Earnings Release • Feb 11, 2020
Earnings Release
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| Oct-dec | Oct-dec | Jan-Dec | Jan-Dec | |
|---|---|---|---|---|
| SEK M | 2019 | 2018 | 2019 | 2018 |
| Operating revenue | 246 | 320 | 1,060 | 1,393 |
| EBITDA | 22 | 37 | 76 | 206 |
| Adjusted EBITDA | 20 | 38 | 92 | 209 |
| Operating income | -26 | -565 | -396 | -513 |
| Net income | -45 | -557 | -634 | -588 |
| Cash flow from operating activities Interest-bearing net debt excluding |
41 | 27 | 51 | 45 |
| convertible bond and pension obligations | -920 | -822 | -920 | -822 |
* Effects of IFRS 16 Leases are 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 4.8 million unique visitors. The Eniro is listed on Nasdaq Stockholm [ENRO] and its head office is located in Stockholm, Sweden.

We started the year by divesting the Proff companies, which boosted our cash reserves on the one hand and streamlined our operations on the other. We have now created further conditions for investments in our main business, "Marketing Partner", which comprises our digital marketing products.
I took up my position mid-year and since then, I have continued the work already begun to maximize the potential of our company. Much of my time has been spent developing the business, which I describe below. At the same time, the company faces major financial challenges. Already in quarter three, we reported impairment of goodwill and the decision to revise the long-term capital structure.
We see positive signals in the business, but the company's continued development is entirely dependent on the success of the recapitalisation plan.
In January 2020, the Board published a plan for a new recapitalisation. The plan means that holders of convertibles and bonds exchange these instruments for newly issued redeemable preference shares of a new series A. Please read our press release of January 29, 2020.
We are now employing clear strategies toward a clear vision: to become the Nordic region's most appreciated complete supplier of digital marketing products for small and medium-sized companies.
During the year, we continued to focus on ensuring that our customer journey is even more tailored to the needs of small and medium-sized companies in terms of assistance with their digital marketing. Key activities in this work involve being able to offer the right products for the customer's identified needs, simplify the customer journey and, over time, create more scalable production of the products purchased. We also commenced our own digitalization by investing in our "Mitt Eniro" portal, which will be our hub for the customer journey moving forward.
During the year, we also invested in the important transition of our strong brand, from only being associated with local search sites to also include serving as the natural marketing partner for small and medium-sized companies.
One area that displayed healthy growth was our ability to generate new, potential customers through digital channels (leads generation), which entailed higher efficiency in sales and lower customer acquisition cost (CAC). During the year, we more than doubled the effect
via this channel, which now accounts for a substantial share of our new sales.
We see from our employee surveys, despite the difficult years behind us, that we enjoy strong loyalty and a belief in the company's future. Among our loyal employees, there is also access to broad and deep expertise in our field.
When we compare our figures with the preceding year, we are now in abetter position at the end of 2019 than in the year-earlier period and we are closer to our growth target now than we have been for a long time.
The market is large and growing and we have a clear right to exist within it. The growth estimate (Source: IRM) for the Nordic region in 2020 is approximately 7%. Our existing customer base consists of approximately 70,000 customers in the Nordic region, giving us a market penetration of about 6%. We see good opportunities in this for future growth.
We are alone in being able to offer our segment of small and medium-sized companies the broad product portfolio of services that reach from our own sites to Google and Facebook. In addition, our exclusive right to sell Yext in the Nordic region enables us to help our customers keep their corporate information updated on the Net - not only on Google but also on many of the other largest sites throughout the world.
Our large advisory sales force is an asset in a world in which our customers need human contact and support to be able to pursue their marketing activities. Our constant focus on processes to create a positive customer journey have now begun to generate results, which we can see the outcome of, for example, in improved subscription renewal.
We see a continued need to simplify and clarify our offering in a smarter way so it becomes easier for our customers to purchase and easier for Eniro to sell. This will be an area of focus in 2020.
We will continue to invest in Mitt Eniro, our customer portal, where our customers can easily gain an overview of the effect of their marketing. The entire purpose is to simplify something that many perceive as complex and to provide these customers with an intuitive tool that make marketing fun and easily accessible.
The various measures related to the targets in our strategy strengthen each other. By automating processes and making them scalable, we are able to free up resources that we can invest in value-generating additional sales and in improving the customer journey. By making it easier for the customers to understand the effects of their marketing, we can awaken interest that leads to further sales. Success breeds success.
For us, it is a matter of turning around the negative trend that we have lived with for a long time and in 2019, we saw a number of significant positive signs.
We saw a higher degree of subscription renewal in all four countries. This key ratio is one of our most important KPIs and has a clear correlation with the potential for growth.
During 2019, we doubled the number of new customers through our digital marketing channels and in 2020, our ambition is to once again at least double the number of customers via this channel.
A sign that the company is on the right track and stands a lot close to growth is that revenue in 2019 compared to 2018 (excl Voice) lands at - 9%, which should be compared with the same period the year before which was then -16%.
Voice services continue to note a stable performance. Directory information services in Sweden, Norway and Finlandare declining at a somewhat lower pace compared with previously. The development of contact center operations in Finland is compensating for the shrinking market for directory information services and is making Voice services more stable. We have also launched contact center operations in Sweden and gained a number of new customers during the year.
A few years ago, we also commenced the sale of digital marketing products in Finland. The development has been positive and we are confident that we will see continued growth in the segment.
