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ProSiebenSat.1 Media SE

Quarterly Report May 14, 2009

339_10-q_2009-05-14_fd760713-116b-4e73-8668-bfd48552ff3e.pdf

Quarterly Report

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Quarterly Report Q1 2009

January 1, 2009 to March 31, 2009

KEY FIGURES

In Eur m Q1 2009 Q1 2008 Change
Revenues 627.0 729.1 -14%
Recurring EBITDA (1) 93.8 88.5 6%
EBITDA 90.4 84.8 7%
EBIT 59.0 49.9 18%
Financial result -66.2 -58.4 13%
Pre-tax result -7.0 -8.5 -18%
Consolidated net loss attributable to Shareholders of ProSiebenSat.1 Media AG -1.7 -7.9 -78%
Underlying net income (2) 9.9 6.1 62%
Earnings per share of preferred stock (in EUR) 0.00 -0.04 -100%
Underlying earnings per share of preferred stock (in EUR) 0.06 0.03 100%
Cash flow from operating activities 279.9 267.2 5%
Cash flow from investing activities -385.8 -340.3 13%
Free Cash-flow -105.9 -73.1 45%
03/31/2009 03/31/2008 Change
5,911.4 6,034.3 -2%
415.7 984.4 -58%
7.0% 16.3% -57%
1,460.0 1,290.4 13%
3,512.4 3,414.8 3%
5,460 5,985 -9%

(1) Recurring EBITDA: EBITDA before non-recurring items

(2) Adjusted for one-off effects

(3) Averaging full-time equivalent jobs

> The first quarter of 2009

The tense economic conditions in Europe have been impacting the entire media industry. As expected, TV advertising revenues at the ProSiebenSat.1 Group were down in the first quarter of 2009. But efficient cost management made up for the revenue decrease. Although consolidated revenues decreased 14.0 percent, to EUR 627.0 million, recurring EBITDA grew 6.0 percent, to EUR 93.8 million. Our work to optimize our sales model in Germany for advertising time is also paying off: with the revised sales model, we regained TV advertising market share in Q1 2009.

> Our goals for 2009

The new organizational set-up of the German stations and the pooling of sales operations are two major strategic decisions for the first half. With our cost-cutting program, we are preparing the ProSiebenSat.1 Group to succeed in an economically challenging environment. At the same time, we will continue to invest appropriately in programming that will strengthen our stations' performance with audiences. In sales, we will follow up the gains in market share from the first quarter by capitalizing on our stations' performance at suitable prices.

> The ProSiebenSat.1 Group

ProSiebenSat.1 is the second-largest broadcasting group in Europe, with a reach of more than 78 million TV households in 12 countries. In addition to classic distribution channels like TV, radio and print, ProSiebenSat.1 also relies on innovative technologies and new media such as the internet. Our slogan, "the power of television," clearly demonstrates how ProSiebenSat.1 offers first-class entertainment and up-to-the-minute information – whenever the consumer wants them, and wherever the consumer goes.

Contents

  • 04 Interim Group Management Report 18 Interim Consolidated
  • The Group and Its Environment 04
  • Earnings, Financial Position, and Net Worth 08
  • Business Segments 12
  • Employees 13
  • The ProSiebenSat.1 Share 14
  • Nonfinancial Performance Indicators 14
  • Events after the Reporting Date 15
  • Risk and Opportunity Report 15
  • Outlook 16

  • Financial Statements

  • 18 Statement of Comprehensive Income
  • 19 Statement of Financial Position
  • 20 Statement of Cash Flows
  • 21 Statement of Changes in Equity
  • 22 Notes to the Financial Statements
  • 30 additional information
  • 30 Financial Calendar
  • 30 How to Reach Us

The Group and Its Environment

Major events and organizational measures in Q1 2009

Investment projects and changes in the scope of consolidation

Contracts with CBS Paramount International Television and Sony Pictures International extended. The ProSiebenSat.1 Group's investment activities concentrate on expanding the programming repertoire. The Group signed a multi-year license agreement with Sony Pictures International in March 2009. Among the constituents of the package are the German free TV rights for more than 20 new Hollywood titles a year, as well as a number of Sony Pictures series and TV movies. At the beginning of the year, the Group also extended the existing contract for German-speaking Europe with CBS Paramount International Television.

Revenue and earnings Major investments in programming safeguards the Group's stations' success for the long term. In the first quarter of 2009, ProSiebenSat.1 invested EUR 380.0 million in purchases of programming rights, compared to EUR 351.6 million a year earlier. At the same time, the Group significantly reduced operating costs through the optimized use of existing programming assets .

Subsequent events, p. 15 Centralization of German free TV activities advances on progresses as planned; new playout center starts operations. By pooling TV and marketing activities in Germany and relocating Sat.1 to the Group's main site in Munich-Unterföhring, the ProSiebenSat.1 Group is laying the cornerstone for the further evolution of its core competences. In this connection, the main editorial department of Sat.1 was transferred to a new company in January 2009. The new maz & more GmbH will produce breakfast TV for Sat.1, as well as the magazine show for the prime lead-in slot. Even after the relocation of Sat.1, Berlin will remain the Group's most important news production location, with N24 and the new maz & more GmbH .

The Group also took important technical steps to improve its competitive position. The basis here is setting up a new playout center in Munich, which went into operation at the end of the first quarter of 2009. The changeover to a new technological platform, and having a shared material pool, is intended to allow the Group to distribute all its video materials in tapeless form, so that programming content can be edited simultaneously by different employees at different sites, and content will be available faster for use on a variety of platforms. The result will be substantial advantages in time, efficiency and quality.

Portfolio optimization advances; acquisition strengthened international radio network. At the beginning of the year, Swedish subsidiary SBS Radio AB acquired 100 percent of the Stampen Group's radio business in Sweden. The transaction strengthened ProSiebenSat.1's Diversification unit, at the same time making Mix Megapol the largest radio station in Sweden. Göteborg Ett AB and its subsidiaries have been fully consolidated since January 2009 .

Divestments are another part of our strategy for optimizing our portfolio by focusing more sharply on our core competences. In other words, we will invest in strengthening businesses that have high growth potential, and shed operations that offer little potential for synergies in terms of networking with our free TV brands. The sale of solute GmbH falls in this context, which was closed in February. solute GmbH operates the billiger.de Web portal, and has hitherto been reported in the Diversification segment.

Changes in the Executive Board of ProSiebenSat.1 Media AG

Thomas Ebeling new CEO. Thomas Ebeling assumed responsibilities as CEO of ProSieben-Sat.1 Media AG as of March 1, 2009. CFO Axel Salzmann had acted as interim CEO from December 31, 2008 until Thomas Ebeling took office.

performance, p. 8

Notes to the consolidated financial statements, p. 22

Outlook, p. 16

Economic and industry environment

Economic environment

Current forecasts by the International Monetary Fund (IMF) indicate that the world economy will contract in 2009 for the first time since World War II, by 1.3 percent. Considerable contraction is expected in the USA (–2.8 percent), Japan (–6.2 percent), and the Euro Zone (–4.2 percent). Germany, with its concentration on exports, has particularly felt the impact of the slump in global trade. Weak exports and capital expenditures caused real gross domestic product to shrink a serious 2.1 percent against the prior quarter already in the fourth quarter of 2008. No improvement is expected for the first quarter of 2009 .

Businesses' reluctance to spend is leaving substantial dents in European TV advertising markets. In Germany, gross TV advertising investments in the first quarter of 2009 were down 2.7 percent against the year before, to EUR 2.027 billion. However, the gross figures for the German TV advertising market do not fully reflect the changes in the net advertising market. No net figures are available yet for the German TV advertising market, but the decrease was larger on a net basis.

Advertising investments were down for the first quarter of 2009 in all of the ProSieben-Sat.1 Group's other TV markets as well, although the amounts varied. Hungary was the only exception, where TV advertising spendings increased 9.0 percent gross. However, much of the growth here derives from the increase in the number of TV stations included in the figures, from 20 to 26.

Q1 2009
in EUR m
Change from Q1 2008
in percent
Germany 2,027.4 -2.7
Austria 132.6 -3.7
Switzerland 137.6 -6.5
Netherlands 154.2 -9.8
Belgium 162.0 -5.9
Norway 62.4 -5.1
Sweden 92.8 -8.0
Denmark 62.2 -19.2
Finland 59.3 -15.0
Hungary 303.7 9.0
Romania 38.8 -42.5
Bulgaria 75.9 -4.1

Development of the TV advertising market in the ProSiebenSat.1 Group's main countries

Some of the data are based on gross figures, and therefore give only a limited idea of what the associated net figures will prove to be. Germany: gross, Nielsen Media Research. Netherlands: net (after discount, before agency commission), SPOT organisation. Belgium: gross, CIM MDB, North, March is estimated. Sweden: net, IRM / Q1 09 is estimated, ex rate 10,9 SEK. Norway: net (after discounts, before ac), MIO-Media Agencies Organization, representing aprox. 90% of total tv ad-market / March is estimated, ex rate 8,8388 NOK. Denmark: net, DRRB, ex rate 7,4492 DKK. Finland: net, TNS Gallup Adex, March is estimated. Hungary: gross, AGB Nielsen Media Resarch, TV channels: 2008 = 20 / 2009 = 26 / ex rate 294 HUF. Romania: net, Company info, benchmarked with CME quarterly reports. Bulgaria: gross (before discounts), TNS TV Plan / 31 TVs are included, ex rate 1.95 BGN. Austria: gross, Media Focus. Switzerland: gross, Media Focus / ex rate 1,50 CHF. All figures reported to SevenOne Media, Market Intelligence.

