Interim / Quarterly Report • Aug 6, 2021
Interim / Quarterly Report
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Adjusted EBITA and Group profit were up significantly, driven by the recovery of TV advertising markets and the growth of our content production and streaming businesses. This, combined with active portfolio management, led to a record Group profit of € 929 million. Following RTL Group's strong performance in the first six months, we have raised our outlook for the full year 2021 and now expect an Adjusted EBITA of around € 1,050 million including streaming start-up losses and € 1,200 million before streaming start-up losses.
Over the past months, we have made significant progress in the execution of our national champions strategy. Major moves in Germany, France, the Netherlands and Belgium will create significant value for RTL Group's shareholders and put us in a strong position to compete with the global tech platforms.
In addition, we will accelerate the expansion of our content production business, Fremantle – both organically and via M&A – targeting € 3 billion revenue by 2025. Fremantle will continue to focus on scripted, non-scripted and increasingly on factual shows and documentaries. The acquisitions of Abot Hameiri, Eureka and Nent Studios so far this year were first steps.
With all these changes, the time has come to reposition our core RTL brand with a new identity and a clear set of principles. We will strengthen RTL as Europe's leading entertainment brand that stands for positive entertainment and independent journalism, as well as inspiration, energy and attitude. We will rebrand TV Now to RTL+ in Germany in autumn 2021 and will start the international roll-out in 2022."
has developed a new purpose, promise and brand principles to strengthen RTL as Europe's leading entertainment brand which stands for positive entertainment, independent journalism, inspiration, energy and attitude.
This newly developed DNA was translated into a new design with a multicoloured logo that reflects the diversity of RTL's content and people. As part of the transformation, RTL's brand architecture will be harmonised across corporate, product and programme brands. With this, RTL Deutschland will rebrand its streaming service, TV Now, to RTL+.
The roll-out of the new branding starts with RTL Group, followed by RTL Deutschland and, in 2022, with other RTL-branded units.
Paying subscribers for RTL Group's streaming services in Germany and the Netherlands up 72 per cent to more than 3 million; streaming revenue up 34 per cent to € 107 million
Major consolidation moves in Germany, France, the Netherlands and Belgium to build national cross-media champions which will create significant value for RTL Group's shareholders
Luxembourg, 6 August 2021 − RTL Group announces its reviewed results for the six months ending 30 June 2021.
– Streaming revenue2 from TV Now and Videoland was up 33.8 per cent to € 107 million (H1/2020: € 80 million).
– Platform revenue3 was up 3.4 per cent to € 213 million (H1/2020: € 206 million).
| H1/2021 € m |
H1/2020 € m |
Per cent change |
|
|---|---|---|---|
| Revenue | 3,014 | 2,652 | +13.7 |
| Adjusted EBITA | 483 | 258 | +87.2 |
| Adjusted EBITA margin (%) | 16.0 | 9.7 | |
| Adjusted EBITA | 483 | 258 | +87.2 |
| Significant special items | (12) | (17) | |
| Impairment and reversals of investments accounted for using the equity method | – | (65) | |
| Impairment of goodwill and amortisation and impairment | |||
| of fair value adjustments on acquisitions of subsidiaries | (7) | (4) | |
| Re-measurement of earn-out arrangements and gain/(loss) | |||
| from sale of subsidiaries, other investments and re-measurement | |||
| to fair value of pre-existing interest in acquiree | 766 | 88 | |
| Fair value measurement of investments | (28) | – | |
| EBIT | 1,202 | 260 | +>100.0 |
| Net financial income/(expense) | 5 | (19) | |
| Income tax expense | (278) | (85) | |
| Group profit | 929 | 156 | +>100.0 |
| Attributable to: | |||
| – RTL Group shareholders | 863 | 94 | +>100.0 |
| – Non-controlling interests | 66 | 62 | |
| Basic and diluted EPS (in €) | 5.58 | 0.61 | +>100.0 |
1 Adjusted for portfolio changes and at constant exchange rates, for 2019 additionally adjusted for the wind down of StyleHaul. Further details can be found in Key performance indicators on page 9 2 Streaming revenue includes SVOD, TVOD and in-stream revenue from TV Now and Videoland/ RTL XL 3 Revenue generated across all distribution platforms (cable, satellite, internet TV) including subscription and re-transmission fees 4 Operating cash conversion rate reflects the level of operating profits converted into cash. Further details can be found in Key performance indicators on page 11 5 The net cash/ (debt) excludes current and non-current lease liabilities. Including these, net debt amounts to € −166 million (31 December 2020: € − 148 million). See Key
on page 12
favourable opinions of the French employee representative bodies. The completion of the transaction remains subject to condition precedents, in particular the authorisations of the competent authorities7 and the general meetings of the shareholders of Groupe TF1 and Groupe M6. The transaction is aimed to close by the end of 2022.
6 The following Gruner + Jahr assets are not part of the transaction and will remain with Bertelsmann: DDV Mediengruppe (Sächsische Zeitung), Territory, AppLike Group and G+J's 25 per cent shareholding in Spiegel Gruppe 7 The antitrust authorities (Autorité de la Concurrence) and media regulator (Conseil Supérieur de
l'Audiovisuel)
In May 2021, Fremantle also stepped up its shareholding in Eureka from 25 per cent to 51 per cent. Eureka is a production company for entertainment content in the US and Australia and creates original shows such as Holey Moley for ABC, Dating Around for Netflix and Pick, Flip & Drive for Facebook.
In July 2021, Fremantle announced it would acquire twelve production labels of Nent Studios in Norway, Sweden, Finland and Denmark that operate across non-scripted, scripted and factual. Content created by some of the labels includes formats that travel the world, such as The Farm, which has aired in 50 territories. The transaction is expected to close in the fourth quarter of 2021, subject to competition authority approvals.
RTL Group has raised its outlook for 2021. This outlook assumes that the economic recovery from Covid 19 will continue in 2021, as vaccination programmes progress and no new lockdown measures are put in place.
| 2021e new | 2021e old | 2020 | |
|---|---|---|---|
| Revenue | ~€ 6.5bn | ~€ 6.2bn | € 6.0bn |
| Adjusted EBITA | ~€ 1,050m | ~€ 975m | € 853m |
| Streaming start-up losses | ~€ 150m | ~€ 150m | € 55m |
| 'Adjusted EBITA before streaming start-up losses' | ~€ 1,200m | ~€ 1,125m | € 908m |
With interests in 67 television channels, ten streaming platforms and 38 radio stations, a global business for content production and distribution, and digital video networks, RTL Group entertains, informs and engages audiences around the world.
The Luxembourg-based company owns stakes in TV channels and radio stations in Germany, France, Belgium, the Netherlands, Luxembourg, Spain, Hungary and Croatia. With Fremantle, it is one of the world's leading producers of TV content: from talent and game shows to drama, daily soaps and telenovelas, including Idols, Got Talent, Family Feud, American Gods and Charité. Combining the streaming services of its broadcasters (such as TV Now/RTL+, 6play, Salto and Videoland), the digitalvideo company We Are Era, and Fremantle's more than 360 YouTube channels, RTL Group has become the leading European media company in digital video. RTL Group also owns the ad-tech businesses Smartclip and Yospace, and the streaming-tech company Bedrock. RTL AdConnect is RTL Group's international advertising sales house.
The roots of the company date back to 1924, when Radio Luxembourg first went on air. Compagnie Luxembourgeoise de Radiodiffusion (CLR) was founded in 1931. As a European pioneer, the company broadcast a unique programme in several languages using the same wavelength.
RTL Group itself was created in spring 2000, following the merger of Luxembourg-based CLT-UFA and the British content production company Pearson TV, owned by Pearson PLC. CLT-UFA was created in 1997 when the shareholders of UFA (Bertelsmann) and the historic Compagnie Luxembourgeoise de Télédiffusion – CLT (Audiofina) merged their TV, radio and production businesses.
Bertelsmann has been the majority shareholder of RTL Group since July 2001. RTL Group's shares (ISIN: LU0061462528) are publicly traded on the regulated market (Prime Standard) of the Frankfurt and Luxembourg Stock Exchanges. From September 2013 to September 2020, RTL Group was listed in the MDAX stock index. Currently, RTL Group is listed in the SDAX stock index. RTL Group publishes its consolidated accounts in accordance with IFRS as adopted by the European Union.
For more information, see pages 38 to 39 of RTL Group's Annual Report 2020.
RTL Group's strategy is built on three priorities:
RTL Group does not consider its corporate strategy to have changed in a material way since the publication of the Annual Report 2020.
RTL Group's strategy is outlined in more detail in RTL Group's Annual Report 2020. For more information, please see pages 46 to 50.
RTL Group analyses key performance indicators (KPIs) to manage its businesses, including revenue, organic growth/ decline, Adjusted EBITA, Adjusted EBITA margin, net debt, operating cash conversion rate and audience shares in main target groups. RTL Group's key performance indicators are mostly determined on the basis of so-called alternative performance measures, which are not defined by IFRS. Management believes they are relevant for measuring the performance of the Group's operations, financial position
and cash flows, and for making decisions. These KPIs also provide additional information for users of the financial statements regarding the management of the Group on a consistent basis over time and regularity of reporting. These should not be considered in isolation but as complementary information for evaluating the Group's business situation. RTL Group's KPIs may not be comparable to similarly titled measures reported by other groups due to differences in the way these measures are calculated.
The organic growth is calculated by adjusting the reported revenue growth mainly for the impact of exchange rate effects as well as corporate acquisitions and disposals. It should be seen as a component of the reported revenue shown in the income statement. Its main objective is for the reader to isolate the impacts of portfolio changes and exchange rates on the reported revenue. When determining the exchange rate effects, the functional currency that is valid in the respective country is used. Potential other effects may include changes in methods and reporting.
EBIT, Adjusted EBITA and EBITDA are indicators of operating profitability. The key performance indicator for the operating profitability of RTL Group and its business units is Adjusted EBITA. Analysts also continue to also use EBITDA as a KPI for the Group's profitability. As a result, for these purposes the calculation of EBITDA for the Group is also disclosed.
RTL Group comments primarily on Adjusted EBITA as the KPI for measuring profitability.
Adjusted EBITA represents a recurring operating result and excludes significant special items. RTL Group management has established an 'Adjusted EBITA' that neutralises the impacts of structural distortions for the sake of transparency. Based on the accelerated industry trends explained in the Market section (RTL Group Annual Report 2020, pages 44 to 45) and Strategy section (RTL Group Annual Report 2020, pages 46 to 50), RTL Group plans to increase its investments in business transformation including streaming, premium content, technology and data. At the same time, management is continually assessing
opportunities to reduce costs in its traditional broadcasting activities, i.e. to reallocate resources from its traditional businesses to its growing digital businesses, which may lead to restructuring expenses that are neutralised in the Adjusted EBITA.
