2019

Today, the meeting of the Board of Directors of Arnoldo Mondadori Editore S.p.A., chaired by Marina Berlusconi, reviewed and approved the draft Parent Company and Group consolidated financial statements at 31 December 2018 presented by CEO Ernesto Mauri.

PERFORMANCE AT 31 DECEMBER 2018
In 2018, the Mondadori Group achieved the targets set: on the one hand, further operating and financial consolidation and, on the other, the launch of a new strategic repositioning phase, with the revision of the portfolio of activities in the Magazines Italy Area and the start of the disposal of Magazines France, enabling the Group to place greater focus on the more profitable core businesses.
The results achieved in the year, in line with the targets set, also confirm the Group’s leadership in its segments of operation.

Consolidated net revenue in 2018 amounted to € 891.1 million, down by 8.1% versus € 970.1 million in 2017.

Consolidated adjusted EBITDA increased by more than € 5 million to reach € 90.1 million versus € 84.5 million in 2017. Specifically:

• the Books Area increased its contribution to reach 87% of Group EBITDA (from 83%), with margins of approximately 19% on revenue and an 11% increase versus 2017, due mainly to the Educational Area.
• the Retail Area increased adjusted EBITDA to reach € 1.4 million versus € 0.7 million.
• the Magazines Italy Area recorded adjusted EBITDA of € 11.9 million, down by approximately € 3 million versus the prior year.

The Group’s EBITDA margin in 2018 rose to 10.1% of consolidated revenue (from 8.7%), confirming the significant improvement in operating efficiency.
The percentage on revenue of goods sold, variable costs and overheads was reduced as a result of ongoing measures to improve efficiency and contain costs across all the areas.

Additionally, the reduction in cost of personnel continued (-6.7% versus the prior year; approximately -5.7% on a like-for-like basis^[1]): at 31.12.2018, employees, considering continuing operations, were 2,132, down by 6.2% versus 2,275 at 31 December 2017, as a result of the disposal of Inthera and Panorama, and of the continued efficiency actions on each business area of the Group.

Reported EBITDA fell by € 9.2 million to € 77.5 million versus € 86.7 million in 2017.
Overall, non-recurring expense increased by approximately € 14 million versus the prior year, due to business restructuring of approximately € 10 million and lower extraordinary income versus 2017.

Consolidated EBIT in the year amounted to € 51.2 million, dropping by 15.2% versus € 60.4 million in 2017, as a result of the abovementioned decrease in EBITDA; amortization, depreciation and impairment amounted to € 26.2 million, in line with the prior year.

The consolidated result before tax came to a positive figure of approximately € 35.2 million and included:

• the sharp drop in financial expense (from € 7 million to € 2.9 million), as a result of an average interest rate that has more than halved versus the prior year (from 2.72% to 0.93%), and of a lower average net debt;
• a negative performance by associates (consolidated at equity), down from € -4 million to € -13.2 million, due in particular to Mach2 Libri, active in the distribution of books in the Large Retailers channel and put into liquidation in 2018.

Adjusted net profit from continuing operations[2] amounted to € 20.3 million versus € 27.2 million in 2017. Mondadori France recorded net revenue of € 305.6 million in the period, down by 7.5%, and an adjusted EBITDA of € 26.1 million, in line versus the prior year.
An adjustment was made in the year to the fair value of the assets being sold, to reflect the negotiations in progress, previously measured at value in use, amounting to € 200.1 million.
Accordingly, the adjusted net result from discontinued operations came to € -195.5 million, including a net profit of € 2.6 million from Mondadori France (€ 3.3 million in 2017).
The Group’s net result, following the fair value adjustment of French assets, came to € -177.1 million versus € +30.4 million in 2017.

The Group’s net financial position at 31 December 2018 stood at € -147.2 million, improving by approximately 22% versus € -189.2 million at 31 December 2017, thanks mainly to cash generated from ordinary operations of continuing operations of € 52.1 million.
In 2018 the debt/adjusted EBITDA ratio was 1.6x.

CONSOLIDATED FINANCIAL RESULTS FOR FOURTH QUARTER 2018
Consolidated revenue in fourth quarter 2018 amounted to € 233 million, down by 11.4% versus € 263.1 million in the same quarter of 2017.

Adjusted EBITDA grew by 15% in the last quarter of the year to reach € 27.3 million versus € 23.7 million in fourth quarter 2017, driven by the improved operating performance of school textbooks and by Magazines Italy.

Consolidated EBITDA came to € 24.5 million, up by 4% versus € 23.5 million in the same quarter of the prior year, thanks to the abovementioned performance of the Books Area and the non-recurring income from the disposal of an owned property, partly mitigated by non-recurring expense recorded mainly in the Magazines Italy Area.
Amortization, depreciation and impairment, amounting to € 10.7 million, were in line with fourth quarter 2017.
Financial expense, as in prior quarters, benefited from lower debt costs and lower average debt versus the prior year.

Adjusted net profit from continuing operations came to € 4.5 million, up sharply from € 1.7 million in fourth quarter 2017.

BUSINESS OUTLOOK[3]

The Group will continue its strategic repositioning and further focus on the more profitable core businesses, in particular by consolidating its leadership in the Books Area, completing the sale of Mondadori France and identifying new areas of development.
In line with the outlined strategy and in light of the current relevant context, the operating targets for 2019, based on the current scope, allow the Group to estimate, at a consolidated level, a slight decrease in revenue and a single-digit growth of adjusted EBITDA versus 2018.
The net result from continuing operations in 2019 is expected to be significantly higher than last year (in the € 30-35 million range).
Cash flow from ordinary operations in 2019 is forecast at around € 45 million, creating sustainable conditions for a possible return in the future to the dividend.

PERFORMANCE OF BUSINESS AREAS

BOOKS
In 2018, the national Trade books market recorded a slight decline (-1.1% in terms of value versus the prior year^[4], after the sharp increase of +6.1% in 2017).

Against this backdrop, the Mondadori Group, considering all its publishers, boasts a market leadership position, with a 27.4% share and 4 titles in the top 10 bestsellers of the year.

The Mondadori Group retained its leadership of the school textbooks market with an overall 22.9% share, adoptions-wise^[5],.
In 2018, the segment grew moderately overall, up by approximately 1% in the primary and lower secondary segment, and was steady in the upper secondary segment^[6].