SevenOne Media regains market share, better acceptance of advertising sales model in Germany. Against the market trend, SevenOne Media GmbH, ProSiebenSat.1 Group's advertising sales company in Germany, clearly outperformed its prior-year performance, with gross revenues of EUR 884.8 million according to Nielsen Media Research. The Group regained advertising market share, and expanded its lead in the German TV advertising market to 43.6 percent.

Source: Nielsen Media Research.

Development of TV audience shares

The positive trend among German audiences continued in the first quarter of 2009. During the first three months of the year, stations Sat.1, ProSieben, kabel eins and N24 improved their combined audience share in the key demographic by 0.3 percentage points, to 29.1 percent. At the European level the Group's free TV stations showed a mixed performance in the key demographic. Denmark and Finland stand out, with large increases of 2.0 and 0.8 percentage points in Group audience share against the first quarter of 2008. However, the free TV stations in Belgium and Hungary saw significant decreases.

in percent Q1 2009 Q1 2008
Germany 29.1 28.8
Austria 16.5 14.9
Switzerland 16.2 17.5
Netherlands 26.4 25.8
Belgium 14.9 17.1
Norway 12.1 13.0
Sweden 14.1 14.9
Denmark 15.3 13.3
Finland 1.9 1.1
Hungary 23.4 24.7
Romania 7.6 7.0

Figures for Germany, Austria and Switzerland refer to 24-hour (Mon-Sun) audience shares. Other countries: extended prime time (NL, RO, FI: 18-24h / BE, SE, NO, DK, HU: 17-24h). Germany: Sat.1, ProSieben, kabel eins, N24; target demographic 14-49 years. Austria: ProSieben Austria, Sat.1 Österreich, kabel eins austria, PULS 4 (from Jan. 28, 2008); target demographic 12-49 years. Switzerland: ProSieben Switzerland, Sat.1 Schweiz, kabel eins Switzerland; target demographic 15-49 years. Netherlands: SBS6, Net5, Veronica; target demographic 20-49 years. Belgium: VT4, vijfTV; target demographic 15-44 years; Belgian figures refer to the region of Flanders. Norway: TV Norge, FEM, The Voice; target demographic 12-44 years. Sweden: Kanal 5, Kanal 9, The Voice; target demographic 15-44 years. Denmark: Kanal 4, Kanal 5, 6eren, The Voice; target demographic 15-50 years, commercial universe of 13 commercial tv channels. Finland: The Voice/TV Viisi; target demographic 15-44 years. Hungary: TV2; target demographic 18-49 years. Romania: Prima TV, Kiss TV; target demographic 15-44 years; Romanian figures are based on the urban population.

ProSiebenSat.1 free TV stations' audience shares by country

TV Highlights Q1 2009

01// Topmodels: When the girls hit the runway on "Germany's next Topmodel," up to 25.2 percent of Germany's key demographic tunes into ProSieben. Austrian station PULS 4 found "Austria's next Topmodel" back in February – and earned audience shares of up to 13.0 percent in the process.

02// The Mentalist: In the Netherlands, 0.67 million viewers regularly tune into the series "The Mentalist," earning SBS6 audience shares of up to 24.7 percent. The new US series has also been running on Sat.1 since the first quarter of 2009, earning audience shares of up to 16.1 percent.

03// Pirates of the Caribbean 2: The latest installment of "Pirates of the Caribbean" was the most watched film on German TV in the first quarter of 2009, achieving a share of 37.5 percent on ProSieben in the key demographic between the ages of 14 and 49.

04// WipeOut: The exciting show event "WipeOut" debuts in 2009 on TV NORGE in Norway and Kanal 5 in Sweden and Denmark, through a Scandinavian co-production. Up to 2.13 million viewers caught the show on ProSieben in Q1 2009.

05// Soccer: Champions League broadcasts achieved audience shares of up to 20.0 percent of the key demographic to Sat.1 in the first quarter of 2009.

Earnings, Financial Position, and Net Worth

Group revenue and income performance at a glance

The ProSiebenSat.1 Group delivered robust earnings despite a difficult market environment in the first quarter of 2009. Although consolidated revenues were down EUR 102.1 million, or 14.0 percent, to EUR 627.0 million, recurring EBITDA increased 6.0 percent to EUR 93.8 million (Q1 2008: EUR 88.5 million). EBITDA, at EUR 90.4 million, was up EUR 5.6 million, or 6.6 percent, against the prior year. Apart from a decline in advertising revenues due to the economic climate, portfolio effects from the sale of CMore (EUR -41.9 million) also affected the Group's revenue performance. After adjustment for the CMore factor, consolidated revenues were down 8.8 percent, to EUR 627.0 million. Efficient cost management more than compensated for the revenue decrease. The recurring EBITDA margin improved to 15.0 percent (Q1 2008: 12.1 percent).

Q1 2009 key figures: CMore deconsolidation in November 2008
in EUR m ProSiebenSat.1
without CMore
CMore ProSiebenSat.1 Group
(incl. CMore in Q1 2008)
Q1 2009 Q1 2008 Q1 2009 Q1 2008 Q1 2009 Q1 2008
Consolidated revenues 627.0 687.2 - / - 41.9 627.0 729.1
Total costs 577.6 636.1 - / - 46.6 577.6 682.7
Operating costs 536.3 597.7 - / - 46.4 536.3 644.1
Consumption of programming assets 278.2 323.5 - / - 30.3 278.2 353.8
Recurring EBITDA
(1)
93.8 92.6 - / - -4.1 93.8 88.5
EBITDA 90.4 89.3 - / - -4.5 90.4 84.8

(1) Recurring EBITDA: EBITDA before non-recurring items.

Consolidated revenues

The decrease in consolidated revenues can be largely attributed to two factors:

  • As expected, the economic environment made advertisers less willing to invest, both in international markets and in the Group's core market in Germany. Even though the advertising sales model in Germany is now accepted, and audience shares in the German market have risen, revenues from the segment for free TV in German-speaking Europe was down EUR 28.3 million from the prior year, to EUR 388.8 million. The international free TV segment's contribution to revenues decreased EUR 22.1 million, to EUR 153.9 million.
  • Segment report, p. 12 Apart from lower advertising revenues, consolidated revenues were down against the prior year mainly because of the deconsolidation of the Nordic pay TV unit CMore in November 2008. The comparable figures from the prior year include CMore pay TV revenues of EUR 41.9 million .

Other operating income

Other operating income increased EUR 6.4 million of the first quarter of 2009, to EUR 9.9 million. This figure includes EUR 6.7 million of positive non-recurring effects (Q1 2008: EUR 0.0 million), most of which resulted from the sale of the internet company solute GmbH.

Information about personnel expenses, p. 13

Total expenses – comprising cost of sales, selling expenses and administrative expenses – decreased EUR 105.1 million, or 15.4 percent, against the first quarter of 2008, to EUR 577.6 million . Apart from rigorous cost management, the sale of CMore led to significantly lower total costs (EUR –46.6 million).

In programming especially, costs were reduced in the first quarter through a more efficient use of existing programming assets, in both the German-speaking and international TV markets. In this context, consumption of programming assets (recognized in cost of sales) decreased by EUR 75.6 million, to EUR 278.2 million (–21.4 percent). The consumption of programming assets for CMore included in this figure for the first quarter of 2008 was EUR 30.3 million.

Total expenses
in EUR m
Q1 2009 407.8 102.8
67.0
577.6
Q1 2008 501.1 114.4 67.2 682.7(1)
Cost of sales Selling expenses Administrative expenses

(1) CMore deconsolidated in November 2008. Costs for CMore's pay TV business for Q1 2008 broke down as follows: Cost of sales: EUR 37.1 million; selling costs: EUR 7.2 million; administrative expenses: EUR 2.3 million.

Outlook, p. 16

Total costs for the first quarter of 2009 include non-recurring effects of EUR 10.1 million (Q1 2008: EUR 3.7 million). In January through March 2009, non-recurring expenses derived primarily from steps to improve Group-wide organizational structures. Most of these nonrecurring effects on profit are recognized under administrative expenses. Recurring costs – meaning total operating costs less non-recurring expenses, amortization of intangible assets, and depreciation of property, plant and equipment – decreased EUR 107.8 million, or 16.7 percent, to EUR 536.3 million.

in EUR m Q1 2009 Q1 2008
Pre-tax loss -7.0 -8.5
Financial income 66.2 58.4
Operating profit 59.2 49.9
Depreciation and amortization (1) 31.2 34.9
(including: from purchase price allocations) 15.8 18.5
EBITDA 90.4 84.8
Non-recurring effects (net) (2) 3.4 3.7
Recurring EBITDA 93.8 88.5

(1) Amortization of intangible assets and depreciation of property, plant and equipment. (2) Difference between non-recurring expenses and non-recurring income.

Financial result

The net financial result was EUR –66.2 million, following EUR –58.4 million for the same quarter of 2008. Most of the deterioration in the figure resulted from higher other finance expenses, which increased EUR 4.4 million in the first quarter of 2009 to EUR 4.5 million. Most of this increase in other finance expenses resulted from negative effects of EUR 2.4 million from foreign currencies. For the first quarter of 2008, however, the Group showed income of EUR 2.0 million from foreign currency positions. Foreign currency items largely comprise the effects of the translation of transactions denominated in foreign currencies at Swedish and Hungarian subsidiaries.

