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Eniro Group

Quarterly Report Oct 30, 2019

3156_10-q_2019-10-30_d8e587bf-2b94-4e47-b6c6-3c5d1571ce9a.pdf

Quarterly Report

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  • Total operating revenue amounted to SEK 254 M (356), a decrease of 29%. Adjusted for divested units, the decrease was 9%.
  • EBITDA amounted to SEK 2 M (60), including a capital loss of SEK 32 M. Adjusted EBITDA amounted to SEK 27 M (62). The EBITDA margin was 0.8 % (16.9%).
  • Net income for the period was SEK -526 M (-21). The decrease is due to the write-down of deferred tax assets and intangible assets, as a result of time delays in the business plan.
  • Earnings per ordinary share for the period were SEK -7.90 (-0.33) before and after dilution.
  • Magdalena Bonde took office as President and CEO on July 17, 2019.
  • The company's share capital was reduced for a transfer to unrestricted equity of SEK 53.4 M, without cancelation of shares.
  • Eniro divested the Proff companies to Asiakastieto Group Plc and UC AB, upon which a cash purchase consideration of SEK 120 M plus interest SEK 3 M was paid on the closing date, July 1, 2019.
  • Eniro called for arbitration against Asiakastieto Group Plc and UC AB regarding the claim for additional purchase consideration and accrued but not paid interest.
  • The Board of Directors has resolved to conduct a review of the Group's long-term capital structure.

  • Total operating revenue amounted to SEK 814 M (1,073), a decrease of 24%. Adjusted for divested units, the decrease was 9%.

  • EBITDA amounted to SEK 54 M (169), including a capital loss of SEK 32 M. Adjusted EBITDA amounted to SEK 72 M (171). The EBITDA margin was 6.6% (15.8%).
  • Net income for the period was SEK -589 M (-31).
  • Earnings per ordinary share for the period were SEK -8.88 (-0.51) before and after dilution.
SEK M Jul-Sep
2019*
Jul-Sep
Jun
2018
Jan-Sep
2019*
Jan-Sep
2018
Oct-Sep
2018/19
Jan-Dec
2018
Operating revenue 254 356 814 1,073 1,134 1,393
EBITDA 2 60 54 169 91 206
Adjusted EBITDA 27 62 72 171 110 209
Operating income -342 21 -370 52 -935 -513
Net income for the period -526 -21 -589 -31 -1,146 -588
Cash flow from operating activities
Interest-bearing net debt excluding
convertible bond and pension
4 9 10 18 37 45
obligations -910 -868 -910 -868 -910 -822

* Effects of IFRS 16 Lease is included in 2019 but not in 2018, for more information see Note 1

Eniro is a Nordic company that helps small and medium-sized companies with their digital marketing. Eniro also has a search service that aggregates, filters and presents information to help individuals find and come into contact with each other and with companies. Eniro Group has about 1,000 employees and operates in Sweden, Norway, Denmark and Finland through the local domains eniro.se, gulesider.no, krak.dk and degulesider.dk. Each week, Eniro Group's digital services have about 5.1 million unique visitors. Eniro is listed on Nasdaq Stockholm [ENRO] and its head office is located in Stockholm, Sweden.

My first three months as CEO for Eniro has passed. I will in this first CEO´s comments, share my first observations and conclusion from this time.

The first positive that I want to share is that it is clear that the customer segment we have targeted, which are small and medium-sized companies in the Nordic countries, has a clear need to get help with digital marketing. A clear customer need is an important building block for creating a long-term business.

Furthermore, it is clear that our assets are in our subscription business model, our customer base, our strong brand, our sales force and the availability of a broad product portfolio.

One of the challenges we face is improving the scalability of our business. We need to streamline our processes to manage our large customer base with small and medium-sized customers. There are some companies globally that have managed this and it gives us inspiration to be able to accelerate that journey forward.

Another challenge is to increase customer satisfaction among our customers by showing the customer the value of the customer's investment in their marketing. Here, we need to work on clarifying the effect and to communicate it in an easily understandable way.

In my first CEO's comments, I want to report on our market and how it is performing, our assets and challenges, and ongoing development work for the third quarter.

  • Our mission is to "democratize marketing" by providing modern tools and services so simple that anyone can use them.
  • Our customer promise is to make life easy for the involuntary marketing manager.

● Our vision is to become the most popular one-stop marketing shop in the Nordic region.

In the customer segment in which we work, small and medium-sized companies in the Nordic region, there is a clear need for help with digital marketing. A distinct customer requirement is a key building block for longterm business – our "reason for being." The customers in our customer segment are facing a digital marketing arena that is fragmented and difficult to navigate. Small and medium-sized companies, as well as entrepreneurs, have their hands full every day taking care of their customers. Learning, understanding and working with companies' digital presence and winning customers can become an insurmountable task.

An attractive and exciting market to operate in, with distinct customer requirements and clear growth potential. The Nordic market for digital marketing is estimated to have annual growth of 10% (Source: IRM)

Our most important assets in the core operations comprise a business model with a subscription service, a customer base of about 74,000 customers, strong brands, a well-established sales team and a comprehensive offering with a broad product program.

Our challenges are to continue developing scalability in our business and to enhance the efficiency of our processes to manage our comprehensive customer base of small and medium-sized customers. Examples of successful companies are Hibu (UK) and Reach Local (U.S.), which gives us the inspiration to accelerate our own journey moving forward. We also need to be able to demonstrate the financial return of customer investments in their own marketing. In this area, we need to work together with the customer to clarify the results achieved and simplify the communication of these in an easily comprehensible manner.

We have just begun to reposition Eniro's strong brand from being solely associated with local search sites to also include the self-evident one-stop marketing shop for the inexperienced marketing manager. In September, our campaigns could be seen as both TV commercials and advertising on public transport and in public environments. The initial feedback on the campaign was positive, which is gratifying. We will continue to invest in this brand repositioning.

A significant building block for a long-term business is customers that are satisfied with the offering, products and the entire customer journey. We are now conducting concept testing with customer groups, in which Eniro's product managers are taking full responsibility for development and profitability. Eniro has competitive offerings and products for all companies that require effective and good marketing on the Internet, both as individual services and as customized package solutions. The customers must be visible on the net and that their basic information, such as opening hours and addresses, must be correct on all leading sites. For this, we offer partnerships on the largest leading sites, including Google, Facebook, Bing, Yahoo, and our own Local Search sites. We help our customers to gain increased customer traffic to all sites, such as through

Search Engine Optimization (SEO), services from Google or through such advertising services as Google Ads or Display advertising on our own sites and those of external parties.

Today, our customers can monitor the effect of their investment in digital marketing via Eniro's online interface, "My Eniro." In this area, we have the potential to further develop our online product toward online sales and various self-service options, such as invoice management.

A flatter organization was created in the third quarter with more people and functions joining Eniro's management team, enabling the company to synchronize and more clearly prioritize strategies and activities at a senior level. I am satisfied with the broad and extensive skills and experience represented by the members of the new management team. We are continuously enhancing internal efficiency across the board, from new sales to connecting new customers.

Our promise to the market is that we will deliver profitable growth. As previously announced, there is a delay before the turnaround of sales that we are now seeing in the market is converted into increased revenues. We see a customer base that has stabilized, which is a highly positive sign. We are continuing to

adapt the operations to achieve better business scalability.

One of the main reasons that we did not attain the expected EBITDA is the product mix of third-party products, for example, Google and Facebook, which have lower margins in relation to our own Local Search products with higher margins. Customers appreciate the product mix but the sales increase is not yet at anticipated levels.

Our efforts to stabilize the customer base through an improved customer journey has yielded positive results. The earlier downward trend has slowed down and we are approaching a plateau.

Operating revenue for the third quarter amounted to SEK 254 M (356), corresponding to a decline of 29% compared with the same period a year ago. EBITDA for the third quarter amounted to SEK 2 M (60). The EBITDA margin was 0.8% (16.9%).