In 2018, revenue from the Area amounted to € 450.4 million, down by 6.7% versus € 483 million in the prior year. Specifically:

• Trade fell by 13%, as a result of the comparison with 2017, marked by the strong concentration of bestsellers, and of the decline of the Large Retailers channel;
• the Educational Area reported a positive performance across all the activities of the publishers (-0.5%);
• distribution activities fell (-17.7%), due mainly to the reduction in current contracts.

Adjusted EBITDA of the Books Area amounted to € 84.7 million, up by 11% versus 2017.
2018 saw efforts continue on implementing the management policy focused on a targeted editorial planning in the Trade segment, and on the ongoing optimization of operating processes across all segments, which allowed the Group to achieve profitability of approximately 19%.
Reported EBITDA amounted to € 82.9 million, up by approximately 9% versus € 76.2 million in 2017.

RETAIL
In 2018, the Group continued to implement strategic actions to align the organization and the sales channels to the developments of the market, working to gradually revise the network of stores and its formats.
In the Books segment (making for 80% of store revenue), Mondadori Retail’s market share stood at 14.4%.

In 2018, the Retail Area achieved revenue of € 191.8 million, down by 3.4% versus € 198.5 million in the prior year, as a result of:

• the decline of the relevant market for books;
• a targeted reduction in revenue from consumer electronics;
• the streamlining of the direct sales network launched in second half 2017.

The analysis by channel shows the following:

• a 0.9% growth of directly-managed bookstores (-2.9% on a like-for-like basis in terms of stores);
• a growth of franchised bookstores (+0.9%; -0.4% on a like-for-like basis in terms of stores);
• a 10.9% drop in Megastores (-4.4% on a like-for-like basis in terms of stores);
• a decline in the online sector (-9.3% due to the delayed implementation of the decree on the “18app” Culture Bonus)^;
• a 9% drop by the Bookclub, in line with the decline seen in prior years.

In 2018, Mondadori Retail recorded an adjusted EBITDA of € 1.4 million, up versus € 0.7 million in 2017, thanks to the cost cutting measures through the sale of non-profitable stores.
EBITDA, which includes non-recurring expense of approximately € 1.4 million, came to breakeven.

MAGAZINES ITALY
In Italy, the magazines market in 2018 witnessed a continued drop in advertising in the print, circulation and add-on sales segments.

The Magazines Italy Area generated total revenue of € 287 million in 2018, down by 12% versus € 326.1 million in 2017. On a like-for-like basis (the disposal of Inthera and the weekly Panorama), the drop would be 9.1%. Specifically:

• circulation revenue was down by 11.1%. In the newsstands and subscriptions channels, the Group retained its market leadership with a share in terms of value of 30.7%.
• total advertising revenue (print + web) was down by approximately 5%: the print segment fell by approximately 10% (on a like-for-like basis, the trend was in line with the market’s -9%); the digital segment grew by approximately 8%, thanks to the positive performance of advertising sales in the food and wellness & beauty segments.
  Gross digital advertising revenue accounted for approximately 32% of total revenue (27% in the prior year).
• revenue from add-on products was down sharply (approximately -21%) versus 2017.

The Mondadori Group was once again Italy’s top digital publisher, with a unique audience rated by Comscore of close to 30 million unique users per month (in December 28.9 million, up by 11% versus December last year), with an annual 2018 average up by 17% versus 2017^[7].

Adjusted EBITDA of the Magazines Italy Area amounted to € 11.9 million (€ 14.8 million in 2017, due to the fall in print revenue, partly offset by the positive performance of digital operations of € 5.7 million versus € 2.2 million in the prior year).

The Area’s reported EBITDA amounted to € -0.2 million versus € +12.1 million in 2017, as a result mainly of higher restructuring costs recorded in the period from the necessary accelerated structural reorganization and cost reduction process, and of the loss generated by disposals.

MAGAZINES FRANCE (discontinued operations)
In 2018, Mondadori France’s relevant markets continued the downturn in newsstands sales (-7.1%)^[8] and in print advertising sales (-10.8%)^[9]: Mondadori France retained its position as one of the top players in the magazines market, with an 11% share^[10].

In this shrinking market, Mondadori France recorded revenue of € 305.6 million, down by -7.5% versus € 330.4 million in 2017. Specifically:

• Circulation revenue (77% of the total) was down by approximately 6% versus 2017;
• Advertising revenue (print + web) dropped by approximately 7% versus 2017: the print segment (88% of total advertising revenue) was down by approximately 7% versus 2017; the digital segment fell by 11.2% versus the market’s -0.5%.

Adjusted EBITDA in 2018 amounted to € 26.1 million versus € 26 million in the prior year.
Reported EBITDA amounted to € 23.1 million, up versus € 18.4 million in 2017 (which included significant restructuring costs).

PERFORMANCE OF ARNOLDO MONDADORI EDITORE S.P.A.
The Parent Company’s income statement at 31 December 2018 shows the same net result as in the consolidated financial statements, with a loss of € 177.1 million, due to the fact that the Company has opted to use the equity method to measure its investments in the separate financial statements.

Revenue amounted to € 256.6 million, down versus € 282.3 million in the prior year, due mainly to the reduction in print operations in the Magazines Italy Area.
Revenue from the digital operations of the Magazines Italy Area, on the other hand, increased thanks to the positive results from advertising sales. The Parent Company also comprises revenue from services provided to other Group companies, equal to € 35.3 million.

Adjusted EBITDA declined slightly from € +0.3 million to € -0.4 million, as a result mainly of the decline in the margins from print operations in the Magazines Italy Area, offset by a sharp rise in digital operations.

2018 benefited from net positive extraordinary items of € 2.6 million, attributable mainly to the disposal of the Sporting property complex in Verona, but was affected by higher restructuring costs in the Magazines Italy Area (€ +7.2 million versus 2017).

The disposal of the subsidiary Mondadori France and the consequent adjustment of the book value to fair value led to the recognition of expense from discontinued operations; the net result of the Company, therefore, closes with a loss of € 177.1 million (same as in the consolidated financial statements); the Board of Directors has decided to propose the Shareholders’ Meeting to fully cover the loss for the year.