Operating revenue amounted to SEK 246 M (320), corresponding to a decline of 23% compared with the preceding year. Adjusted for divested units, the decrease was 11%. In total for the year, operating revenue amounted to SEK 1,060 M (1,393), a decrease of 24%. Adjusted for divested units, the decrease was 9%. EBITDA for the fourth quarter amounted to SEK 22 M (37), while adjusted EBITDA amounted to SEK 20 M (38). The adjusted EBITDA margin for the quarter was 8.1% (11.9). Consolidated EBITDA was SEK 76 M (206) for the year, while adjusted EBITDA was SEK 92 M (209), corresponding to a margin of 8.7% (15). EBITDA for the year was positively impacted in an amount of SEK 40 M compared with the preceding year as a result of IFRS 16. The IFRS 16 effect above was reversed in adjusted EBITDA. The cost savings made did not fully offset the loss of revenue and we are seeing a change in our product mix that is reducing our margins. We ended 2019 with a strong cash balance of SEK 215 M (165).
Finally, I want to say that Eniro has a clear role to play in a growing market. We will carry out this task using our well-known brand, our adapted offering and our expert advisers. We are seeing a positive trend for our main KPIs. We are seeing many positive signs that we have never been closer than we are now to proving that we can generate growth. All of this combined gives us good strength in an exciting 2020.
I want to thank all employees for their fantastic efforts for the Nordic region's small and medium-sized companies in 2019.
Kista, February 11, 2020
Magdalena Bonde, President and CEO
Operating revenue for the fourth quarter amounted to SEK 246 M (320), a decrease of 23%. Adjusted for divested units, the decrease was 11%.
Currency effects impacted revenue positively by SEK 2 M (10).
Geographically, operating revenue is broken down into Sweden SEK 94 M (116), Norway SEK 48 M (80), Denmark SEK 44 M (53), Finland SEK 60 M (54), and Poland SEK 0 M (17).
Digital marketing includes the Online search and Complementary digital marketing products revenue categories. Eniro's Online search services are offered on sites in the various countries – eniro.se, gulesider.no, krak.dk, dgs.dk. These sites are among the most visited sites in their respective markets. Online search services are also offered on 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 170 M (243), a decrease of 30%. Of operating revenue, SEK 121 M (194) came from Online search and SEK 49 M (49) from Complementary digital marketing products.
Digital marketing currently accounts for nearly 60% of the media market in Sweden and according to IRM's forecasts, the market will grow by 7% in 2020. Each week, Eniro's sites in Sweden, Norway and Denmark have about 4.8 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 70,000
(83,000). At the beginning of the quarter, the number of customers amounted to approximately 74,000, that is a decline by approximately 5% during the quarter.
The sales organization has successively been adapted to meet new conditions with new offerings, a 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 adaptations, 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 call 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 AS (1880 and 1888 services).
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 76 M (77), 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 22 M (37), corresponding to an EBITDA margin of 8.9% (11.6%).
EBITDA is broken down as follows: SEK 21 M (30) for Digital marketing, SEK 5 M (11) for Voice, and SEK -4 M (-4) relating to other Group functions.
The Group's operating expenses, that is, expenses excluding amortization and impairment losses, totaled SEK -229 M (-284), where expenses for the period include SEK 2 M (-1) in items affecting comparability. Of these, SEK -10 M (-1) was related to restructuring costs and SEK 12 M (0) to the IFRS 16 effect.
After adjustment for items affecting comparability, adjusted EBITDA for the Group amounted to SEK 20 M (38), a decrease of 47%. The adjusted EBITDA margin was 8.1% (11.9).
After amortization and impairment losses totaling SEK - 48 M (-602), consolidated operating income amounted to SEK -26 M (-565). The Group's total amortization amounted to SEK -48 M (-32) during the fourth quarter of 2019. Amortization of the Gule Sider trademark totaled SEK -15 M (-15) and amortization of the Krak trademark totaled SEK -3 M (-4).
The remaining amortization of SEK -30 M (-13) consists mainly of amortization of capitalized costs for product development and on right-of-use assets according to IFRS 16.
During the quarter, deferred taxes were impacted by the reversal of deferred tax liabilities in an amount of SEK 20 M attributable to intangible assets in Finland, where it is deemed that a temporary difference no longer exists.
Net financial items amounted to SEK -31 M (10). Net financial items comprise: net interest expense SEK -29 M (-23), exchange rate differences SEK -2 M (-11) and the capital gain from the divestment of Eniro Polska SEK 0 M (44).
Income before tax amounted to SEK -57 M (-555). Reported tax totaled SEK 12 M (-2), which is essentially attributable to the reversal of deferred tax assets and deferred tax liabilities.
Net income for the period was SEK -45 M (-557). Earnings per ordinary share were SEK -0.69 (-8.38) before and after dilution.

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.
Operating revenue amounted to SEK 1,060 M (1,393), a decrease of 24%. Adjusted for divested units, the decrease was 9%.
Currency effects impacted revenue positively by SEK 14 M (46).
Geographically, operating revenue is broken down into Sweden SEK 404 M (487), Norway SEK 243 M (340), Denmark SEK 178 M (202), Finland SEK 235 M (193), and Poland SEK 0 M (171).
Operating revenue from Digital marketing amounted to SEK 752 M (1,094), a decrease of 31%. Of operating revenue, SEK 574 M (920) came from Online search and SEK 178 M (174) from Complementary digital marketing products.