Net result

The pre-tax loss for the first quarter of 2009 improved by EUR 1.5 million to EUR –7.0 million. After deducting the tax expense and minority interests, the Group showed a loss of EUR 1.7 million for the period, compared to a loss of EUR 7.9 million for January through March of 2008.

Group Financial Position and Net Worth

Financing Analysis

Net financial debt. Net financial debt is the net total of borrowings and cash and cash equivalents. At March 31, 2009, net financial debt came to EUR 3.512 billion.

This is an increase of EUR 97.6 million against March 31, 2008. The increase in net financial debt derives from an increase in short-term liabilities to banks because of a higher draw down on the revolving credit facility than at the end of March 2008. Consequently short-term loans and borrowings with a term of less than one year, at EUR 497.9 million, were up EUR 365.9 million from the comparable value from a year earlier. In all, on March 31, 2009, the ProSiebenSat.1 Group had total noncurrent and current loans and borrowings of EUR 4.022 billion (March 31, 2008: EUR 3.711 billion). However, cash had increased substantially, to EUR 509.0 million (March 31, 2008: EUR 296.4 million).

(1) Allowing for the Lehman and Glitnir defaults, EUR 5.3 million is no longer available to be drawn under the revolving credit facility; see p. 54 of the 2008 Annual Report. Detailed information on borrowings is available starting on p. 54 of the 2008 Annual Report. The principles and goals of financial management are also explained there.

Net financial debt as at December 31, 2008, came to EUR 3.407 billion. The increase of EUR 105.7 million in net financial debt derives from a negative free cash flow and consequently lower cash in comparison to the end of 2008. Because of seasonal factors, cash funds were down EUR 123.9 million from December 31, 2008, to EUR 509.0 million.

Credit facilities: Allowing for guarantee utilisations, EUR 58.4 million of the revolving credit facility (RCF) were unused as of March 31, 2009. The Group had available credit facilities of EUR 54.1 million on December 31, 2008, and EUR 435.5 million on March 31, 2008.

Leverage (Net debt-to-recurring EBITDA ratio): The ratio of net financial debt to the Group's LTM recurring EBITDA (last twelve months recurring EBITDA) at the end of the first quarter of 2009 was 5.2 times ; a year earlier, net debt had been 5.1 times recurring EBITDA.

Statement of Cash Flows : Analysis of Liquidity and Capital Expenditure

in EUR m Q1 2009 Q1 2008
Consolidated loss (before minority interests) -4.2 -6.0
Cash flow 263.4 341.0
Change in inventories -1.3 -1.4
Change in non-interest-bearing receivables and other assets -22.2 -28.8
Change in non-interest-bearing liabilities 40.0 -43.6
Change in working capital 16.5 -73.8
Cash flow from operating activities 279.9 267.2
Cash flow from investing activities -385.8 -340.3
Free cash flow -105.9 -73.1
Cash flow from financing activities -18.0 118.7
Non cash change and exchange rate differences in cash and cash equivalents -123.9 45.6
Cash and cash equivalents at beginning of reporting period 632.9 250.8
Cash and cash equivalents of continuing operations at end of period 509.0 296.4

Cash flow from operating activities: Cash generated from operating activities in the first quarter of 2009 came to EUR 279.9 million, equivalent of an increase of EUR 12.7 million in operating cash flow against the first quarter of 2008. The increase comes from changes in working capital. The change in working capital (non-interest-bearing receivables less noninterest-bearing liabilities) came to EUR 16.5 million as of March 31, 2009, compared to EUR –73.8 million as of March 31, 2008. The payment of the first installement of the cartel fine in the amount of EUR 60.0 million was made in the first quarter of 2008. This is recognized in the item for change in non-interest-bearing liabilities as of March 31, 2008.

Cash flow from financing activities: The partial repayment of the Sat.1 mortgage loan led to a cash outflow of EUR 18.0 million in the first quarter of 2009. In connection with Sat.1's relocation to Munich, EUR 18.9 million of the EUR 30.5 million mortgage was repaid. By contrast, financing activities generated cash of EUR 118.7 million in the first quarter of 2008, primarily through draw down of EUR 130.0 million on the revolving credit facility.

Contracts with CBS Paramount International Television and Sony Pictures International extended, see p. 4

Investments: The cash flow from investing activities was EUR –385.8 million, compared to EUR –340.3 million at the end of the first quarter of 2008. For the latest period, EUR 380.0 million of this figure was for investments in programming rights. The ProSiebenSat.1 Group invested EUR 351.6 million in programming assets in the first quarter of 2008 .

The resulting free cash flow was EUR –105.9 million (Q1 2008: EUR -73.1 million).

Cash on balance sheet: The above changes led to an increase of EUR 212.6 million in cash and cash equivalents against March 31, 2008, to EUR 509.0 million.

Statement of Financial Position: Analysis of Asset and Capital Ratios

Balance-sheet ratios 100 80 60 40 20 0 3/31/2009 12/31/2008 Including: noncurrent programming assets in EUR m 1,159.7 1,149.2 Including: noncurrent liabilities in EUR m 3,523.7 3,523.2 Including: current programming assets in EUR m 300.3 230.8 Including: current lilabilities in EUR m 497.9 516.7 3/31/2009 12/31/2008 ASSETS LIABILITIES AND SHAREHOLDERS' EQUITY Noncurrent assets Current assets Shareholders' equity Noncurrent liabilities Current liabilities 23 in percent 77 23 77 22 71 7 23 69 8

Total assets: Total assets as at March 31, 2009, came to EUR 5.911 billion, compared to EUR 5.930 billion as at December as 31, 2008. The consolidated balance sheet showed no material structural changes from the year before.

Cash funds, see p. 10 Noncurrent and current assets: Programming assets, representing 24.7 percent of total assets (December 31, 2008: 23.3 percent), are among the Group's most important asset items. Current and noncurrent programming assets as at March 31, 2009, came to EUR 1.460 billion, up EUR 80.0 million from the comparable figure. Most of the increase in programming assets came from higher current programming assets (EUR +69.5 million) .

Shareholders' equity: On the equity and liabilities side, equity decreased EUR 63.2 million, to EUR 415.7 million. The equity ratio was 7.0 percent, compared to 8.1 percent at December 31, 2008. The reduction in the equity base resulted primarily from the evaluation of P&L-neutral cash flow hedge valuation effects, at EUR 200.7 million.

Current and noncurrent liabilities: Long-term and short-term liabilities increased slightly, by EUR 44.8 million, to EUR 5.496 billion. The principal reason was larger long-term liabilities, which increased EUR 85.0 million, to EUR 438.4 million, largely because of the aforementioned valuation effects from hedge accounting. However, the partial repayment of the Sat.1 mortgage loan reduced short-term loans and borrowings by EUR 18.8 million, to EUR 497.9 million.

Business Segments

Recurring EBITDA = EBITDA adjusted for non-recurring effects. CMore deconsolidated in November 2008.

Free TV in German-Speaking Europe Segment

External revenues of the Free TV segment in Germany, Austria and Switzerland for the first quarter of 2009 were EUR 388.8 million, down 6.8 percent from the prior-year figure (Q1 2008: EUR 417.1 million). Economic conditions caused advertising revenues to contract against the first quarter of 2008 in the German TV market, the ProSiebenSat.1 Group's most important region for revenues. But in Austria, TV advertising revenues rose once again, primarily because of the stations' greater technical reach. Additionally, the expansion of the free TV station PULS 4, acquired in mid-2007, also helped revenue performance. New bookings of TV advertising spots also remained stable in Switzerland.

The decline in revenues in the German market was compensated by savings on operating costs. The segment's recurring EBITDA (EBITDA adjusted for non-recurring effects) rose EUR 10.5 million, to EUR 68.1 million (+18.2 percent). EBITDA grew EUR 6.1 million against a year ago, to EUR 60.9 million (+11.1 percent). Savings targets were met, especially in the programming segment, through more efficient utilization of existing programming assets.

Free TV International segment

Advertising revenues in the international Free TV segment were seriously affected by the general economic picture during the first quarter of 2009. The segment's external revenues decreased EUR 22.1 million against a year earlier, to EUR 153.9 million (–12.6 percent). TV advertising revenues were down especially in Sweden and Belgium, and in the Eastern European markets Hungary and Romania. Apart from the difficult economic environment, foreign-exchange effects also had an adverse impact on revenues, especially in Sweden and Hungary. Only Denmark reported revenue growth against the first quarter of 2008, with the support of the successful relaunch of the free TV station formerly known as SBS Net. The station under the new name 6'eren started on January 1, 2009. Its schedule, targeting male audiences between the ages of 15 and 50, completes the Group's family of free TV stations in Denmark .

Recurring EBITDA was EUR 13.1 million, down EUR 14.4 million or 52.4 percent from the equivalent figure a year ago. EBITDA for the first quarter of 2009 declined comparably, to EUR 12.3 million (Q1 2008: EUR 27.2 million). Operating costs were down for the same period, but not enough to compensate for the revenue decline.

Revenue and earnings performance, p. 8

Diversification segment

External revenues at the Diversification segment amounted to EUR 84.3 million for the first quarter of 2009, down 38.0 percent from the prior year equivalent of EUR 135.9 million. Most of the decrease in revenues is the result of consolidation effects from the December 2008 sale of Nordic pay TV unit CMore, which had contributed EUR 41.9 million in revenues for the first quarter of 2008. Revenues were also down due to consolidation effects as a result of the February 2009 sale of the internet company solute. Furthermore, 9Live brought in less revenue in the national and international call TV business. However, international radio operations proved to be robust, with revenues up from the prior year, especially in Norway. The music business in German-speaking Europe continued to perform very well.