SIGNIFICANT EVENTS AFTER YEAR-END
On 11 February 2019, Andrea Santagata was appointed Chief Innovation Officer, reporting directly to CEO Ernesto Mauri. This new position was created with the aim of further investing in the development and formulation of digital and transformation strategies for all the Group’s activities.

Arnoldo Mondadori Editore S.p.A. signed a put option that guarantees the right to sell its subsidiary Mondadori France S.A.S. to Reworld Media S.A. in accordance with the terms disclosed to the market on 18 February 2019.

The Board of Directors of Arnoldo Mondadori Editore S.p.A. has convened the ordinary and extraordinary Shareholders’ Meeting in first call on Wednesday 17 April 2019 to approve the financial statements for the year ended 31 December 2018.

PROPOSED RENEWAL OF THE AUTHORIZATION TO PURCHASE AND SELL TREASURY SHARES
Following the expiry of the preceding authorization resolved upon by the Shareholders’ Meeting on 24 April 2018, with the approval of the financial statements at 31 December 2018, the Board of Directors will propose to the next Shareholders’ Meeting the renewal of the authorization to purchase and sell treasury shares with the aim of retaining the applicability of law provisions in the matter of any additional re-purchase plans and, consequently, of seizing any investment and operational opportunities involving treasury shares.
Here below are the main elements of the proposal made by the Board of Directors:

Motivations
The motivations underlying the request for the authorization to purchase and sell treasury shares refer to the opportunity to attribute to the Board of Directors the power to:

• to use the treasury shares purchased as consideration in the acquisition of interests as part of the Company’s investment policy;
• to use the treasury shares purchased in the exercise of option rights, including conversion rights, deriving from financial instruments issued by the Company, its subsidiaries or third parties, and to use the treasury shares for lending, exchange or transfer transactions or to support extraordinary transactions on the Company’s capital or financing transactions implying the allocation or sale of treasury shares;
• to undertake any investments, directly or through intermediaries, including for the purpose of containing abnormal movements in share prices, stabilizing share trading and prices, supporting the liquidity of the share on the market, in order to foster the regular conduct of trading beyond normal fluctuations related to market performance, without prejudice in any case to compliance with applicable statutory provisions;
• to rely on investment or divestment opportunities, if considered strategic by the Company, also in relation to available liquidity;
• to sell treasury shares as part of share-based incentive plans pursuant to art. 114-bis of the TUF, and of plans for the free allocation of shares to Shareholders.

Duration
The authorization to purchase treasury shares is requested to last until the approval of the financial statements for the year ending 31 December 2019, while the authorization to sell is requested to last for an unlimited period.

Maximum number of purchasable treasury shares
The renewed authorization will enable the Company to reach the cap of 10% of its share capital, also considering the shares held directly and indirectly from time to time, in line with the previous authorization.

Criteria for purchasing treasury shares and indication of the minimum and maximum purchasing cap
Purchases shall be made pursuant to the combined provisions of art. 132 of Legislative Decree no. 58/1998, of art. 5 of Regulation (EU) 596/2014, (ii) of art. 144-bis of the Issuer Regulation, (iii) of the EU and national legislation on market abuse, and (iv) of Accepted Practices.
Specifically, purchases shall be made on regulated markets, according to operating criteria which do not allow the direct combination of the purchase negotiation proposals with pre-determined sale negotiation proposals.
The minimum and maximum purchase price would be determined under the same conditions established by the preceding Shareholders’ Meeting authorizations, i.e. at a minimum unit price not lower than the official Stock Exchange price of the day preceding the purchase transaction, reduced by 20%, and a maximum not higher than the official Stock Exchange price of the day preceding the purchase transaction, increased by 10%.
In terms of daily prices and volumes, the purchase transactions would be completed in compliance with the conditions established in art. 3 of the Delegated Regulation (EU) 2016/1052.
Purchases instrumental in (a) the support to market liquidity and (b) the purchase of treasury shares to build a so-called “treasury shares” portfolio, shall also be made in accordance with the conditions provided by market practices, under the combined provisions of art. 180, par. 1, lett. C) of the TUF and of art. 13 of (EU) Regulation 596/2014.

With regard to the sale of treasury shares, the Board of Directors resolved to propose to the Shareholders’ Meeting to sell the shares in any appropriate manner in the interest of the Company, for purposes which include the sale on regulated markets, the exercise of option rights, including conversion rights, deriving from financial instruments issued by the Company or third parties, support to incentive plans approved by the Shareholders’ Meeting, and as consideration for the acquisition of equity interests as part of the Company’s investment policy.

To date, Arnoldo Mondadori Editore S.p.A. holds a total of no. 1,346,703 treasury shares, equal to 0.515% of the share capital.
For further information on the proposed authorization for the purchase and sale of treasury shares, reference should be made to the Directors’ Explanatory Report, which will be published within the time limits and in the manner prescribed by applicable regulations.

PROPOSED ADOPTION OF A 2019-2021 PERFORMANCE SHARE PLAN
The Board resolved, on a proposal from the Remuneration and Appointments Committee, and in keeping with the introduction of the performance share approved last year for the medium/long-term remuneration of executive directors and executives with strategic responsibilities, to submit to the approval of the Ordinary Shareholders’ Meeting, the adoption of a 2019-2021 Performance Share Plan, in accordance with art. 114-bis of Legislative Decree no. 58 of 24 February 1998, intended for the Chief Executive Officer, the CFO – Executive Director and a number of Company managers who have an employment and/or directorship relationship with the Company or with its subsidiaries on the granting date of the shares.

With the adoption of the Plan, the Company aims to encourage Management to improve medium to long-term performance, in terms of both industrial performance and growth in the value of the Company.
The Plan envisages the right for beneficiaries to receive a bonus in the form of Company shares, subject to the achievement of specific targets set and measured at the end of the three-year performance period from 2019 to 2021.
These targets are structured to include both shareholder remuneration indicators and management indicators functional to raising the share value, ensuring maximum alignment of Management remuneration and the creation of value for the Company.
For details on the proposed adoption of the 2019-2021 Performance Share Plan, the beneficiaries and the main characteristics of the Regulations of the Plan, reference should be made to the Information Document drawn up by the governing body, pursuant to art. 84-bis and annex 3A of the Issuer Regulation, and to the Explanatory Report, which will be published within the time limits and in the manner prescribed by applicable regulations.