Operating revenue from Voice amounted to SEK 308 M (299), an increase of 3%.
EBITDA for the Group was SEK 76 M (206), corresponding to an EBITDA margin of 7.2% (14.8%).
EBITDA is broken down as follows: SEK 78 M (174) relating to Digital marketing, SEK 48 M (56) relating to Voice, and SEK -50 M (-24) relating to other Group functions.
The Group's operating expenses, that is, expenses excluding amortization and impairment losses, totaled SEK -966 M (1,195), where expenses for the period include SEK -16 M (-3) in items affecting comparability. Of these, SEK -24 M (-2) was related to restructuring costs and SEK 40 M (0) to IFRS 16 effects, SEK -32 M (0) to capital losses from the divestment of subsidiaries and SEK 0 M (-1) to other factors.
After adjustment for items affecting comparability, adjusted EBITDA for the Group amounted to SEK 92 M (209), a decrease of 56%. The adjusted EBITDA margin was 8.7% (15.0).
After amortization and impairment losses totaling SEK - 472 M (-719), consolidated operating income amounted to SEK -396 M (-513).
The Group's total amortization amounted to SEK -166 M (-146) during the January-December 2019 period. Amortization of the Gule Sider trademark totaled SEK -60 M (-59) and amortization of the Krak trademark totaled SEK -13 M (-13).
The remaining amortization of SEK -93 M (-74) consists mainly of amortization of capitalized costs for product development and on right-of-use assets. Amortization attributable to IFRS 16 amounted to SEK 31 M (0).
Considering the Group's earnings performance and taking into account updated forecasts and elaborated business plans, the Board decided on an impairment of goodwill in the third quarter, see also Note 5, which in turn reduced the Group's shareholders' equity. The Parent Company's equity, as a result of the subsequent impairment of shares in subsidiaries, declined by SEK 376 M.
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 decided to impair deferred tax assets by SEK 169 M.
Net financial items amounted to SEK -78 M (-67). Net financial items comprise: net interest expense SEK -78 M (-102), exchange rate differences SEK 3 M (-8), the capital gain from the divestment of Eniro Polska SEK 0 M (44), and other financial expenses SEK -3 M (-1).
Income before tax amounted to SEK -474 M (-580). Reported tax totaled SEK -160 M (-8), which is essentially attributable to the reversal of deferred tax assets and deferred tax liabilities.
Net income for the period was SEK -634 M (-588). Earnings per ordinary share were SEK -9.57 (-8.91) before and after dilution.

EBITDA YTD 2019
M Norge (23%)
Danmark (17%) Finland (22%)

GROUP REVENUE PER CATEGORY YTD 2019 GROUP REVENUE PER COUNTRY YTD 2019
54 % 17 % 29 %
| Oct-dec | Oct-dec | Jan-Dec | Jan-Dec | |||
|---|---|---|---|---|---|---|
| SEK M | 2019 | 2018 | % | 2019 | 2018 | % |
| On-line search | 121 | 194 | -38 | 574 | 920 | -38 |
| Complementary digital marketing products | 49 | 49 | 0 | 178 | 174 | 2 |
| Digital marketing | 170 | 243 | -30 | 752 | 1,094 | -31 |
| Voice | 76 | 77 | - 1 |
308 | 299 | 3 |
| Total revenue | 246 | 320 | -23 | 1,060 | 1,393 | -24 |
| Oct-dec | Oct-dec | Jan-Dec | Jan-Dec | |||
|---|---|---|---|---|---|---|
| SEK M | 2019 | 2018 | % | 2019 | 2018 | % |
| Operating income | -26 | -565 | -95 | -396 | -513 | 23 |
| Depreciation/amortization | 48 | 32 | 50 | 166 | 146 | 14 |
| Impairment losses | 0 | 570 | 306 | 573 | ||
| Total EBITDA | 22 | 37 | -41 | 76 | 206 | -63 |
| Whereof Digital marketing | 21 | 30 | -30 | 78 | 174 | -55 |
| Whereof Voice | 5 | 11 | -55 | 48 | 56 | -14 |
| Whereof Other | - 4 |
- 4 |
0 | -50 | -24 | -108 |
| EBITDA margin % | 8.9 | 11.6 | 7.2 | 14.8 | ||
| Items affecting comparability | ||||||
| Loss sale of subsidiary | 0 | 0 | 32 | 0 | ||
| Restructuring costs | 10 | 1 | 24 | 2 | ||
| IFRS 16 Lease | -12 | 0 | -40 | 1 | ||
| Total adjusted EBITDA | 20 | 38 | -47 | 92 | 209 | -56 |
| Adjusted EBITDA margin % | 8.1 | 11.9 | 8.7 | 15.0 |
| SEK M | Note | Dec.31 2019 |
Dec.31 2018 |
|---|---|---|---|
| Borrow ing Lease liability |
-1,053 -91 |
-993 -8 |
|
| Other non-current interest-bearing receivables1) Cash and cash equivalents |
9 215 |
14 165 |
|
| Interest-bearing net debt excluding convertible bond and pension obligations2) |
-920 | -822 |
1)The amount pertains to pledged bank funds as security for leases in Norway and Finland.
2) In addition to interest-bearing debt, Eniro has SEK 182 M (182) that pertains to pledged bank funds for future pension obligation.