Following the sale of the Proff companies, Eniro has a solid liquidity level.

Kista, October 28, 2019

Magdalena Bonde, President and CEO

Operating revenue for the third quarter amounted to SEK 254 M (356), a decrease of 29%. Adjusted for divested units, the decrease was 9%.

Currency effects impacted revenue positively by SEK 2 M (17).

Geographically, operating revenue is broken down into Sweden SEK 99 M (120), Norway SEK 52 M (81), Denmark SEK 43 M (49), Finland SEK 60 M (54), and Poland SEK 0 M (52).

Digital marketing includes the Online search and Complementary digital marketing products revenue categories. Eniro's Online search services are among the most visited sites in their respective markets and include eniro.se, gulesider.no, krak.dk, dgs.dk along with the mobile apps, including Eniro's local search app, Eniro Navigation and "Eniro På Sjön". Eniro's advertisers pay for rankings and exposure on hit lists. In Complementary digital marketing products, Eniro offers, for example, advertising solutions via third-party suppliers such as Google, Bing and Facebook, display advertising via external networks and website products.

Operating revenue from Digital marketing amounted to SEK 175 M (276), a decrease of 37%. Of operating revenue, SEK 133 M (234) came from Online search SEK 42 (42) from Complementary digital marketing products.

Eniro's offering contains a broad range of marketcommunication products and our customer promise is to help the involuntary marketing manager by becoming the marketing partner for small and medium-size companies.

Eniro has a competitive offering for all companies that need effective and successful online communication both as standalone services and as tailored packaged solutions.

The business model is primarily based on subscriptions, but Eniro also offers diverse campaign-based products, for example, different types of display products.

Digital marketing currently accounts for approximately 50% of the media market in Sweden and according to IRM's forecasts for 2019, the expectation is that this will grow further by more than 10%. Each week, Eniro's sites in Sweden, Norway, and Denmark have about 5.1 million unique visitors. This creates favorable conditions for Eniro's future development.

The total number of customers for "Digital marketing" in the three Scandinavian countries amounted to approximately 74,000 (88 000). At the beginning of the quarter, the number of customers amounted to approximately 76,000, that is a decline by approximately 4% during the quarter.

The sales organization has successively been adapted to meet new conditions with a new offering, new business model and a more value-generating approach. The aim is to create greater confidence and loyalty among customers. In this change, it has been necessary to implement several structural adaptions, which has led to a more efficient organization and a focus on growth, competence and customer value.

In "Voice", Eniro offers directory information via phone calls and text messaging (SMS), and certain contact center activities. In Sweden, Eniro is the market leader with its 118 118 directory information service. In addition to this, incoming phone calls are handled for other companies. In Finland, apart from the 0100100 directory information service, Eniro has a contact center operation that provides switchboard services and customer service on a contract basis. In Norway, Eniro is the majority owner of 1880 Nummeropplysningen, supplying 1880 and 1888).

In the preceding year, Finland initiated sales of digital marketing under the 0100100 trademark. During the start-up, this operation was jointly recognized with Voice. Since the business has grown, it has now been separated and is recognized under digital marketing.

Operating revenue from Voice amounted to SEK 79 M (80), a decline of 1%.

Market volumes for directory information services continue to decline due to increased digitalization. The contact center operation that Voice conducts on a contract basis for customers in Finland is growing and partly compensating for the decline in directory information business, a development that is also occurring to some extent in Sweden.

EBITDA for the Group was SEK 2 M (60), corresponding to an EBITDA margin of 0.8% (16.9%).

EBITDA is broken down as follows: SEK 16 M (46) relating to Digital marketing, SEK 19 M (18) relating to Voice, and SEK -33 M (-4) relating to other Group functions.

The Group's operating expenses, that is, expenses excluding amortization and impairment losses, totaled SEK -225 M (-299), where expenses for the period include SEK -25 M (-2) in items affecting comparability. Of these, SEK -2 M (0) relating to restructuring costs, SEK 9 M (0) IFRS 16, capital loss from sales of subsidiaries SEK -32 M (0) and SEK 0 M (-2) other items.

After adjustment for items affecting comparability, adjusted EBITDA for the Group amounted to SEK 27 M (62), a decrease of 56%. The adjusted EBITDA margin was 10.6% (17.4%).

After amortization and impairment losses totaling SEK -336 M (-39), consolidated operating income amounted to SEK -342 M (21). The Group's total amortization amounted to SEK -38 M (-38) during the third quarter of 2019. Amortization of the Gule Sider trademark totaled SEK -15 M (-15) and the amortization of the Krak trademark totaled SEK -3 M (-4).

The remaining amortization of SEK -20 M (-19) consists mainly of amortization of capitalized costs for product development and on right-of-use assets according to IFRS 16.

In comments on impairment testing in the year-end report and annual report 2018, it was stated that further impairment cannot be ruled out in the event that Eniro's transformation does not follow the plan on which the impairment test is based. Considering the Group's earnings trend and taking into account updated forecasts and elaborated business plans during the third quarter, the Board has decided to further write down goodwill of SEK -306 M, which in turn reduces the parent company's and the Group's equity.

Net financial items amounted to SEK -9 M (-52). Net financial items comprise: net interest expense SEK -7 M (-52) and exchange rate differences SEK -2 M (0).

Income before tax amounted to SEK -351 M (-31). Reported tax totaled SEK -175 M (10), which is essentially attributable to the reversal of deferred tax assets.

Due to the trend related to the impairment of goodwill and uncertainty regarding new rules on the restrictions to tax deductions on interest, the Board had decided to impair deferred tax assets by SEK 169 M.

Net income for the period was SEK -526 M (-21). Earnings per ordinary share were SEK -7.90 (-0.33) before and after dilution.

Operating revenue for the period amounted to SEK 814 M (1,073), a decrease of 24%. Adjusted for divested units, the decrease was 9%.

Currency effects impacted revenue positively by SEK 12 M (36).

Geographically, operating revenue is broken down into Sweden SEK 310 M (371), Norway SEK 195 M (260), Denmark SEK 134 M (149), Finland SEK 175 M (139), and Poland SEK 0 M (154).

Operating revenue from Digital marketing amounted to SEK 582 M (851), a decrease of 32%. Of operating revenue, SEK 453 M (726) came from Online search and SEK 129 M (125) from Complementary digital marketing products.

Operating revenue from Voice amounted to SEK 232 M (222), an increase of 5%.

EBITDA for the Group was SEK 54 M (169), corresponding to an EBITDA margin of 6.6% (15.8%).

EBITDA is broken down as follows: SEK 57 M (144) pertained to Digital marketing, SEK 43 M (45) relating to Voice, and SEK -46 M (-20) relating to other Group functions.

The Group's operating expenses, that is, expenses excluding amortization and impairment losses, totaled SEK -737 M (-911), where expenses for the period include SEK -18 M (-2) in items affecting comparability. Of these, SEK -14 M (-1) relating to restructuring costs, SEK 28 M (0) IFRS 16, SEK -32 M (0) Capital loss on sale of subsidiaries and SEK 0 M (-1) other items.

After adjustment for items affecting comparability, adjusted EBITDA for the Group amounted to SEK 72 M (171), a decrease of 58%. The adjusted EBITDA margin was 8.8% (15.9%).

After amortization and impairment losses totaling SEK -424 M (-117), consolidated operating income amounted to SEK -370 M (52).

The Group's total amortization amounted to SEK -118 M (-114) during the January – September 2019 period. Amortization of the Gule Sider trademark totaled SEK -45 M (-44) and the amortization of the Krak trademark totaled SEK -10 M (-10).

The remaining amortization of SEK -63 M (-60) consists mainly of amortization of capitalized costs for product development and on right-of-use assets according to IFRS 16.

Considering the Group's earnings trend and taking into account updated forecasts and elaborated business plans during the third quarter, the Board has decided to further write down goodwill of SEK -306 M, which in turn reduces the parent company's and the Group's equity.