Recurring EBITDA for the first quarter of 2009 was up EUR 8.4 million, to EUR 12.4 million (+210.0 percent). Apart from consolidation effects, cost-cutting measures also contributed to earnings growth. EBITDA likewise grew substantially, to EUR 17.0 million, compared to EUR 3.4 million a year ago (+400.0 percent). This figure includes EUR 4.6 million in positive nonrecurring effects (Q1 2008: EUR –0.6 million), most of which resulted from the sale of solute.

Employees

At the end of the first quarter of 2009, the ProSiebenSat.1 Group had 5,460 employees (Q1 2008: 5,985) throughout Europe (average number of full-time-equivalent positions). Of these, 2,873 (Q1 2008: 3,033) were working in Germany, equivalent to 52,6 percent of the Group's total staff. Personnel expenses, which are included in cost of sales, selling expenses and administrative expenses, came to EUR 95.7 million, compared to EUR 100.2 million for the first quarter of 2008.

  • The primary reason for the decrease in employees in Germany was the outsourcing of IT and IT-related services at ProSiebenSat.1 Produktion. As a consequence, around 170 employees transferred from ProSiebenSat.1 Produktion to IBM at the end of the first quarter of 2009. To optimize structures and capacities permanently, extensive steps were taken at the end of 2008 to reorganize the Group's German subsidiaries. As part of this package of measures, staff is to be reduced by 225 jobs across Germany by the end of June 2009. As of March 31, 2009, the number of employees had particularly decreased in this connection at SevenOne Media.
  • In the international markets, ProSiebenSat.1 had fewer employees in comparison to a year earlier primarily because of the sale of the Northern European pay TV unit CMore and the sale of the TV subtitling service BTI.

ProSiebenSat.1 share

ProSiebenSat.1 share on the stock exchange. On the first trading day of 2009, ProSieben-Sat.1 preference share opened at EUR 2.40, amid a market year that remains dominated by the worldwide financial crisis. In subsequent weeks, the stock came under pressure by analysts' recommendations lowering price targets, and from negative forecasts for the advertising market. It hit EUR 0.90 on March 10, its all-time low to date, but had recovered slightly by the end of the reporting period, to close at EUR 1.20 on March 31.

ProSiebenSat.1 Euro Stoxx Media MDAX DAX Basis: Xetra closing quotes. An index of 100 = January 2, 2009. Source: Reuters

The ProSiebenSat.1 share: Price performance

01/02 – 03/31/2009 01/02 – 03/31/2008
XETRA high close (EUR) 2.40 16.62
XETRA low close (EUR) 0.90 11.85
XETRA close (EUR) 1.20 13.70
Total trading volume (shares) 55,082,297 62,987,793
Average units traded per day (shares) 874,322 1,032,587

Nonfinancial Performance Indicators

http://www.prosiebensat1.com/ investor_relations/finanzberichte/ Our success also depends highly on off-balance-sheet assets, such as organizational advantages that result from our complementary programming among our family of stations, and the high recognition of our free TV brands. Major nonfinancial performance factors and their significance for our competitive position are described on pages 66 to 69 of the Annual Report .

Events after the Reporting Date

From the end of the first quarter of 2009 to May 13, 2009, the date when this report was released for publication and forwarded to the Supervisory Board, no reportable events occurred that are of material significance for the assets, liabilities, financial position and profit or loss of the ProSiebenSat.1 Group or ProSiebenSat.1 Media AG. Other major matters following the end of the reporting period included:

  • Patrick Tillieux resigns from Executive Board of ProSiebenSat.1 Media AG. Patrick Tillieux, Chief Operating Officer (COO) of ProSiebenSat.1 Media AG, will leave the Company as of June 30, 2009, to take up other duties. The arrangement was agreed upon jointly by the COO and the appropriate committee of the Supervisory Board. Tillieux had been a member of the Executive Board since mid-2007, and was responsible for Group Operations, International Free TV, International Pay TV, Radio and Print. His areas of responsibility will be taken over by Thomas Ebeling, CEO of ProSiebenSat.1 Media AG.
  • ProSiebenSat.1 Media AG buys back own shares. Between April 6 and May 12, 2009, ProSiebenSat.1 Media AG bought back 2,206,706 shares of its own preferred stock, or 1.01 percent of its share capital. ProSiebenSat.1 Media AG intends to buy back up to 2,693,294 additional shares of preferred stock. Consequently a total of up to 4,900,000 treasury shares of preferred stock are to be acquired under the current buyback program. The 2,206,706 shares acquired to date were purchased at an average price of EUR 2.18 per share, equivalent to a total of EUR 4,810,317. The share buy-back is intended primarily to service stock options under the Long Term Incentive Plan. Thus, with the 1,127,500 preferred shares it repurchased in 2008, ProSiebenSat.1 Media AG holds a total of 3,334,206 shares of its own preferred stock, equivalent to 3.05 percent of the preferred share capital and 1.52 percent of the total capital stock. Ownership of this stock brings ProSieben-Sat.1 Media AG no entitlements. Under Sec. 71b of the German Stock Corporations Act, treasury stock held directly or indirectly by the Company is not entitled to collect dividends .
  • ProSiebenSat.1 Produktion signs contract to outsource Berlin subsidiary. As part of the portfolio optimization, Group subsidiary ProSiebenSat.1 Produktion spun off its Berlin operations in February 2009 as a separate GmbH, which could then be taken public. As of July 1, 2009, Fernsehwerft GmbH will take over the technical and production services of ProSiebenSat.1 Produktion Berlin GmbH. For at least five years, Fernsehwerft will thus be a strategic partner providing technical and production services for news station N24 and maz&more GmbH.

Risk and Opportunity Report

The ProSiebenSat.1 Group's risk position

As of the date of the preparation of the management report for the first quarter of 2009, the Executive Board continued to view the overall risk situation of the ProSiebenSat.1 Group as limited. There have been no material changes in the risks reported in the 2008 Annual Report. The development of the economic situation in Europe remains our greatest risk.

Our risk management pursues the strategy of detecting risks as early as possible, assessing them realistically, and controlling them in a focused way. Economic risks are identified as part of the Group-wide risk detection system, and are taken into account in the budgeting process, so far as possible. On the other hand, where our assumptions and estimates prove to be too conservative, they give rise to opportunities. Apart from examining economic data, risk management also includes monitoring the terms of financing agreements, such as various obligations undertaken or certain key financial figures (in what are known as "financial covenants"). For more information about future economic developments, see the Outlook section on page 16. The 2008 Annual Report includes a detailed discussion of risk categories and a description of the risk management system .

You can find current information about ProSiebenSat.1 stock and the shareholders' meeting on our Web site at http://www.prosiebensat1.com/ investor_relations/

http://www.prosiebensat1.com/ investor_relations/finanzberichte/

Opportunities

Opportunities relating to business performance and corporate strategy were described in detail in the 2008 Annual Report, starting on page 83. No other material opportunities have been identified since then.

Outlook

Future economic and industry environment

The European economy is very likely to contract sharply in 2009 in the wake of the worldwide economic crisis. Though conditions will vary from region to region, this situation is also likely to affect the development of TV advertising spending.

Because clients' budgeting approach is very short-term, and because the advertising industry is very vulnerable to cyclical fluctuations in the economy, any projection for the TV advertising market is inherently uncertain. Visibility is impaired still further by the unforeseeable impact that the crisis in the international financial markets will have on real economies. In the current environment, key economic figures and forecasts can very abruptly. WARC and ZenithOptimedia currently expect TV advertising spend in Germany to decrease 3.8 and 5.4 percent, respectively, in 2009. Forecasts for the ProSiebenSat.1 Group's other markets differ, sometimes drastically. Since WARC and ZenithOptimedia release new advertising market projections approximately only every three months, they may lag considerably behind actual developments at times.

Consumer spending

Source: Germany: Joint Diagnosis, Spring 2009 / Other countries: European Commission, May 2009.

Development of the advertising market in ProSiebenSat.1's main countries – Change 2009/2008

Source: WARC (World Advertising Research Center) 03/2009, ZenithOptimedia 03/2009, figures adjusted on net basis, but methodological differences exist between different countries and sources.

The report of anticipated developments in the 2008 Annual Report includes further information on the ProSiebenSat.1 Group's expected business and strategic development during the 2009-2010 planning period.

http://www.prosiebensat1.com/ investor_relations/finanzberichte/

Company outlook

Given the difficult market environment, an appropriate cost policy is an important prerequisite of our future profitability. For that reason, we already began counteracting the growing economic obstacles by cutting costs back in 2008. Resources are to be used more efficiently, especially by the new set-up of the German TV stations and by pooling sales operations in Germany. The optimization of organizational structures in Germany are advancing on schedule, and are expected to be complete by mid-year. All in all, the measures initiated in 2008 should save about EUR 100 million in recurring costs for the current year against fiscal 2008.

Looking forward to 2009 as a whole, current revenue and earnings performance is within the expectations published in the 2008 Annual Report. The steps to adjust costs to the contracting advertising market have been showing their first successes, with positive effects on recurring EBITDA. Because market visibility remains poor, more detailed projections for fiscal 2009 as a whole will not be possible in the near future .