Total assets in the Group amounted to SEK 2,105 M (2,692), a decrease of 22%.
Intangible assets amounted to SEK 1,423 M (1,948), of which SEK 1,034 M (1,470) related to goodwill.
The Group's interest-bearing net debt excluding the convertible bond and pension obligations amounted to SEK -920 M (-822) as per December 31.
The Group's indebtedness, expressed as interestbearing net debt excluding the convertible bond and pension obligations in relation to EBITDA, was 12.1 (4.0) as per December 31.
As per December 31, the Group's debt outstanding under existing credit facilities was SEK 1,053 M (993). Cash and cash equivalents amounted to SEK 215 M (165).
The convertible bond is recognized at cost and amounted to SEK 29 M (27) as per December 31. 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 655 M (566) at December 31. 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 December 31, 2020. Eniro has pledged bank funds for future obligations (a so-called enhanced pension guarantee). As per December 31, 2019, total pledged funds amounted to SEK 182 M (182), including returns. Pledged funds including returns are recognized as Other non-current interest-bearing receivables.
Contract liabilities amounted to SEK 237 M (321) at December 31. Contract liabilities arises mainly in the Online search segments, where many customers pay one year in advance. The 26% decrease compared with December 31, 2018 was mainly attributable to the divestment of the Polish operation and the Proff companies.
Total shareholders' equity for the Group amounted to SEK -271 M (397) as per December 31. The impairment of goodwill and deferred tax assets, as well as the pension obligation, were the main reasons for the negative shareholders' equity.
Cash flow from operating activities amounted to SEK 51 M (45). EBIT increased by SEK 117 M from SEK -513 M to SEK -396 M. Working capital also improved from SEK -81 M to SEK -51 M. The exchange rate effect for the year was SEK -9 M (-10) and financial items amounted to SEK -6 M (-36). Other non-cash items amounted to SEK 38 M (-33) and mainly pertained to changes in provisions and a capital loss on the divestment of the Proff companies.
Eniro's tax payments are made mainly during the first half of the year. Eniro has loss carryforwards in Sweden, Norway, Denmark, Finland and Poland, which is why tax payments have been low.
Cash flow from investing activities amounted to SEK 59 M (- 50), of which the divestment of the Proff companies accounted for SEK 77 M (-) and net investments in operations amounted to SEK -18 M (-66).
Cash flow from financing activities amounted to SEK -56 M (119). During the period, there was no new borrowing (1,031), while amortization amounted to SEK -53 M (-925). Dividends to minority shareholders amounted to SEK -3 M (-5).
Cash flow for the period amounted to SEK 54 M (114).
In connection with the quarterly report for the third quarter 2019, the Board of Directors of Eniro AB resolved to carry out a review of the Group's long-term capital structure. In light of this, the Board of Directors has prepared a plan for a new recapitalisation. The plan entails that holders of convertibles and bondholders exchange these instruments for newly issued redeemable preference shares of a new Class A ("Preference Shares of series A").
The implementation of the recapitalisation plan is conditioned upon (1) a resolution by bondholders representing at least 2/3 of the bond loan that votes to carry out an exchange for Preference Shares of Class A, (2) that holders of convertibles representing at least 90% of the outstanding convertible debt agrees to exchange convertibles for Preference Shares of Class A, and (3) a resolution by the Extraordinary General Meeting to amend the Articles of Association and to authorize the Board of Directors to issue Preference Shares of Class A. Should Eniro fail to implement the recapitalisation, further write-down needs arise as the possibility of carrying out the transformation of the business that is in progress would no longer be considered realistic. In this case, the Board of Directors will have to prepare a special balance sheet for liquidation purposes and apply for company reorganisation to obtain protection from bankruptcy and enable an orderly reorganisation of the company's debt.
The plan is supported by shareholders representing approximately 25% of all votes in the company and by bondholders representing approximately 30% of the bond loan, provided that Eniro can also present a new agreement with the Insurance company PRI Pensionsgaranti, mutual ("PRI") which these owners accept
Eniro has called for an Extraordinary General Meeting to be held on March 2, 2020. On February 7, 2020, the agent of the bondholders requested that the bondholders resolve on the exchange.
For further information, refer to the press release at www.enirogroup.com.
In May 2019, Eniro entered into an agreement for the transfer of Proff, Eniro's B2B and financial and corporate information 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. A 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.
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.
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 the purchase price with respect to such items as interest rate additions, a positive cash flow effect of SEK 77 M was recognized, before taking into account transaction costs.
The interim report shows an impact on earnings of SEK - 32 M. The additional claimed purchase price is not included in the recognized gain as it is to be regarded as an contingent asset pending a decision in the arbitration proceeding.
Considering the uncertainty regarding the timing of settlement of the additional claimed purchase consideration 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 earnings 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. Asiakstieto and UC have contested this claim and Eniro has requested arbitration with Asiakastieto Group Plc and UC AB.
Operating revenue amounted to SEK 23 M (21), which pertains to intra-Group services. Income for the period was SEK -515 M (-793). The improvement in earnings is mainly attributable to the write-down of shares in subsidiaries being lower. At December 31, the Parent Company's equity amounted to SEK 126 M (641), of which unrestricted equity amounted to SEK 73 M (-557).
