slump of 14.3% in add-on sales (internal data to May) and a fall in advertising sales of 11.6% (Source: Nielsen, figures to May);

Meanwhile in France:

– magazine circulation was down in the newsstand channel by 8.1%;
– advertising sales were down 9.4% on the same period of 2013 (figures to May: internal data for circulation and Kantar Media for advertising).

GROUP PERFORMANCE IN THE PERIOD TO 30 JUNE 2014

In a context characterised by a marked decline, the Mondadori Group recorded a 10.3% fall in consolidated revenues for the period to €549.2 million, compared with €612.3 million in the first half of 2013; on a like-for-like basis, taking account of the contribution, effective from 1 January 2014, of the advertising sales activities to Mediamond S.p.A., a company consolidated on an equity basis, the reduction was 7%.

Consolidated gross operating profit came to €14.9 million, an increase of €20.2 million compared with the loss of €5.3 million in the first six months of 2013, thanks to the impact of actions on the product, cost reduction efforts and a fall in non-recurring charges. The Magazine area made a decisive contribution to this marked improvement given that, after years of continuous decline, it recorded a total gross operating profit (Italy and France) amounted to €26.3 million, an increase of 50.3%.

This particularly positive result, in excess of expectations, is the result of actions on the product and a reduction in operating costs, which were down by around €70 million (-13.1%).

Consolidated gross operating profit net of non-recurring items amounted to €15.4 million, an increase of 8.5% compared with the €14.2 million of the previous year.

Consolidated operating profit came to €3.6 million, a marked improvement on the -€17.7 million of the first half of 2013, with amortisations of tangible and intangible assets of €11.3 million, compared with €12.4 million in 2013.

Pre-tax profit and consolidated net profit, amounting respectively to -€8.7 million (-€28.2 million in the first half of 2013) and -€11 million (-€27.1 million in the first half of 2013), include higher financial charges due, in part, to higher interest rates resulting from the renegotiation of credit lines concluded in November last year, as well as a higher average level of debt.

The Group’s net financial position on 30 June 2014 showed a deficit of -€368.9 million, an improvement on the situation in the first quarter of the year (-€396.5 million) and in line with the same period of 2013 (-€367.3 million) and at 31.12.2013. In addition to the seasonality of some of the Group’s businesses, the net financial position was affected by expenditure for restructuring and a recovery in investments and benefitted from an influx of €31 million from the placement of a total of 29,953,500 ordinary shares completed in the month of June.

RESULTS OF THE BUSINESS AREAS

  • BOOKS

In the second quarter of the year the trade books segment felt the impact of the negative economic situation that has slowed down the recovery in consumer spending and the buying of books. This resulted in a further fall in the market which (to June) recorded a fall of 9% in terms of copies and 6.6% in terms of value (Source: Nielsen, figures to 14 June); in the second quarter the fall, in value terms, was of -8% (-5.3% in Q1). The downturn was more marked in the large-scale retail channel and independent bookshops that were down, respectively, by 15% and 7.5% (Source: Nielsen, figures to 14 June).

Substantially confirming the company’s market leadership, the share of the Mondadori Group’s publishing houses was 25.5% (excluding large-scale retail sales), a slight fall compared with the same period of last year that was positively affected by the performance of the bestsellers E l’eco rispose by Khaled Hosseini and Inferno by Dan Brown.

First half revenues generated by the Book area amounted to €128.5 million, a 4.1% fall on the €134 million of the previous year.

The fall in revenues and margins was determined by the aforementioned market trend as well as a different publishing schedule which, compared with 2013, will feature an absolutely significant launch of titles for the Christmas period as well as the publication of new works by the well-know authors in the second half, including, Follett, Grisham, Cornwell, Corona, Littizzetto and Camilleri.

Regarding to e-books, revenues were up by almost 13% compared with the first half of 2013 thanks to a catalogue that is continuously expanding and that currently includes over 7,000 titles.

The fall in revenues had an impact on gross operating profit compared with the first half of 2013. However, targeted actions aimed at cutting costs in different areas, in particular production and logistics, made it possible to mitigate the impact (from €9.8 million in the first half of 2013 to €5.4 million on 30 June 2014).