Adjusted EBITA is determined as earnings before interest and taxes (EBIT) as disclosed in the income statement, excluding the following elements:
| CEO statement | Financial information | Notes | 10 |
|---|---|---|---|
Significant special items exceed the cumulative threshold of € 5 million, need to be approved by management, and primarily consist of restructuring expenses or reversal of restructuring provisions and other special factors or distortions. The adjustments for special items serve to determine a sustainable operating result that could be repeated under normal economic circumstances and is not affected by special factors or structural distortions. In the first half year of 2021, the total of special items amounts to € 12 million and reflects the impact of restructuring expenses at RTL Deutschland (€ 12 million), reversal of negative effects from onerous advertising sales contracts (€ −6 million) and the impact of expenses in connection with strategic portfolio management (€ 6 million).
| H1/2021 € m |
H1/2020 € m |
|
|---|---|---|
| Earnings before interest and taxes (EBIT) | 1,202 | 260 |
| Impairment of goodwill of subsidiaries | – | – |
| Amortisation and impairment of fair value adjustments on acquisitions of subsidiaries | 7 | 4 |
| Impairment and reversals of investments accounted for using the equity method | – | 65 |
| Re-measurement of earn-out arrangements | – | – |
| Fair value measurement of investments | 28 | – |
| Gain/(loss) from sale of subsidiaries, other investments and re-measurement to fair value | ||
| of pre-existing interest in acquiree | (766) | (88) |
| EBITA | 471 | 241 |
| Significant special items | 12 | 17 |
| Adjusted EBITA | 483 | 258 |
The Adjusted EBITA margin as a percentage of Adjusted EBITA of revenue is used as an additional criterion for assessing business performance.
EBITDA represents earnings before interest and taxes (EBIT) excluding some elements of the income statement:
| H1/2021 € m |
H1/2020 8 € m |
||
|---|---|---|---|
| Earnings before interest and taxes (EBIT) | 1,202 | 260 | |
| Impairment of goodwill and amortisation and impairment | |||
| of fair value adjustments on acquisitions of subsidiaries | 7 | 4 | |
| Depreciation, amortisation and impairment | 100 | 106 | |
| Impairment and reversals of investments accounted for using the equity method | – | 65 | 8 The figures |
| Re-measurement of earn-out arrangements | – | – | from the previous |
| Fair value measurement of investments | 28 | – | half-year have |
| Gain/(loss) from sale of subsidiaries, other investments and re-measurement to fair value | been adjusted (see note 1.30. |
||
| of pre-existing interest in acquiree | (766) | (88) | in RTL Group's |
| EBITDA | 571 | 347 | Annual Report 2020) |
The operating cash conversion rate (OCC) reflects the level of operating profits converted into cash available for investors after incorporation of the minimum investments required to sustain the current profitability of the business, and before reimbursement of funded debts (interest included) and payment of income taxes. The operating cash conversion rate of RTL Group's operations is subject to seasonality and investment cycles. RTL Group historically had – and expects in the future to have – a strong OCC due to a high focus on working capital and capital expenditure throughout the operations. OCC should be above 90 per cent in the long-term average and/or should normally exceed market benchmarks in a given year.
OCC means operating free cash flow divided by EBITA, operating free cash flow being net cash from operating activities adjusted by the following elements:
– Income tax paid
| H1/2021 € m |
H1/2020 € m |
|
|---|---|---|
| Net cash from operating activities | 214 | 336 |
| Adjusted by: | ||
| Income tax paid | 238 | 159 |
| Transaction-related costs | 31 | – |
| Acquisitions of: | ||
| – Programme and other rights | (41) | (39) |
| – Other intangible and tangible assets | (56) | (62) |
| Proceeds from the sale of intangible and tangible assets | – | 1 |
| Operating free cash flow | 386 | 395 |
| EBITA | 471 | 241 |
| Operating cash conversion rate | 82% | 164% |
The net cash/(debt) is the gross balance sheet financial debt adjusted for:
| 30 June 2021 € m |
31 December 2020 € m |
|
|---|---|---|
| Current loans and bank overdrafts | (83) | (124) |
| Non-current loans | (640) | (641) |
| (723) | (765) | |
| Deduction of: | ||
| – Cash and cash equivalents | 335 | 436 |
| – Cash pooling accounts receivable with investments accounted for using the | ||
| equity method and not consolidated investments | 5 | 2 |
| – Current deposits with shareholder and its subsidiaries | 556 | 563 |
| Net cash/(debt) | 173 | 236 |
The net debt excludes current and non-current lease liabilities of € 339 million (€ 384 million at 31 December 2020).
In 2020, RTL Group applied a performance indicator for assessing the profitability from operations and return on invested capital, RTL Group Value Added (RVA). From 2021, RTL Group management has decided to discontinue the application of this KPI.
Based on RTL Group's estimates, the net TV advertising market increased significantly in the first half of 2021 in all markets where the Group is active driven by the second quarter of 2021, recovering from the impact of the Covid 19 pandemic.
A summary of RTL Group's key markets is shown below, including estimates of net TV advertising market growth rates and the Group's audience shares in the main target group.
| H1/2021 Net TV advertising market growth rate (in per cent) |
H1/2021 RTL Group audience share in main target group (in per cent) |
H1/2020 RTL Group audience share in main target group (in per cent) |
|
|---|---|---|---|
| Germany | 8.5 to 9.0 9 | 26.5 10 | 28.010 |
| France | 33.0 11 | 23.1 12 | 22.512 |
| The Netherlands | 34.99 | 33.1 13 | 30.813 |
| Belgium | 31.69 | 33.9 14 | 35.914 |
| Hungary | 26.79 | 24.4 15 | 26.115 |
| Croatia | 39.79 | 23.7 16 | 28.916 |
| Spain | 22.917 | 28.0 18 | 27.518 |
Group revenue was up 13.7 per cent to € 3,014 million (H1/2020: € 2,652 million), mainly due to strong growth of TV advertising in the second quarter of 2021, of Fremantle and of streaming. Group revenue was up 21.5 per cent organically19 compared to the first half of 2020 and up 2.1 per cent organically compared to the first half of 2019.
Foreign exchange rate had a negative effect of € 42 million on Group revenue in the first half of 2021.
| CEO statement | Financial information | Notes | 14 |
|---|---|---|---|
Streaming revenue – which includes SVOD, TVOD and in-stream revenue from TV Now and Videoland/RTL XL – was up 33.8 per cent to €107 million (H1/2020: €80 million), thanks to the growth in paying subscribers for the services.
RTL Group's advertising revenue was € 1,634 million (H1/2020: €1,361 million), of which €1,312 million represented TV advertising revenue (H1/2020: €1,087 million), €156 million represented digital advertising revenue (H1/2020: €139 million) and €99 million represented radio advertising revenue (H1/2020: €89 million).
RTL Group's digital revenue was up by 12.6 per cent to €537 million (H1/2020: €477 million). The effect of the disposals of BroadbandTV in 2020 and SpotX in 2021 was compensated by Fremantle (mainly the launch of the third season of American Gods on Amazon Prime Video and The Mosquito Coast on Apple TV+) and higher streaming revenue. Digital revenue is spread over the different categories of revenue, i.e. digital advertising sales, revenue from distribution and licensing content, and consumer and professional services. In contrast to some competitors, RTL Group recognises only pure digital businesses as digital revenue and does not consider e-commerce, home shopping and platform revenue as digital revenue. Revenue from e-commerce and home shopping is included in 'revenue from selling goods and merchandise and providing services'.
RTL Group's platform revenue21 was up 3.4 per cent to €213 million (H1/2020: €206 million).
RTL Group's revenue is well diversified, with 43.5 per cent from TV advertising, 19.7 per cent from content, 17.8 per cent from digital activities, 7.1 per cent from platform revenue, 3.3 per cent from radio advertising, and 8.6 per cent from other revenue.
Adjusted EBITA was up to € 483 million (H1/2020: €258 million). The Adjusted EBITA margin came in at 16.0 per cent, up 6.3 points year on year (H1/2020: 9.7 per cent).
For more detailed information and reconciliation of these measures see Key performance indicators on page 9 to 10.
| H1/2021 € m |
H1/2020 € m |
H1/2019 € m |
H1/2018 € m |
H1/2017 € m |
|
|---|---|---|---|---|---|
| Revenue | 3,014 | 2,652 | 3,173 | 3,046 | 2,978 |
| Adjusted EBITA | 483 | 258 | 538 | – | – |
Investments accounted for using the equity method The total share of results of these investments was €14 million (H1/2020: €13 million).
No impairment and reversals of investments accounted for using the equity method were recognised in the first half of 2021 (H1/2020: impairment of €65 million).
In the first half of 2021, RTL Group recorded a gain of €766 million (H1/2020: €88 million), due to capital gains of €745 million from the disposal of SpotX.
Net interest expense amounted to € 9 million (H1/2020: €16 million) for the six months ending 30 June 2021.
In the first half of 2021, the tax expense was €278 million (H1/2020: €85 million).
The Group profit attributable to RTL Group shareholders was up strongly to €863 million (H1/2020: €94 million), mainly driven by the disposal of SpotX and significantly higher Adjusted EBITA.
Basic and diluted earnings per share, based upon 154,742,806 shares, was € 5.58 (H1/2020: € 0.61 per share based upon 153,574,105 shares).
21 Revenue generated across all distribution platforms (cable, satellite, internet TV) including subscription and re-transmission fees
In April 2021, RTL Group sold its interests in SpotX to the US ad-tech company, Magnite. Since the announcement of the transaction on 5 February 2021, RTL Group exercised an option to increase the cash component of the transaction and received € 585 million in cash and 12.37 million shares of Magnite stock.
In May 2021, Fremantle acquired a 26 per cent shareholding in Eureka through direct acquisition of shares and thus increased its total interest to 51 per cent. As a result of obtaining control, the investment previously accounted for using the equity method is fully consolidated from the date of acquisition.
See Related-party transactions in the Condensed consolidated interim financial statements 2021 on page 41 to 42.
See Subsequent events in the Condensed consolidated interim financial statements 2021 on page 43.
Half year to June 2021 (H1/2021)
Review by segments
CEO statement Financial information Notes 16
| Revenue | H1/2021 € m |
H1/2020 € m |
Per cent change |
|---|---|---|---|
| RTL Deutschland | 1,022 | 904 | +13.1 |
| Groupe M6 | 645 | 557 | +15.8 |
| Fremantle | 909 | 707 | +28.6 |
| RTL Nederland | 253 | 207 | +22.2 |
| Other segments | 302 | 392 | (23.0) |
| Eliminations | (117) | (115) | |
| Total revenue | 3,014 | 2,652 | +13.7 |
| Adjusted EBITA | H1/2021 € m |
H1/2020 € m |
Per cent change |
|---|---|---|---|
| RTL Deutschland | 201 | 174 | +15.5 |
| Groupe M6 | 151 | 85 | +77.6 |
| Fremantle | 61 | 23 | +>100.0 |
| RTL Nederland | 54 | 2 | +>100.0 |
| Other segments | 16 | (26) | (>100.0) |
| Adjusted EBITA | 483 | 258 | +87.2 |
| Adjusted EBITA margin | H1/2021 per cent |
H1/2020 per cent |
Percentage point change |
|---|---|---|---|
| RTL Deutschland | 19.7 | 19.2 | +0.5 |
| Groupe M6 | 23.4 | 15.3 | +8.1 |
| Fremantle | 6.7 | 3.3 | +3.4 |
| RTL Nederland | 21.3 | 1.0 | +20.3 |
| RTL Group | 16.0 | 9.7 | +6.3 |
In the reporting period, the German net TV advertising market was estimated to be up between 8.5 and 9.0 per cent year on year. Total revenue of RTL Deutschland was up 13.1 per cent to € 1,022 million (H1/2020: € 904 million), driven by significantly higher TV advertising revenue in the second quarter and growing streaming revenue. Accordingly, Adjusted EBITA was up to € 201 million (H1/2020: € 174 million).