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 cancellation 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 December 31, 2019, the total number of shares was 66,832,187, of which 66,573,410 are Class A ordinary shares and 258,777 are preference shares. The total number of votes as per December 31 was 66,599,287.7, of which Class A ordinary 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 December 31, of which 20,405 are Class A ordinary shares and 3,368 preference shares. The average holding of treasury shares during the period was 20,405.
Eniro's Annual General Meeting will be held on Friday, May 29, 2020 in Kista, Sweden.
The 2019 Annual General Meeting decided not pay any dividends – neither for ordinary nor preference shares.
Eniro's 2019 Annual Report will be available on the company's website www.enirogroup.com from the week beginning March 23, 2020.
The Annual General Meeting held 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 cancellation 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 cancellation 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.
| Dec.31 | Dec.31 | ||
|---|---|---|---|
| 2019 | 2018 | ||
| Sw eden |
167 | 243 | Review report |
| Norw ay |
112 | 163 | |
| Denmark | 107 | 120 | |
| Finland | 25 | 22 | Disclosure |
| Poland | 16 | 27 | |
| Digital marketing | 427 | 575 | |
| Sw eden |
47 | 51 | |
| Norw ay |
20 | 24 | |
| Finland | 293 | 239 | |
| Voice | 360 | 314 | |
| Total Group | 787 | 889 | |
| Risks and uncertainties | Magdalena Bonde | ||
| Eniro conducts risk analysis in an annual Enterprise Risk | President and CEO |
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 were judged to potentially affect the Group's performance in 2019 were 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 members 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.
The contract with former CEO Örjan Frid was terminated on May 22, 2019. This contract had a mutual six-month period of notice. Örjan Frid was 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.
Eniro's Annual General Meeting will be held on Tuesday, 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.
Shareholders wishing to submit a motion to be addressed at the Annual General Meeting must submit such a proposal to the Chairman of the Board by e-mail to [email protected] not later than April 7, 2020, in order that the motion can be included in the notification of the Annual General Meeting. See also www.enirogroup.com.
This year-end report has been reviewed by the auditors.
This information is information that Eniro AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out below, at 8:30 a.m. CET on February 11, 2020.
Kista, February 11, 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.
We would like to draw attention to page 8 in Eniro's interim report, which states, inter alia, that the financial recapitalisation that the company is facing requires the approval of the Annual General Meeting that the Board of Directors be authorized to carry out the necessary
issue and amend the articles of association Furthermore, the reconstruction is conditional on acceptance by the holders of bond and convertible debenture. If the recapitalisation is not carried out, the Board of Directors considers that there are no prerequisites for the business plan that forms the basis for the impairment test, and further impairment of intangible assets and shares in subsidiaries is then inevitable. Eniro AB's share capital will then be consumed and Eniro AB will need to prepare a balance sheet for liquidation purposes. In such a situation, the Board intends to apply for company construction. These circumstances indicate that a material uncertainty exists that may cast significant doubt on the ability of the Group and the Company to continue as going concerns. Our opinion is not modified in respect of this matter.
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, February 11, 2020 PricewaterhouseCoopers AB
Michael Bengtsson Carl Fogelberg
Authorised Public Authorised Public Accountant Accountant
| Oct-dec | Oct-dec | Jan-Dec | Jan-Dec | ||
|---|---|---|---|---|---|
| SEK M | Note | 2019 | 2018 | 2019 | 2018 |
| Operating revenue | 246 | 320 | 1,060 | 1,393 | |
| Production costs | -104 | -102 | -402 | -399 | |
| Sales costs | -70 | -107 | -319 | -484 | |
| Marketing costs | -10 | -23 | -88 | -101 | |
| Administration costs | -74 | -52 | -219 | -213 | |
| Product development costs | -19 | -32 | -104 | -144 | |
| Other income/costs | 5 | 1 | -18 | 8 | |
| Impairment of non-current assets | 0 | -570 | -306 | -573 | |
| Operating income | 2 | -26 | -565 | -396 | -513 |
| Financial items, net | -31 | 10 | -78 | -67 | |
| Income before tax | -57 | -555 | -474 | -580 | |
| Income tax | 12 | - 2 |