  • MAGAZINES ITALY

In a generally uncertain climate, the second quarter saw a continuation of the downturn, albeit at a less marked level than the previous year.

In this context the Magazines Italy area – faced with an overall fall in revenues of 9.9% (-8.3% on a like-for-like basis, considering titles that were closed or sold) that amounted to €160.3 million, compared with €177.9 million in the first half of 2013 – recorded a significant increase in gross operating profit, which rose from €3.6 million to €11 million in the first half of 2014 due to the focus on the segments in which the Group is leader (fashion, well-being, cooking), the launch of new titles (Il mio Papa), the redesign of Panorama and actions aimed at the structural reduction of industrial, editorial and photographic costs, as well as labour costs.

Revenues from Mondadori titles were particularly hit by the negative trends in the markets of reference, but the Mondadori Group nevertheless managed to increase its market share in terms of value to 33.2%, compared with 32.6% in the first half of last year.

In particular:

– circulation revenues fell by 5.9% on a like-for-like basis, in a market that was down by 9.6%;
– gross advertising revenues were down by 8.5% on a like-for-like basis, in a market that was down by 11.6%;
– advertising sales for the web sites of the magazine brands recorded growth of 12.8% on a like-for-like basis compared with the same period of 2013, bucking the trend of a market that was down by 2.1% (Source: Nielsen, to May). Particularly positive results for the web sites Donnamoderna.com (+8.4%) and Grazia.it (+55.9%);
– in a market that in the first five months saw a fall of 14.3% in terms of value (internal source: Press-Di), add-on sales were down by 19.8%, following the decision to select and rationalise initiatives but, by comparison, affected also by the excellent performance achieved in 2013.

International activities

In the first half of 2014 Mondadori International Business recorded a 10% growth in revenues compared with the previous year. The increase was mainly attributable to the Grazia network which now has 23 editions around the world, the launch, last November, of the first international edition under licence of Icon and advertising sales in Italy since last October on behalf of El Pais, Spain’s leading daily newspaper.

In May, as part of the development of the digital activities of the Grazia International Network, it is worth underlining the acquisition of the marketplace London-Boutiques.com, an operation that is part of a more extensive project to launch, in the second half of the year, a global e-commerce platform using the Grazia brand.

With regard to holdings, Attica Publications, leader in the Greek magazine and radio broadcasting markets, after a positive first quarter, saw a fall in advertising revenues; Mondadori Seec Advertising Co. Ltd, the exclusive advertising sales company for the edition of Grazia published in China, saw an increase in revenues of 14% compared with the first half of 2013 and from April, the frequency of publication increased from monthly to weekly; Mondadori Independent Media LLC, the publisher of Grazia in Russia, closed the first half of the year with a fall in advertising revenues of 4%.

  • MAGAZINES FRANCE

In the first half of 2014 the markets of reference in France saw a further decline, both in terms of newsstand sales (-8.1%; internal data to May) and advertising (-9.4%; internal figures based on Kantar Media data, to May).

Mondadori France performed decidedly better than the market keeping the fall to 2% in a market that was down by 8.1% and reporting growth of 50.6% in internet activities.

First half consolidated revenues generated by Mondadori France amounted to €169.9 million, -4% on the €176.9 million in the first half of 2013; on a like-for-like basis, considering the sale of Le Film Français finalised at the end of 2013 and the different number of issues of some titles, the fall was of 3.7%.

There was a marked difference in the performance of advertising revenues on print and for online: while the former saw a fall of 13.5% (-11% on a like-for-like basis), the latter were up by 49.3%, (51.1% on a like-for-like basis), as a result of which, digital sales now account for 10% of the total.

The advertising sales company remained among the main players in the market with a 10.5% share in terms of volume (Source: Kantar Media), making it the second player in the market.

Circulation revenues, that account for over 70% of total revenues, were down by 1.5% (-1,1% on a like-for-like basis):

– newsstand sales were down by 2%; some of the main titles, including Closer, Pleine Vie and Top Santé, saw growth of more than 10%;
– subscriptions remained stable thanks to the strong performance of Télé-Star, Pleine Vie and Top Santé.