Consolidated Statement of Income of ProSiebenSat.1 Group

EUR k Q1 2009 Q1 2008 Change Change in %
1. Revenues 626,979 729,070 -102,091 -14%
2. Cost of sales -407,775 -501,127 -93,352 -19%
3. Gross profit 219,204 227,943 -8,739 -4%
4. Selling expenses -102,806 -114,367 -11,561 -10%
5. Administrative expenses -67,033 -67,242 -209 - / -
6. Other operating income 9,851 3,546 6,305 178%
7. Operating profit 59,216 49,880 9,336 19%
8. Income from equity interests in associated companies -919 2,011 -2,930 -146%
9. Other financial result -180 - / - -180 - / -
10. Net interest and similar income 2,613 2,472 141 6%
11. Net interest and other expenses -63,252 -62,757 495 -1%
12. Net interest result -60,639 -60,285 -354 1%
13. Other finance result -4,495 -146 4,349 - / -
14. Financial income -66,233 -58,420 -7,813 -13%
15. Loss before taxes -7,017 -8,540 1,523 -18%
16. Income taxes 2,807 2,519 -288 11%
17. Consolidated loss -4,210 -6,021 1,811 -30%
attributable to
Shareholders of ProSiebenSat.1 Media AG -1,745 -7,935 6,190 -78%
Minorities -2,465 1,914 -4,379 -229%
EUR
Basic and diluted earnings per share of common stock according to IAS 33 * -0.02 -0.04 0.02 -50%
Basic and diluted earnings per share of preferred stock according to IAS 33 * 0.00 -0.04 0.04 -100%

* thereby accounted for consolidated net profit for the period: -1.7 EUR m [previous period: -7.9 EUR m]; thereby accounted for number of common and preferred shares: 217,670 thousand [previous year: 218,664 thousand]

Consolidated Statement of Comprehensive Income of ProSiebenSat.1 Group

EUR k Q1 2009 Q1 2008 Change Change in %
Consolidated loss / profit -4,210 -6,021 1,811 -30%
Change in foreign currency translation adjustment (without minorities) -16,366 -5,408 -10,958 203%
Change in foreign currency translation adjustment (minorities) -1,342 122 -1,464 - / -
Cash Flow hedges -55,436 -81,593 26,157 32%
Deferred taxes 15,262 23,116 -7,854 34%
Other comprehensive loss -57,882 -63,763 5,881 -9%
Total comprehensive loss -62,092 -69,784 7,692 -11%
attributable to
Shareholders of ProSiebenSat.1 Media AG -58,285 -71,820 13,535 -19%
Minorities -3,807 2,036 -5,843 -287%

Consolidated Statement of Financial Position of ProSiebenSat.1 Group - Assets

EUR k 03/31/2009 12/31/08 03/31/08
A. Non-current assets
I. Intangible assets 2,993,660 3,004,010 3,526,507
II. Property, plant and equipment 241,772 248,945 263,715
III. Investments accounted at equity method 5,971 6,868 4,587
IV. Non-current financial assets 59,140 58,272 58,377
V. Programming assets 1,159,706 1,149,157 916,585
VI. Accounts receivable and other non-current assets 7,500 7,591 14,345
VII. Deferred taxes 113,338 91,528 72,309
4,581,087 4,566,371 4,856,425
B. Current assets
I. Programming assets 300,279 230,815 373,799
II. Inventories 6,893 5,537 6,180
III. Current financial assets 207 211 235
IV. Assets for current tax 71,936 59,911 61,175
V. Accounts receivable and other current assets 441,969 434,153 440,174
VI. Cash and cash equivalents 509,008 632,871 296,350
1,330,292 1,363,498 1,177,913
Total assets 5,911,379 5,929,869 6,034,338

Consolidated Statement of Financial Position of ProSiebenSat.1 Group - Liabilities and shareholders' equity

EUR k 03/31/2009 12/31/08 03/31/08
A. Shareholders' equity
I. Subscribed capital 218,797 218,797 218,797
II. Capital reserves 547,139 547,139 546,987
III. Group equity generated -58,139 -56,394 334,711
IV. Treasury shares -15,105 -15,105 -12,335
V. Accumulated other Group equity -290,630 -234,090 -120,424
Total equity attributable to shareholders of ProSiebenSat.1 Media AG 402,062 460,347 967,736
VI. Minority interests 13,639 18,576 16,639
415,701 478,923 984,375
B. Non-current liabilities
I. Long-term loans and borrowings 3,523,727 3,523,152 3,579,305
II Provision for pensions and other employee benefits 7,127 6,961 4,557
III. Other provisions 742 1,248 5,871
IV. Non-current financial liabilities 435,279 331,831 301,907
V. Other liabilities 40,664 25,116 1,284
VI. Deferred taxes 199,309 196,665 203,100
4,206,848 4,084,973 4,096,024
C. Current liabilities
I. Short-term loans and borrowings 497,855 516,663 132,034
II. Provisions 146,517 178,258 154,719
III. Current financial liabilities 409,113 432,043 373,318
IV. Other liabilities 235,345 239,009 293,868
1,288,830 1,365,973 953,939
Total liabilities and shareholders' equity 5,911,379 5,929,869 6,034,338

Consolidated Statement of Cash-Flows of ProSiebenSat.1 Group EUR k Q1 2009 Q1 2008 Consolidated loss (before minorities) -4,210 -6,022 Depreciation, amortization and impairment/write-ups of non-current and current assets 31,405 34,933 Consumption/write-ups of programming assets 278,179 353,955 Change in tax provisions (incl. change in deferred taxes) -39,081 -39,153 Change in other provisions 547 -6,598 Result from equity accounting and other noncash relevant changes within financial assets 897 14 Result/Proceeds from the sale of fixed assets, intangible assets and other non-current assets -6,727 -29 Result from the sale of programming assets 23 - / - Other non-cash expenses 2,375 3,850 Cash flow 263,408 340,950 Change in inventories -1,357 -1,332 Change in non-interest-bearing receivables and other assets -22,171 -28,799 Change in non-interest-bearing liabilities 39,987 -43,612 Cash flow from operating activities 279,867 267,207 Proceeds from the sale of fixed assets, intangible assets and other non-current assets 8,186 12,745 Expenditures for purchase of intangible assets and property, plant and equipment -18,078 -10,661 Expenditures for purchase of financial assets -1,065 -327 Proceeds from disposal of programming assets 7,904 21,032 Expenditures for purchase of programming assets -379,951 -351,645 Expenditures for the purchase of consolidated companies and other business units -1,331 -10,381 Proceeds from the disposal of consolidated companies and other business units 5,466 - / - Other changes in equity and other changes from foreign currency evaluation -6,910 -1,118 Cash flow from investing activities -385,779 -340,355 Free cash flow -105,912 -73,148 Dividend - / - - / - Expenditure for reduction of interest-bearing liabilities -18,973 -860 Proceeds from the issue of interest-bearing liabilities 1,022 131,846 Repurchase of treasury stock - / - -12,335 Cash flow from financing activities -17,951 118,651 Exchange rate differences in cash and cash equivalents -22 1,382 Cash change in cash and cash equivalents -123,841 44,121 Cash and cash equivalents at beginning of reporting period 632,871 250,847 Cash and cash equivalents of continuing operations at end of period 509,008 296,350

The cash flow from operating activities includes the following proceeds and expenditures according to IAS 7: Cash flow from income taxes -35,089 -36,483 Cash flow from interest expenses -67,281 -65,502 Cash flow from interest income 1,405 2,445 Statement of changes in shareholders' equity of ProSiebenSat.1 Group for Q1 2008

EUR k Subscribed
capital
Capital
reser
ves
Treasury
stock
Accumulated other
Group equity
Minority
interests
Sharehol
ders' equity
generated Foreign
currency
translation
adjustment
Valuation
from cash flow
hedges and
interest rate
swaps
December 31, 2007 218,797 546,987 342,646 - / - -16,073 -40,466 10,435 1,062,326
Dividends paid - / - - / - - / - - / - - / - - / - -3,675 -3,675
Changes in scope of consolidation - / - - / - - / - - / - - / - - / - 7,843 7,843
Repurchase of treasury stock - / - - / - - / - -12,335 - / - - / - - / - -12,335
Other comprehensive loss - / - - / - - / - - / - -5,408 -58,477 122 -63,763
Consolidated loss - / - - / - -7,935 - / - - / - - / - 1,914 -6,021
Total comprehensive loss - / - - / - -7,935 - / - -5,408 -58,477 2,036 -69,784
March 31, 2008 218,797 546,987 334,711 -12,335 -21,481 -98,943 16,639 984,375

Statement of changes in shareholders' equity of ProSiebenSat.1 Group for Q1 2009

EUR k Subscribed
capital
Capital
Group
reser
equity
Treasury
stock
Accumulated other Group
equity
Minority
interests
Sharehol
ders' equity
ves generated Foreign
currency
translation
adjustment
Valuation
from cash flow
hedges and
interest rate
swaps
December 31, 2008 218,797 547,139 -56,394 -15,105 -96,575 -137,515 18,576 478,923
Changes in scope of consolidation - / - - / - - / - - / - - / - - / - -1,130 -1,130
Other comprehensive loss - / - - / - - / - - / - -16,366 -40,174 -1,342 -57,882
Consolidated loss - / - - / - -1,745 - / - - / - - / - -2,465 -4,210
Total comprehensive loss - / - - / - -1,745 - / - -16,366 -40,174 -3,807 -62,092
March 31, 2009 218,797 547,139 -58,139 -15,105 -112,941 -177,689 13,639 415,701

Notes to the Interim Consolidated Financial Statements

General information

ProSiebenSat.1 Media AG, as the ultimate parent company of its corporate group, is registered under the name ProSieben-Sat.1 Media AG with the Local Court of Munich, Germany (HRB 124 169). The Company's registered office and principal place of business is Unterföhring. Its address is: ProSieben-Sat.1 Media AG, Medienallee 7, 85774 Unterföhring, Germany.