-160 | - 8 |
|
| Net income | -45 | -557 | -634 | -588 | |
| Of which, attributable to: | |||||
| Ow ners of the Parent Company |
-46 | -558 | -637 | -592 | |
| Non-controlling interests | 1 | 1 | 3 | 4 | |
| Net Income | -45 | -557 | -634 | -588 | |
| Earnings per ordinary share before dilution, SEK Earnings per ordinary share after dilution, SEK Average number of ordinary shares before dilution, 000s Average number of ordinary shares after dilution, 000s |
3 3 |
-0.69 -0.69 66,556 66,763 |
-8.38 -8.38 66,556 67,021 |
-9.57 -9.57 66,556 66,763 |
-8.91 -8.91 66,433 66,898 |
| Preference shares on closing date, 000s | 259 | 259 | 259 | 259 |
| Oct-dec | Oct-dec | Jan-Dec | Jan-Dec | |
|---|---|---|---|---|
| SEK M | 2019 | 2018 | 2019 | 2018 |
| Net income | -45 | -557 | -634 | -588 |
| Other comprehensive income Items that cannot be reclassified to income statement |
||||
| Revaluation of pension obligations | 82 | - 1 |
-82 | -53 |
| Tax attributable to revaluation pension obligations | 0 | 1 | 34 | 12 |
| Total | 82 | 0 | -48 | -41 |
| Items that have been or can be reclassified to the income statement |
||||
| Exchange rate differences | -18 | -52 | 16 | 4 |
| Hedge of net investments | 0 | - 3 |
0 | -22 |
| Tax attributable to hedge of net investments | 0 | 1 | 0 | 5 |
| Total | -18 | -54 | 16 | -13 |
| Other comprehensive income, net after tax | 64 | -54 | -32 | -54 |
| Total comprehensive income | 19 | -611 | -666 | -642 |
| Of which, attributable to: | ||||
| Ow ners of the Parent Company |
20 | -610 | -669 | -647 |
| Non-controlling interests | 0 | - 1 |
4 | 5 |
| Total comprehensive income | 20 | -611 | -665 | -642 |
| SEK M | Note | Dec.31 2019 |
Dec. 31 2018 |
|---|---|---|---|
| Assets | |||
| Non-current assets | |||
| Right-of-use assets | 88 | - | |
| Other tangible assets | 7 | 14 | |
| Intangible assets | 5 | 1,423 | 1,948 |
| Deferred tax assets | 10 | 164 | |
| Financial assets | 237 | 241 | |
| Total non-current assets | 1,765 | 2,367 | |
| Current assets | |||
| Contract assets | 29 | 35 | |
| Accounts receivable - trade and other receivables | 51 | 88 | |
| Current tax assets | 6 | 12 | |
| Other current receivables | 39 | 25 | |
| Cash and cash equivalents | 215 | 165 | |
| Total current assets | 340 | 325 | |
| TOTAL ASSETS | 2,105 | 2,692 | |
| Shareholders' equity and liabilities | |||
| Shareholders' equity | |||
| Share capital | 53 | 1,198 | |
| Additional paid in capital | 5,829 | 5,829 | |
| Reserves | -312 | -327 | |
| Retained earnings | -5,883 | -6,342 | |
| Shareholders' equity, owners of the Parent Company | -313 | 358 | |
| Non-controlling interests | 40 | 39 | |
| Total Shareholders' equity | -273 | 397 | |
| Non-current liabilities | |||
| Borrow ing |
1,053 | 993 | |
| Lease liabilities | 56 | - | |
| Convertible bond | 27 | ||
| Deferred tax liabilities | 96 | 130 | |
| Pension obligations Other non-current liabilities |
6 | 655 4 |
566 16 |
| Total non-current liabilities | 1,864 | 1,732 | |
| Current liabilities | |||
| Convertible bond | 29 | ||
| Accounts payable - trade | 29 | 45 | |
| Current tax liabilities | 5 | 7 | |
| Accrued liabilities | 104 | 112 | |
| Contract liabilities | 237 | 321 | |
| Other current liabilities | 58 | 64 | |
| Provisions | 17 | 6 | |
| Lease liabilities | 35 | 8 | |
| Total current liabilities | 514 | 563 | |
| TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES | 2,105 | 2,692 |
| Additional | Total 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 | - | - | -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 | - | - | 15 | -686 | -671 | 4 | -667 |
| Reduction of the share capital | -1,145 | - | - | 1,145 | 0 | - | 0 |
| Dividend non-controlling interest | - | - | - | - | - | - 3 |
- 3 |
| Closing balance, December 31, 2019 | 53 | 5,829 | -312 | -5,883 | -313 | 40 | -273 |
| SEK M Note |
Oct-dec 2019 |
Oct-dec 2018 |
Jan-Dec 2019 |
Jan-Dec 2018 |
|---|---|---|---|---|
| Operating income | -26 | -565 | -396 | -513 |
| Adjustments for | ||||
| Depreciation, amortization and impairment | 48 | 602 | 472 | 719 |
| Capital gain/loss and other non-cash items | - 1 |
- 4 |
38 | -33 |
| Financial items, net | - 5 |
-21 | - 6 |
-36 |
| Income tax paid | - 1 |
7 | - 6 |
-11 |
| Cash flow from operating activities before | ||||
| changes in working capital | 15 | 19 | 102 | 126 |
| Changes in w orking capital |
26 | 8 | -51 | -81 |
| Cash flow from operating activities | 41 | 27 | 51 | 45 |
| Acquisitions/divestments of Group companies and | ||||
| other assets | 0 | 16 | 77 | 16 |
| Investments in non-current assets, net | - 5 |
- 8 |
-18 | -66 |
| Cash flow from investing activities | - 5 |
8 | 59 | -50 |
| Proceeds from borrow ings |
- | 979 | - | 1,031 |
| Repayment of borrow ings Repayment of leasing debt |