During the first half Mondadori France launched a number of new products, such as Le Journal de Lucky Luke, Slam, Histoire & Jeux and Fort Boyard, and completed the redesign of L’Auto-journal Évasion, Diapason, Modes & Travaux, Science & Vie, Top Santé, Grazia and Closer, placing more focus on editorial quality.

The many activities carried out in recent quarters, and still ongoing, have made it possible, as indicated above, to launch new titles and realise significant reductions in editorial, industrial and general costs and thereby widely compensating for the fall in revenues.

Gross operating profit was up by 10.1% to €15.3 million from €13.9 million in the first half of 2013.

With regard to digital activities, since January 2014 advertising sales have been exclusively managed internally, cross-tile editorial teams have been created and some of the main properties have been updated and further enhanced with new functions for tablets and smartphones.

These efforts have had a positive impact on the audience which, in April, the latest Nielsen figures available, had reached 6.5 million unique users (+26% on 2013), with a peak of 7.8 million in January; while on mobile, the increase in unique users was 67% compared with 2013 (Source: Nielsen, to April).

Activities are also continuing aimed at creating new efficiencies, in particular, a plan has been introduced for the reduction of the structure along with a project for the rationalisation of the locations.

  • ADVERTISING

The figures for the area are not comparable given that, as already mentioned, from January 2014, the advertising sale activities of Mondadori Pubblicità S.p.A., a subsidiary of Arnoldo Mondadori Editore S.p.A., were contributed to Mediamond S.p.A., a 50-50 joint-venture set up in 2009 by Mondadori Pubblicità S.p.A. and Publitalia ’80 S.p.A..

Revenues generated by the current Mondadori Pubblicità came to €5.8 million, a fall on the revenues generated by comparable activities in the first half of 2013 for the reasons outlined above.

Gross operating profit, that also includes the pro-quota results of Mediamond, consolidated on an equity basis, saw an improvement compared with the first half of 2013 (up from -€3.5 million to -€1.9 million), highlighting the first positive effects of the operation.

The revenues of Mediamond S.p.A. saw an overall increase of 1.8%.

The Mondadori brands (magazines and web) recorded a like-for-like reduction of 6.7% compared with 2013. In particular:

– the fall in advertising revenues for magazine titles amounted 8.5%, in a market of reference that was down by -11.6% (Source: Nielsen, to May);
– advertising revenues for the web sites was up by 12.8% in a segment that was down by 2.1% (Source: Nielsen, to May).

  • RETAIL

Also in the first half of the year the retail market continued to show signs of weakness in consumer spending. With regard to the products sold, the book segment saw a fall of 6.6%, in terms of value, during the period, a situation that worsened in the second quarter also as the result of a lack of bestsellers. The channel that was best able to contain the downturn in revenues was the bookshop chains channel, compared with independent bookshops and large-scale retail outlets.

In the non-book area, there was growth only in gift-boxes, mobile phones and e-readers, while consumer electronics showed a general slowdown.

The 2013 figures have been reclassified to take account of the configuration introduced in the Retail area from September 2013, when Cemit Interactive Media S.p.A. was included under Other businesses and Corporate.

In the first half of 2014 the Retail area recorded revenues of €92.6 million, an 8.9% fall compared with the €101.7 million of the same period of 2013.

A breakdown of revenues by category shows that books – the most important, accounting for 74% of the total – had the best performance (+3.5%) compared with the market of reference, while consumer electronics continued to record a fall greater than the general trend in the sector.

The negative trend in the club channel continued with a fall in revenues of 20% and, finally, also online sales through inMondadori.it were also down (by around -4%).

The impact on gross operating profit (-€5.5 million from the -€6.1 million to 30 June 2014) of the reduction in revenues from the clubs and the consumer electronics segment was more than compensated by the positive performance of books and the effects of cost reductions.