RTL Deutschland's combined average audience share in the target group of viewers aged 14 to 59 was 26.5 per cent in the first six months of 2021 (H1/2020: 28.0 per cent). The lead over its main commercial competitor, ProSiebenSat.1, remained stable at 4.0 percentage points (H1/2020: lead of 4.0 percentage points). With its portfolio of eight free-TV and four pay-TV channels and the streaming service TV Now, RTL Deutschland reached 30 million viewers every day in the first half of 2021 (H1/2020: 31 million viewers)23.
RTL Television remained the viewers' number one choice in Germany, with an audience share of 9.4 per cent in the target group of viewers aged 14 to 59 (H1/2020: 10.7 per cent). Successful formats included live shows such as Let's Dance, Ich bin ein Star – Holt mich hier raus! (I'm a Celebrity, Get Me Out of Here!), matches of the German national football team and the evening news show, RTL Aktuell, which scored an average audience share of 18.5 per cent in the target group of viewers aged 14 to 59 (H1/2020: 18.4 per cent).
With 2,029 million paying subscribers, the streaming service TV Now has more than doubled its paying subscribers compared to the same period in 2020 (30 June 2020: 0.927 million). The number of originals that were available on TV Now more than doubled to 24 originals compared to the same period last year (H1/2020: 10 originals). The viewing time increased by 50.5 per cent. This positive development was mainly driven by the wide range of programmes available, including the original TV Now reality shows Princess Charming, the second season of Are you the One? and true crime shows such as Die Obduktion – Echte Fälle mit Tsokos und Liefers, and Der große Fake – die Wirecard-Story.
In three of the first six months of 2021, Vox was among the top three commercial channels in the target group of viewers aged 14 to 49 in Germany. Vox achieved an average audience share of 6.1 per cent in the target group of viewers aged 14 to 59 (H1/2020: 6.2 per cent). Successful formats included Die Höhle der Löwen (Dragons' Den), Grill den Henssler and Sing meinen Song.
During the first six months of 2021, Nitro recorded an average audience share of 2.1 per cent (H1/2020: 2.1 per cent) in the target group of viewers aged 14 to 59. The soccer games of the Uefa Europa League and motorsport highlights ADAC GT Masters were particularly popular.
The news channel NTV attracted 1.3 per cent of viewers aged 14 to 59 in the first half of 2021 (H1/2020: 1.3 per cent).
RTL Plus recorded an audience share of 1.7 per cent in the first half of 2021 in the target group of viewers aged 14 to 59 (H1/2020: 1.7 per cent). The channel scored its record in June 2021 with an average audience share of 2.0 per cent in the target group.
With an average daytime audience share of 20.8 per cent in its target group of children aged 3 to 13 between 6:00 and 20:15 (H1/2020: 21.1 per cent), Super RTL continued to be the most popular children's channel in Germany.
During the first half of 2021, RTL Zwei attracted 3.8 per cent of viewers aged 14 to 59 (H1/2020: 3.9 per cent).
23 Source: TV: own calculations based on AGF/ GFK figures and rights, AGF in cooperation with GFK, KFA (0/1 – method), usage filter viewer, finally evaluated
The French net TV advertising market was estimated to be up 33.0 per cent compared to the first half of 2020. Groupe M6's total revenue was up to €645 million (H1/2020: €557 million), mainly due to higher advertising revenue. Accordingly, Adjusted EBITA in the first half of 2021 was up significantly, to €151 million (H1/2020: €85 million).
The audience share of the Groupe M6 family of free-to-air channels in the commercial target of women under 50 responsible for purchases was up, to 23.1 per cent, (H1/2020: 22.5 per cent). The total audience share also increased to 14.7 per cent (H1/2020: 14.5 per cent).
The main channel, M6, reached an audience share of 15.1 per cent among women under 50 responsible for purchases (H1/2020: 14.1 per cent). M6 remained the second most-watched channel in France in this target group thanks to successful shows such as Top Chef with its best season since its first broadcast (in the commercial target group), the drama series Chernobyl and the broadcast of the Uefa Euro 2020. The first match of the French national team against the German national team recorded an historic audience share of 63.0 per cent of the commercial target group.
The advertising-financed streaming service, 6play, continued to grow significantly by 16.3 per cent to 20.0 million active users in the first half of 2021 (H1/2020: 17.2 million active users). The streaming service generated 645 million video views across all screens in the first half of 2021 (H1/2020: 715 million) with 280 million hours streamed (H1/2020: 280 million hours).
W9 reached an average audience share of 3.9 per cent in the target group of women under 50 responsible for purchases (H1/2020: 3.9 per cent). 6ter recorded an average audience share of 2.5 per cent (H1/2020: 2.8 per cent). Gulli reached an average audience share of 1.6 per cent in the same target group (H1/2020: 1.7 per cent).
During the first six months of 2021, Groupe M6's radio family (RTL, RTL 2, Fun Radio) recorded an average audience share of 18.1 per cent (H1/2020: 19.2 per cent)24 . The French RTL radio family was the number-one commercial radio group, 4.5 percentage points ahead of the next commercial radio group.
The average audience share of the flagship station RTL Radio was 12.3 per cent (H1/2020: 13.4 per cent), 6.0 percentage points ahead of the next commercial competitor (H1/2020: 7.4 percentage points).
24 From 16 March 2020 to 10 May 2020 the radio audience measurement was stopped, therefore this period is not included in these figures
Revenue at RTL Group's content business, Fremantle, was up by 28.6 per cent to € 909 million in the first half of 2021 (H1/2020: € 707 million), with the delivery of the high-end drama series American Gods (season three) and The Mosquito Coast. Fremantle's revenue in the first half of 2021 was negatively affected by exchange rate effects. The business unit's revenue grew 30.8 per cent organically25. Accordingly, Fremantle's Adjusted EBITA more than doubled, to € 61 million (H1/2020: € 23 million).
The Mosquito Coast, produced by Fremantle North America, launched on Apple TV+ on 30 April 2021. The critically acclaimed drama was recommissioned for a second season just before the first season's finale.
In the Nordics, Exit finished its second season, scoring record viewing figures of over two million per episode in Norway – a country of just 5.4 million inhabitants. Holding the record for NKR's most streamed drama ever, Exit has now sold to 109 territories.
The Investigation launched internationally in January 2021 on HBO and in February 2021 in the UK on BBC2 after a successful domestic premiere on TV2 in Denmark in 2020. In the UK, the series about the investigation of the murder of the Swedish journalist Kim Wall launched with an audience share of 6.9 per cent of total viewers, the highest rated non-English language drama launch on BBC2 since October 2019 and the highest rated non-English language drama in the UK for the 2020/2021 season.
American Idol's 19th season in 2021 won an average audience of 7.1 million viewers and a market share of 9.3 per cent for total viewers, ranking as ABC's number one entertainment series of the 2020/21 season (as at June 2021). The 16th season of America's Got Talent launched in June 2021 with an average audience share of 12.3 per cent and 8.7 million total viewers, ranking as the highest-rated entertainment series in the US for the first half of 2021.
In the same period, Game of Talents launched in four new markets and was the UK's highest-rated new entertainment show of the year – the series premiere attracted a total audience share of 21.6 per cent. The Masked Singer continued its success in the first half of 2021, airing in six countries. In Sweden, The Masked Singer launched as the highest-rated entertainment show premiere on TV4 for more than eight years and attained a total average audience share of 51.4 per cent across the series.
Too Hot to Handle returned for a second season on Netflix in June 2021 and was featured on Netflix's top 10 most watched list in several countries a few days after its launch and attracted an audience of 29 million within its first four weeks online. Celebrated by Ted Sarandos, Co-CEO and Chief Content Officer at Netflix, as a 'standout unscripted title', localised adaptations of the show aired in Brazil in July 2021 and will air in Mexico in September 2021.
25 Adjusted for portfolio changes and at constant exchange rates. Further details can be found in Key performance indicators on page 9
In Germany, UFA produced the documentary series Expedition Arktis, which follows the scientific expedition to undertake crucial climate research. The international version, Arctic Drift, has been sold to 162 territories.
In Italy, Fremantle launched its original series Veleno: The Town of Lost Children, with Amazon Prime Video. Written and directed by award-winning Hugo Berkeley, this factual series chronicles the true events of the Satanic Panic phenomenon, a decades-long saga of families torn apart.
Since May 2021, Fremantle has been in production with award-winning producer Richard Brown, his production company, Passenger, and sports marketing company Infront, with an original documentary series telling the story of the launch and inaugural season of the Basketball Africa League.
Fremantle also distributed a number of high-end documentaries in the first half of 2021, including the water-scarcity documentary Day Zero, the Samuel L. Jackson-fronted seminal series Enslaved, the Hulu docuseries Von Dutch, and How it Feels to Be Free, executive-produced by Alicia Keys.
The Dutch net TV advertising market was estimated to be up, by 34.9 per cent in the first half of 2021 with RTL Nederland performing better than the market. Accordingly, RTL Nederland's revenue increased by 22.2 per cent to € 253 million (H1/2020: € 207 million). This resulted in a significantly higher Adjusted EBITA of € 54 million (H1/2020: € 2 million).
RTL Nederland's channels' combined prime-time audience share in the target group of viewers aged 25 to 54 was up to 33.1 per cent in the first half of 2021 (H1/2020: 30.8 per cent), ahead of the public broadcasters (30.8 per cent) and Talpa TV (19.7 per cent). RTL Nederland increased its lead over Talpa TV to 13.4 percentage points (H1/2020: 9.3 percentage points).
RTL Nederland's flagship channel, RTL 4, registered an average audience share of 20.5 per cent in the target group of shoppers aged 25 to 54 (H1/2020: 18.0 per cent). Popular programmes included the new formats De Verraders and Make Up Your Mind as well as Lego Masters, The Voice Of Holland, RTL Nieuws and Married At First Sight.
RTL Nederland's streaming service, Videoland, recorded paid subscriber growth of 20.7 per cent compared to 30 June 2020. The viewing time was up 11.8 per cent compared to the first half of 2020. Videoland's high growth was largely due to the third season of the Videoland original series Mocro Maffia and the US drama series The Handmaid's Tale – both of which are exclusively available on Videoland in the Netherlands – and the reality formats Temptation Island: Love or Leave, Love Island and Prince Charming.