ProSiebenSat.1 is the second-largest television group in Europe, with a reach of more than 78 million households using TV in 12 countries.

Accounting principles

The interim consolidated financial statements of ProSieben-Sat.1 Media AG and its subsidiaries as of March 31, 2009, were prepared in compliance with IAS 34 "Interim Financial Reporting."

The interim consolidated financial statements are prepared in Euro. Unless specifically indicated otherwise, all amounts are in thousands of Euro (EUR k). The statement of income is presented using the cost of sales method.

The interim consolidated financial statements should be read together with the audited IFRS consolidated financial statements and notes as of December 31, 2008 which were published by ProSiebenSat.1 Media AG as of March 30, 2009.

Based on the management opinion, the interim financial statements reflect all adjustments necessary for a fair presentation of the results of operations and the financial position of the Group. Operating results for the interim period presented are not necessarily indicative of the results that may be expected for the full fiscal year.

Summary of significant accounting policies

The accounting principles applied in the interim consolidated financial statements as of March 31, 2009 are generally based on the same accounting policies as the consolidated financial statements for financial year 2008. For further information about the applied accounting policies, please refer to the consolidated financial statements as of December 31, 2008 (pages 100 - 104), which form the basis for the present quarterly financial statements.

With the amendment of IAS 1 "Presentation of financial statements", the consolidated financial statements contain in addition to the consolidated statement of income a consolidated statement of comprehensive income. The latter comprises the profit or loss of the reporting period as well as equity changes (other than those resulting from transactions with owners in their capacity as owners) that are not recognized as profit or loss (other comprehensive income).

IFRIC 13 "Customer Loyalty Programs" deals with the recognition of certain kinds of customer loyalty programs and makes clear which regulations of IAS 18 "Revenue" should be applied to them. IFRIC 13 did not have material effects on the interim financial statements as of March 31, 2009.

The revised IAS 23 "Borrowing costs" as well as the revised IFRS 2 "Share-based payments" have to be applied from January 1, 2009 onwards. The changes in both standards did not have effects on the interim financial statements as of March 31, 2009.

The revised standards IFRS 3 "Business combinations" and IAS 27 "Consolidated and separate financial statements" are mandatory for financial periods beginning on or after July 1, 2009. ProSiebenSat.1 Group is currently analyzing the effects of the amendments to Group's financial statements.

IFRS 8 "Operating Segments" was issued by the IASB in November 2006 and was applied early by the ProSieben-Sat.1 Group, It requires companies to report financial and descriptive information regarding their reportable segments. In connection with the acquisition of the SBS Broadcasting Group, the ProSiebenSat.1 Group decided to apply the standard early during the previous year, beginning with quarterly report for the quarter that ended on September 30, 2007.

The preparation of the interim consolidated financial statements involved assumptions and estimates that affect the recognition of assets and liabilities and of income and expenses. In some cases, actual values may differ from the assumptions and estimates.

scope of consolidation

The number of subsidiaries included in the consolidated financial statements changed as follows in the first quarter of fiscal 2009:

Germany Other
countries
Total
Included at 12/31/2008 50 112 162
Newly founded / consolidated companies 6 10 16
Merged / deconsolidated companies -1 -1 -2
Included at 3/31/2009 55 121 176

ProSiebenSat.1 Media AG directly or indirectly holds a majority of voting rights in these companies. Sixteen (as of December 31, 2008: 15) associated companies are reported using the equity method.

The changes in the scope of consolidation had no material impact on the net assets, financial position or results of operations of the ProSiebenSat.1 Group.

The list of affiliated companies as enclosed in the annual financial statements and in the consolidated financial statements of the ProSiebenSat.1 Media AG as of December 31, 2008, was incomplete due to editorial mistakes. The amended list of affiliated companies of ProSiebenSat.1 Media AG (as of December 31, 2008) are listed on pages 26 through 29.

Acquisition of SBS Radio HNV AB (formerly Produktionsaktiebolaget Göteborg Ett)

As of January 20, 2009, SBS Radio AB acquired 100 percent of the radio business of the Stampen Group in Sweden. The Stampen Group contributed its ownership interest to the holding company SBS Radio HNV AB (formerly Produktionsaktiebolaget Göteborg Ett), in return for a 20 percent interest in SBS Radio AB (which until then was a wholly-owned subsidiary of the ProSiebenSat.1 Group). In the transaction, SBS Radio AB issued new shares. The purchase agreement includes put and call options for the 20 percent minority interest which is held by companies of the Stampen Group. The call options may be exercised from 2009, and the put options from 2012 onwards.

SBS Radio HNV AB and its subsidiaries have been fully consolidated in the financial statements of the ProSieben-Sat.1 Group since January 20, 2009. SBS Radio NHV AB operates 9 radio stations, and strengthens ProSiebenSat.1 Group's position in the Swedish radio market.

No further information under IFRS 3 can be provided at the moment, since the purchase price allocation was begun only upon consummation of the purchase agreement and had not been fully completed as of the reporting date. The effects of this acquisition on the income statement as well as on the balance sheet of ProSiebenSat.1 Group are not material.

Sale of solute GmbH

The sale of solute GmbH was consummated in February, with effect as of January 1, 2009. The gain on disposal from the Group's viewpoint came to EUR 4,224 thousand, and is recognized under other operating income for the first quarter of 2009.

Segment reporting

In accordance with IFRS 8 "Operating Segments", certain figures in interim financial statements must be presented separately by business segments and geographical segments. The basis of segmentation is to be the company's own internal reporting, which permits a reliable assessment of the group's risks and earnings. Segmentation is intended to provide transparency as to the profitability and prospects for success of the group's individual activities. Consistently with its internal management practices, the ProSiebenSat.1 Group adopts business segments as the basis for its primary segment reporting.

The ProSiebenSat.1 Group subdivides its operations into two business units, Free TV and Diversification. The Free TV unit in turn is subdivided into two segments, Free TV in German-Speaking Europe and Free TV International.

The Free TV in German-Speaking Europe segment essentially comprises the Group's four channels Sat.1, ProSieben, kabel eins and N24, as well as the Sat.1 regional companies, the marketing company SevenOne Media, the subsidiary ProSiebenSat.1 Produktion, and the Group's subsidiaries in Austria and Switzerland. The Free TV International segment includes advertising-financed TV channels in the Netherlands, Belgium, Denmark, Finland, Norway, Sweden, Romania, Bulgaria and Hungary. The Diversification segment pools all subsidiaries that do not generate their income directly from classic TV advertising revenues; their activities include call TV, multimedia, merchandising and radio operations, as well as related print products.

Segment reporting of ProSiebenSat.1 Group Q1 2009

EUR
k
Free-TV Segment
Total
Diversification
Segments
Transitions Total in consolidated
financial statements
03/31/2009
Segment Free-TV
German-Speaking
Segment Free-TV
international
Total Free-TV*
Revenues 400,521 154,593 555,114 87,477 642,591 -15,612 626,979
External revenues 388,782 153,946 542,728 84,251 626,979 - / - 626,979
Internal revenues 11,739 647 12,386 3,226 15,612 -15,612 - / -
Recurring EBITDA 68,101 13,065 81,166 12,413 93,579 245 93,824

Segment reporting of ProSiebenSat.1 Group Q1 2008

EUR
k
Free-TV Segment
Diversification
Total
Segments
Transitions
Total in consolidated
financial statements
03/31/2008
Segment Free-TV
German-Speaking
Segment Free-TV
international
Total Free-TV*
Revenues 433,022 177,427 610,449 137,641 748,090 -19,020 729,070
External revenues 417,135 176,015 593,150 135,920 729,070 - / - 729,070
Internal revenues 15,887 1,412 17,299 1,721 19,020 -19,020 - / -
Recurring EBITDA 57,626 27,518 85,144 4,013 89,157 -696 88,461

*consolidated

The reconciliation between the segment report and the consolidated values is shown below:

Reconciliations to the segment reporting of ProSiebenSat.1 Group

EUR
k
Q1 2009 Q1 2008
Profit/Loss
Recurring EBITDA
of reportable segments
93,579 89,157
Items not attributable to segments 38 -128
Consolidation of expenses and income 156 - / -
Elimination of intra-Group profits 51 161
Debt consolidation - / - -729
Total in consolidated financial statements 93,824 88,461
Non-recurring result -3,382 -3,649
Financial income -66,233 -58,420
Depreciation and amortization -31,213 -34,932
Impairments -13 - / -
Loss before taxes -7,017 -8,540

Entity-wide disclosures of the ProSiebenSat.1 Group are provided below. Here distinctions are made among the Germanspeaking region (Germany, Austria, Switzerland), B/NL (the Netherlands and Belgium), Nordic (Denmark, Finland, Norway, Sweden), and CEE (Bulgaria, Greece, Romania, Hungary).

Entity-wide disclosures of ProSiebenSat.1 Group
Geographical breakdown, EUR
k
German Speaking B/NL Nordic
CEE
Total in consolidated
financial statements Q1 2009
External revenues 441,596 83,117 78,270 23,996 626,979
Entity-wide disclosures of ProSiebenSat.1 Group
Geographical breakdown, EUR
k
German Speaking B/NL Nordic CEE Total in consolidated
financial statements Q1 2008
External revenues 479,414 86,662 129,671 33,323 729,070

Contingent liabilities and other financial obligations

As of March 31, 2009 there were no significant changes in the unrecognized contingent liabilities and other financial obligations as described in the annual report 2008.