To contrast the generally recessive economic environment actions, already underway in the first quarter and aimed at recovering profitability, continued. In particular:

– a progressive review of the network with actions to rationalise the sales outlets (the opening of a directly-owned and run bookstore in a new shopping mall, the Nave de Vero, near Marghera, and the closure of a number of franchise outlets), and formats for the development of a new concept for the bookshop of the future;
– the rebranding of the entire network; a new offer, above all in consumer electronics; co-marketing activities with important partners in the banking and telecoms sectors;
– the maintenance of promotional, communication and advertising initiatives to support sales and gain market share for books;
– the continuation of reorganisation efforts with the application of a solidarity procedure (20% compared with 10% in 2013) at the offices in Milan and Rimini.

  • RADIO

After a positive start in the first quarter, the second quarter the radio market saw a phase of turbulence that had an impact on the performance of di R101.

Revenues generated by R101 in the first half amounted to €5.9 million, -13.2% compared with the €6.8 million at 30 June 2013

Gross operating profit (which went from -€1.6 million to -€2.7 million) was affected not only by the negative trend in revenues, but also by higher promotional and communication investments made in the second quarter to support the re-launch of the station.

Such efforts in the first half included, the launch at the end of March of the new R101, confirming greater engagement with sports events and partnerships with music events alongside national and international artists and their summer tours; the redesign of the look and content of the web site www.r101.it and the launch in June of the TV channel, on the digital terrestrial channel 66.

The launch of the TV platform, integrated with the radio station and other digital supports, will make it possible to offer a wide-ranging entertainment system.

  • DIGITAL

The first half of 2014 saw the completion of the first step in strengthening the central control of the Digital Innovation area with the arrival of new and specialised resources. This has made it possible to give a greater impulse to digital projects functional to the different business units.

Total revenues were slightly down due to the fall in sales of marketing services (Cemit), while purely digital activities increased by 9.2% compared with the first half of 2013, as a result of the increase in e-books (+13%), the web sites of magazines in Italy (advertising revenues +12.8%) and France (advertising revenues +51.1%).

***

Information regarding personnel

As of 30 June 2014, the personnel employed by companies of the Group (both on temporary and permanent contracts) amounted to 3,213, a reduction of 361 (-10.1%) compared with 12 months previously and 223 (-6.5%) compared with December 2013.

Gross of extraordinary items, personnel costs (mounting to €117.4 million in the first six months) showed a significant fall (-20.7%) compared with the figures for the first half of 2013.

The significant fall in the headcount is attributable to important restructuring actions taken between the end of 2012 and last year, and is also influenced some imbalances in the scope of the company. Net of these extraordinary operations, compared with the situation in June 2013, the number of personnel was in any case down by 324 (-9.2%). The cost of personnel on a like-for-like basis, and net of restructuring charges was down by 10.9%.

***

EXPECTATIONS FOR THE FULL YEAR

In a market that still shows no clear signs of improvement, the positive performance in the first half – better than expected and the result of actions taken on the product, reorganisation and the reduction of costs, as well as the excellent performance of Magazines, both in Italy and France – makes it possible to estimate for the full year a level of gross operating profit higher than that of 2012, confirming what was stated during the presentation of the 2013 Annual Report and the Report on QI 2014.

Also the second half of the year will see a continuation of the management initiatives aimed at improving the organic capacity of the Group to generate financial resources and actions aimed at the sale/realisation of non-strategic assets, with a view to reinforcing access to the resources necessary for investment.

The net financial position is expected to be significantly better than the level in 2013.

***

The executive responsible for the preparation of the company’s accounts, Oddone Pozzi, declares that, as per art. 2, 154 bis of the Single Finance Text, the accounting information contained in this release corresponds to that contained in the company’s formal accounts.

The documentation relating to the presentation of the results for the first half of the year to 30 June 2014, will be made available through the authorised storage mechanism 1Info (www.1info.it), in the Investor Relations section of the company’s website www.gruppomondadori.it, on www.borsaitaliana.it and at the company’s corporate offices.