This segment mainly comprises the fully consolidated businesses RTL Belgium, RTL Hungary, RTL Croatia, RTL Group's Luxembourgish activities, RTL Group's digital video company, We Are Era, and the global ad-tech company SpotX until 30 April 2021. It also includes its investment accounted for using the equity method, Atresmedia in Spain.
| H1/2021 € m |
H1/2020 26 € m |
Per cent change |
|
|---|---|---|---|
| Total revenue | |||
| of other segments | 302 | 392 | (23.0) |
| Thereof | |||
| SpotX (until 30 April 2021) | 55 | 58 | (5.2) |
| RTL Belgium | 81 | 66 | +22.7 |
| RTL Hungary | 54 | 49 | +10.2 |
| RTL Croatia | 22 | 17 | +29.4 |
| Other incl. elimination | 90 | 202 | (55.4) |
In the first half of 2021, the net TV advertising market in French-speaking Belgium was estimated to be up 31.6 per cent. Accordingly, RTL Belgium's revenue was up to € 81 million (H1/2020: € 66 million). Adjusted EBITA increased to € 15 million (H1/2020: € 3 million), reflecting higher TV and radio advertising revenue.
In the first half of 2021, the combined prime-time audience share of RTL Belgium's family of TV channels in the target group (shoppers aged 18 to 54) decreased to 33.9 per cent (H1/2020: 35.9 per cent). RTL Belgium's lead over the public channels was 9.2 percentage points (H1/2020: lead of 15.1 percentage points), the decrease partly resulted from the Uefa Euro 2020 broadcast by the public channels.
The market-leading channel in French-speaking Belgium, RTL-TVI, achieved an average audience share of 24.8 per cent in the target group (H1/2020: 27.3 per cent). Successful new formats included En route avec la police locale, Belges dans la légion étrangère and C'est ma plaque as well as the well-known formats Face au Juge and L'amour est dans le pré – les portraits.
In the first half of 2021, RTL Belgium's streaming platform, RTL Play, registered an average of 307,000 active users per month (H1/2020: 180,700 active users per month) with 20.1 million video views (H1/2020: 9.0 million).
According to the most recent CIM audience survey, covering September 2020 to February 2021, the Belgian radio family had a combined audience share of 24.6 per cent27 (September 2019 to February 2020: 24.6 per cent).
In the first half of 2021, the Hungarian commercial net TV advertising market was estimated to be up, by 26.7 per cent with RTL Hungary outperforming the market. As a result, RTL Hungary's revenue was up by 10.2 per cent to € 54 million (H1/2020: € 49 million). Accordingly, the business unit's Adjusted EBITA increased to € 9 million (H1/2020: € 5 million).
With a combined average prime-time audience share of 24.4 per cent among viewers aged 18 to 49 (H1/2020: 26.1 per cent), the Hungarian RTL family of eight channels was 1.2 percentage points ahead of its main commercial competitor, TV2 Group, with 14 channels (H1/2020: equal audience share for both groups). Flagship channel RTL Klub was the prime-time market leader in the first half of 2021, attracting an average 12.9 per cent of viewers aged 18 to 49 in prime time (H1/2020: 13.1 per cent), 2.1 percentage points ahead of TV2, with 10.8 per cent (H1/2020: 12.7 per cent).
The streaming service, RTL Most, is the leading local brand for professionally produced online video content. The service generated an increase of 22.3 per cent of registered users in the first half of 2021 compared to H1/2020.
26 Following a review of the Group's segment structure the previous segment RTL Belgium is presented within 'Other segments' from 31 December 2020 onwards. The figures from the previous half year have been adjusted accordingly 27 Due to the Covid 19 outbreak, CIM will not publish more recent figures for the first half
of 2020
In Croatia, the net TV advertising market was estimated to be up 39.7 per cent. RTL Croatia performed better than the market. Total revenue was up to € 22 million (H1/2020: € 17 million). Accordingly, Adjusted EBITA was up to € 3 million (H1/2020: € −4 million).
RTL Croatia's channels achieved a combined prime-time audience share of 23.7 per cent in the target audience of viewers aged 18 to 49 (H1/2020: 28.9 per cent). The flagship channel RTL Televizija recorded a prime-time audience share of 17.3 per cent (H1/2020: 18.8 per cent).
RTL Croatia's streaming platform RTL Play – the largest streaming platform in Croatia – registered 7.7 million video views (H1/2020: 9.4 million video views).
Atresmedia in Spain: The Spanish net TV advertising market was estimated to be up year on year by 22.9 per cent. Atresmedia's total revenue was up to €465 million (H1/2020: € 375 million), while first-half operating profit (EBITDA) increased to €91 million (H1/2020: € 43 million). The company's profit for the period was €62 million. The profit share of RTL Group was €11 million (H1/2020: € 4 million).
In the first half of 2021, Atresmedia's family of channels recorded an audience share of 28.0 per cent in the target group of viewers aged 25 to 59 (H1/2020: 27.5 per cent). Flagship channel, Antena 3, achieved an audience share of 15.0 per cent during prime time in the target group of viewers aged 25 to 59 (H1/2020: 12.8 per cent).
After the combination of RTL Group's digital video companies Divimove, United Screens, UFA X and RTL MCN, as well as the acquisition of Tube One Networks, Divimove was repositioned and rebranded as We Are Era. In the first half of 2021, We Are Era strengthened its leading positions in talent management, digital content production and influencer marketing and launched projects on TikTok for ZDF Sportstudio and successful branded-content campaigns for brands such as Coca Cola. We Are Era's revenue was up 9.6 per cent for the first six months of 2021.
The June 2021 update of the December 2020 risk assessment found no significant changes in RTL Group's risk environment. The economic environment is still uncertain due to the pandemic.
RTL Group continues to monitor the impact on its core businesses closely. It reported a slight decrease in risk thanks to some recovery in production development by Fremantle, related to the economic cycle, combined with the sale of SpotX and some legal-related risks.
RTL Group has raised its outlook for 2021. This outlook assumes that the economic recovery from Covid 19 will continue in 2021, as vaccination programmes progress and no new lockdown measures are put in place.
| 2021e new | 2021e old | 2020 | |
|---|---|---|---|
| Revenue | ~€ 6.5bn | ~€ 6.2bn | € 6.0bn |
| Adjusted EBITA | ~€ 1,050m | ~€ 975m | € 853m |
| Streaming start-up losses | ~€ 150m | ~€ 150m | € 55m |
| 'Adjusted EBITA before streaming start-up losses' | ~€ 1,200m | ~€ 1,125m | € 908m |
We, Thomas Rabe, Chief Executive Officer, Elmar Heggen, Chief Operating Officer and Deputy Chief Executive Officer, and Björn Bauer, Chief Financial Officer, confirm, to the best of our knowledge, that the condensed consolidated interim financial information, which has been prepared in accordance with IAS 34 as adopted by the European Union, gives a true and fair view of the assets, liabilities, financial
position and profit or loss of RTL Group and the undertakings included in the consolidation taken as a whole, and that the Directors' report includes a fair review of the development and performance of the business and the position of RTL Group and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face.
Luxembourg, 5 August 2021
Thomas Rabe Chief Executive Officer
Elmar Heggen Chief Operating Officer Deputy Chief Executive Officer
Björn Bauer Chief Financial Officer
| H1/2021 € m |
H1/2020 € m |
|
|---|---|---|
| Revenue | 3,014 | 2,652 |
| Other operating income | 58 | 17 |
| Consumption of current programme rights | (1,141) | (955) |
| Depreciation, amortisation, impairment and valuation allowance | (99) | (112) |
| Other operating expenses | (1,403) | (1,374) |
| Impairment of goodwill and amortisation and impairment of fair value adjustments on acquisitions of subsidiaries | (7) | (4) |
| Gain/(loss) from sale of subsidiaries, other investments and re-measurement to fair value of pre-existing interest in acquiree |
766 | 88 |
| Profit from operating activities | 1,188 | 312 |
| Share of results of investments accounted for using the equity method | 14 | 13 |
| Impairment and reversals of investments accounted for using the equity method | – | (65) |
| Earnings before interest and taxes (EBIT) | 1,202 | 260 |
| Interest income | 5 | 2 |
| Interest expense | (14) | (18) |
| Financial results other than interest | 14 | (3) |
| Profit before tax | 1,207 | 241 |
| Income tax expense | (278) | (85) |
| Group profit or loss | 929 | 156 |
| Attributable to: | ||
| RTL Group shareholders | 863 | 94 |
| Non-controlling interests | 66 | 62 |
| Group profit or loss | 929 | 156 |
| Earnings per share (in €) | ||
| – Basic | 5.58 | 0.61 |
| – Diluted | 5.58 | 0.61 |
The figures from the previous half-year have been adjusted (see note 1.30 of the Annual Report 2020).