Net financial items amounted to SEK -47 M (-77). Net financial items comprise: net interest expense SEK -53 M (-79 and exchange rate differences SEK 6 M (2).

Income before tax amounted to SEK -417 M (-25). Reported tax totaled SEK -172 M (-6) ), which is essentially attributable to the reversal of deferred tax assets.

Net income for the period was SEK -589 M (-31). Earnings per ordinary share were SEK -8.88 (-0.51) before and after dilution. The decline in earnings is mainly attributable to the write-down of intangible assets.

Jul-Sep Jul-Sep Jan-Sep Jan-Sep Oct-Sep Jan-Dec
SEK M 2019 2018 % 2019 2018 % 2018/19 2018
On-line search 133 234 -43 453 726 -38 647 920
Complementary digital marketing products 42 42 0 129 125 3 178 174
Digital marketing 175 276 -37 582 851 -32 825 1,094
Voice 79 80 -
1
232 222 5 309 299
Total revenue 254 356 -29 814 1,073 -24 1,134 1,393
Jul-Sep Jul-Sep Jan-Sep Jan-Sep Oct-Sep Jan-Dec
SEK M 2019 2018 % 2019 2018 % 2018/19 2018
Operating income -342 21 -1,729 -370 52 812 -935 -513
Depreciation/amortization 38 38 0 118 114 4 150 146
Impairment losses 306 1 306 3 876 573
Total EBITDA 2 60 -97 54 169 -68 91 206
Whereof Digital marketing 16 46 -65 57 144 -60 87 174
Whereof Voice 19 18 6 43 45 -
4
54 56
Whereof Other -33 -
4
-725 -46 -20 -130 -50 -24
EBITDA margin % 0.8 16.9 6.6 15.8 8.0 14.8
Items affecting comparability
Loss sale of subsidiary 32 0 32 0 32 0
Restructuring costs 2 0 14 1 15 2
IFRS 16 Lease -
9
2 -28 1 -28 1
Total adjusted EBITDA 27 62 -56 72 171 -58 78 209
Adjusted EBITDA margin % 10.6 17.4 8.8 15.9 6.9 15.0
Sep. 30 Sep. 30 Dec. 31
SEK M
Note
2019 2018 2018
Borrow
ing
Lease liability
-1,037
-76
-921
-
8
-993
-
8
Other non-current interest-bearing receivables1) 10 13 14
Cash and cash equivalents
Interest-bearing net debt excluding convertible bond
193 48 165
and pension obligations2) -910 -868 -822

1) The amount pertain to pledged bank funds as a security for leases in Norway and Finland.

2) In addition to interest-bearing debt Eniro has SEK 182 M (200) pertains to pledged bank funds for future pension obligation.

Total assets in the Group amounted to SEK 2,159 M (3,373), a decrease of 36%.

Intangible assets amounted to SEK 1,481 M (2,577), of which SEK 1,063 M (2,054) relating to goodwill.

The Group's interest-bearing net debt excluding the convertible bond and pension obligations amounted to SEK 910 M (868) as per September 30.

The Group's indebtedness, expressed as interestbearing net debt excluding the convertible bond and pension obligations in relation to EBITDA, was 10.0 (4.1) as of September 30.

As per September 30, the Group's outstanding net debt under existing credit facilities was NOK 0 M (199), DKK 0 M (49) and SEK 1,037 M (637). Cash and cash equivalents amounted to SEK 193 M (48).

The convertible bond is reported at cost and amounted to SEK 29 M (27) as per September 30. The nominal debt at the same point in time was SEK 29 M (29), entailing that 471 (471) of the total 500 convertibles have been converted to ordinary shares.

The Group's pension obligations amounted to SEK 735 M (568) as per September 30. The higher pension liability was primarily attributable to low market interest rates (refer to Note 6).

Eniro has credit insurance with PRI Pensionsgaranti (PRI) which remains in force until September 30, 2020. Eniro has pledged bank funds for future obligations (a so-called enhanced pension guarantee). As per September 30, 2019, total pledged funds amounted to SEK 182 M (200), including returns. Pledged funds including returns are recognized as Other long-term interest-bearing receivables.

Contract liabilities amounted to SEK 229 M (396) at the end of the period. Contract liabilities arises mainly in the Online search segments, where certain customers pay one year in advance. The 42% decrease compared with September 30, 2018 is mainly attributable to the divestment of the Polish operation and the Proff companies.

Total shareholders' equity for the Group amounted to SEK -292 M (1,011) as per September 30. The negative shareholders' equity was mainly attributable to the increase in pension liabilities affected by the current low interest rates. Net income for the period was SEK -589 M (-31).

Cash flow from operating activities was SEK 10 M (18). Lower EBIT of SEK -370 M (52) and a negative change in working capital of SEK -77 M (-89), of which SEK -11 M (-17) exchange rate effect, were offset by lower financial items of SEK -1 M (-15) and better other noncash items of SEK 39 M (-29), which mainly pertain to changes in provisions.

Eniro's tax payments are made mainly during the first half of the year. Eniro has loss-carry forwards in Sweden, Norway, Denmark, Finland and Poland, which is why tax payments have been low.

Cash flow from investing activities amounted to SEK 64 M (-58), of which the divestment of the Proff companies amounted to SEK 77 M (-) and net investments in operations to SEK -13 M (-58).

Cash flow from financing activities amounted to SEK -42 M (40). During the nine-month period, new borrowing amounted to SEK - M (52), while amortizations totaled SEK -37 M (-10). Rights issue amounted to SEK - M (3). Dividends to minority shareholders amounted to SEK 5 M (5).

Cash flow for the period amounted to SEK 32 M (0).

The Group's financing is guaranteed through a bond loan that matures at the end of 2021. The Board has, in light of the updated forecast and business plans that have been worked out in connection with the assessment of the of intangible assets ,decided to now initiate a review of the improvements that can be made to the capital structure.

In May 2019, Eniro entered into an agreement for the transfer of Proff, Eniro's B2B and financial search operations in Scandinavia, to Asiakastieto Group Plc together with its Swedish subsidiary UC AB. This sale is in line with Eniro's strategy of focusing on digital marketing services in the Nordic region. Cash purchase consideration of SEK 120 M, and interest of SEK 3 M calculated as annual interest of 5% based on SEK 120 M from January 1, 2019 until the closing date, was paid on the closing date of July 1, 2019.

The previously communicated positive cash flow of SEK 115 M was calculated on enterprise value, i.e. before consideration for cash remuneration. After reporting the actual values of assets and liabilities and adjusting for purchase price, among other things with regards to interest rate additions, a positive cash flow effect of SEK 77 M is reported, before taking into account transaction costs.

In the interim report show an impact on earnings of SEK -32 M. The additional claimed purchase price is not included in the gain as it is to be regarded as an contingent asset pending a decision in the arbitration proceeding.

Following the transaction, Eniro made a claim to the buyer for an additional payment of SEK 21 M plus accrued but not paid interest, refer to Disputes below, whereby the final outcome of the transaction may change.

Considering the uncertainty regarding the timing of settlement of the additional claimed purchase price including interest there on, the Board of Directors has determined that this Is currently considered a contingent asset, which has not been taken into account in the calculation of earning on the sale of shares.

Eniro announced on August 15, 2019 that Eniro had made a claim to Asiakastieto Group Plc and UC AB for additional payment of SEK 21 M plus accrued but not paid interest for the transfer of Proff. Asiakastieto and

UC have contested this claim and Eniro has called for arbitration with Asiakastieto Group Plc and UC AB.

Operating revenue amounted to SEK 16 M (13), which pertains to intra-Group services. Income for the period was SEK -491 M (-19). The decline in earnings is mainly attributable to write-down of shares in subsidiaries. At September 30, the Parent Company's equity amounted to SEK 150 M (1,419), of which unrestricted equity amounted to SEK 97 M (221).