Mondadori publishes its 2013 Sustainability Report

Ernesto Mauri: “The expectations of our customers and stakeholders are at the heart of the company’s commitment”

Mondadori has announced that its 2013 Sustainability Report is now available. The document, which can be viewed also online – www.gruppomondadori.it – in the “Sustainability” section – completes the information contained in the 2013 Annual Report and outlines in detail the company’s performance in Italy with regard to sustainable development and the main indicators for the sector.

For Mondadori, the report, now in its third edition, provides not only an account of the company’s approach to issues related to social responsibility, but also and most importantly is a tool in support of a virtuous mechanism, that is in the character of the company, that aims to ensure the implementation of a range of management processes and improvements in the company’s economic, environmental and social performance.

“During the year we have taken resolute measures to deal with the challenges imposed by dramatic changes in the markets in which we operate,” declared Ernesto Mauri, chief executive of the Mondadori Group. “This has involved a system of organisational and management choices based on a new approach that takes account of the irreversible evolution of the media world while safeguarding the company opportunities for growth. We have consequently profoundly changed the company’s structure, through renewal and improving business and productive efficiency in order to guarantee a sustainable future for the company and its stakeholders, in line with the role that Mondadori wants to continue to play in civil society,” Mauri underlined.

“With the Sustainability Report we want to give an account of our results, large and small, within the management of a company in full respect of the rules governing its business activities, but also the needs of our customers and the expectations of our stakeholders,” Mauri concluded.

The document, approved by the board of directors and subjected to external review, has been prepared in compliance with the Global Reporting Initiative (GRI) guidelines for the reporting of sustainability version G 3.1 with a B+ level of application of the standard.

New appointments in the Panorama system

Michele Lupi takes charge of the magazine titles Icon and Flair
Emanuela Fiorentino becomes deputy editor of the weekly edited by Giorgio Mulè

New appointments have been announced today in the Panorama system: Michele Lupi will be the new editor of Icon and Flair, the fashion and lifestyle magazines that enhance the offer of the weekly Panorama, edited by Giorgio Mulè.

At the same time, Emanuela Fiorentino will take up the post of deputy editor of Panorama. Fiorentino will oversee Link, the new section dedicated to male lifestyle recently added to the newsmagazine.

Michele Lupi, 48, was born in Milan and in 1989, while still a student of architecture began working with a number of RCS titles pursuing his passion for racing cars and travel. In 1994 he was the New York correspondent for the monthlies Dove and Gulliver. From 1997 to 1999 he worked in television, first at RAI and then at MTV, where he was the author, among other things, of the programme Kitchen. In the autumn of 2003, with Carlo Antonelli, he put together the Italian edition of Rolling Stone, which he edited until July 2006, when he was appointed editor of GQ Italia, where he remained until January 2011. From March to May of that year, he was deputy editor of Vanity Fair Italia, before returning to the editor’s chair at Rolling Stone.

In Mondadori Michele Lupi will take advantage of the collaboration of Sissy Vian, creative fashion director of Flair, and Andrea Tenerani, creative fashion director of Icon, who will provide additional support to Michele Lupi in product development del.

Emanuela Fiorentino, who was born in Cesano Maderno (MB), and after taking a degree in political science from the University of Bologna began her career in journalism at il Messaggero. She later joined the editorial staff of Corriere Adriatico, where she covered the courts and justice, before joining Il Giornale, as head of the Florence office. In 2000 she moved to Panorama, where she has covered roles of increasing responsibility, becoming head of the Rome office in 2009.

The Panorama System
With a range of initiatives that range across print media and the web, Panorama is at the centre of a system that involves all channels of communication, from tables and mobile, to events around the country.

The development of Panorama is proceeding also on the web with Panorama.it, which, thanks to its ability to provide immediate and detailed news coverage, in June recorded more than 4 million unique users (Source: ShinyStat). It also has a significant presence on all the main social networks: with over 110,000 fans on Facebook, while the total number of Twitter followers has doubled since 2013 to over 100,000.

Meanwhile the great success of the “Panorama d’Italia” tour continues, in which the weekly magazine goes in search of excellence around the country: after the summer break, the live&media experience will continue stopping of in Verona (10-13 September), Verbania (24-27 September), Brescia (8-11 October), Viterbo (22-25 October), Catania (5-8 November) before concluding in Salerno (19-22 November).