24 -12 |
-915 | -13 -40 |
-925 |
| Long-term investments | - | 18 | - | 18 |
| Dividend on preference shares | - | - | - | - |
| Dividend non controlling interests | 2 | 0 | - 3 |
- 5 |
| Rights issue | - | - 3 |
- | - |
| Cash flow from financing activities | 14 | 79 | -56 | 119 |
| Cash flow for the period | 50 | 114 | 54 | 114 |
| Cash and cash equivalents at start of period | 165 | 48 | 165 | 51 |
| Cash flow for the period |
50 | 114 | 54 | 114 |
| Exchange rate differences in cash and cash equivalents | 0 | 3 | - 4 |
0 |
| Cash and cash equivalents at end of period | 215 | 165 | 215 | 165 |
| Oct-dec | Oct-dec | Jan-Dec | Jan-Dec | |
|---|---|---|---|---|
| SEK M | 2019 | 2018 | 2019 | 2018 |
| Operating revenue | 7 | 8 8 |
23 | 21 |
| Administration costs | -10 | -12 | -38 | -48 |
| Other income/costs | - 2 |
0 | - 4 |
- 1 |
| Operating income | - 5 |
- 4 |
-19 | -28 |
| Financial items, net | -19 | -776 | -443 | -772 |
| Income before tax | -24 | -780 | -462 | -800 |
| Income tax | 0 | 6 | -53 | 7 |
| Net income | -24 | -774 | -515 | -793 |
| Dec.31 | Dec. 31 | |
|---|---|---|
| SEK M | 2019 | 2018 |
| Assets | ||
| Shares in subsidiaries | 1,086 | 1,462 |
| Deferred tax assets | 0 | 53 |
| Receivables on group companies | 0 | 0 |
| Financial assets | 217 | 217 |
| Total non-current assets | 1,303 | 1,732 |
| Receivables on group companies | 18 | 5 |
| Other current receivables | 1 | 4 |
| Cash and cash equivalents | 10 | 5 |
| Total current assets | 29 | 14 |
| TOTAL ASSETS | 1,332 | 1,746 |
| Shareholders equity and liabilities | ||
| Shareholders' equity | ||
| Share capital | 53 | 1,198 |
| Restricted equity | 53 | 1,198 |
| Share premium reserve | 704 | 704 |
| Retained earnings | -116 | -468 |
| Net profit | -515 | -793 |
| Non-restricted equity | 73 | -557 |
| Total equity | 126 | 641 |
| Borrow ing |
1,053 | 993 |
| Convertible bond | 27 | |
| Pension obligations | 73 | 73 |
| Total non-current liabilities | 1,126 | 1,093 |
| Convertible bond | 29 | |
| Accounts payable | 1 | 6 |
| Liabilities to group companies | 45 | 0 |
| Other current liabilities | 5 | 6 |
| Total current liabilities | 80 | 12 |
| TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES | 1,332 | 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.
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.
The effect of IFRS 16 entails a positive impact on EBITDA of approximately SEK 40 M and an increase of total assets by approximately SEK 88 M.
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 | |||||||
|---|---|---|---|---|---|---|---|---|
| Oct-dec | Oct-dec | Jan-dec | Jan-dec | Oct-dec | Oct-dec | Jan-dec | Jan-dec | |
| SEK M | 2019 | 2018 | 2019 | 2018 | 2019 | 2018 | 2019 | 2018 |
| Operating revenue | ||||||||
| Sw eden |
80 | 97 | 339 | 399 | 14 | 19 | 65 | 88 |
| Norw ay |
40 | 71 | 212 | 304 | 8 | 9 | 31 | 36 |
| Denmark | 44 | 53 | 178 | 202 | 0 | 0 | 0 | 0 |
| Finland | 6 | 5 | 23 | 18 | 54 | 49 | 212 | 175 |
| Poland | 0 | 17 | 0 | 171 | 0 | 0 | 0 | 0 |
| Total | 170 | 243 | 752 | 1,094 | 76 | 77 | 308 | 299 |
| EBITDA | 21 | 30 | 78 | 174 | 5 | 11 | 48 | 56 |
| Loss sale of subsidiary | ||||||||
| Items affecting comparability1) | 31 | 2 | 22 | 2 | 6 | 0 | 1 | 1 |
| Adjusted EBITDA | 52 | 32 | 100 | 176 | 11 | 11 | 49 | 57 |
| Depreciation/amortization | -45 | -29 | -145 | -136 | - 2 |
- 3 |
-21 | -10 |
| Impairment losses | 0 | -529 | -265 | -529 | 0 | -41 | -41 | -44 |
| Operating income | -24 | -528 | -332 | -491 | 3 | -33 | -14 | 2 |
| Other | Total | |||||||
|---|---|---|---|---|---|---|---|---|
| Oct-dec | Oct-dec | Jan-dec | Jan-dec | Oct-dec | Oct-dec | Jan-dec | Jan-dec | |
| SEK M | 2019 | 2018 | 2019 | 2018 | 2019 | 2018 | 2019 | 2018 |
| Operating revenue | ||||||||
| Sw eden |
- | - | - | - | 94 | 116 | 404 | 487 |
| Norw ay |
- | - | - | - | 48 | 80 | 243 | 340 |
| Denmark | - | - | - | - | 44 | 53 | 178 | 202 |
| Finland | - | - | - | - | 60 | 54 | 235 | 193 |
| Poland | - | - | - | - | - | 17 | - | 171 |
| Total | - | - | - | - | 246 | 320 | 1,060 | 1,393 |
| EBITDA | - 4 |
- 4 |
-50 | -24 | 22 | 37 | 76 | 206 |
| Loss sale of subsidiary | 0 | 32 | 0 | 0 | 32 | 0 | ||
| Items affecting comparability1) | -39 | - 1 |
-39 | - 2 |
1 | -16 | 3 | |
| Adjusted EBITDA | -43 | - 5 |
-57 | -24 | 20 | 38 | 92 | 209 |
| Depreciation/amortization | 0 | 0 | 0 | 0 | -48 | -32 | -166 | -146 |
| Impairment losses | 0 | 0 | 0 | 0 | 0 | -570 | -306 | -573 |
| Operating income | - 4 |
- 4 |
-50 | -24 | -26 | -565 | -396 | -513 |
| Net financial items | -31 | 10 | -78 | -67 | ||||
| Taxes | 12 | - 2 |
-160 | - 8 |
||||
| Net income for the period | -45 | -557 | -634 | -588 |
1) Items affecting comparability consist of restructuring costs and adjustments in accordance with IFRS 16 Leases.