PROPOSED REVOCATION AND GRANTING OF POWERS TO THE BOARD OF DIRECTORS PURSUANT TO ARTICLES 2443 AND 2420 TER OF THE ITALIAN CIVIL CODE
The Board of Directors will propose the Shareholders’ Meeting, called on 17 April 2019, also in extraordinary session, to adopt the resolutions referred to in articles 2443 and 2420 ter of the Italian Civil Code, relating to the granting of powers to the Board of Directors to increase the share capital and issue convertible bonds.

Specifically, the Board will propose the Shareholders’ Meeting:

• the revocation, solely regarding the unexercised portion, of all the powers to increase the share capital and issue convertible bonds granted to the Board of Directors by the Extraordinary Shareholders’ Meeting held on 30 April 2014;
• the granting of powers to the Board of Directors, pursuant to art. 2443 of the Italian Civil Code, to make a divisible increase in the share capital against payment, on one or more occasions, reserved with pre-emptive rights to the assignees, within a period of five years from the resolution date for a maximum nominal amount of € 75,000,000;
• the granting of powers to the Board of Directors, pursuant to article 2420-ter of the Italian Civil Code, to issue, on one or more occasions, bonds convertible into shares, for a maximum nominal amount of € 250,000,000, including, pursuant to article 2420-ter, par. 1, of the Italian Civil Code, the powers to correspondingly increase the share capital to service the conversion by issuing ordinary shares with the same characteristics as outstanding shares, for a maximum nominal amount of € 250,000,000, within a period of five years from the resolution date;
• the granting of powers to the Board of Directors, in accordance with art. 2443 of the Italian Civil Code, to make a divisible increase in the share capital against payment, on one or more occasions, within a period of five years from the resolution date, excluding pre-emptive rights in accordance with art. 2441, par. 4, second sentence, of the Italian Civil Code, by issuing ordinary shares up to 10% of the total amount of shares forming the share capital of Arnoldo Mondadori Editore at the date of any exercise of the powers and, in any case, for a nominal amount of up to € 20,000,000.

The proposed renewal and granting of powers is motivated by the expediency to maintain and grant the Board of Directors the general powers to implement, through faster and more streamlined procedures than the resolutions adopted by the Extraordinary Shareholders’ Meeting, any capital transactions to strengthen the financial structure in support of the Group’s development targets.
With particular regard to the powers that may be exercised for capital increases with the exclusion of pre-emptive rights up to a ceiling of 10% of the existing capital, mention should be made that the offer made to third parties may represent an effective tool to increase the free float and maintain appropriate liquidity of the share at any moment, or be functional to the participation of qualified investors in the share capital, while curbing the diluting effects for existing shareholders.

For further information on the proposed revocation and granting of powers pursuant to articles 2443 and 2420 ter of the Italian Civil Code, reference should be made to the Directors’ Explanatory Report, which will be published within the time limits and in the manner prescribed by applicable regulations.

IFRS 16 (LEASES)
The Mondadori Group will apply IFRS 16 (Leases) as from 1 January 2019. The new standard introduces a different system for recognizing leases for the lessee in the financial statements.
The main impacts on the Group’s consolidated financial statements are estimated as follows:

• Balance sheet at 1 January 2019: recording of fixed assets and financial liabilities for approximately € 112 million;
• Consolidated income statement in 2019: as a result of the agreements in place at 1 January 2019, the consolidated income statement for 2019 is forecast to see an improvement in EBITDA of approximately € 16.4 million, an increase in amortization and depreciation of approximately € 15.1 million and an increase in financial expense of approximately € 2.5 million.
  The combination of the straight-line depreciation of “user rights on the asset” and the actual interest rate method applied to financial payables under IFRS 16 results in higher expense charged to the income statement in the opening years of the lease contract and lower expense in the final years.

CONSOLIDATED NON-FINANCIAL STATEMENT PURSUANT TO LEGISLATIVE DECREE 254/2016
Under Legislative Decree 254/2016, the Board of Directors’ 2018 Report on Operations of the Mondadori Group is also composed of the Consolidated Non-Financial Statement, a qualitative-quantitative description of the non-financial performance of the Company, associated with environmental, social, and staff-related issues, as well as those regarding respect for human rights, and the fight against active and passive corruption, which are relevant given the activities and characteristics of the Company.
With regard to 2018, the Mondadori Group has updated its materiality analysis, in accordance with the principles set out by the GRI Sustainability Reporting Standards (GRI Standards), including the “Media Sector Disclosures”, defined in 2016 and 2014 respectively by the Global Reporting Initiative (GRI).
A new process was introduced with three main new features: the involvement of independent experts in the media and publishing segments; a comparison with the main European peers; an extension of the level of engagement towards the outside, involving suppliers of the main utilities and franchisees of the Mondadori Store bookstores.

The 2018 results, approved on today’s date by the Board of Directors, will be presented by the Mondadori Group Management to the financial community today, at 4 PM, at the Mondadori Megastore in piazza Duomo, Milan.

The corresponding documentation will be made available on 1Info (www.1info.it), www.borsaitaliana.it and www.gruppomondadori.it (Investors).

The Financial Reporting Manager – Oddone Pozzi – hereby declares, pursuant to art. 154 bis, par. 2, of the Consolidated Finance Law, that the accounting information contained herein corresponds to the Company’s records, books and accounting entries.

Annexes (in the pdf file):

• Consolidated balance sheet;
• Consolidated income statement;
• Consolidated income statement – fourth quarter;
• Group cash flow;
• Arnoldo Mondadori Editore S.p.A. balance sheet;
• Arnoldo Mondadori Editore S.p.A. income statement;
• Arnoldo Mondadori Editore S.p.A. cash flow statement;
• Glossary of terms and alternative performance measures used.