| H1/2021 € m |
H1/2020 € m |
|
|---|---|---|
| Group profit or loss | 929 | 156 |
| Other comprehensive income (OCI): | ||
| Items that will not be reclassified to profit or loss: | ||
| Re-measurement of post-employment benefit obligations | 11 | 16 |
| Income tax | (1) | (3) |
| 10 | 13 | |
| Equity investments at fair value through OCI – change in fair value | 1 | (1) |
| Income tax | – | – |
| 1 | (1) | |
| 11 | 12 | |
| Items that may be reclassified subsequently to profit or loss: | ||
| Foreign currency translation differences | (6) | (22) |
| Effective portion of changes in fair value of cash flow hedges | 5 | 4 |
| Income tax | (1) | – |
| 4 | 4 | |
| Recycling of cash flow hedge reserve | 5 | (4) |
| Income tax | – | 1 |
| 5 | (3) | |
| 3 | (21) | |
| Other comprehensive income/(loss), net of income tax | 14 | (9) |
| Total comprehensive income | 943 | 147 |
| Attributable to: | ||
| RTL Group shareholders | 877 | 83 |
| Non-controlling interests | 66 | 64 |
| Total comprehensive income | 943 | 147 |
| 30 June 2021 € m |
31 December 2020 € m |
|
|---|---|---|
| Non-current assets | ||
| Programme and other rights | 63 | 54 |
| Goodwill | 2,874 | 2,871 |
| Other intangible assets | 347 | 313 |
| Property, plant and equipment | 275 | 291 |
| Right-of-use assets | 290 | 329 |
| Investments accounted for using the equity method | 378 | 384 |
| Loans and other financial assets | 161 | 139 |
| Deferred tax assets | 307 | 333 |
| 4,695 | 4,714 | |
| Current assets | ||
| Programme rights | 1,251 | 1,211 |
| Other inventories | 13 | 8 |
| Income tax receivable | 16 | 24 |
| Accounts receivable and other financial assets | 3,023 | 2,248 |
| Cash and cash equivalents | 335 | 436 |
| 4,638 | 3,927 | |
| Assets held for sale | 171 | 429 |
| Current liabilities | ||
| Loans and bank overdrafts | 83 | 124 |
| Lease liabilities | 55 | 60 |
| Income tax payable | 125 | 24 |
| Accounts payable | 2,374 | 2,201 |
| Contract liabilities | 364 | 328 |
| Provisions | 126 | 144 |
| 3,127 | 2,881 | |
| Liabilities related to assets held for sale | 111 | 234 |
| Net current assets | 1,571 | 1,241 |
| Non-current liabilities | ||
| Loans | 640 | 641 |
| Lease liabilities | 284 | 324 |
| Accounts payable | 380 | 347 |
| Contract liabilities | 3 | 4 |
| Provisions | 212 | 238 |
| Deferred tax liabilities | 54 | 48 |
| 1,573 | 1,602 | |
| Net assets | 4,693 | 4,353 |
| Equity attributable to RTL Group shareholders | 4,066 | 3,706 |
| Equity attributable to non-controlling interests | 627 | 647 |
| Equity | 4,693 | 4,353 |
| Equity | Equity attributable |
||||||||
|---|---|---|---|---|---|---|---|---|---|
| Share | Treasury | Currency translation |
Hedging | Revaluation | Reserves and retained |
attributable to RTL Group |
to non controlling |
||
| capital € m |
shares € m |
reserve € m |
reserve € m |
reserve € m |
earnings € m |
shareholders € m |
interests € m |
Total equity € m |
|
| Balance at 1 January 2020 | 192 | (41) | (129) | 7 | 66 | 3,197 | 3,292 | 533 | 3,825 |
| Total comprehensive income: | |||||||||
| Group profit or loss | – | – | – | – | – | 94 | 94 | 62 | 156 |
| Re-measurement of post-employment | |||||||||
| benefit obligations, net of tax Equity investments at fair value through |
– | – | – | – | – | 11 | 11 | 2 | 13 |
| OCI – change in fair value, net of tax | – | – | – | – | (1) | – | (1) | – | (1) |
| Foreign currency translation differences | – | – | (22) | – | – | – | (22) | – | (22) |
| Effective portion of changes in fair value of cash flow hedges, net of tax |
– | – | – | 4 | – | – | 4 | – | 4 |
| Recycling of cash flow hedge reserve, net | |||||||||
| of tax | – | – | – | (3) | – | – | (3) | – | (3) |
| – | – | (22) | 1 | (1) | 105 | 83 | 64 | 147 | |
| Capital transactions with owners: | |||||||||
| Dividends | – | – | – | – | – | – | – | (2) | (2) |
| Equity-settled transactions, net of tax | – | – | – | – | – | 2 | 2 | 1 | 3 |
| Changes in treasury shares | – | 3 | – | – | – | (3) | – | – | – |
| Transactions on non-controlling interests | |||||||||
| without a change in control Transactions on non-controlling interests |
– | – | – | – | – | (4) | (4) | 1 | (3) |
| with a change in control | – | – | – | – | – | – | – | – | – |
| Derivatives on equity instruments | – | – | – | – | – | 2 | 2 | 2 | 4 |
| – | 3 | – | – | – | (3) | – | 2 | 2 | |
| Balance at 30 June 2020 | 192 | (38) | (151) | 8 | 65 | 3,299 | 3,375 | 599 | 3,974 |
| Balance at 1 January 2021 | 192 | – | (181) | (7) | 67 | 3,635 | 3,706 | 647 | 4,353 |
| Total comprehensive income: | |||||||||
| Group profit or loss | – | – | – | – | – | 863 | 863 | 66 | 929 |
| Re-measurement of post-employment benefit obligations, net of tax |
– | – | – | – | – | 9 | 9 | 1 | 10 |
| Equity investments at fair value through | |||||||||
| OCI – change in fair value, net of tax Foreign currency translation differences |
– – |
– – |
– (5) |
– – |
1 – |
– – |
1 (5) |
– (1) |
1 (6) |
| Effective portion of changes in fair value | |||||||||
| of cash flow hedges, net of tax | – | – | – | 4 | – | – | 4 | – | 4 |
| Recycling of cash flow hedge reserve, net of tax |
– | – | – | 5 | – | – | 5 | – | 5 |
| – | – | (5) | 9 | 1 | 872 | 877 | 66 | 943 | |
| Capital transactions with owners: | |||||||||
| Dividends | – | – | – | – | – | (464) | (464) | (101) | (565) |
| Equity-settled transactions, net of tax | – | – | – | – | – | 1 | 1 | 1 | 2 |
| Changes in treasury shares | – | – | – | – | – | – | – | – | – |
| Transactions on non-controlling interests | |||||||||
| without a change in control Transactions on non-controlling interests |
– | – | – | – | – | (46) | (46) | 1 | (45) |
| with a change in control | – | – | – | – | – | – | – | 12 | 12 |
| Derivatives on equity instruments | – | – | – | – | – | – | – | – | – |
| Other changes | – | – | – | – | – | (8) | (8) | 1 | (7) |
| – | – | – (186) |
– | – | (517) | (517) | (86) | (603) | |
| Balance at 30 June 2021 | 192 | – | 2 | 68 | 3,990 | 4,066 | 627 | 4,693 |
| H1/2021 € m |
H1/2020 € m |
|
|---|---|---|
| Cash flows from operating activities | ||
| Profit before tax | 1,207 | 241 |
| Adjustments for: | ||
| – Depreciation and amortisation | 108 | 112 |
| – Value adjustments and impairment | (2) | 19 |
| – Share-based payments expenses | 3 | 3 |
| – Fair value measurement of investments | 28 | – |
| – Gain/(loss) from sale of subsidiaries, other investments and re-measurement to fair value of pre-existing interest in acquiree |
(766) | (87) |
| – Financial results including net interest expense and share of results of investments accounted for using the equity method |
7 | 113 |
| Change of provisions | (20) | 11 |
| Working capital changes | (113) | 83 |
| Income tax paid | (238) | (159) |
| Net cash from operating activities | 214 | 336 |
| Cash flows from investing activities | ||
| Acquisitions of: | ||
| – Programme and other rights | (41) | (39) |
| – Subsidiaries, net of cash acquired | (120) | (4) |
| – Other intangible and tangible assets | (56) | (62) |
| – Other investments and financial assets | (28) | (11) |
| (245) | (116) | |
| Proceeds from the sale of intangible and tangible assets | – | 1 |
| Disposal of other subsidiaries, net of cash disposed of | 521 | 31 |
| Proceeds from the sale of investments accounted for using the equity method, other investments and financial assets | 20 | 4 |
| Interest received | 5 | 1 |
| 546 | 37 | |
| Current deposits with shareholder and its subsidiaries | 5 | (199) |
| Net cash from/(used in) investing activities | 306 | (278) |
| Cash flows from financing activities | ||
| Interest paid | (20) | (20) |
| Transactions on non-controlling interests | (32) | (7) |
| Proceeds from loans | 42 | 213 |
| Repayment of loans | (81) | (74) |
| Payment of lease liabilities | (32) | (28) |
| Dividends paid | (568) | (4) |
| Other changes from financing activities | (4) | – |
| Net cash from/(used in) financing activities | (695) | 80 |
| Net increase/(decrease) in cash and cash equivalents | (175) | 138 |
| Exchange rate effects and other changes in cash and cash equivalents | 6 | (4) |
| Cash and cash equivalents and bank overdrafts at the beginning of the period | 506 | 376 |
| Cash and cash equivalents and bank overdrafts at the end of the period | 337 | 510 |
| Less cash and cash equivalents included within assets held for sale | (6) | – |
| Cash and cash equivalents and bank overdrafts at the end of the period | 331 | 510 |
| (according to the consolidated statement of financial position) |
RTL Group SA (the 'Company'), the parent company, is domiciled and incorporated in Luxembourg. These condensed interim consolidated financial statements are presented in accordance with the requirements of IAS 34 'Interim Financial Reporting' as adopted by the European Union.
RTL Group ('the Group') forecasts and projections – taking into account reasonably possible changes in trading performance – show that the Group will be able to operate within the level of its current credit facilities. Management have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Therefore, RTL Group continues to adopt the going concern basis in preparing its condensed interim consolidated financial statements.
The condensed interim consolidated financial statements do not include all notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the consolidated financial statements as at 31 December 2020.
The condensed interim consolidated financial statements were approved on 5 August 2021 by the Board of Directors of RTL Group.
The accounting policies applied to the condensed interim consolidated financial statements as of 30 June 2021 are the same as those of the previous financial year, except for the adoption of new standards, and amendments to existing standards and interpretations that can be found in the consolidated financial statements as at 31 December 2020.
The first-time application of new financial reporting standards and interpretations had no material impact on RTL Group.
RTL Group has not opted for early adoption of any additional standards, interpretations or amendments that have been issued by the IASB or the IFRS IC but are not yet mandatory.
The negative effects of the Covid 19 pandemic on RTL Group's financial information have declined in the first half 2021. As the development of the first half of 2021 shows, RTL Group's positioning – particularly in the advertising market – has recovered and this has contributed to a positive business development during the first half of 2021. As a result, revenue and Adjusted EBITA are significantly above the previous year's level.
Nevertheless, accounting impacts continue to be evaluated for the particularly relevant areas of impairment testing for goodwill and individual assets, leases, inventories, trade receivables, government grants, deferred tax assets, contingent losses and revenue. Due to the overall economic situation in 2021 – which is expected to continue to recover from 2020 – there is no indication that any recognition of impairment losses on goodwill is necessary. No significant negative effects on RTL Group's financial position and results of operations are currently expected for the other accounting areas classified as vulnerable to the Covid 19 pandemic.
Economic uncertainties arising from the Covid 19 pandemic continue to require discretionary decisions, estimates and assumptions. The assessment of the extent to which current and future customers will continue to be able to fulfil their contractual payment obligations depends on the current economic climate. RTL Group will examine this criterion both before and at the time of performance obligations, as part of revenue recognition.
Due to the Covid 19 pandemic, RTL Group companies have, in some instances, received grants in various forms. If the conditions for a government grant are met, cash flows from grants are generally deferred and recognised in income over the term of the grant, while investment grants reduce the cost of the acquired asset. Due to the fact that newly created conditions are subject to interpretation ex post, the risk that the conditions for a granted subsidy may not be fulfilled cannot be ruled out, despite intensive checks in advance.
The preparation of condensed interim consolidated financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses. Actual results may differ from these estimates.
In preparing these condensed interim consolidated financial statements, the significant judgements made by the management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those applied to the consolidated financial statements as at 31 December 2020, with the exception of the estimation of the consumption pattern of current programme rights. Following the continuous evaluation of the consumption patterns, RTL Group has adopted an updated model for consumption of current programme rights resulting in a consumption over a maximum of four runs on a degressive basis starting from 1 January 2021. For the half-year ended 30 June 2021, the positive impact over the period of this prospective change in estimate on the consumption expense amounted to € 13 million.
Further, in preparing these condensed interim consolidated financial statements, management made judgements to determine whether the sale of non-current assets or disposal groups is considered highly probable or not in order to meet the criteria for classification as held-for-sale. In particular, judgements relate to key assumptions about whether the outstanding shareholders' approvals or pending regulatory approvals are substantive and thus prevent the sale from being highly probable.
Furthermore, the information on significant discretionary decisions, estimates and assumptions in the notes to the Annual Report 2020 still applies. RTL Group management is of the opinion that the additional estimates and discretionary decisions required by the Covid 19 pandemic take appropriate account of the currently foreseeable microeconomic and macroeconomic situation.
