Arnoldo Mondadori Editore S.p.A. hereby informs that the notice of call of the Annual General Meeting on 24 April 2018, and the Directors’ reports, pursuant to art. 125-ter of Legislative Decree 58/1998 of the Italian Civil Code, on the following items on the agenda, to be discussed at the ordinary session, are available at the Company’s registered office, at the authorized storage mechanism 1info (www.1info.it), and on the website www.gruppomondadori.it (Governance section):

• authorization for the purchase and sale of treasury shares, pursuant to the combined provisions of articles 2357 and 2357-ter of the Italian Civil Code;
• appointment of the Board of Directors;
• appointment of the Board of Statutory Auditors;
• resolutions, pursuant to art. 114-bis of the TUF, on the granting of financial instruments.

Also made available, in the above manners, the Information Document on the 2018-2020 Performance Share Plan, prepared in accordance with Annex 3A, under the provisions of art. 84-bis of the Issuer Regulation.

The notice of call of the AGM was published today also in the newspaper indicated in the notice.

The additional documents regarding the AGM will be made available, in the manners above, within the time limits established by current laws

In order to address the challenges of the book market in a more effective and innovative manner – a market deemed both crucial and strategic for its development – today the Mondadori Group has adopted a new organizational structure hinged on a single business area covering the whole range of book activities, from the trade area to school textbooks, from illustrated books and international publications to art and exhibitions.

Forecasts on the book business show that overall revenue in 2017 will top the 500 million euro mark, with profitability in excess of 14%.

The new structure, which has already been adopted by the main players also on the international level, is implemented two years after the heavy investments made in the acquisition of Rcs Libri and represents the starting point of a new phase: the Mondadori Group aims in fact not only to strengthen its leadership in its segments of operation, but also to seize every opportunity for growth on the domestic and foreign markets.

This strategic goal is based on the remarkable results achieved by Books over the past few years, thanks to the people who serve the Group with their outstanding professional qualities, dedication and love for books.

Head of the new area is Antonio Porro, who has also been appointed Deputy Chairman and Managing Director of Mondadori Libri S.p.A., a company chaired by Ernesto Mauri, CEO of the Group.

Enrico Selva Coddè, current Managing Director of Mondadori Libri S.p.A., for the Trade area, in his areas of responsibility, now adds the Electa activities for the Books area, the General Manager of which is Stefano Peccatori, who has also been appointed manager of the Sperling&Kupfer and Piemme publishers.

Enrico Selva Coddè remains at the helm of Mondadori, Einaudi, Rizzoli and the Children’s Business Unit, in the traditional policy of competitiveness and clear-cut identity and total independence of each publishing brand.

Still reporting to Antonio Porro: Aaron Buttarelli, General Manager Mondadori Education, Publishing area; Danilo Galimberti, General Manager Mondadori Education, Sales area; Giovanni Bonfanti, General Manager Rizzoli Education; Rosanna Cappelli, General Manager Art, Exhibitions, Electa Museums; Marco Ausenda, Managing Director Rizzoli International Publication.

Gian Arturo Ferrari will continue to offer his publishing advice to the new Deputy Chairman and Managing Director of Mondadori Libri S.p.A., Antonio Porro.

Arnoldo Mondadori Editore S.p.A. today announced – as per Art. 2.6.2 of the regulations governing markets organised and managed by Borsa Italiana S.p.A. – the corporate events scheduled for 2018:

• Tuesday 13 March 2018: meeting of the Board of Directors for the approval of the Annual Report for the year ended 31 December 2017;
• Thursday 10 May 2018: meeting of the Board of Directors for the approval of the 1st Quarter Report to 31 March 2018;
• Tuesday 31 July 2018: meeting of the Board of Directors for the approval of the Interim Report to 30 June 2018;
• Thursday 8 November 2018: meeting of the Board of Directors for the approval of the 3rd Quarter Report to 30 September 2018.

The Annual General Meeting of the Shareholders for the approval of the Annual Report for the year ended 31 December 2017 will be held on first calling on Tuesday 24 April 2018.

Analysts’ presentations of the results for the full year to 31 December 2017, the interim report to 30 June 2018 and the reports on the first and third quarters of 2018 will be held on the dates, as indicated above, of the respective meetings of the Board of Directors.

Any eventual changes will be promptly communicated to the market.