[1] Net of the effects of the outsourcing of logistics activities.
[2] In 2018, the “Adjusted result from discontinued operations” included the net result of Mondadori France in the current year, together with the recognition of the fair value adjustment of assets being sold, to reflect the negotiations in progress, previously measured at value in use. This item also includes the financial expense held by the Parent Company, but attributable to Mondadori France and charged to the latter under the intercompany loan agreement (approximately € 3 million). The “Adjusted result from continuing operations” and the “Adjusted result from discontinued operations” therefore differ by this amount from the amounts of the statements attached to this Report (equal to € -192.4 million in 2018 and € 12.6 million in 2017), prepared in accordance with IFRS international accounting standards.
To enable a like-for-like comparison, 2017 figures have been restated accordingly.
[3] Before application of IFRS 16
[4] Source: GFK, December 2018 (in terms of value)
[5] Source: ESAIE, 2018 (adopted sections)
[6] Source: Databank, 2018
[7] Source: Comscore, December 2018
[8] Source: Mondadori France + Presstalis, December 2018 (in terms of value)
[9] Source: Net Index, December 2018 (in terms of value)
[10] Source: Kantar Media, December 2018 (in terms of volume)

Donna Moderna, the Mondadori Group brand that is the market leader in the women’s segment is launching Corri con noi (Run with us).

After the great success of the Donna Moderna Negev Adventure – an initiative aimed at women who wanted to overcome their running limits– the brand aims to strengthen the community that revolves around a passion for running. But why running? Because it is not just a sport, but a way of helping women to become more aware of their potential, their strengths and make them more safe, improve their mood and stave of day-to-day stress.

If you want to be a part of the Donna Moderna runner crew and find a group of friends to run with, from this month, Donna Moderna has organised: training sessions in 8 Italian cities, the opportunity to enrol in national races and to join together to face new challenges, as well as the chance to participate, with the magazine’s team, in a concluding run, the Iriki Adventure in Morocco.

“Running offers a great way to build self-esteem and discipline. When done in a group, as well as being much more fun, it helps us to understand how every obstacle is easier to overcome when there are two or more of us. Run with us is an important chapter in the path of female empowerment that we are pursuing,” declared Annalisa Monfreda, editor of Donna Moderna.

The training sessions around the country will start on Monday 25 March in 8 Italian cities: Milan, Turin, Padua, Parma, Pescara, Napoli, Catania and Palermo. In each city there will be an opportunity to compare yourself with one of the five runners from the Donna Moderna Negev Adventure who have become the ambassadors of the initiative: Elisa Adorni, Arianna Bianchini, Eleonora Suizzo, Francesca Valassi, and  Federica Verdoya.

The athletes will be able to share with participants the emotions of their efforts, their development path and the aggregation values of Donna Moderna. The programme includes a total of 28 training sessions in each city (from March to mid-July, and from September to November).

Participants will be divided into four groups based on the level of preparation and followed by a qualified coach, and will train regularly from wee to week.

Enrolment (which costs a total of €35 for 28 training sessions, plus a medical certificate), gives you a kit with personalised Corri con noi  T-shirt and bag, as well as ad hoc per discounts for enrolment in a 5 national runs for all levels and the chance to join together to create a team spirit across Italy (28 April Padua Half Marathon, 11 May Capo D’Orlando, 13 July Bettelmatt Val Formazza, 6 September Roma by Night and 22 September Hipporun Torino).  In addition, it will also be possible to sign up for the Morocco run at favourable conditions.

The final challenge, will take place in the Moroccan desert from 19 to 30 October: 50 miles among the dunes of Erg Chegaga with four stages, on different terrain every day. Challenging , undulating tracks, constantly changing horizons, breath-taking sunsets: this is the experience that participants can expect by taking part in the run.

The 2018 ambassadors, along with the five new names that the brand will identify across the arc of this year’s initiative, and the editor of Donna Moderna, will be the ‘godmothers’ of the initiative.

The Iriki Adventure is open to all women, both experienced runners and beginners, all you need is a valid medical certificate at enrolment. Four days will be dedicated to the run and two to discovering the territory.

You can follow the entire initiative on all of the brand’s social channels with the official hashtag #corriconnoi. Plus, the magazine will also report on the training sessions and the national runs.

The web site, with the special Donnamoderna.com/corriconnoi will follow the training sessions around the country, with full information about signing up for the different stages and to take part in the Moroccan experience, bringing the excitement and emotions of the runners to life with live coverage.

The print, web and social campaign has been curated by Wave Maker.

Donna Moderna, Italy’s leading women’s network, is an ecosystem that through the magazine,  web and social channels, embraces a digital audience 13 million unique users every month (Source: Audiweb TDA November 2018) and reaches 3.5 million readers per month (Source: Audipress 2018/II) to which is added over 1.1 million fans on Facebook, over 500,000 followers on Twitter and 142,000 on Instagram.

Running with us as partners in the initiative: HS Sportswear, with the Heart and Soul clothing collection, designed and made in Italy, and which combines fashion design with the most advanced technologies in the production of technical fabrics for sport; Salvelox with Salvelox patches and its line dedicated to the feet; Tescoma a world leader in the kitchen utensils market with the Purity line of drinks bottles perfect for sport.”

The project is open to all companies interested in contacting a female audience in process of aggregation and empowerment alongside Donna Moderna.

Oxford University Press and Rizzoli Education have signed a new exclusive agreement for the distribution in Italy of books for the teaching of English published by the historic British publisher.

The new five-year contract will allow the two players in the educational publishing sector to renew a strong partnership that has been consolidated over many years.

Together, Oxford University Press and Rizzoli Education have been the protagonists of many successes, thanks to which they continue to look to the future and its challenges with clear objectives, great vitality and a reinforced spirit of collaboration.

Through this partnership Oxford University Press celebrates more than forty years of activity in Italy. The first exclusive distribution agreement dates from 1978 with La Nuova Italia Editrice, the historic publishing house, that today is a Rizzoli Education brand.

Since then Oxford University Press has reached the top of the Italian market, where it is the leader in both primary and secondary schools, with high quality books that are adopted by thousands of English teachers.

A key factor in this success has been the commitment to producing books specifically developed for Italian schools and brought to market thanks to the partnership with Rizzoli Education.

This close partnership has given to schools a number of successful titles. in addition to TreeTops, High Five and Horizons, best sellers with sales of well over two million copies, as well as the Oxford Advanced Learner’s Dictionary (published in 1948 and now in its ninth edition) used by hundreds of millions of students around the world, and Headway, the international course, also distributed in Italy by Rizzoli Education, which, since its publication in 1986, has been used by millions of students around the world to study English.