After receiving permission from the Swedish Companies Registration Office on July 18, 2019 and in accordance with the Annual General Meeting's resolution on May 9, 2019, the company's share capital was reduced for transfer to unrestricted equity in the amount of SEK 587,898,596.06 without the cancelation of shares. Following the reduction in share capital, the company's share capital amounted to SEK 53,465,749.60,

distributed among a total of 66,832,187 shares, each with a quota value of 0.80 SEK. The reduction does not affect the number of shares in the company.

As of September 30, 2019, the total number of shares was 66,832,187, of which 66,573,410 are ordinary Class A shares and 258,777 are preference shares. The total number of votes as per September 30 was 66,599,287.7, of which ordinary Class A shares correspond to 66,573,410 votes and preference shares to 25,877.7 votes.

Upon full dilution resulting from conversion to shares, the number of shares will amount to a maximum of 67,039,506.

Eniro held 20,405 treasury shares on September 30 2019, of which 17,037 are ordinary Class A shares and 3,368 preference shares. The average holding of treasury shares during the period was 20,405.

The 2019 Annual General Meeting 2019 decided not to pay any dividends – neither for ordinary nor preference shares.

Eniro's 2018 Annual Report is available on the company's website www.enirogroup.com.

The Annual General Meeting on May 9, 2019 passed two resolutions regarding the reduction of Eniro AB's share capital. The first resolution was a SEK 557 M reduction in share capital for the purpose of covering losses, without the cancelation of shares, and was registered with the Companies Registration Office. After this reduction, the share capital amounted to approximately SEK 641 M, distributed between an unchanged number of shares, 66,832,187, meaning that the quota value of the shares has reduced to about SEK 9.59 per share.

The second decision, which required permission from the Companies Registration Office to be executed, was the reduction of share capital by approximately SEK 588 M to about SEK 53.5 M for transfer to unrestricted shareholders' equity, without the cancelation of shares, which entails that the quota value of the shares will be reduced by an additional SEK 0.80 per share. Permission from the Companies Registration Office was granted on July 18, 2019.

To enable the second reduction of approximately SEK 588 M, the Annual General Meeting also resolved on an amendment of the Articles of Association such that the limits for share capital are to be not less than SEK 50,000,000 and not more than SEK 200,000,000, and that the limits for the number of shares are to be not fewer than 60,000,000 shares and not more than 240,000,000 shares.

Sep. 30 Sep. 30
2019 2018
Sw
eden
174 225
Norw
ay
110 159
Denmark 108 115
Finland 23 22
Poland 23 559
Digital marketing 438 1,080
Sw
eden
55 54
Norw
ay
20 22
Finland 244 222
Voice 319 298
Total Group 757 1,378

Eniro conducts risk analysis in an annual Enterprise Risk Management (ERM) process, covering all parts of the business operations. A detailed description of factors that could affect Eniro's business, financial position and results is provided in the 2018 Annual Report, pages 30- 31.

Risks and uncertainties in the annual risk analysis that are judged to potentially affect the Group's performance in 2018 are related to high personnel turnover and higher competition from global actors in Online search, a lack of digital expertise among the sales representatives, difficulties in conveying customer benefit, as well as liquidity and financing risks.

The Annual General Meeting on May 9, 2019 resolved in accordance with the Nomination Committee's recommendations to re-elect Board member Johnny Sommarlund, Henrik Salwén, and Magdalena Bonde and to elect Arne Myhrman and Urban Hilding as new Board members. The Meeting also resolved to elect Arne Myhrman as Chairman of the Board.

Shareholders who wish to submit proposal to the Nomination Committee can do so via e-mail to [email protected] not later than January 21, 2020.

Shareholders who wish to have a matter dealt with at the AGM, must submit a proposal to the Chairman of the Board via e-mail to till [email protected] not later than March 10, 2020, for the proposal to be included in the notice of the meeting.

The contract with former CEO Örjan Frid was terminated on May 22, 2019. This contract has a mutual six-month period of notice. Örjan Frid is not entitled to any severance pay. The total cost of remuneration for Örjan Frid during the period of notice amounted to SEK 2.4 M.

This interim report has been reviewed by auditors.

Eniro's Annual General Meeting will be held on April 28, 2020 in Kista, Sweden. The Nomination Committee ahead of the 2020 Annual General Meeting has been appointed in accordance with the guidelines decided at Eniro's 2018 Annual General Meeting that remain valid and consists of the following individuals: Johnny Sommarlund (appointed by MGA Placeringar AB), Ilija Batljan (own holding sand via companies), Theodor Jeansson (own holdings), Carl Rosvall (appointed by Hajskäret Invest AB) and Arne Myhrman (Chairman of the Board of Eniro). The Nomination Committee elected Theodor Jeansson its Chairman. See also www.enirogroup.com.

This information is information that Eniro AB is obliged to make public pursuant to the EU Market Abuse Regulation and the Securities Markets Act. The information was submitted for publication, through the agency of the contact person set out above, at 20:30 a.m. CET on October 28, 2019.

Kista, October 28, 2019

Magdalena Bonde

President and CEO

FOR FURTHER INFORMATION, PLEASE CONTACT: Magdalena Bonde Anne Langbraaten

President and CEO CFO Tel.: +46-8-553 310 00 Tel.: +46-8-553 310 00

FINANCIAL CALENDAR

Year-end report 2019 February 11, 2020 Interim report Jan-Mar 2020 April 28, 2020 Annual General Meeting 2020 April 28, 2020 Half year report 2020 July 15, 2020 Interim report Jan-Sep 2020 October 28, 2020

We have reviewed the condensed interim financial information (interim report) of Eniro AB corporate identity number 556588-0936, as of September 30, 2019, and the nine-month period then ended. The board of directors and the CEO are responsible for the preparation and presentation of the interim financial information in accordance with IAS 34 and the Swedish Annual Accounts Act. Our responsibility is to express a conclusion on this interim report based on our review.

We conducted our review in accordance with the International Standard on Review Engagements ISRE 2410, Review of Interim Report Performed by the Independent Auditor of the Entity. A review consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing, ISA, and other generally accepted auditing standards in Sweden. The procedures performed in a review do not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Based on our review, nothing has come to our attention that causes us to believe that the interim report is not prepared, in all material respects, in accordance with IAS 34 and the Swedish Annual Accounts Act, regarding the Group, and with the Swedish Annual Accounts Act, regarding the Parent Company.

Without affecting our statements above, we would like to draw attention to the fact that Note 2 Goodwill states that the value of the company's intangible assets is dependent on a number of significant assumptions by management and the board of directors where the rate of growth in the transformation is the most significant. If the transformation of Eniro's business does not impact sales at the rate assumed by the management, or if other assumptions underlying the impairment test conducted by the management would change in a negative way, this will lead to further write-downs as the assumed cash flows do not will occur alternatively be pushed further in the future.