Mondadori: completion of the capital increase resolved by the Board of Directors on 17 June 2014

Following the entire subscription of the capital increase of a nominal €3,900,000 through the issue of 15,000,000 new ordinary shares with a nominal value of €0.26 each, as resolved by the board of directors on 17 June 2014, the share capital of Arnoldo Mondadori Editore S.p.A. is currently €67,979,168.40 and comprises 261,458,340 ordinary shares, with a nominal value of €0.26 each (statement, pursuant to Art. 2444 of the Civil Code, filed today with the Register of Companies in Milan).

The modified Articles of Association indicating the new share capital is available from the company’s website www.gruppomondadori.it (in the Governance section) and at the authorised storage facility 1Info (www.1Info.it).

Enclosed is the “Model for the communication share capital modifications” (Model 1) as per Art. IA.2.3.4. of “Instructions and Regulations for Markets Organised and Managed by Borsa Italiana S.p.A.”.

Mondadori: publication of the minutes of the meeting of the Board of Directors of 17 June 2014

The minutes of the meeting of the board of directors held on 17 June, concerning the capital increase and pursuant to Articles 2443 and 2441 para. 4, second clause, of the Italian Civil Code, is now available at the company’s headquarters and the authorised storage resource 1Info along with the detailed directors’ report, the report by the external auditors Deloitte & Touche S.p.A. and the updated Articles of Association.

The documentation is also published in the Governance section of the website www.mondadorigroup.com and on www.borsaitaliana.it.

Completion of the placement reserved for “qualified investors” in Italy and foreign institutional investors by means of an accelerated book building of a total of 29,953,500 shares

This Press Release is not for publication, distribution or circulation, either directly or indirectly, in the United States, Canada, Australia, Japan and South Africa or in any other country where the offer or sale would be prohibited in compliance with applicable laws.

Following the press release issued yesterday, 17 June, Arnoldo Mondadori Editore S.p.A. has announced the completion of the private placement of a total of 29,953,500 ordinary shares with a nominal value of €0.26 each at a price per share of €1.06 and a total value of €31,750,710.

The overall offer can be broken down as follows:

(i) 15,000,000 new ordinary shares with regular dividend rights, equal to 6.09% of the share capital before the operation, deriving from a capital increase divisible for a maximum nominal amount of €3,900,000, with the exclusion of option rights pursuant to Art. 2441 para. 4, second clause of the Civil Code, as resolved by the board of directors on 16 June 2014 in partial implementation of the powers authorised by the Extraordinary Shareholders Meeting of 30 April 2014 pursuant to Art. 2443 of the Civil Code;

(ii) 14,953,500 shares held by the company as Treasury Stock, equal to 6.07% of the share capital.

The placement, which was managed by Banca IMI and UniCredit Corporate & Investment Banking in the role of Joint Bookrunners, was effected by means of an Accelerated Book Building procedure targeted exclusively at “qualified investors” in Italy and foreign institutional investors, pursuant to Regulation S of the United States Securities Act of 1933, and subsequent modifications, and in the United States, restricted to “Qualified Institutional Buyers” pursuant to Rule 144A of United States Securities Act of 1933, and subsequent modifications, with the exclusion of any other country in which the placement would be prohibited by law.

The operation will be completed with the delivery of shares and payment of the amounts due on 23 June 2014.

On completion of the operation, the share capital of Arnoldo Mondadori S.p.A. will amount to €67,979,168.40 divided in 261,458,340 ordinary shares with a nominal value of €0.26.

As part of the operation, Mondadori is committed to a lock-up period of 120 days, in line with market practice for similar operations.

* * *

This Press Release is published for information purposes only, in accordance with Italian law, and should not be construed as an investment proposal, and, in any case, may not be used or considered as an offer to sell nor an invitation or offer to buy or sell to the public financial instruments by Arnoldo Mondadori Editore S.p.A..