Material events after the reporting date, March 31, 2009

On April 24, 2009, the Executive Board of ProSiebenSat.1 Media AG announced that Patrick Tillieux has resigned as the Chief Operating Officer (COO) and will leave the Company as on June 30, 2009. His responsibilities on the Executive Board will be assumed by Thomas Ebeling, CEO of ProSiebenSat.1 Media AG.

After March 31, 2009, ProSiebenSat.1 Media AG acquired a total of 2,206,706 preferred shares in the Company (equivalent to 3.0 percent of all preferred stock).

As a part of its portfolio optimization, ProSiebenSat.1 Produktion founded its own subsidiary for Berlin in February 2009. As a consequence of an outsourcing agreement, a strategic partner fernsehwerft GmbH will take over the technique and production attendance of ProSiebenSat.1 Produktion Berlin starting July 1, 2009 for a time period of at least 5 years.

May 13, 2009

The Executive Board

> In the list of affiliated companies as enclosed in the annual financial statements and in the consolidated financial statements of the ProSiebenSat.1 Media AG as of December 31, 2008, several information as regards the percentage of shareholdings and as regards the shareholders were incomplete due to editorial mistakes. Herewith the list of affiliated companies of ProSiebenSat.1 Media AG (as of December 31, 2008) is corrected as follows:

No. Company Location Country Interest % via
No.
Affiliated company
1 ProSiebenSat.1 Media Aktiengesellschaft Unterföhring Germany
2 9Live Fernsehen GmbH Unterföhring Germany 100 1
3 9Live International GmbH Unterföhring Germany 100 2
4 Agency Atlantic EOOD Sofia Bulgaria 100 157
5 Agency Vitosha EOOD Sofia Bulgaria 100 157
6 Aktuelt Nyheter AS Oslo Norway 100 150
7 Amerom Television Ltd. New York USA 100 103
8 Anonimi Radiofoniki Etairia Lampsi A.E. (Lampsi Radio Company S.A.) Athens Greece 100 107
9 ArtMerchandising & Media AG Unterföhring Germany 100 47
10 AT Fun B.V. Amsterdam Netherlands 100 116
11 best webnews GmbH Cologne Germany 67.64 135
12 Broadcast Norge AS Oslo Norway 100 100
13 Carthage I B.V. Amsterdam Netherlands 100 116
14 CBO Media B.V. (formerly Brainstation B.V.) Amsterdam Netherlands 100 116
15 Cutting Edge Production AS Oslo Norway 100 121
16 easy 107,5 Stockholm AB Stockholm Sweden 100 122
17 E-FM Sverige AB Stockholm Sweden 100 19
18 EBS International N.V. Zaventem Belgium 100 103, 158
19 Euradio i Sverige AB Stockholm Sweden 100 123
20 European Broadcasting System S.à r.l. Luxembourg Luxembourg 100 103
21 European Radio Investments Limited London United Kingdom 100 107
22 Evroark EOOD Sofia Bulgaria 100 157
23 Face your Brand! GmbH Unterföhring Germany 100 71
24 Fem Media GmbH Munich Germany 100 135
25 Fria Media I Blekinge AB Karlskrona Sweden 100 119
26 Fria Radiobolaget i Borås AB Borås Sweden 100 119
27 German Free TV Holding GmbH Unterföhring Germany 100 1
28 Hellas Radio Service Ltd. Athens Greece 100 103
29 ICS
SBS Broadcasting S.R.L. (formerly: I.M. Radio Contract S.R.L.)
Chisinau Moldova 100 132
30 INTERA
KTÍV-FICTION
Müsorkészítö és Filmgyártó Kft.
Budapest Hungary 100 31
31 INTERA
KTÍV Televíziós Müsorkészítö Kft.
Budapest Hungary 100 103
32 kabel eins Fernsehen GmbH Unterföhring Germany 100 27
33 Kanal 5 AB Stockholm Sweden 100 34
34 Kanal 5 Holding AB Stockholm Sweden 100 104
35 Kanal 5 Limited London United Kingdom 100 107
Kiss FM DOO Belgrad Serbia 49 103
36 Kommunikationsanpartsselskabet af 2/4 1990 Arthus C Denmark 100 84
37
38 lokalisten media GmbH Munich Germany 90 135
39 MAGIC
Internet Holding GmbH
Berlin Germany 100 135
40 MAGIC
Internet GmbH
Berlin Germany 100 39
41 Meteos TV Holding GmbH Unterföhring Germany 100 162
42 Miracle Sound Oy Helsinki Finland 51 58
43 Miracle Sound Oulu Oy Oulu Finland 100 42
44 Miracel Sound Tampere Oy Helsinki Finland 100 58, 42
45 Mix Megapol.se AB Stockholm Sweden 100 119
46 MM
MerchandisingMedia GmbH
Unterföhring Germany 100 9
47 MM
MerchandisingMedia Holding GmbH
Unterföhring Germany 100 1
48 MTM
Produkció Müsorgyártó és Filmforgalmazó Kft.
Budapest Hungary 100 103, 116
49 MTM
-SBS Televízió Zrt.
Budapest Hungary 97,51 103
50 MyVideo Broadband S.R.L. Bucharest Romania 100 39
No. Company Location Country Interest % via
No.
Affiliated company
51 N24 Gesellschaft für Nachrichten und Zeitgeschehen mbH Unterföhring Germany 100 27
52 Niknet EOOD Sofia Bulgaria 100 157
53 P7S1 Broadcasting S.à r.l. Luxembourg Luxembourg 100 54, 56
54 P7S1 Erste SBS Holding GmbH Unterföhring Germany 100 1
55 P7S1 Creative Productions Holding GmbH
(formerly: ProSiebenSat.1 Siebte Verwaltungsgesellschaft mbH)
Unterföhring Germany 100 1
56 P7S1 Zweite SBS Holding GmbH Unterföhring Germany 100 1
57 Producers at work GmbH Potsdam Germany 67 1
58 Pro Radio Oy Helsinki Finland 100 100
59 ProSiebenSat.1 Applications GmbH Unterföhring Germany 100 1
60 ProSieben Austria GmbH Vienna Austria 100 137
61 ProSieben Digital Media GmbH Unterföhring Germany 100 1
62 ProSieben Television GmbH Unterföhring Germany 100 27
63 ProSieben (Switzerland) Ltd. Küsnacht Switzerland 100 139
64 ProSiebenSat.1 Erste Verwaltungsgesellschaft mbH Unterföhring Germany 100 1
65 ProSiebenSat.1 Achte Verwaltungsgesellschaft mbH Unterföhring Germany 100 1
66 ProSiebenSat.1 Neunte Verwaltungsgesellschaft mbH
(future name: Maz & More GmbH)
Unterföhring Germany 100 51
67 ProSiebenSat.1 Berlin Produktion GmbH
(still in formation process at 12/31/2008)
Berlin Germany 100 68
68 ProSiebenSat.1 Produktion GmbH Unterföhring Germany 100 1
69 ProSiebenSat.1 Welt GmbH Unterföhring Germany 100 1
70 PS Event GmbH Cologne Germany 67 71
71 PSH Entertainment GmbH Unterföhring Germany 100 1
72 Puls 4 TV GmbH Vienna Austria 100 137
73 Puls 4 TV GmbH & Co. KG Vienna Austria 100 137
74 Radio Nova A/S (formerly Radio 2 A/S) Copenhagen Denmark 80 102
75 Radio City AB Stockholm Sweden 100 122
76 Radio Daltid SBS AB Stockholm Sweden 51 119
77 Radio Express EAD Sofia Bulgaria 100 5
78 Radio HIT FM Melodicum AB Växjö Sweden 100 119
79 Radio Match AB Jönköping Norway 100 119
80 Radiostasjonen Radio Norge AS (formerly: TV2 Saturn AS) Oslo Norway 100 121
81 Radio Stella AB Helsingborg Sweden 100 119
82 Radio Veselina EAD Plovdiv Bulgaria 100 103
83 Radio Zita Radiohonikes Epichiriseis Anonimi Etairia Salonika Greece 100 93
84 Radioreklame A/S Arhus C. Denmark 95.2 120
85 Radio VLR A/S Taastrup Denmark 100 120
86 Redseven Entertainment GmbH Unterföhring Germany 100 55
87 Reklamradio-FMK AB Kalmar Sweden 100 119
88 RIS Vinyl Skane AB Stockholm Sweden 100 123
89 Ritmo Plovdiv EOOD Plovdiv Bulgaria 100 157
90 Rockklassiker Sverige AB Stockholm Sweden 100 88
91 Romanian Broadcasting Corporation Limited London United Kingdom 100 107
92 Salonika Radio Investments Holding S.A. Luxembourg Luxembourg 100 103
93 Salonika Radio Investments S.à r.l. Luxembourg Luxembourg 100 92
94 Sat.1 Bayern GmbH Unterföhring Germany 100 151
95 Sat.1 Grundstücksverwaltungs GmbH & Co. KG Unterföhring Germany 100 98
96 Sat.1 Norddeutschland GmbH Hannover Germany 100 98
97 SAT
.1 Privatrundfunk und -programmgesellschaft m.b.H
Vienna Austria 51 98
98 Sat.1 Satelliten Fernsehen GmbH Berlin Germany 100 27
99 Sat.1 Schweiz AG Zürich Switzerland 50 98
100 SBS Belgium N.V. Zaventem Belgium 100 103, 18
No. Company Location Country Interest % via
No.
Affiliated company
101 SBS Broadcasting B.V. Amsterdam Netherlands 100 116
102 SBS Broadcast Danmark A/S Skovlunde Denmark 100 100
103 SBS Broadcasting Europe B.V. Amsterdam Netherlands 100 106
104 SBS Broadcasting Europe B.V. the Netherlands svensk Filial Stockholm Sweden 100 103
105 SBS Broadcasting Holding I B.V. Amsterdam Netherlands 100 53
106 SBS Broadcasting Holding II B.V. Amsterdam Netherlands 100 105
107 SBS Broadcasting (UK) Limited London United Kingdom 100 103
108 SBS Broadcasting Networks Limited London United Kingdom 100 107
109 SBS Broadcasting (Sweden) AB Stockholm Sweden 100 103
110 SBS Danish Television Limited London United Kingdom 100 107
111 SBS European Pay TV Services S.á r.l. Luxembourg Luxembourg 100 103
112 SBS Finance B.V. Amsterdam Netherlands 100 103
113 SBS Finland Oy Helsinki Finland 100 58
114 SBS Interactive AB (under Liquidation) Stockholm Sweden 100 104
115 SBS Magyarországi Befektetési Kft. Budapest Hungary 98.34 103
116 SBS Nederland B.V. Amsterdam Netherlands 100 103
117 SBS Productions B.V. Amsterdam Netherlands 100 101
118 SBS Publishing & Licensing B.V. Amsterdam Netherlands 100 101
119 SBS Radio AB Stockholm Sweden 100 123
120 SBS Radio A/S Copenhagen Denmark 80 102
121 SBS Radio Norge AS Oslo Norway 77 100
122 SBS Radio Sweden AB Stockholm Sweden 100 123
123 SBS Radio Sweden Holding AB Stockholm Sweden 100 104
124 SBS Records Aps Copenhagen Denmark 100 120
125 SBS Services B.V. Amsterdam Netherlands 100 116
126 SBS Services (UK) Limited London United Kingdom 100 103
127 SBS TV A/S Skovlunde Denmark 100 102
128 Scandinavian Broadcasting System (Jersey) Ltd. Jersey Channel islands 100 101
129 S.C. Canet Radio SRL Bucharest Romania 20 132
130 S.C. Media Group Services International S.R.L. Bucharest Romania 100 132, 116
131 S.C. Prime Time Productions S.R.L. Bucharest Romania 100 132, 116
132 S.C. SBS Broadcasting Media S.R.L. Bucharest Romania 100 21, 91, 107
133 SevenOne Brands GmbH Unterföhring Germany 100 1
134 SevenOne Interactive GmbH Unterföhring Germany 100 133
135 SevenOne Intermedia GmbH Unterföhring Germany 100 61
136 SevenOne International GmbH Unterföhring Germany 100 1
137 SevenOne Media Austria GmbH Vienna Austria 100 133
138 SevenOne Media GmbH Unterföhring Germany 100 133
139 SevenOne Media (Switzerland) Ltd. Küsnacht Switzerland 100 133
140 SevenPictures Film GmbH Unterföhring Germany 100 1
141 SevenSenses GmbH Unterföhring Germany 100 1
142 Seven Scores Musikverlag GmbH Unterföhring Germany 100 1
143 solute GmbH Karlsruhe Germany 74.8 135
144 Starwatch Music GmbH Unterföhring Germany 100 47
145 Stichting Administratiekantoor Melida (in liquidation) Amsterdam Netherlands 100 53
146 Svensk Radiopartner Radio City AB Karlstad Sweden 100 119
147 Teledirekt Vermarktungsgesellschaft für Fernsehempfang mbH Unterföhring Germany 100 1
148 Turun Ensitorppa Oy Helsinki Finland 100 58
149 TV5 Finland Oy Helsinki Finland 100 58
150 TV Norge AS Oslo Norway 100 12
No. Company Location Country Share % via
No.
Affiliated company
151 tv-weiß-blau Rundfunkprogrammanbieter GmbH Unterföhring Germany 100 98
152 V8 Broadcasting B.V. Amsterdam Netherlands 100 101
153 Veronica Broadcasting VOF Amsterdam Netherlands 100 152, 13
154 Veronica Litho B.V. Hilversum Netherlands 100 101
155 Veronica Uitgeverij B.V. Hilversum Netherlands 100 101
156 Vinyl AB Stockholm Sweden 100 123
157 Vitosha FM EOOD Sofia Bulgaria 100 103
158 VT4 Limited London United Kingdom 100 103
159 VT4 Marketing & Sales N.V. Zaventem Belgium 100 158, 18
160 VT4 Network N.V. Zaventem Belgium 100 158, 18
161 wer-weiss-was GmbH Hamburg Germany 74.8 135
162 wetter.com AG Singen Germany 73 135
163 Wetter Fernsehen - Meteos GmbH Singen Germany 100 41
Affiliated companies, not consolidated
164 Anadolu Televizyon Ve Radyo Yayincilik Ve Ticaret Anonim Sirketi Istanbul Turkey 98 125
165 Balkans Media Investments EOOD Sofia Bulgaria 100 157
166 maxdome Verwaltungs GmbH Unterföhring Germany 100 141
167 Merchandising Prague spo. s r o. Prague Czech Republic 100 47
Associated companies -at equity
168 Autoplenum GmbH Munich Germany 25.1 135
169 Big Brother AB Stockholm Sweden 50 104
170 Big Brother Kommanditbolag Stockholm Sweden 51 33, 169
171 IP Multimedia (Switzerland) AG Küsnacht Switzerland 23 139
172 maxdome GmbH & Co. KG Unterföhring Germany 50 141
173 LOVESEARC
H DP AB
Stockholm Sweden 95.09 33
174 Österjöns Reklamradio AB Visby Sweden 40 119
175 Poolside Reise GmbH Munich Germany 40 135
176 Privatfernsehen in Bayern Verwaltungs-GmbH Munich Germany 49.9 151
177 Privatfernsehen in Bayern GmbH & Co. KG Munich Germany 49.9 151
178 Radiobokningen i Västmanland Handelsbolag Västerås Sweden 20 119
179 Radio Silkeborg af 1997 A/S Silkeborg Denmark 34 84
180 TV 10 B.V. Amsterdam Netherlands 100 181
181 TV10 Holdings LLC Wilmington USA 50 101
182 Veronica/Jetix Text VOF Amsterdam Netherlands 100 152, 180
183 VG Media Gesellschaft zur Verwertung der Urheber- und
Leistungsschutzrechte von Medienunternehmen mbH Berlin Germany 50 1
Other equity interests
184 AFK Aus- und Fortbildungs GmbH für elektronische Medien Munich Germany 12 1
185 Berliner Pool TV Produktionsgesellschaft mbH Berlin Germany 50 51
186 Deutscher Fernsehpreis GmbH Cologne Germany 25 1
187 ZeniMax Media Inc. Rockville USA 8.03 103