Stockholm, October 28, 2019

PricewaterhouseCoopers AB

Michael Bengtsson Carl Fogelberg

Authorized Public Accountant Authorized Public Accountant

Jul-Sep Jul-Sep Jan-Sep Jan-Sep Oct-Sep Jan-Dec
SEK M Note 2019 2018 2019 2018 2018/19 2018
Operating revenue 254 356 814 1,073 1,134 1,393
Production costs -96 -105 -298 -297 -400 -399
Sales costs -68 -119 -249 -377 -356 -484
Marketing costs -30 -25 -78 -78 -101 -101
Administration costs -43 -54 -145 -161 -197 -213
Product development costs -26 -34 -85 -112 -117 -144
Other income/costs -27 3 -23 7 -22 8
Impairment of non-current assets -306 -
1
-306 -
3
-876 -573
Operating income 2 -342 21 -370 52 -935 -513
Financial items, net -
9
-52 -47 -77 -37 -67
Income before tax -351 -31 -417 -25 -972 -580
Income tax -175 10 -172 -
6
-174 -
8
Net income -526 -21 -589 -31 -1,146 -588
Of which, attributable to:
Ow
ners of the Parent Company
-526 -22 -591 -34 -1,149 -592
Non-controlling interests 0 1 2 3 3 4
Net Income -526 -21 -589 -31 -1,146 -588
Earnings per ordinary share before dilution, SEK 3 -7.90 -0.33 -8.88 -0.51 -17.27 -8.91
Earnings per ordinary share after dilution, SEK
Average number of ordinary shares before dilution, 000s
3 -7.90
66,556
-0.33
66,523
-8.88
66,556
-0.51
66,392
-17.27
66,547
-8.91
66,433
Average number of ordinary shares after dilution, 000s 66,763 66,987 66,763 66,857 66,754 66,898
Preference shares on closing date, 000s 259 259 259 259 259 259
Jul-Sep Jul-Sep Jan-Sep Jan-Sep Oct-Sep Jan-Dec
SEK M 2019 2018 2019 2018 2018/19 2018
Net income -526 -21 -589 -31 -1,146 -588
Other comprehensive income
Items that cannot be reclassified to income
statement
Revaluation of pension obligations -24 -17 -164 -52 -165 -53
Tax attributable to revaluation pension obligations 4 3 34 11 35 12
Total -20 -14 -130 -41 -130 -41
Items that have been or can be reclassified to the
income statement
Exchange rate differences 7 -13 34 56 -18 4
Hedge of net investments 0 4 0 -19 -
3
-22
Tax attributable to hedge of net investments 0 -
1
0 4 1 5
Total 7 -10 34 41 -20 -13
Other comprehensive income, net after tax -13 -24 -96 0 -150 -54
Total comprehensive income -539 -45 -685 -31 -1,296 -642
Of which, attributable to:
Ow
ners of the Parent Company
-539 -45 -689 -37 -1,299 -647
Non-controlling interests 0 0 4 6 3 5
Total comprehensive income -539 -45 -685 -31 -1,296 -642
Sep. 30 Sep. 30 Dec. 31
SEK M Note 2019 2018 2018
Assets
Non-current assets
Right-of-use assets 67 - -
Other tangible assets 8 14 14
Intangible assets 5 1,481 2,577 1,948
Deferred tax assets 23 207 164
Financial assets 237 259 241
Total non-current assets 1,816 3,057 2,367
Current assets
Contract assets 29 60 35
Accounts receivable - trade and other receivables 73 165 88
Current tax assets 16 17 12
Other current receivables 32 26 25
Cash and cash equivalents 193 48 165
Total current assets 343 316 325
TOTAL ASSETS 2,159 3,373 2,692
Shareholders' equity and liabilities
Shareholders' equity
Share capital 53 1,198 1,198
Additional paid in capital 5,829 5,829 5,829
Reserves -295 -275 -327
Retained earnings -5,918 -5,781 -6,342
Shareholders' equity, owners of the Parent Company -331 971 358
Non-controlling interests 39 40 39
Total Shareholders' equity -292 1,011 397
Non-current liabilities
Borrow
ing
1,037 - 993
Lease liabilities 38 - -
Convertible bond 29 27 27
Deferred tax liabilities
Pension obligations
6 126
735
149
568
130
566
Other non-current liabilities 8 24 16
Total non-current liabilities 1,973 768 1,732
Current liabilities
Accounts payable - trade 35 69 45
Current tax liabilities 7 6 7
Accrued liabilities 104 127 112
Contract liabilities 229 396 321
Other current liabilities 54 61 64
Provisions 11 6 6
Borrow
ing
- 921 -
Lease liabilities 38 8 8
Total current liabilities 478 1,594 563
TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 2,159 3,373 2,692
Total
Additional equity,
owners of
Non
Share paid in Retained the Parent controlling Total
SEK M Capital capital Reserves earnings Company interest equity
Opening balance, January 1, 2018 1,192 5,829 -313 -5,702 1,006 39 1,045
Total comprehensive income - - 38 -75 -37 6 -31
Set-off issue of issue expenses 5 - - -
3
2 2
Set-off issue 1 - - -
1
0 0
Dividend non-controlling interest - - - - - -
5
-
5
Closing balance, Sep 30, 2018 1,198 5,829 -275 -5,781 971 40 1,011
Opening balance, January 1, 2018 1,192 5,829 -313 -5,702 1,006 39 1,045
Total comprehensive income - - -14 -633 -647 5 -642
Set-off issue of issue expenses 5 - - -
3
2 - 2
Set-off issue 1 - - -
1
0 - 0
Advisory expenses - - - -
3
-
3
- -
3
Dividend non-controlling interest - - - - - -
5
-
5
Closing balance, December 31, 2018 1,198 5,829 -327 -6,342 358 39 397
Opening balance, January 1, 2019 1,198 5,829 -327 -6,342 358 39 397
Total comprehensive income - - 32 -721 -689 4 -685
Reduction of the share capital -1,145 - - 1,145 0 - 0
Dividend non-controlling interest - - - - - -
4
-
4
Closing balance, Sep 30, 2019 53 5,829 -295 -5,918 -331 39 -292
Jul-Sep Jul-Sep Jan-Sep Jan-Sep Oct-Sep Jan-Dec
SEK M Note 2019 2018 2019 2018 2018/19 2018
Operating income -342 21 -370 52 -935 -513
Adjustments for
Depreciation, amortization and impairment 336 39 424 117 1,026 719
Capital gain/loss and other non-cash items 35 -
4
39 -29 35 -33
Financial items, net -
1
-
5
-
1
-15 -22 -36
Income tax paid -
2
-
2
-
5
-18 2 -11
Cash flow from operating activities before
changes in working capital 26 49 87 107 106 126
Changes in w
orking capital
-22 -40 -77 -89 -69 -81
Cash flow from operating activities 4 9 10 18 37 45
Acquisitions/divestments of Group companies and
other assets 77 - 77 - 93 16
Investments in non-current assets, net -
3
-
6
-13 -58 -21 -66
Cash flow from investing activities 74 -
6
64 -58 72 -50
Proceeds from borrow
ings
- 18 - 52 979 1,031
Repayment of borrow
ings
-37 0 -37 -10 -952 -925
Long-term investments - - - - 18 18
Dividend on preference shares - - - - - -
Dividend non controlling interests -
3
-
2
-
5
-
5
-
5
-
5
Rights issue - 1 - 3 -
3
-
Cash flow from financing activities -40 17 -42 40 37 119
Cash flow for the period 38 20 32 0 146 114
Cash and cash equivalents at start of period 155 29 165 51 48 51
Cash flow
for the period
38 20 32 0 146 114
Exchange rate differences in cash and cash equivalents 0 -
1
-
4
-
3
-
1
0
Cash and cash equivalents at end of period 193 48 193 48 193 165
Jul-Sep Jul-Sep Jan-Sep Jan-Sep Oct-Sep Jan-Dec
SEK M 2019 2018 2019 2018 2018/19 2018
Operating revenue 3 4
8
16 13 24 21
Administration costs -
8
-11 -28 -36 -40 -48
Other income/costs -
1
0 -
2
-
1
-
2
-
1
Operating income -
6
-
7
-14 -24 -18 -28
Financial items, net -387 1 -424 4 -1,200 -772
Income before tax -393 -
6
-438 -20 -1,218 -800
Income tax -55 -
2
-53 1 -47 7
Net income -448 -
8
-491 -19 -1,265 -793
Sep. 30 Sep. 30 Dec. 31
SEK M 2019 2018 2018
Assets
Shares in subsidiaries 1,086 443 1,462
Deferred tax assets 0 47 53
Receivables on group companies 0 776 0
Financial assets 217 235 217
Total non-current assets 1,303 1,501 1,732
Accounts receivable - trade 11 3 6
Other current receivables 11 12 3
Cash and cash equivalents 4 21 5
Total current assets 26 36 14
TOTAL ASSETS 1,329 1,537 1,746
Shareholders equity and liabilities
Shareholders' equity
Share capital 53 1,198 1,198
Restricted equity 53 1,198 1,198
Share premium reserve 704 704 704
Retained earnings -116 -464 -468
Net profit -491 -19 -793
Non-restricted equity 97 221 -557
Total equity 150 1,419 641
Borrow
ing
1,037 0 993
Convertible bond 29 27 27
Pension obligations 72 73 73
Total non-current liabilities 1,138 100 1,093
Accounts payable 3 11 6
Liabilities to group companies 33 0 0
Other current liabilities 5 7 6
Total current liabilities 41 18 12
TOTAL SHAREHOLDERS' EQUITY AND
LIABILITIES 1,329 1,537 1,746

This interim report has been prepared in accordance with IAS 34 Interim Financial Reporting.