Mention should be made that Arnoldo Mondadori Editore S.p.A., as a company listed on the STAR segment of Borsa Italiana, will publish the interim reports on operations at 31 March 2018 and at 30 September 2018 – pursuant to art. 2.2.3, par. 3, of the Borsa Italiana Regulations – within 45 days after the end of the first, third and fourth quarters of the year (with exemption from the publication of the interim report on the fourth quarter if the annual financial report, together with the other documents referred to in art. 154 – ter, par. 1, of the Finance Consolidation Act, is made available within 90 days after year end). The interim reports on operations will be made available, in accordance with current regulations, at the Company’s registered office, on the Company’s website www.gruppomondadori.it (Investors section), and through the authorized storage mechanism (www.1info.it), together with the relating press releases.

Arnoldo Mondadori Editore S.p.A. (LEI Code 815600049A1F9AFE6666) announces the purchase on the MTA (Electronic Stock Market), in the period from 18 to 22 December 2017, of no. 36,000 ordinary shares (equal to 0.014% of the share capital) at an average unit price of Euro 2.1984 for a total amount of Euro 79,143.20.

These transactions were made under the authorization to purchase treasury shares approved by the Shareholders’ Meeting on 27 April 2017 (previously disclosed pursuant also to art. 144 bis of Consob Regulation 11971/99 and to art. 132 of Legislative Decree 58/98).

The following table details the purchases made per day in the above period of Arnoldo Mondadori Editore S.p.A. ordinary shares, ISIN IT0001469383:

The purchases were made through the authorized intermediary Equita Sim S.p.A. (LEI Code 815600E3E9BFBC8FAA85).
Following the purchases made so far, Arnoldo Mondadori Editore S.p.A. holds no. 920,000 treasury shares, equal to 0.352% of the share capital.
Purchases in detail in the complete pdf file.

The Mondadori Group announces that it has concluded today a new five-year loan agreement for a total of 450 million euro (expiring on 31 December 2022).
The new agreement, concluded with a pool of three banks (Banca Popolare di Milano S.p.A., Intesa Sanpaolo S.p.A. and UniCredit S.p.A.), replaces the current lines of credit (2015-2020) and offers better financial conditions than those under the agreement concluded on 18 December 2015, in terms of lower interest rates and ancillary charges.

The initial spread of the new credit lines – added to the Euribor reference rate with zero floor – is 120 bps, approximately 130 bps lower than the current 250 bps. The rate may vary, on an annual basis, depending on consolidated debt/EBITDA movements, from a low of 95 bps to a high of 200 bps.
At 30 September 2017, the Mondadori Group’s net financial position stood at -256 million euro; the Group expects to close 2017 with a debt/adjusted EBITDA ratio below 2.0x.

The consolidated debt/EBITDA covenant is the same as today’s, equal to 3.5x in 2018 and 3.25x thereafter, while the net debt covenant cannot exceed the maximum of 450 million euro at 30 June 2018, of 435 million euro at 30 June 2019, of 412.5 million euro at 30 June 2020, of 385 million euro at 30 June 2021, and of 350 million euro at 30 June 2022.

Regarding the new loan, Banca Popolare di Milano S.p.A., Banca IMI S.p.A. and UniCredit S.p.A. act as Arrangers, Mandated Lead Arrangers and Bookrunners, Banca Popolare di Milano S.p.A., Intesa Sanpaolo S.p.A. and UniCredit S.p.A. as Lenders, and UniCredit Bank AG, Milan Branch, as Agent.
Concurrent to the granting of the new loan, the Mondadori Group will fully pay, by end 2017, the debt totaling 276.2 million euro arising from the agreement concluded in December 2015.

Arnoldo Mondadori Editore S.p.A. (LEI Code 815600049A1F9AFE6666) announces the purchase on the MTA (Electronic Stock Market), in the period from 11 to 15 December 2017, of no. 20,000 ordinary shares (equal to 0.008% of the share capital) at an average unit price of Euro 2.2902 for a total amount of Euro 45,803.60.
These transactions were made under the authorization to purchase treasury shares approved by the Shareholders’ Meeting on 27 April 2017 (previously disclosed pursuant also to art. 144 bis of Consob Regulation 11971/99 and to art. 132 of Legislative Decree 58/98).
The following table details the purchases made per day in the above period of Arnoldo Mondadori Editore S.p.A. ordinary shares, ISIN IT0001469383:

The purchases were made through the authorized intermediary Equita Sim S.p.A. (LEI Code 815600E3E9BFBC8FAA85).
Following the purchases made so far, Arnoldo Mondadori Editore S.p.A. holds no. 884,000 treasury shares, equal to 0.34% of the share capital.
Purchases in detail in the complete pdf file.