The documentation regarding the offering of shares referred to in this press release will not be subject to approval by CONSOB or any other competent authority in Italy or abroad in accordance with applicable law and, therefore, the shares subject to the offer may be offered, sold or distributed in Italy and in other Member States of the European Economic Area which have implemented the Directive 2003/71/EC (the “Prospectus Directive”) (each, a “Relevant Member State”), subject to exemption from the provisions of the law and regulations governing public offerings, exclusively to “qualified” investors (as defined in Article 2(1)(e) of the Prospectus Directive, in accordance with the laws and regulations for implementation adopted respectively by each relevant member state, including, with regard to Italy, Article 26, first paragraph, letter b) of CONSOB regulation 16190 of 29 October 2007, and as referred to in Article 34-ter, first paragraph, letter b) of CONSOB Regulation 11971 of 14 May 1999, and subsequent modifications; herein the “Qualified Investors”), and outside of Italy and the Relevant Member States, to institutional investors in accordance with the provisions of Regulation S (“Regulation S”) in the U.S. Securities Act of 1933, and subsequent modifications (the “U.S. Securities Act”) and, in the United States, for “Qualified Institutional Buyers”, pursuant to Rule 144A of the U.S. Securities Act.

In the United Kingdom, this Press Release will be distributed only to, and is directed only at, Qualified Investors (i) who have professional experience in matters relating to financial investments as per Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, and subsequent modifications (the “Order”) or (ii) as per Article 49, second paragraph, letters a) to d) of the Order or (iii) to anyone to whom this announcement may be lawfully transmitted under applicable law (collectively, “Relevant Persons”).

This Press Release is not for distribution, directly or indirectly, in the United States (as defined in Regulation S), Canada, Australia, Japan or South Africa or any other country in which the offer or sale of such shares would be prohibited by law.

This Press Release does not constitute or form part of, an offer for sale to the public of financial instruments or a solicitation to buy financial instruments. The financial instruments mentioned herein have not been, and will not be subject to registration under the U.S. Securities Act or in Australia, Canada, Japan and South Africa or in any other country where the offer or sale would be subject to the approval of local authorities or in any case prohibited by law. The financial instruments mentioned in this Press Release may not be offered or sold in the United States of America or to US persons, unless they are registered pursuant to the US Securities Act, or hold an exemption to registration applicable under the terms of the US Securities Act.

This Press Release is not, and will not be, mailed or otherwise forwarded, distributed or sent in or from, the United States of America or in, or from, any other country where such distribution is unlawful, or intended for publication for general circulation in those countries, and the Target (including custodians, nominees and trustees) are forbidden from mailing or otherwise forwarding, distributing or sending this Press Release in, or from, the United States of America or to, or from any other country where such distribution is unlawful, or to publications with a general circulation in such countries.

Mondadori: Oddone Pozzi new Chief Financial Officer, in charge of Finance, Procurement and Information Technology

Oddone Pozzi was today appointed Chief Financial Officer of the Mondadori Group and will be in charge of the Finance, Procurement and Information Technology department, reporting to Ernesto Mauri, Chief Executive of Mondadori Group; Oddone Pozzi has also been appointed to the board of directors, replacing Carlo Maria Vismara who has resigned.

Born in Varese in 1963, Oddone Pozzi graduated in economics from Bocconi University in Milan. In NCR Italy since 1989, with increasing responsibilities, locally and internationally in both financial and management areas, he was appointed Director of Administration Italy.

In 1998 he joined Sisal Group as Group Director of Administration. Later in 2000, Oddone Pozzi entered Camuzzi Group as Group Director of Administration, Planning & Control and Information Technology and in 2002 in Enel Gas he was appointed Director of the Administration, Planning and Control, Real Estate and Information Technology.

In 2004 he joined Ventaglio Group as Group Chief Financial Officer in charge of Administration, Finance, Planning and Control as well as Information Technology and Investor Relations.

In 2006 he was appointed Co-Chief Executive Officer of Giochi Preziosi Group with powers to Administration, Planning & Control, Finance, Human Resources, Logistics, Information Technology and Legal and Corporate Affairs.