The Parent Company prepares its statements in accordance with the Swedish Annual Accounts Act and Swedish Financial Reporting Board's recommendation RFR 2.

The accounting policies applied in this interim report correspond with those contained in the Annual Report for the financial year ending December 31, 2018, which was prepared in accordance with International Financial Reporting Standard (IFRS) and IFRIC interpretations as endorsed by the European Union (EU) and should be read in combination with these. However, consideration must be given to the new standard on leasing that came into force in 2019.

Leases (IFRS 16)

IFRS 16 Leases replaces IAS 17 leases and established the principles for recognizing, measuring, presenting and providing disclosures in leases. The changes to the standard require differentiation between finance and operating leases and require that the lessee recognize assets and lease liabilities for most leases in the balance sheet. In the income statement, operating expenses are replaced by depreciation of the assets and interest expenses for the lease liabilities. In the cash flow statement, payments attributable to amortization of the lease liability will be recognized in financing activities and payments attributable to the interest portion will be recognized in the operating activities.

The Eniro Group has applied IFRS 16 from the required application date, January 1, 2019, without restating comparative information.

Lease liabilities are initially calculated on transition at the present value of future lease payments, discounted by the incremental borrowing rate on commencement on January 1, 2019. Right-of-use assets are initially recognized at an amount corresponding to the lease liability, adjusted by any prepaid lease payments. Short leases with a term of less than one year and low-value leases are exempted in accordance with the exemptions permitted by the standard. After the commencement date, the lease liability is remeasured to reflect retesting and amendments to leases. Revaluations of the lease liability are adjusted to the right-of-use assets.

The Parent Company has chosen the option in RFR 2 to not apply IFRS 16, which means that the recognition of leases in the Parent Company has not changed.

At year-end, the effect of IFRS 16 is expected to have an positive impact on EBITDA of approximately SEK 26 M and an increase of total assets by approximately SEK 75 M.

In connection with the preparation of the interim report, a retroactive adjustment has been made in accordance with IFRS 16, which means that EBITDA reported in the previous quarter would have been SEK 8 M lower with SEK 4 M per quarter.

Eniro reports its financial results distributed among the Digital marketing and Voice business areas. Digital marketing has cross-border functions for Products & Technology (formerly Digital Solutions), Sales and Marketing (formerly Nordic Sales), Human Resources, and Finance. The Voice business area is governed separately and is not an integrated part of the function-based organization.

Digital marketing
Voice
Jul-Sep Jul-Sep Jan-Sep Jan-Sep Jul-Sep Jul-Sep Jan-Sep Jan-Sep
SEK M 2019 2018 2019 2018 2019 2018 2019 2018
Operating revenue
Sw
eden
82 99 259 302 17 21 51 69
Norw
ay
44 72 172 233 8 9 23 27
Denmark 43 49 134 149 0 0 0 0
Finland 6 4 17 13 54 50 158 126
Poland 0 52 0 154 0 0 0 0
Total 175 276 582 851 79 80 232 222
EBITDA 16 46 57 144 19 18 43 45
Loss sale of subsidiary
Items affecting comparability1) -
4
0 -
9
-
3
-
5
1
Adjusted EBITDA 12 46 48 144 16 18 38 46
Depreciation/amortization -32 -35 -100 -107 -
7
-
3
-19 -
7
Impairment losses -265 0 -265 0 -41 -
1
-41 -
3
Operating income -281 11 -308 37 -29 14 -17 35
Other
Jul-Sep Jul-Sep Jan-Sep Jan-Sep Jul-Sep Jul-Sep Jan-Sep Jan-Sep
SEK M 2019 2018 2019 2018 2019 2018 2019 2018
Operating revenue
Sw
eden
- - - - 99 120 310 371
Norw
ay
- - - - 52 81 195 260
Denmark - - - - 43 49 134 149
Finland - - - - 60 54 175 139
Poland - - - - - 52 - 154
Total - - - - 254 356 814 1,073
EBITDA -33 -
4
-46 -20 2 60 54 169
Loss sale of subsidiary 32 32 32 0 32 0
Items affecting comparability1) 0 2 0 1 -
7
2 -14 2
Adjusted EBITDA -
1
-
2
-14 -19 27 62 72 171
Depreciation/amortization 0 0 0 0 -38 -38 -118 -114
Impairment losses 0 0 0 0 -306 -
1
-306 -
3
Operating income -33 -
4
-46 -20 -342 21 -370 52
Net financial items -
9
-52 -47 -77
Taxes -175 10 -172 -
6
Net income for the period -526 -21 -589 -31

1) Items affecting comparability consist of restructuring costs and adjustments in accordance with IFRS 16 Leasing.

Earnings per share before dilution are calculated as income for the period attributable to owners of the Parent Company less the set dividend on preference shares for the period, divided by the average number of ordinary shares, excluding treasury shares, before dilution and adjusted for bonus issue effect on new issue.

In calculating earnings per share after dilution, the average number of shares is adjusted for the effects of the potential dilution of ordinary shares associated with the convertible bond and the warrant program. This entails that earnings per share after dilution are calculated by dividing income for the period attributable to owners of the Parent Company plus interest expense after tax pertaining to the convertible loan, less the set dividend on preference shares for the period, by the average number of ordinary shares, excluding treasury shares, after full conversion and adjusted for bonus issue effect on new issue.

Jul-Sep Jul-Sep Jan-Sep Jan-Sep Oct-Sep Jan-Dec
SEK M 2019 2018 2019 2018 2018/19 2018
Earnings attributable to ow
ners of the Parent Company
Dividend established for cumulative preference shares
-526 -22 -591 -34 -1,149 -592
during the period
Earnings used for calculating earnings per ordinary share,
- - - - - -
before dilution -526 -22 -591 -34 -1,149 -592
Cupon rate for convertible bonds
Earnings used for calculating earnings per ordinary share,
1 1 1 1 1 1
after dilution -525 -21 -590 -33 -1,148 -591
Average number of ordinary shares before dilution, 000s 66,556 66,523 66,556 66,392 66,547 66,433
Adjustments for the calculation of earnings per ordinary
share after dilution:
- Convertible bonds 207 207 207 207 207 207
- Warrants 2) - 257 - 257 - 258
Average number of ordinary shares after dilution, 000s 66,763 66,987 66,763 66,856 66,754 66,898
Earnings per ordinary share before dilution, SEK
Earnings per ordinary share after dilution, SEK 1)
-7.90
-7.90
-0.33
-0.33
-8.88
-8.88
-0.51
-0.51
-17.27
-17.27
-8.91
-8.91
Preference shares on closing date, 000s 259 259 259 259 259 259

1) As earnings per ordinary share after dilution resulted in a reduced loss, the ordinary shares did not give cause to any dilution effect.

The decision at the annual general meeting 2016 regarding the warrant program directed to the board and to certain leading executives has in 31 may 2019 expired without any warrant used.