Oxford University Press is a department of the prestigious University of Oxford. For more than 500 years it has shared innovative ideas and thought through the publication of books that promote the university’s mission to pursue excellence in knowledge, research and education.  

Rizzoli Education operates in the educational publishing sector at all levels, from primary to secondary schools, with printed and digital products and technology and services for both teachers and students.

Donne come noi (Women Like Us), the Donna Moderna project dedicated to female empowerment, continues to grow and launches a series of new initiatives aimed at taking the message in 2019 to an even larger number of people, not just in theatres but also in companies and universities.

“Donne come noi is no longer just a book, or a show, or a training course, but an authentic movement, which we are re-launching from 7 March. Our ambition is to reach Italian women of all ages, from middle and high schools to universities, and from companies to professionals, businesswomen and housewives, and to encourage them to think big, giving them both inspiration and the tools to reach their goals,” declared the editor of Donna Moderna, Annalisa Monfreda.

It all started from a book written by thee magazine’s editorial team – published by Sperling&Kupfer – that tells the stories of 100 contemporary Italian women who have managed to realise the small miracle of reaching the highest levels in their job, in the arts and sciences.

The book went on to inspire a theatre show – on stage on 7 March at the Teatro Franco Parenti, which produced the show – written by Giulia Minoli and Emanuela Giordano, with the exceptional protagonist: Tosca. On stage with her will be 5 actresses and singers who, with words and music, will tell stories of women who have been able to transform difficulties, obstacles and prejudices into opportunities. From Chiara Montanari, the first woman to lead an expedition to the Antarctic, to Fabiola Gianotti, director of the prestigious Cern Institute in Geneva, and from the athlete Irma Testa, Italy’s first female boxer at the Olympics to Alessandra Laricchia, the first female ranger on the African savannah.

The third step of this project was the creation of a training course organised in different stages across Italy, that provided concrete skills such as team working, time management, how to reconfigure your own career, thinking outside the box and learning how to tell your story.

This year the show will also take in companies, schools and universities, touring Italy as a “educational moment” made up of the Donne come noi theatre show, a short piece featuring three actresses and a cello. Along with the show will be a training course with an inspiring live testimony by one of the protagonists of the book and a two-hour workshop with an acting teacher who, using exercises, techniques and games typical of methods of theatrical improvisation, will help participants to work and reflect on how to prepare to avoid being judgemental, to accept and listen to and enhance oneself and others, how to establish relationships of trust and support, how to challenge oneself, participate and collaborate.

Some of the basic skills required by improvisational theatre include a capacity to be aware of the self and of others, to develop clear and positive communication, to valorise and integrate suggestions and different points of view, to adopt choices instinctively and spontaneously, and to work as a team towards a common objective. All gifts that are both useful and beneficial for individual affirmation and success in the workplace, in studies and also in the personal sphere.
For more information, please go to: www.donnamoderna.com/donne-come-noi.

The Mondadori Group continues to pursue digital innovation. The leading publisher for the passions and interests of Italians currently attracts 26.5 million unique users per month (Source: Audiweb, November 2018) and a competitive positioning that makes it a leaders also in social media, with a total of 26.3 million fans through130 profiles.

Every second 300 new users visit a Mondadori Group site 14 people interact on the brands’ social network pages.

OUR STRONG POINTS

• Video factory: an annual production of 10.000 videos 4 different formats, generating over 200 million views per month.

• People: an internal team of 180 talents, including content editor, videomakers, cooks, product designers and data scientists.

• Innovation is in our DNA: from proprietary semantic search engines to Altervista, Italy’s leading blogging platform prima. Mondadori is also among the first Italian publishers to test and adopt innovating conversational interfaces, such as chatbots, intelligent speakers and connected devices.

CONTINUING TO EVOLVE OUR PRODUCTS

The development of languages and engagement systems for users, from the use of video to the valorisation of new web-based talents such as influencers and YouTubers, to the control of all of the touchpoints: our business models makes it possible to respond to new challenges and development opportunities, while constantly focusing on the real needs of users.

Today, our brands are authentic multimedia systems ranged across print, the web, social media, apps, smart speakers, TV and events.

In 2019 the evolution of our products will affect some of the iconic brands in the high-value vertical markets: food, women, beauty, health and wellbeing, design, male lifestyle.

FOOD

Giallozafferano:

• From April, a new look for the web site and a new Giallozafferano Benessere channel, with over 4,000 recipes, enhanced with information about nutritional values and calories.
• The first vocal site with integrated Google Assistant.
• The first on vocal devices: Google Home, Amazon Alexa’s Echo Show, Samsung’s Bixby.

WOMEN AND BEAUTY

Donna Moderna:

• Donna Moderna Beauty: a new social magazine will be launched after the summer dedicated to the world of beauty and conceived by millennials for millennials, with the special participation of Beauty Influencers.

HEALTH AND WELLBEING

Mypersonaltrainer:

• a complete overhaul of the site affecting all of its touchpoints from September.
• A new series of videos involving Fitness Influencers.

MALE LIFESTYLE

Icon:

• A new format for the site from March: ideas, inspirations and and models, with the style and shopping guides that today’s man needs.
• Icon Wheels: the creation of a new channel dedicated to luxury and exclusive car.
• Fashion, beauty, grooming, how-to-spend with videos, tutorials and a selection of the best products.

DESIGN

Icon Design and Interni:

• A restyling of the sites to coincide with Milan’s Design Week 2019.

Focus, the Mondadori Group magazine that is a point of reference in popular science and entertainment, from Thursday 21 February will be available to the public in markedly renewed form and content.

The aim of the monthly, edited by Raffaele Leone, will be to further develop the successful formula that has made it Italy’s most widely read magazine, which boasts a combination of 5.7 million readers and users (based on data from Audipress 2018.2 and Audiweb 2.0 September 2018), as well as 1.7 million fans on social networks.

Starting from the cover, Focus readers will be surprised by the many changes in the layout and content. First of all they will notice the new masthead which, for the first time, features a larger red logo: a decision that will guarantee the brand greater relevance.

Thanks to an elegant look and an identity as leader, the magazine will be even more stimulating, and targeted at readers that are aware, educated, curious and “want to know more”.

The new Focus has a mission to surprise page after page, investigating the science and knowledge that surrounds us, and represented in a captivating, accurate, rigorous, original and unusual way.