Arnoldo Mondadori Editore S.p.A. (LEI Code 815600049A1F9AFE6666) announces the purchase on the MTA (Electronic Stock Market), in the period from 4 to 8 December 2017, of no. 21,000 ordinary shares (equal to 0.008% of the share capital) at an average unit price of Euro 2.2617 for a total amount of Euro 47,495.80.
These transactions were made under the authorization to purchase treasury shares approved by the Shareholders’ Meeting on 27 April 2017 (previously disclosed pursuant also to art. 144 bis of Consob Regulation 11971/99 and to art. 132 of Legislative Decree 58/98).
The following table details the purchases made per day in the above period of Arnoldo Mondadori Editore S.p.A. ordinary shares, ISIN IT0001469383:

The purchases were made through the authorized intermediary Equita Sim S.p.A. (LEI Code 815600E3E9BFBC8FAA85).
Following the purchases made so far, Arnoldo Mondadori Editore S.p.A. holds no. 864,000 treasury shares, equal to 0.33% of the share capital.
Purchases in detail in the complete pdf file.

Arnoldo Mondadori Editore S.p.A. (LEI Code 815600049A1F9AFE6666) announces the purchase on the MTA (Electronic Stock Market), in the period from 27 November to 1 December 2017, of no. 20,000 ordinary shares (equal to 0.008% of the share capital) at an average unit price of Euro 2.2759 for a total amount of Euro 45,518.64.
These transactions were made under the authorization to purchase treasury shares approved by the Shareholders’ Meeting on 27 April 2017 (previously disclosed pursuant also to art. 144 bis of Consob Regulation 11971/99 and to art. 132 of Legislative Decree 58/98).
The following table details the purchases made per day in the above period of Arnoldo Mondadori Editore S.p.A. ordinary shares, ISIN IT0001469383:

The purchases were made through the authorized intermediary Equita Sim S.p.A. (LEI Code 815600E3E9BFBC8FAA85).
Following the purchases made so far, Arnoldo Mondadori Editore S.p.A. holds no. 843,000 treasury shares, equal to 0.322% of the share capital.
Purchases in detail in the complete pdf file.

Arnoldo Mondadori Editore S.p.A. (LEI Code 815600049A1F9AFE6666) announces the purchase on the MTA (Electronic Stock Market), in the period from 20 to 24 November 2017, of no. 17,000 ordinary shares (equal to 0.007% of the share capital) at an average unit price of Euro 2.2823 for a total amount of Euro 38,799.10.
These transactions were made under the authorization to purchase treasury shares approved by the Shareholders’ Meeting on 27 April 2017 (previously disclosed pursuant also to art. 144 bis of Consob Regulation 11971/99 and to art. 132 of Legislative Decree 58/98).
The following table details the purchases made per day in the above period of Arnoldo Mondadori Editore S.p.A. ordinary shares, ISIN IT0001469383:

The purchases were made through the authorized intermediary Equita Sim S.p.A. (LEI Code 815600E3E9BFBC8FAA85).
Following the purchases made so far, Arnoldo Mondadori Editore S.p.A. holds no. 823,000 treasury shares, equal to 0.315% of the share capital.
Purchases in detail in the complete pdf file.

Arnoldo Mondadori Editore S.p.A. (LEI Code 815600049A1F9AFE6666) announces the purchase on the MTA (Electronic Stock Market), in the period from 13 to 17 November 2017, of no. 18,000 ordinary shares (equal to 0.007% of the share capital) at an average unit price of Euro 2.1814 for a total amount of Euro 39,264.55.
These transactions were made under the authorization to purchase treasury shares approved by the Shareholders’ Meeting on 27 April 2017 (previously disclosed pursuant also to art. 144 bis of Consob Regulation 11971/99 and to art. 132 of Legislative Decree 58/98).
The following table details the purchases made per day in the above period of Arnoldo Mondadori Editore S.p.A. ordinary shares, ISIN IT0001469383:

The purchases were made through the authorized intermediary Equita Sim S.p.A. (LEI Code 815600E3E9BFBC8FAA85).
Following the purchases made so far, Arnoldo Mondadori Editore S.p.A. holds no. 806,000 treasury shares, equal to 0.308% of the share capital.
Purchases in detail in the complete pdf file.