The condensed interim consolidated financial statements as of 30 June 2021, include RTL Group S.A. and all material subsidiaries over which RTL Group S.A. is able to exercise control in accordance with IFRS 10. Joint ventures and associates are accounted for using the equity method in accordance with IAS 28. As of 30 June 2021, the scope of consolidation including RTL Group S.A. consists of 297 companies (31 December 2020: 309) with 8 additions and 20 disposals in the first half of 2021. This includes 256 consolidated companies (31 December 2020: 260). In addition, investments in 11 joint ventures (31 December 2020: 15) and 30 associates (31 December 2020: 34) are accounted for using the equity method in the condensed interim consolidated financial statements. A total of 55 companies were excluded from the scope of consolidation (31 December 2020: 58). These consist of entities without significant business operations and of negligible importance for the financial position and financial performance of RTL Group.
The Group's activities expose it to a variety of financial risks: market risk (including foreign exchange risk and interest rate risk), credit risk and liquidity risk. The Group is exposed in particular to risks from movements in foreign exchange rates as it engages in long-term purchase contracts for programme rights (output deals) denominated in foreign currency.
The June 2021 update of the assessment of the risks existing as of 31 December 2020, did not report significant changes within the RTL Group risk environment. A slight decrease in risks relating to both the cyclical development of the economy and legal matters was reported. These condensed interim consolidated financial statements do not include all financial risk management information and disclosures required in the annual consolidated financial statements, and should, therefore, be read in conjunction with the Group's consolidated financial statements as at 31 December 2020.
Except for the long-term loan arrangement with Bertelsmann Business Support Sàrl, an indirect subsidiary of Bertelsmann SE & Co KGaA, and the external funding of Groupe M6, the fair value of each class of financial assets and liabilities is equivalent to its carrying amount. The fair value of the 10-year-term facility − calculated as the present value of the payments associated with the debt and based on the applicable yield curve and RTL Group credit spread − amounts to € 538 million (31 December 2020: € 537 million). The fair value of the seven-year Euro private placement bond − calculated as the present value of the payments associated with the debt and based on the applicable yield curve and Groupe M6 credit spread − amounts to € 51 million (31 December 2020: € 51 million). The fair value of the seven-year Euro Schuldschein loan of € 65 million − calculated as the present value of the payments associated with the debt and based on the applicable yield curve and Groupe M6 credit spread − amounts to € 66 million (31 December 2020: € 65 million).
The following table presents the Group's financial assets and liabilities measured at fair value.
Level 1: quoted prices (unadjusted) in active markets for identical assets (or liabilities)
| Total € m |
Level 1 € m |
Level 2 € m |
Level 3 € m |
|
|---|---|---|---|---|
| Assets | ||||
| Equity investments at fair value through OCI | 36 | 5 | – | 31 |
| Equity instruments accounted at FVTPL | 346 | – | – | 346 |
| Debt instruments measured at FVTPL | 13 | – | 3 | 10 |
| Derivatives used for hedging | 24 | – | 24 | – |
| Other cash equivalents | 6 | – | 6 | – |
| At 30 June 2021 | 425 | 5 | 33 | 387 |
| Liabilities | ||||
| Derivatives used for hedging | 18 | – | 18 | – |
| Contingent consideration | 5 | – | – | 5 |
| At 30 June 2021 | 23 | – | 18 | 5 |
Of the item 'Derivatives used for hedging' on the assets side, € 9 million relates to derivatives used to offset currency exposure relating to recognised monetary assets and liabilities for which hedge accounting as defined under IFRS 9 is applied, and a further € 15 million relates to derivatives used to offset currency exposure relating to recognised monetary assets and liabilities for which hedge accounting as defined under IFRS 9 is not applied. Of the item 'Derivatives used for hedging' on the liabilities side, € 3 million relates to derivatives used to offset currency exposure relating to recognised monetary assets and liabilities for which hedge accounting as defined under IFRS 9 is applied, and a further € 15 million relates to derivatives used to offset currency exposure relating to recognised monetary assets and liabilities for which hedge accounting as defined under IFRS 9 is not applied.
| CEO statement | Financial information | Notes | 34 |
|---|---|---|---|
There were no transfers between Levels 1, 2 and 3 during the first half of 2021.
The fair value of financial instruments traded in active markets is based on quoted market prices at the balance sheet date. A market is regarded as active if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm's length basis. These instruments are included in Level 1. The quoted market price used for financial assets by the Group is the current bid price.
The fair value of financial instruments that are not traded in an active market is determined using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in Level 2.
If one or more significant inputs is not based on observable market data, the instrument is included in Level 3. Listed financial instruments with contractual trading restrictions (lock-ups) are also measured on the basis of unobservable factors and included in Level 3.
The Group's finance teams – which include Treasury and Controlling & Investments – perform the recurring and nonrecurring valuations of items to be valued at fair value for financial purposes, including Level 3 fair values. These teams report directly to the Chief Financial Officer, who reports to the Audit Committee at least once every quarter, in line with the Group's quarterly reporting dates. The main Level 3 related inputs used by RTL Group relate to the determination of the expected discounted cash flows and the discount rates used in the different valuations.
Specific valuation techniques used to value financial instruments include:
The following table presents the change in Level 3 instruments.
| Assets | |||||||
|---|---|---|---|---|---|---|---|
| Financial assets at fair value through profit or loss € m |
Equity investments at fair value through OCI € m |
Total assets € m |
Liabilities at fair value through profit or loss € m |
||||
| Balance at 1 January 2021 | 18 | 31 | 49 | 5 | |||
| Acquisitions and additions | 382 | – | 382 | 1 | |||
| Gains and losses recognised | |||||||
| in other comprehensive income | (3) | – | (3) | – | |||
| Gains and losses recognised | |||||||
| in profit or loss | (28) | – | (28) | – | |||
| Settlements | (13) | – | (13) | (1) | |||
| Balance at 30 June 2021 | 356 | 31 | 387 | 5 |
In the first half-year 2021, the amount disclosed in the line 'Acquisitions and additions' mainly (€ 380 million) relates to the Magnite shares RTL Group received as a part of the non-cash consideration from the sale of SpotX. The effect from remeasurement of these shares amounted to € −33 million and is disclosed in the line 'Gains and losses recognised in profit or loss'. The effect in 'Settlements' relates to the partial repayment of the convertible note obtained from BBTV Holdings Inc.
| RTL Deutschland | Groupe M6 | Fremantle | RTL Nederland | Other segments | 28 | Eliminations28 | Total Group | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| H1/2021 € m |
H1/2020 € m |
H1/2021 € m |
H1/2020 € m |
H1/2021 € m |
H1/2020 € m |
H1/2021 € m |
H1/2020 € m |
H1/2021 € m |
H1/2020 € m |
H1/2021 € m |
H1/2020 € m |
H1/2021 € m |
H1/2020 € m |
|
| Revenue from | ||||||||||||||
| external customers | 1,023 | 906 | 638 | 553 | 827 | 624 | 252 | 206 | 274 | 363 | – | – | 3,014 2,652 | |
| Inter-segment revenue | (1) | (2) | 7 | 4 | 82 | 83 | 1 | 1 | 28 | 29 | (117) | (115) | – | – |
| Total revenue | 1,022 | 904 | 645 | 557 | 909 | 707 | 253 | 207 | 302 | 392 | (117) | (115) | 3,014 2,652 | |
| Depreciation, amortisation and impairment29 |
(20) | (19) | (42) | (39) | (20) | (20) | (4) | (5) | (21) | (27) | – | – | (107) | (110) |
| Impairment and reversals of investments accounted for using |
||||||||||||||
| the equity method Share of results of investments accounted for using |
– | – | – | (2) | – | – | – | (3) | – | (60) | – | – | – | (65) |
| the equity method | 17 | 10 | (12) | – | 1 | 1 | – | 1 | 8 | 1 | – | – | 14 | 13 |
| Adjusted EBITA | 201 | 174 | 151 | 85 | 61 | 23 | 54 | 2 | 16 | (26) | – | – | 483 | 258 |
| Adjusted EBITA margin | 19.7% 19.2% | 23.4% 15.3% | 6.7% | 3.3% | 21.3% | 1.0% | 5.3% (6.6)% | n/a | n/a | 16.0% | 9.7% |
The following table shows the reconciliation of segment information to the consolidated financial statements.
| H1/2021 € m |
H1/2020 € m |
|
|---|---|---|
| Adjusted EBITA | 483 | 258 |
| Impairment of goodwill of subsidiaries | – | – |
| Amortisation and impairment of fair value adjustments on acquisitions of subsidiaries | (7) | (4) |
| Impairment and reversals of investments accounted for using the equity method | – | (65) |
| Re-measurement of earn-out arrangements | – | – |
| Fair value measurement of investments | (28) | – |
| Gain/(loss) from sale of subsidiaries, other investments and re-measurement to fair value | ||
| of pre-existing interest in acquiree | 766 | 88 |
| Significant special items | (12) | (17) |
| Earnings before interest and taxes (EBIT) | 1,202 | 260 |
| Interest income | 5 | 2 |
| Interest expense | (14) | (18) |
| Financial results other than interest | 14 | (3) |
| Profit before tax | 1,207 | 241 |
| Income tax expense | (278) | (85) |
| Group profit or loss | 929 | 156 |
28 Following a review of the Group's segment structure the segment RTL Belgium is presented within 'Other segments' from 31 December 2020 onwards. The figures from the previous half year have been adjusted accordingly. Other segments include the Adjusted EBITA loss of € −19 million generated by the Group's Corporate Centre (H1/2020: € −20 million) 29 The figures from the previous half-year have been adjusted (see note 1.30 of the Annual Report 2020)
In the first half of 2021, the cash flow from acquisition activities totalled € −120 million, of which, after consideration of cash and cash equivalents acquired, € 11 million relates to new acquisitions during the first half of the year. The consideration transferred in accordance with IFRS 3 amounted to € 24 million. There was no contingent consideration in accordance with IFRS 3.
In May 2021, Fremantle increased its interest in the share capital of Eureka Productions, LLC (Eureka) by 26 per cent to 51 per cent by exercising a call option. The acquisition of the majority interest in Eureka strengthens RTL Group's position in the creation of new formats and helps to broaden the client base. As a result of obtaining control, the investment previously accounted for using the equity method is fully consolidated from the date of acquisition. The consideration transferred in terms of IFRS 3 was € 24 million and comprises a purchase price payment of € 2 million and the fair value of call option of € 22 million, recognised in financial results other than interest. Obtaining control led to a derecognition of the investment previously accounted for using the equity method, the fair value of which amounted to € 20 million immediately before the acquisition date. The re-measurement of the investment already held resulted in an income of € 17 million recognised in 'Gain/(loss) from sale of subsidiaries, other investments and re-measurement to fair value of pre-existing interest in acquiree'. The preliminary purchase price allocation resulted in goodwill of € 32 million, mainly reflecting synergy potential and representing the value of creative talent and market competence of the Eureka personnel. Goodwill is not tax deductible. Further in connection with the acquisition the related put option on the remaining share capital was recognised for an amount of € 38 million through equity for the present value of the redemption amount. In the first half of 2021, transactionrelated costs were insignificant and have been recognised in profit or loss. The initial consolidation led to an increase of € 20 million in Group revenue and an increase in Group profit or loss of € 1 million. Consolidation of Eureka from 1 January 2021, would have resulted in an increase of € 51 million in Group revenue and an increase of € 3 million in Group profit or loss.