The opening pages of the magazine will be devoted to the column Prisma: di tutto un po’ (Prisma: a little of everything), an authentic showcase of high level content, from regular features to new sections, such as “Il caro estinto” (Dearly departed), “Cogli l’etimo” (Catch the meaning) and many others.

The articles will not only deal with science, nature and technology, but will also take a closer look at current affairs, but always with the scientific and analytical approach to the facts that is typical of Focus. Space will also be given to art, with a column edited by Vittorio Sgarbi that, starting from single work, will develop an analysis of an entire artistic period. Background detail will be provided by Focus Dossier, three articles aimed at examining, in an unusual and detailed way, the issue featured on the cover.

Focus finally also re-confirms its primacy in the development of interactive content and experiences thanks to the ongoing reinforcement of Augmented Reality: each month the magazine will have a fixed appointment with readers in page not to be read but to be “listened to”. An innovative function that will further diversify that range of extras usable through the dedicated app, available for free from the AppStore and Google Play: navigable 360° photos, 3D graphics and renderings, timelapse and 4K videos, and much more.

The new magazine will form the nucleus of an articulated multimedia ecosystem across different in able to transform readers and users into authentic “inhabitants” of the Focus world: from the web site to the TV channel, and from social networks to events aimed at consolidating the brand’s presence around the country.

Among the most important of these Focus Live, an engagement with the great issues and personalities of knowledge which, during the first edition, which took place between 8 and 11 November 2018, attracted over 15,000 visitors to the Museo della Scienza e della Tecnologia in Milan, and that in 2019 will take its exclusive formula to two other cities in Italy, Genoa and Turin.

To mark the launch of the new Focus a special print-run (+20%) of magazine has been planned, along with a communication campaign run by Hunbranded that, through the use of visuals and captivating and amusing  headlines, highlights the brand’s contribution to “getting the world into focus”  in all its vastness and complexity.

The campaign has been planned on print media and the web, radio and TV, trade channels, sales outlets and on social networks, and will support both the March and April issues.

Grazia, the Mondadori Group weekly edited by Silvia Grilli and point of reference for fashion and a voice for news-related issues, presents Future – Made in Grazia, a collectors’ edition entirely dedicated to the future: what fashion, art, design, technology, architecture has in store for us, and the new scenarios that characterise all aspects of our lives.

After having celebrated Italian talent and beauty in the previous collectors’ issue, this new special  edition looks at the future through the words and images of some of the most innovative, experimental and visionary protagonists. A splendid coffee table book, in Italian and English, available from newsstands and selected bookshops from 19 February in Italy, in major European capitals and in New York.

“The world around us has changed very rapidly,” observes Silvia Grilli in her editorial. “We are both players and spectators of the digital revolution that is transforming our lives. Human intelligence is no longer exclusive and is ceding space to artificial intelligence. Female and male are losing their monopoly as non-binary emerges, the third sex option already on enrolment forms in American schools allowing non-binary people who do not identify as female or male, or feel that they are a combination of both.”

But that’s not all. Beauty, also for models, will increasingly be less a question of proportions and much more to do with commitment and activism, as discussed by two protagonist like Ruth Bell and Nicole Atieno. Women will finally have to claim full autonomy, as the great Serbian artist Marina Abramovic says. Meanwhile, the cinema will increasingly engage with civil rights issues, as the Oscar-winning director Barry Jenkins suggests. And a new ecological consciousness will develop through brand new projects to protect the environment, as the environmental artist  Anne de Carbuccia  explains in her intense reportage.

Also the spaces and objects of our life will change. As Carlo Ratti, one of the great scholars of innovation as applied to urban spaces explains, the ideal city will be one where allotments and gardens will replace car parks. Design materials will be cultivated as living organisms and no longer as industrial products, as the international designer Patricia Urquiola shows. While art will explore the imaginations of black artists, of all genders, that until now have not received the recognition they deserve, as can be seen from the work of painter Elizabeth Colomba.

But what are we to do with all this future? Will we be able to handle our second identities constructed for the digital communities where we have found an escape from routine? What will happen to our data, our videos, our photos, all of which will remain forever in the endless ocean of the web? Will we be able to control artificial intelligence? And where will the new limits be in a real world that wants to erect walls but on the web knows no frontiers?

These and other questions are addressed by the protagonists of Future – Made in Grazia, with stories, interviews and stunning images able to give us an advance peek at the great revolutions of a future that is very near and affects us all.

Published in Italy since 1938, Grazia is today the only  100% Italian fashion magazine distributed around the world, from France to Great Britain, and from Mexico to China and Australia. It is a brand that has managed to accompany generations of women thanks to a unique formula that combines  fashion, beauty and current affairs. News, investigations and background on issues of the greatest interest, along with exclusive features, a visionary style in the shots of great photographers and interviews with world-famous personalities, thanks to an ongoing dialogue with major players on the international scene and a privileged relationship with celebrities, top models and designers.

Following today’s meeting of the Board of Directors of Arnoldo Mondadori Editore S.p.A., chaired by Marina Berlusconi, the Chief Executive Officer of the Mondadori Group, Ernesto Mauri, signed a put option, whereby Arnoldo Mondadori Editore S.p.A. has guaranteed itself the right to sell its subsidiary Mondadori France S.A.S. to Reworld Media S.A..

The disposal plan is part of the Mondadori Group’s repositioning strategy to place greater focus on the Books Area, and involves 100% of the stake held by Arnoldo Mondadori Editore S.p.A. in Mondadori France S.a.S. and the relating investments (revenue of € 330 million and EBITDA of € 18.4 million recorded in 2017).

The value for Mondadori France has been set at € 70 million (cash free/debt free), plus an earn-out of € 5 million.

Under the terms for exercising the put option:

• 86% of the value of the investment – € 60 million – will be paid in cash, € 50 million of which at the closing date and € 10 million 24 months from the closing date; the deferred payment is not subject to any condition;
• the remaining 14% of the value of Mondadori France S.A.S., for a nominal value of € 10 million, will be paid through issue of new Reworld Media S.A. shares, to be subscribed by Arnoldo Mondadori Editore S.p.A. at a price equal to 112.5% of the average stock market price over the 20 days before the signing and, in any case, ranging from a floor of € 2.2 to a cap of € 2.9.