Assets and liabilities on the balance sheet Sep. 30 Sep. 30 Dec. 31
SEK M 2019 2018 2018
Financial assets valued to accrued acquisition value
Non-current assets
Interest-bearing receivables, blocked bank funds 192 213 196
Current assets
Accounts receivable - trade and other receivables 72 172 94
Cash and cash equivalents 193 48 165
TOTAL 457 433 455
Financial liabilities valued to accrued acquisition value
Non-current liabilities
Borrow
ing
1,037 - 993
Lease liability 38 - -
Convertible bond 29 27 27
Other financial liabilities 8 24 16
Current liabilities
Borrow
ing
- 921 -
Lease liability 38 8 8
Accounts payable - trade and other liabilities 89 69 109
TOTAL 1,239 1,049 1,153
Sep. 30 Sep. 30 Dec. 31
SEK M 2019 2018 2018
At start of year 1,470 2,006 2,006
Write dow
n goodw
ill relating to Proff
-124 * 0 0
Impairment loss for the period -306 -
3
-568
Exchange rate difference 23 51 32
Carrying amount 1,063 2,054 1,470

* This amount has been recognized as a deduction from the result of the sale of shares in subsidiaries.

In the impairment testing, a determination is made as to whether a need to recognize impairment exists by comparing the cash-generating unit's carrying amount, including goodwill and other consolidated surplus value, with the recoverable amount. If the carrying amount exceeds the recoverable amount, the carrying amount is written down to the recoverable amount. Eniro's lowest cash-generating units consist of the operating segments per country, i.e., Digital marketing and Voice, which corresponds to the monitoring that is conducted in both the internal and external reporting. The recoverable amount consists of the value in use.

A discount rate before tax has been determined for the respective cash-generating units.

Testing of the value of all of the Group's intangible assets is conducted annually or when indications of significant changes in assumptions have been identified. When preparing the accounts for the interim report, the company performed a detailed analysis of the carrying amount of the Group's operating assets including goodwill, known as an impairment test.

An impairment test is based on a number of different assumptions regarding the future performance of the operations. Such assumptions are always associated with varying degrees of uncertainty.

Given that the Group still is in a transition phase of its business model, some uncertainty remains. The most critical assumption concerns the management's assessment at what speed the transformation that Eniro is undergoing, Eniro estimates that the customer base will increase in the coming years. Eniro further estimates that the customer base who will use Eniros´s supplemental digital marketing products (CDMP), will increase double-digit in the coming years.

The customer acceptance of Eniro as a digital marketing partner is an important prerequisite for meeting the assumed continued slowdown and planning of today´s core business. Unless the transformation of Eniro´s service offering will have a breakthrough in sales at the rate adopted by the management, or if other assumptions underlying impairement testing would change in a negative way, this will lead to further write-downs as the assumed cash flow will not occur or be

postponed further in the future. Considering the uncertainty as to when and at what speed the transformation will take place, Eniro has in this impairment test increased the risk premium in the WACC by an additional 1.8% compared with last year. Together with other changed assumptions, this resulted in an impairment of SEK -306 M.

Another consequence of the impairment test is a changed assessment of the Group's deferred tax assets. The increased complexity that the new rules on interest deduction restriction has been taken into account. Overall, meaning that these assets were impaired in the amount of SEK 169 M.

The present value of pension obligations depends on a number of factors that are established by an independent actuary based on a number of assumptions. Each change in these assumptions will impact the carrying amount of pension obligations. Key assumptions are the discount rate, expected return on plan assets, future salary increases, inflation and demographic conditions.

The low market interest rates are reflected in the change in the discount rate for measuring the pension liability in accordance with IAS 19. The sharp decline in the assumption for the discount rate in 2019 from 2.3% at the start of the year to 1.3% on September 30, 2019 resulted in a significant increase in the pension liability.

The considerably higher charge to the balance sheet due to IAS 19 not only impacts Eniro but also a large number of other companies.

Sep. 30 Sep. 30 Dec. 31
2019 2018 2018
Equity, average 12 months, SEK M 292 915 935
Return on equity (ROE), 12 months, % -393.5 21.5 -63.3
Return on Assets (ROA), 12 months, % -21.3 10.1 -23.7
Earnings per ordinary share before dilution, SEK -8.88 -0.51 -8.91
Earnings per ordinary share after dilution, SEK -8.88 -0.51 -8.91
Interest-bearing net debt excluding convertible bond and pension
obligations, SEK M -910 -868 -822
Debt/equity ratio, times -3.1 0.9 2.1
Equity/assets ratio, % -14 30 15
Interest-bearing net debt excluding convertible bond and pension
obligations/EBITDA 12 months, times 10.0 4.1 4.0
Interest-bearing net debt excluding convertible bond and pension
obligations/adjusted EBITDA 12 months, times 11.7 3.1 3.9
Average number full-time employees 823 1,404 1,461
Number of full-time employees on closing date 757 1,378 889
Number of ordinary shares before dilution on closing
date after deduction of treasury shares, 000s 66,556 66,556 66,556
Number of ordinary shares after dilution on closing
date after deduction of treasury shares, 000s 66,763 67,021 67,021
Number of preference shares on closing
date, 000s 259 259 259
Sep. 30 Sep. 30 Dec. 31
2019 2018 2018
Equity per share, SEK -4.95 14.53 5.36
Share price for ordinary shares at end of period, SEK 1.54 2.04 1.09

Eniro presents certain financial measures that are not defined in IFRS. Eniro believes that these measures provide valuable, complementary information to investors and to company management, as they enable assessment of Group's earnings and financial position. Since not all companies calculate financial measures in the same way, these are not always comparable with measures used by other companies. These financial measures shall therefore not be regarded as a substitute for the measures defined in IFRS.