In addition, RTL Group made several acquisitions including transactions under common control in the first half of 2021, none of which were material on a standalone basis. The consideration transferred in terms with IFRS 3 for other minor acquisitions was insignificant. The other acquisitions resulted in goodwill totalling € 2 million, which reflects synergy potential and is not tax deductible. Transaction-related costs were insignificant in the first half of 2021 and have been recognised in profit or loss. Payments amounted to € −7 million are attributable to the transactions under common control.
The purchase price allocations consider all the facts and circumstances prevailing as of the respective dates of acquisition that were known prior to the preparation of these condensed interim consolidated financial statements. In accordance with IFRS 3, should further facts and circumstances become known within the 12-month measurement period, the purchase price allocation will be adjusted accordingly.
The following table shows the fair values of the assets and liabilities of the acquisitions on their dates of initial consolidation based on the purchase price allocations, some of which are currently preliminary:
| Eureka € m |
Other € m |
Total € m |
|
|---|---|---|---|
| Non-current assets | |||
| Other intangible assets | 24 | – | 24 |
| Property, plant and equipment | 2 | – | 2 |
| Right-of-use assets | 1 | – | 1 |
| Trade and other accounts receivable | – | – | – |
| Current assets | |||
| Programme rights | 36 | 1 | 37 |
| Trade and other accounts receivable | 8 | – | 8 |
| Cash and cash equivalents | 12 | 1 | 13 |
| Liabilities | |||
| Provisions for pensions and similar obligations | – | – | – |
| Loans and bank overdrafts | (5) | (1) | (6) |
| Lease liabilities | (1) | – | (1) |
| Other liabilities | (53) | (2) | (55) |
| Net assets acquired | 24 | (1) | 23 |
| Goodwill | 32 | 2 | 34 |
| Non-controlling interests | (12) | – | (12) |
| Fair value of pre-existing interests | (20) | (1) | (21) |
| Retained earnings | – | – | – |
| Consideration transferred according to IFRS 3 | 24 | – | 24 |
| Less fair value of contributed assets | (22) | – | (22) |
| Less earn-out consideration | – | – | – |
| Less other deferred consideration | – | – | – |
| Consideration paid in cash | 2 | – | 2 |
| Cash and cash equivalents acquired | (12) | (1) | (13) |
| Cash outflow/(inflow) on acquisitions in terms of IFRS 3 | (10) | (1) | (11) |
The following table summarises the total cash flow from acquisition activities during the first half year 2021:
| Total € m |
|
|---|---|
| Cash outflow/(inflow) on acquisitions in terms of IFRS 3 | (11) |
| Payments on acquisition of businesses under common control | 7 |
| Payments on prior years' acquisitions | – |
| Advance payment on acquisition of shares in Super RTL | 124 |
| Total cash flow from acquisition activities | 120 |
Since initial consolidation, all new acquisitions in accordance with IFRS 3 in the first half of 2021 have contributed € 23 million to revenue and € 2 million to Group profit or loss. If consolidated as of 1 January 2021, these would have contributed € 54 million to revenue and € 3 million to Group profit or loss.
In April 2021, RTL Group sold its interests held in its subsidiary SpotX to the US ad-tech company Magnite for € 965 million. The purchase price was settled by the transfer of 12.4 million shares of Magnite stock, for a total of € 380 million after considering the lock-up adjustment measured at fair value through profit or loss (level 3), and a cash payment of € 585 million after considering closing adjustments in accordance with the sales and purchase agreement. Net of transaction-related costs, the transactions resulted in an overall gain of €745 million recognised in the item 'Gain/(loss) from sale of subsidiaries, other investments and re-measurement to fair value of pre-existing interest in acquiree'.
From all disposals in the first half of 2021, RTL Group generated cash flows totalling € 521 million after considering the cash and cash equivalents disposed of. The disposals led to a gain from deconsolidation of €749 million, which is recognised in 'Gain/(loss) from sale of subsidiaries, other investments and re-measurement to fair value of pre-existing interest in acquiree'. The following table shows their impact on RTL Group's assets and liabilities at the time of deconsolidation.
| SpotX € m |
Other € m |
Total € m |
|
|---|---|---|---|
| Non-current assets | |||
| Goodwill | 109 | 1 | 110 |
| Other intangible assets | 21 | – | 21 |
| Property, plant and equipment | 6 | – | 6 |
| Right-of-use assets | 5 | – | 5 |
| Loans and other financial assets | 1 | – | 1 |
| Current assets | |||
| Accounts receivable and other financial assets | 168 | 1 | 169 |
| Other current assets | 2 | – | 2 |
| Cash and cash equivalents | 68 | – | 68 |
| Liabilities | |||
| Deferred tax liabilities | 3 | – | 3 |
| Lease liabilities | 4 | – | 4 |
| Accounts payable | 170 | 1 | 171 |
| Contract liabilities | 1 | – | 1 |
The carrying amounts of the assets classified as held for sale and related liabilities are presented in the following table:
| Total € m |
|
|---|---|
| Assets | |
| Non-current assets | |
| Goodwill | 32 |
| Other intangible assets | 2 |
| Property, plant and equipment | 11 |
| Right-of-use assets | 25 |
| Deferred tax assets | 6 |
| Current assets | |
| Programme rights | 31 |
| Accounts receivable and other financial assets | 58 |
| Cash and cash equivalents | 6 |
| Impairment on assets held for sale | – |
| Assets held for sale | 171 |
| Liabilities | |
| Non-current liabilities | |
| Lease liabilities | 25 |
| Accounts payable | 1 |
| Provisions | 20 |
| Current liabilities | |
| Lease liabilities | 4 |
| Income tax payable | 1 |
| Accounts payable | 53 |
| Contract liabilities | 7 |
| Liabilities related to assets held for sale | 111 |
The carrying amounts of the assets classified as held for sale and related liabilities are attributable to RTL Belgium. In June 2021, RTL Group announced that it had signed a definitive agreement for the sale of RTL Belgium to the Belgian media companies DPG Media and Groupe Rossel. The transaction – with an expected consideration of € 215 million and after a dividend distribution of € 35 million – is subject to regulatory approvals and is expected to be closed in the fourth quarter of 2021.
In the first half of 2021, no impairment losses were recognised for disposal groups that are measured at fair value less costs to sell. The fair values are based on level 3 of the hierarchy of non-recurring fair values. Valuations for level 3 are based on information from the contract negotiations.
Revenue is disaggregated below by nature and timing of recognition. The table also includes a reconciliation with reportable segments.
| RTL Deutschland | Groupe M6 | Fremantle | RTL Nederland | Other segments30 | Total Group | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| H1/2021 € m |
H1/2020 € m |
H1/2021 € m |
H1/2020 € m |
H1/2021 € m |
H1/2020 € m |
H1/2021 € m |
H1/2020 € m |
H1/2021 € m |
H1/2020 € m |
H1/2021 € m |
H1/2020 € m |
|
| Revenue | ||||||||||||
| from advertising | 787 | 707 | 521 | 395 | 8 | 6 | 152 | 114 | 166 | 139 | 1,634 | 1,361 |
| Revenue from exploitation of programmes, rights |
||||||||||||
| and other assets | 147 | 111 | 76 | 82 | 813 | 613 | 94 | 88 | 52 | 167 | 1,182 | 1,061 |
| Revenue from selling goods and merchandise |
||||||||||||
| and providing services | 89 | 88 | 41 | 76 | 6 | 5 | 6 | 4 | 56 | 57 | 198 | 230 |
| 1,023 | 906 | 638 | 553 | 827 | 624 | 252 | 206 | 274 | 363 | 3,014 | 2,652 | |
| Timing of revenue recognition |
||||||||||||
| At a point in time | 57 | 49 | 42 | 92 | 804 | 605 | – | 5 | 39 | 145 | 942 | 896 |
| Over time | 966 | 857 | 596 | 461 | 23 | 19 | 252 | 201 | 235 | 218 | 2,072 | 1,756 |
| 1,023 | 906 | 638 | 553 | 827 | 624 | 252 | 206 | 274 | 363 | 3,014 | 2,652 |
The increase in other operating income is, among other things, attributable to the new tax credit for audiovisual and film creation expenses for € 15 million and operating subsidies of € 4 million (including € 2 million in radio broadcasting aid) within Groupe M6. Additional increase consists of a number of individually immaterial matters in the subsidiaries.
| H1/2021 € m |
H1/2020 € m |
|
|---|---|---|
| Gains/(losses) resulting from swap points | (4) | 6 |
| Net gains/(losses) on put/call options | 22 | (9) |
| Other financial results | (4) | – |
| 14 | (3) |
The tax expense for the first half of 2021 was calculated in accordance with IAS 34 using the average annual tax rate expected for the whole of 2021, which is calculated at 31 per cent according to RTL Group management's current estimation. In addition, special tax effects were recognised in current and deferred taxes, resulting in a lower tax rate in the income statement (23 per cent).
The tax rate for the current reporting period 2021 is lower than in the first half of 2020 (35 per cent), mainly due to transactions in the first half year 2021, which are subject to a lower tax rate than the Group tax rate.
30 Following a review of the Group's segment structure the segment RTL Belgium is presented within 'Other segments' from 31 December 2020, onwards. The figures from the previous half year have been adjusted
accordingly
The determination of basic earnings per share is based on the profit attributable to RTL Group shareholders of € 863 million (H1/2020: € 94 million) and a weighted average number of ordinary shares outstanding during the period of 154,742,806 (30 June 2020: 153,574,105) calculated as follows:
| H1/2021 | H1/2020 | |
|---|---|---|
| Profit attributable to RTL Group shareholders (in € million) | 863 | 94 |
| Weighted average number of ordinary shares: | ||
| Issued ordinary shares at 1 January | 154,742,806 | 154,742,806 |
| Effect of treasury shares held | – | (1,168,701) |
| Weighted average number of ordinary shares | 154,742,806 | 153,574,105 |
| Basic earnings per share (in €) | 5.58 | 0.61 |
| Diluted earnings per share (in €) | 5.58 | 0.61 |
Based on the resolution of the Annual General Meeting of Shareholders on 28 April 2021, the Annual General Meeting of Shareholders decided to distribute a final dividend of € 3 per share. Accordingly, an amount of € 464 million was paid out on 6 May 2021 (no dividends were paid in H1/2020).
At 30 June 2021, the total of the deposit of RTL Group GmbH with Bertelsmann SE & Co KGaA amounts to € 183 million (31 December 2020: € 563 million). The interest income for the period is insignificant (H1/2020: insignificant).
On 30 April 2021, RTL US Holding Inc entered into a promissory note agreement with Bertelsmann Inc. Interest rates are nil. At 30 June 2021, the total of the deposit of RTL US Holding Inc with Bertelsmann Inc amounts to € 373 million.