Following the subscription, Arnoldo Mondadori Editore S.p.A. would hold from an 8% to a 10% interest in the share capital of Reworld Media S.A..

The transaction envisages a price adjustment mechanism linked to the achievement of pre-established targets relating to 2018 adjusted EBITDA and normalized net working capital at the closing date.

The earn-out to Arnoldo Mondadori Editore S.p.A. will be subject to the achievement in 2020, by Reworld Media S.A. in the new set-up, of certain financial results.

Under the terms for exercising the put option, Arnoldo Mondadori Editore S.p.A. is also required to provide the buyer with the usual representations and warranties.

If the deal is finalized, the Mondadori Group’s net financial position is expected to improve by approximately € 58 million at the closing date, considering: financial payables to third parties in Mondadori France (approximately € 7 million); fair value adjustment of Reworld Media shares subscribed by Arnoldo Mondadori Editore S.p.A. at closing (approximately € 3 million calculated to date); transaction costs of € 2 million.

In the financial statements for the year ended 31.12.2018, the result from discontinued operations, including impairment, is expected to be basically in line with the amount recorded in the Interim Management Statement at 30.09.2018.

Pursuant to the provisions of law, Mondadori France S.a.S. will start negotiations with its union representatives.

If the put option is exercised, the parties will sign a purchase and sale agreement envisaging completion of the transaction if the following conditions precedent are met:

• authorization issued by the Autorité de la Concurrence;
• approval of a reserved capital increase by the shareholders of Reworld Media;
• disbursement of a bank loan to Reworld Media.

Focus Junior, the Mondadori Group brand that is a point of reference for the world of children and kids, is launching Focus Junior Academy: a project for primary and middle schools featuring free teaching laboratories introducing journalism with the aim of bringing pupils closer to the world of publishing and news.

“Following the launch of Focus Scuola, the new practical review for teachers, we are opening the doors of the editorial department of Focus Junior to children and kids during school hours to offer a fun but realistic experience of what they learn in the classroom,” said the editor of Focus Junior Sarah Pozzoli. 

This initiative will further strengthen the role of the Focus Junior brand in the educational area: from collaboration with institutions and companies to didactic programmes aimed at engaging students and parents, schools and teachers, with a wide range of activities and events that speak to the protagonist of the world of education with an innovative and appealing educational vision.

A press, digital and social campaign has been planned to support the launch of Junior Academy.

From February, in line with the brand’s philosophy of “having fun while discovering the world”, Focus Junior Academy will offer every week the opportunity for a class to visit the editorial department of Focus Junior in the Mondadori Building and to meet the editor and journalists to understand how the team works and its internal organisation. The pupils will get a “hands-on” look at the fundamentals of journalism: how to write an article, the selection of photos and images and how to lay out a magazine, the news will then be published on the web site and on social media.

From 5 W to the importance of sources and the issue of fake news, and from the sharing of a post on social media to the selection of images and headlines, the Focus Junior Academy laboratories will offer students an interactive learning experience that will enable them to try out team-working and experience the key moments in a day in the life of an editorial department.

Aspiring journalist will also have the chance to conduct interviews with “subject experts” (science, history, technology, etc.), who will make themselves available in the editorial department of Focus Junior and to meet personally the students and respond to their questions and satisfy their curiosities.

The participants will also be able to take part in the page layout of their “little magazine”, that will also be published on web site focusjunior.it in the section dedicated to schools and re-launched on the social channels of Focus Junior with the hashtag #JuniorReporter.

At the end of the lab, the pupils will receive a “Junior Reporter” certificate, while their teachers will receive a “Become a journalist” kit to continue the work done during the lab also in the classroom.

To book a Focus Junior Academy teaching laboratory, interested teachers should write to the editorial department at focusjunior@focusjunior.it.

Launched on 3 February with live social coverage of the party organised by Tv Sorrisi e Canzoni and Grazia at the Hotel Royal in Sanremo, which involved the competing artists and many celebrities, the week of the 69^th edition of the Festival ended with great success for Tv Sorrisi e Canzoni.

Thanks to the initiatives and special content dedicated to the event, the Mondadori Group brand confirmed its leadership position in the world of entertainment, with a record of audience and engagement on the site and on social networks. The traditional presence of Sorrisi at Sanremo, which involves the transfer to the Ligurian coastal town of the magazine’s newsroom, this year transformed the area designated as its headquarters into an authentic lounge with an annexed recording studio, reinforcing the digital coverage during the entire Festival: over 500 items on all the platforms, with 140 videos, 35 live social events and 230 live stories on Instagram.

The Sorrisi.com site, in addition to the advance traditional publication of the lyrics of the songs and the official videos of the acts in competition, progressively collected the reactions and comments, as well as the week’s most significant and moving photos and videos. On the debut evening of 5 February at the Ariston theatre alone, Sorrisi.com saw a 125% increase in the number of sessions compared with 2018, whereas, across the whole week the site recorded more than 2 million sessions (Source: Google Analytics), an increase of 136% compared with the previous year.

The numbers were excellent also on social networks which in the period from 4 to 10 February reached 2.8 million people, +59% compared with 2018, with a peak increase in engagement on Instagram, that was up +61% on last year. The live morning breakfasts on Facebook with the editor Aldo Vitali along with artists in competition such as Anna Tatangelo, Irama, Francesco Renga, Achille Lauro and Il Volo, were followed by a total of over one and a half million people. Exclusive content included, the daily video-diaries from the Festival of Il Volo and Federica Carta & Shade.

Over the course of the week all of the artists and guests of the Festival passed by the Tv Sorrisi e Canzoni lounge, giving live interviews on social media, like the exclusives with Eros Ramazzotti and Luis Fonsi, and in some cases enjoying themselves with an Instagram Takeover of the Sorrisi account in order to talk directly with users. And there were also surprises, such as Cristina d’Avena who sang some of the legendary theme tunes to cartoons along with the entire editorial team. Sorrisi also put together a number of immediate reactions and declaration by the artists on their performance: as well as the traditional presentation of the winner Mahmood after the final on Saturday, the extraordinary improvisation made by Loredana Bertè after her performance at the Ariston, which to the editorial team by surprise with an interview that became a live Facebook event which drew some 200,000 views.