Financial calender

March 4, 2009 Press conference / IR conference on preliminary figures for 2008
March 30, 2009 2008 Annual Report
May 14, 2009 Quarterly Report for Q1 2009
June 4, 2009 2009 Annual Shareholders' Meeting
August 6, 2009 Interim Report for H1 2009
November 5, 2009 Quarterly Report for Q3 2009

Editorial information

How to Reach Us

Press

ProSiebenSat.1 Media AG Corporate Communications Medienallee 7 85774 Unterföhring Tel. +49 [89] 95 07 – 11 64 Fax +49 [89] 95 07 – 11 59

Content and Design

ProSiebenSat.1 Media AG Corporate Office Julian Geist Katrin Schneider Heike Nachbaur

Investor Relations

ProSiebenSat.1 Media AG Investor Relations Medienallee 7 85774 Unterföhring Tel. +49 [89] 95 07 – 15 02 Fax +49 [89] 95 07 – 15 21 E-Mail: [email protected]

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ProSiebenSat.1 Media AG Medienallee 7 85774 Unterföhring Tel. +49 [89] 95 07 - 10 Fax +49 [89] 95 07 – 11 21 www.ProSiebenSat1.com HRB 124 169 AG Munich

> The ProSiebenSat.1 Group on the Internet

This and other publications are available on the Internet, along with further information about the ProSiebenSat.1 Group, at http://www.prosiebensat1.com/.

Forward-looking statements. This report contains forward-looking statements regarding ProSiebenSat.1 Media AG and the ProSiebenSat.1 Group. Such statements may be identified by the use of such terms as "expects," "intends," "plans," "assumes," "pursues the goal,"and similar wording. Various factors, many of which are outside the control of ProSiebenSat.1 Media AG, could affect the Company's business activities, success, business strategy and results. Forward-looking statements are not historical facts, and therefore incorporate known and unknown risks, uncertainties and other important factors that might cause actual results to differ from expectations. These forward-looking statements are based on current plans, goals, estimates and projections, and take account of knowledge only up to and includingthe date of preparation of this report. Given these risks, uncertainties and other important factors, ProSiebenSat.1 Media AG undertakes no obligation, and has no intent, to revise such forward-looking statements or update them to reflect future events and developments.Although every effort has been made to ensure that the provided information and facts are correct, and that the opinions and expectations reflected here are reasonable, ProSiebenSat.1 Media AG assumes no liability and offers no warranty as to the completeness, correctness, adequacy and/or accuracy of any information or opinions contained herein.

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