At 30 June 2021, the balance of the term loan facility with Bertelsmann Business Support Sàrl, an indirect subsidiary of Bertelsmann SE & Co KGaA, amounts to € 500 million (31 December 2020: € 500 million). The interest expense for the period amounts to €7 million (H1/2020: €7 million). The commitment fee charge for the period amounts to € 1 million (H1/2020: € 1 million).
In the absence of specific guidance in IFRS, RTL Group has elected to recognise current income taxes related to the tax pooling of its indirect subsidiary RTL Group GmbH (RGG) with Bertelsmann Capital Holding GmbH (BCH) (a direct subsidiary of Bertelsmann SE & Co KGaA) based on the amounts payable to Bertelsmann SE & Co KGaA and BCH as a result of the Profit and Loss Pooling Agreement (PLP) and Compensation Agreements described in the consolidated financial statements 2020. Deferred income taxes continue to be recognised in the condensed interim consolidated financial statements based upon the enacted tax rate and on the amounts expected to be settled by the Group in the future. The Commission, providing for the payment to CLT-UFA SA – a direct subsidiary of RTL Group – of an amount compensating the above profit transfer and being economically and contractually closely related to the Compensation, is accounted for as a reduction of the tax due under the Agreements.
For the interim periods, the Commission is determined on management's reasonable estimate on both expected annual taxable results of the tax group RGG and the tax group Bertelsmann SE & Co KGaA. This estimate is reviewed on a quarterly basis to take into account actual year-to-date results and material known developments affecting the two entities for the remaining part of the year.
At 30 June 2021, the balance payable to BCH amounts to € 612 million (31 December 2020: € 325 million) and the balance receivable from Bertelsmann SE & Co KGaA amounts to € 593 million (31 December 2020: € 216 million).
For the period ended 30 June 2021, the German income tax in relation to the tax pooling with Bertelsmann SE & Co KGaA amounts to € 37 million (H1/2020: € 30 million) and the Commission amounts to € 17 million (H1/2020: €7 million).
The UK Group relief of FremantleMedia Group to Bertelsmann Group resulted in a tax income of € 1 million for the first half of 2021 (H1/2020: insignificant).
On 1 April 2021 RTL Deutschland acquired Gruner + Jahr advertising sales business activities and Audio Alliance podcast activities for a total purchase price of €7 million. The transactions were accounted for as transaction under common control with assets acquired and liabilities assumed at carrying amount and any difference between assets/liabilities and consideration transferred recognised in equity under the caption 'Other changes'.
At 30 June 2021, RTL Group owed a cash pooling payable to RTL Disney Fernsehen GmbH & Co KG for an amount of € 28 million (31 December 2020: € 56 million).
RTL Group's core business is subject to seasonal fluctuations as well as being affected by the macroeconomic effects of the Covid 19 pandemic. In a year with a regular revenue development, the Group's revenue is generally lower in the summer months of July and August due to a reduction in advertising spend, with September being the most important month in the third quarter. The Group's content business, Fremantle, usually generates a higher proportion of both revenue and Adjusted EBITA in the second half of the year due, in part, to the seasonality of programme sales but also to the revenue generated by the distribution, licensing and merchandising business. This seasonality may potentially deviate in 2021 from historical comparisons given global economic circumstances and varying Covid 19-related restrictions in the different territories. Despite an overall trend of recovery across the portfolio of RTL Group in the fiscal year 2021, it has an impact on advertisers' behaviour (both in the quarterly spending of prior year comparison and in the current fiscal year).
Fremantle continued to recover in the first half of 2021, despite the ongoing impact of the Covid 19 pandemic. Driven by the high overall market demand for content from a diversified set of potential clients (including broadcasters, platforms and streaming services) and Fremantle's well-diversified territorial coverage (Fremantle's network of local production and distribution companies operates in over 30 territories around the world), the exposure of Fremantle towards potentially long-lasting recessions of specific economies is limited. The streaming platforms are expected to continue to increase their content spend. Further initiatives to develop new formats, to expand Fremantle's slate of scripted, entertainment and factual productions and to further diversify Fremantle's global footprint support the continued growth of the business. Based on a Discounted Cash Flow (DCF) model with revised budget assumptions, a discount rate of 8.15 per cent (31 December 2020: 8.21 per cent), a long-term growth rate of 1.80 per cent (31 December 2020: 1.80 per cent) and with a perpetual EBITA margin of 7.92 per cent, the headroom at the level of Fremantle has increased to € 306 million (31 December 2020: € 213 million).
Despite the recovery of the share price of Atresmedia, and the indicated increase of TV advertising spend for the upcoming months the ongoing challenging economic environment in Spain due to the Covid 19 pandemic combined with strong competition, changing viewing preferences and continued dependence on linear television still leads to high uncertainty in terms of forecasts. As at 30 June 2021 neither additional impairment loss or reversal of impairment loss had to be recognised on the at equity investment in Atresmedia.
In March 2021 RTL Deutschland announced that it had signed an agreement for the acquisition of the remaining 50 per cent of the shares in Super RTL (RTL Disney Fernsehen GmbH & Co KG) from The Walt Disney Company (Buena Vista International Television Investments, Inc). The transaction will be accounted for as a business combination in accordance with IFRS 3. As of 30 June 2021, the purchase price payment of € 124 million was already paid and is included in the cash flow statement under 'Acquisitions of subsidiaries, net of cash acquired'. In accordance with IFRS 3 the acquisition date is assumed to be 1 July 2021. As a result of the early stage of the preliminary purchase price allocation, it is not possible to quantify any adjustments relating to the fair value prior to the preparation of the condensed interim consolidated financial statements and to provide any other information required by IFRS 3 on the transaction.
In May 2021, Groupe TF1, Groupe M6, Groupe Bouygues and RTL Group announced that they have signed agreements to enter into exclusive negotiations to merge the activities of Groupe TF1 and Groupe M6 and create a major French media group. The new group would be well positioned to master the challenges arising from the accelerating competition with global platforms, being active on the French advertising market, and to produce quality audiovisual content. The merger project has been unanimously approved by the Boards of Groupe Bouygues, RTL Group, Groupe TF1 and Groupe M6. The completion of the transaction remains subject to the approval of the extraordinary general meetings of the shareholders of Groupe M6 and Groupe TF1 and is also subject to approval from the antitrust authorities (Autorité de la Concurrence) and media regulator (Conseil Supérieur de l'Audiovisuel). Despite the firm commitment from the shareholders of Groupe M6 and Groupe TF1 the criteria to be classified as assets held for sale or discontinued operations are not fulfilled at the end of the reporting period. This is because Groupe M6 is not available for immediate sale in its present condition and the expectation of sale could not be assumed as highly probable at the end of the period. In consequence, the proposed transaction had no impact on the presentation of Groupe M6 within RTL Group's consolidated financial statements as at 30 June 2021.
In June 2021, RTL Group and Talpa Network announced that they have signed agreements to merge their broadcasting and affiliated media businesses in the Netherlands and to create a Dutch cross-media group. According to the agreements, Talpa Network will contribute its TV, radio, print, digital, e-commerce and other assets to RTL Nederland and will receive a 30 per cent stake in the enlarged RTL Nederland in return. RTL Group will hold the remaining 70 per cent in the combined group and will continue to fully consolidate RTL Nederland. The transaction is subject to approval from the competition authorities and the respective works councils and is expected to close in the first half of 2022.
In July 2021, Fremantle announced the purchase of twelve Nent Studios production labels in Norway, Sweden, Finland and Denmark that operate across non-scripted, scripted and factual businesses. The transaction is subject to customary closing conditions and regulatory approvals and is expected to close in the second half of 2021.
On 5 August 2021, the Board of Directors of RTL Group approved a proposed transaction between RTL Deutschland and Bertelsmann to fully acquire Gruner + Jahr's German publishing assets and brands for € 230 million on a cash-free and debt-free basis. The transaction is expected to close on 1 January 2022. The transaction will be accounted for as a transaction under common control, with assets acquired and liabilities assumed at carrying amount and any difference between assets/liabilities and consideration transferred recognised in equity. Due to the early stage of the transaction no disclosures on quantitative impact can be provided.
KPMG Luxembourg, Société coopérative 39, Avenue John F. Kennedy L-1855 Luxembourg
Tel.: +352 22 51 51 1 Fax: +352 22 51 71 E-mail: [email protected] Internet: www.kpmg.lu
To the Shareholders of RTL Group S.A. 43, Boulevard Pierre Frieden L-1543 Luxembourg
We have reviewed the accompanying condensed interim consolidated financial statements of RTL Group S.A. and its subsidiaries (the "Group"), which comprise the condensed interim consolidated statement of financial position as at 30 June 2021, and the related condensed interim consolidated income statement, statement of comprehensive income, statement of changes in equity and cash flow statement for the six-month period then ended, and a summary of significant accounting policies and other explanatory information.
The Board of Directors is responsible for the preparation and presentation of these condensed interim consolidated financial statements in accordance with IAS 34, "Interim Financial Reporting" as adopted by the European Union, and for such internal control as the Board of Directors determines is necessary to enable the preparation of condensed interim consolidated financial statements that are free from material misstatement, whether due to fraud or error.
Our responsibility is to express a conclusion on these condensed interim consolidated financial statements based on our review. We conducted our review in accordance with International Standard on Review Engagements (ISRE 2410 "Review of interim financial information performed by the independent auditor of the entity") as adopted for Luxembourg by the "lnstitut des Réviseurs d'Entreprises".
This standard requires us to comply with relevant ethical requirements and conclude whether anything has come to our attention that causes us to believe that the condensed interim consolidated financial statements, taken as a whole, are not prepared in all material respects in accordance with the applicable financial reporting framework.
A review of condensed interim consolidated financial statements in accordance with ISRE 2410 is a limited assurance engagement. The "Réviseur d'Entreprises Agréé" performs procedures, primarily consisting of making inquiries of management and others within the Group, as appropriate, and applying analytical procedures, and evaluates the evidence obtained.
The procedures performed in a review are substantially less than those performed in an audit conducted in accordance with International Standards on Auditing. Accordingly, we do not express an audit opinion on these condensed interim consolidated financial statements.
Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed interim consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34, "Interim Financial Reporting" as adopted by the European Union.
Luxembourg, 5 August 2021 KPMG Luxembourg
Société coopérative Cabinet de révision agréé
Philippe Meyer
| 4 November 2021 (08:00 CET) |
Quarterly Statement January to September 2021 |
|---|---|
| 17 March 2022 (08:00 CET) |
Full-Year Results 2021 |
| 27 April 2022 (15:00 CEST) |
Annual General Meeting 2022 |
| 5 May 2022 (08:00 CEST) |
Quarterly Statement January to March 2022 |
| 5 August 2022 (08:00 CEST) |
Interim Results January to June 2022 |
| 4 November 2022 (08:00 CET) |
Quarterly Statement January to September 2022 |
| Cover | RTL Group |
|---|---|
| Page 4 | RTL Group |
| Page 5 | RTL Group |
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Media & Investor Relations Oliver Fahlbusch
Communications & Investor Relations Phone: +352 2486 5200 [email protected]
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