Name Definition Calculation
Earnings per ordinary share for the
period before dilution
Income for the period attributable to owners
of the Parent Company less the portion of
the approved dividend for the period for
preference shares, divided by the average
number of ordinary shares before dilution.
(Income for the period attributable to
owners of the Parent Company – the
portion of the approved dividend for the
period for preference shares)/ (Average
number of ordinary shares before dilution) x
1,000.
Earnings per ordinary share for the
period after dilution
Income for the period attributable to owners
of the Parent Company less the portion of
the approved dividend for the period for
preference shares and interest expenses
after tax pertaining to the convertible bond,
divided by the average number of ordinary
shares after full conversion.
(Income for the period attributable to
owners of the Parent Company – the
portion of the approved dividend for the
period for preference shares + interest
expenses after tax pertaining to the
convertible bond)/ (Average number of
ordinary shares after full conversion) x
1,000.
Average number of ordinary shares
before dilution
The average number of ordinary shares
outstanding, excluding treasury shares.
Average number of ordinary shares
outstanding, excluding treasury shares,
calculated on a daily basis.
Average number of ordinary shares after
dilution
The average number of ordinary shares
excluding treasury shares, adjusted for full
conversion of all potential ordinary shares in
the convertible bond and warrant program.
Average number of ordinary shares
outstanding, excluding treasury shares,
calculated on a daily basis + Adjustment for
full conversion of all potential ordinary
shares in the convertible bond and warrant
program.
Name Definition Calculation Purpose
Return on shareholders'
equity (%)
Moving 12-month earnings
attributable to owners of the
Parent Company divided by
average shareholders' equity.
(Moving 12-month earnings
attributable to owners of the
Parent Company)/ (Average
shareholders' equity).
Return on shareholders' equity
measures the Group's return on
the capital the owners have
invested in the business and
thereby how profitable the
Group is for its shareholders.
Return on total assets (%) Moving 12-month operating
income and financial income
less exchange rate losses on
financial items divided by
average total assets.
(Moving 12-month operating
income + financial income –
exchange rate losses on
financial items)/ (Average total
assets) x 100.
Return on total capital shows
the business's effectiveness
independent from how the
capital is financed. This
measure is used to assess
whether the Group's business
generates an acceptable return
on its resources.
EBITDA Operating income before
depreciation,
amortization and impairment
losses.
Operating income excluding
depreciation, amortization and
impairment losses.
See the calculation in
"Reconciliation of operating
income and adjusted EBITDA".
EBITDA is a measure of
operating income before
interest, taxes, depreciation,
and amortization and
impairment losses and is used
to monitor the operating
activities. EBITDA is the
measure that best coincides
with cash flow.
EBITDA margin (%) EBITDA divided by operating
revenue.
(EBITDA/Operating revenue) x
100
See "Calculation of EBITDA
margin".
EBITDA in relation to operating
revenue is used to measure the
profitability of operations and
shows the Group's cost
effectiveness.
Shareholders' equity per
share
Shareholders' equity
attributable to owners of the
Parent Company divided
by the number of shares at the
end of the period, excluding
treasury shares.
(Shareholders' equity
attributable to owners of the
Parent Company)/ (Number of
shares at the end of the period,
excluding treasury shares) *
1,000.
Shareholders' equity per share
measures the Group's net value
per share.
Name Definition Calculation Purpose
Adjusted EBITDA EBITDA excluding restructuring
costs and other items affecting
comparability. Other items
affecting comparability include,
gain/loss from the divestment of
companies, legal expenses
from disputes that are not part
of ordinary operations,
severance expenses for
persons in executive
management and other major
nonrecurring items.
EBITDA excluding restructuring
costs and other items affecting
comparability. See
"Reconciliation of operating
income and adjusted EBITDA".
Adjusted EBITDA increases
comparability by adjusting for
restructuring costs, the effect of
acquisitions/divestments and
other nonrecurring items.
Adjusted EBITDA margin (%) Adjusted EBITDA divided by
operating revenue.
(Adjusted EBITDA/Operating
revenue) x 100. See
"Calculation of adjusted
EBITDA margin".
Adjusted EBITDA in relation to
operating revenue shows a
more comparable measure of
the profitability of operations
and the Group's cost
effectiveness.
Operating cash flow Cash flow from operating
activities and cash flow from
investing activities excluding
company acquisitions and
divestments.
Cash flow from operating
activities + cash flow from
investing activities – company
acquisitions and divestments.
Operating cash flow measures
the cash flow that is generated
before the effects of
acquisitions and divestments,
and cash flows attributable to
the Company's financing.
Interest-bearing net debt
excluding convertible bond
and pension obligations
Borrowings less cash and cash
equivalents and interest-bearing
assets.
Borrowings – cash and cash
equivalents – interest-bearing
assets. See "Reconciliation of
interest-bearing net debt
excluding convertible bond and
pension obligations".
Interest-bearing net debt shows
the Group's liabilities to lenders
less cash and cash equivalents
and interest-bearing assets.
Interest-bearing net debt
excluding convertible bond
and pension
obligations/EBITDA
Interest-bearing net debt
excluding convertible bond and
pension obligations/EBITDA.
(Interest-bearing net debt
excluding convertible bond and
pension obligations)/ (EBITDA,
12 months). See "Calculation of
interest-bearing net debt
excluding convertible bond and
pension obligations/EBITDA 12
months, times".
Net debt in relation to EBITDA
gives an estimation of the
Group's capacity to reduce its
debt. It represents the number
of years it would take to pay
back its loans if net debt and
EBITDA were to remain
constant, without taking into
account cash flow pertaining to
interest and tax.
Debt/equity ratio (%) Interest-bearing net debt
excluding the convertible bond
and pension obligations divided
by shareholders' equity,
including non-controlling
interests.
(Interest-bearing net debt
excluding the convertible bond
and pension obligations)/ (Total
shareholders' equity).
The debt/equity ratio measures
the extent to which the Group is
financed by debt.
Equity/assets ratio (%) Shareholders' equity including
non-controlling
interests divided by total assets.
(Total shareholders' equity)/
(Total assets)
The equity/assets ratio indicates
how much the Group's assets
are financed by shareholders'
equity. The size of
shareholders' equity in relation
to other liabilities describes the
Group's long-term ability to pay.
Total operating expenses Costs for production, sales,
marketing,
administration and product
development,
excluding depreciation,
amortization and
impairment losses.
See "Reconciliation of operating
expenses"
Average total assets Total assets for the last four
quarters divided by four
(Total assets for the last four
quarters)/4
Average shareholders' equity Average shareholders' equity
attributable to owners of the
Parent Company per quarter,
based on the opening and
closing balance for each
quarter.
(Average shareholders' equity
attributable to owners of the
Parent Company per quarter
(OB+CB)/2 for the last four
quarters/4.
Name Definition Calculation Purpose
Average number of full-time
employees
Calculated as the average of
number of full-time employees
(Average number of full-time
employees at the start and end
at the start and end of the year. of the year)/2.
Jul-Sep Jul-Sep Jan-Sep Jan-Sep Oct-Sep Jan-Dec
SEK M 2019 2018 2019 2018 2018/19 2018
Operating income -342 21 -370 52 -935 -513
+ Depreciation/amortization 38 38 118 114 150 146
+ Impairment losses 306 1 306 3 876 573
= Total EBITDA 2 60 54 169 91 206
Items affecting comparability
+ Loss sale subsidiary 32 0 32 0 32 0
+ Restructuring costs 2 0 14 1 15 2
+ IFRS 16 Lease -
9
2 -28 1 -28 1
= Total adjusted EBITDA 27 62 72 171 78 209
Jul-Sep Jul-Sep Jan-Sep Jan-Sep Oct-Sep Jan-Dec
2019 2018 2019 2018 2018/19 2018
EBITDA 2 60 54 169 91 206
÷ Operating revenue 254 356 814 1,073 1,134 1,393
= EBITDA margin % 0.8 16.9 6.6 15.8 8.0 14.8
Jul-Sep Jul-Sep Jan-Sep Jan-Sep Oct-Sep Jan-Dec
2019 2018 2019 2018 2018/19 2018
Adjusted EBITDA 27 62 72 171 78 209
÷ Operating revenue 254 356 814 1,073 1,134 1,393
= Adjusted EBITDA margin % 10.6 17.4 8.8 15.9 6.9 15.0
Jul-Sep Jul-Sep Jan-Sep Jan-Sep Oct-Sep Jan-Dec
SEK M 2019 2018 2019 2018 2018/19 2018
Production costs -96 -105 -298 -297 -400 -399
+ Sales costs -68 -119 -249 -377 -356 -484
+ Marketing costs -30 -25 -78 -78 -101 -101
+ Administration costs -43 -54 -145 -161 -197 -213
+ Product development costs -26 -34 -85 -112 -117 -144
+ Deduction of depreciation 10 3 32 10 34 12
+ Deduction of amortization 28 35 86 104 116 134
= Operating expenses -225 -299 -737 -911 -1,021 -1,195
Sep. 30 Sep. 30 Dec. 31
SEK M 2019 2018 2018
Borrow
ing
-1,037 -921 -993
+ Lease liability -76 -
8
-
8
+ Other non-current interest-bearing receivables 1) 10 13 14
+ Cash and cash equivalents 193 48 165
Interest-bearing net debt excluding
= convertible bond and pension obligations2) -910 -868 -822

1) The amount pertain to pledged bank funds as a security for leases in Norway and Finland.

2) In addition to interest-bearing debt Eniro has SEK 182 M (200) pertains to pledged bank funds for future pension obligations.

Sep. 30 Sep. 30 Dec. 31
2019 2018 2018
Interest-bearing net debt excluding convertible
- bond and pension obligations -910 -868 -822
÷ EBITDA 12 month 91 213 206
Interest-bearing net debt excluding
convertible bond and pension
= obligations/EBITDA 12 months, times 10.0 4.1 4.0
Sep. 30 Sep. 30 Dec. 31
2019 2018 2018
Interest-bearing net debt excluding convertible
- bond and pension obligations -910 -868 -822
÷ Adjusted EBITDA 12 month 78 233 209
Interest-bearing net debt excluding
convertible bond and pension
obligations/adjusted EBITDA 12 months,
= times 11.7 3.7 3.9

Eniro AB Telephone Website Sweden [email protected] 556588-0936

P.O. Box 7044 +46 8 553 310 00 www.enirogroup.com SE-164 40 Kista E-mail Corporate identity number

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