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 the 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. 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 the bonus issue effect on new issue.
| Oct-dec | Oct-dec | Jan-Dec | Jan-Dec | |
|---|---|---|---|---|
| SEK M | 2019 | 2018 | 2019 | 2018 |
| Earnings attributable to ow ners of the Parent Company |
-46 | -558 | -637 | -592 |
| Dividend established for cumulative preference shares | ||||
| during the period | - | - | - | - |
| Earnings used for calculating earnings per ordinary share, | ||||
| before dilution | -46 | -558 | -637 | -592 |
| Cupon rate for convertible bonds | 1 | 1 | 1 | 1 |
| Earnings used for calculating earnings per ordinary share, | ||||
| after dilution | -45 | -557 | -636 | -591 |
| Average number of ordinary shares before dilution, 000s | 66,556 | 66,556 | 66,556 | 66,433 |
| Adjustments for the calculation of earnings per ordinary | ||||
| share after dilution: - Convertible bonds |
207 | 207 | 207 | 207 |
| - Warrants 2) | ||||
| - | 258 | - | 258 | |
| Average number of ordinary shares after dilution, 000s | 66,763 | 67,021 | 66,763 | 66,898 |
| Earnings per ordinary share before dilution, SEK | -0.69 | -8.38 | -9.57 | -8.91 |
| Earnings per ordinary share after dilution, SEK 1) | -0.69 | -8.38 | -9.57 | -8.91 |
| Preference shares on closing date, 000s | 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.
2) The decision at the 2016 Annual General Meeting regarding the warrant program directed to the Board and to certain senior executives expired on May 31, 2019 without any warrants being exercised.
| Assets and liabilities on the balance sheet | Dec.31 | Dec. 31 |
|---|---|---|
| SEK M | 2019 | 2018 |
| Financial assets valued to accrued acquisition value | ||
| Non-current assets | ||
| Interest-bearing receivables, blocked bank funds | 191 | 196 |
| Current assets | ||
| Accounts receivable - trade and other receivables | 68 | 94 |
| Cash and cash equivalents | 215 | 165 |
| TOTAL | 474 | 455 |
| Financial liabilities valued to accrued acquisition value | ||
| Non-current liabilities | ||
| Borrow ing |
1,053 | 993 |
| Lease liability | 56 | - |
| Convertible bond | 0 | 27 |
| Other financial liabilities | 4 | 16 |
| Current liabilities | ||
| Borrow ing |
- | - |
| Convertible bond | 29 | |
| Lease liability | 35 | 8 |
| Accounts payable - trade and other liabilities | 87 | 109 |
| TOTAL | 1,264 | 1,153 |
| Dec.31 | Dec. 31 | |
|---|---|---|
| SEK M | 2019 | 2018 |
| At start of year | 1,470 | 2,006 |
| Disposal of goodw ill relating to Proff companies |
-124 * | 0 |
| Impairment loss for the period | -306 | -568 |
| Exchange rate difference | - 6 |
32 |
| Carrying amount | 1,034 | 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.
Considering the Group is still in the adjustment phase of its business model, some uncertainty remains. The most critical assumption is the company management's assessment of the pace of the transition that Eniro is undergoing. Eniro estimates that the customer base will increase in the coming years.
The acceptance of Eniro as a digital marketing partner among customers is a key requirement for addressing the assumed continued slowdown and leveling off of the current core operations. If the transformation of Eniro's service offering does not
have an impact on sales at the pace assumed by the company management or if other assumptions on which the impairment test was based change negatively, there will be a need for further impairment as the assumed cash flow will not materialize or will be postponed to the future. Due to the uncertainty regarding when and at what pace the transformation will occur, Eniro increased the risk premium in WACC by a further 1.8% compared with the preceding year for this impairment test. Combined with the other amended assumptions, this entailed 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, this means these deferred tax 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 1.6% on December 31, 2019 resulted in a significant increase in the pension liability.
| Dec.31 | Dec. 31 | |
|---|---|---|
| 2019 | 2018 | |
| Equity, average 12 months, SEK M | 41 | 935 |
| Return on equity (ROE), 12 months, % | neg | neg |
| Return on Assets (ROA), 12 months, % | neg | neg |
| Earnings per ordinary share before dilution, SEK | -9.57 | -8.91 |
| Earnings per ordinary share after dilution, SEK | -9.57 | -8.91 |
| Interest-bearing net debt excluding convertible bond and pension | ||
| obligations, SEK M | -920 | -822 |
| Debt/equity ratio, times | -3.4 | 2.1 |
| Equity/assets ratio, % | -13 | 15 |
| Interest-bearing net debt excluding convertible bond and pension | ||
| obligations/EBITDA 12 months, times | 12.1 | 4.0 |
| Interest-bearing net debt excluding convertible bond and pension | ||
| obligations/adjusted EBITDA 12 months, times | 15.3 | 3.9 |
| Average number full-time employees | 838 | 1,461 |
| Number of full-time employees on closing date | 787 | 889 |
| Number of ordinary shares before dilution on closing | ||
| date after deduction of treasury shares, 000s | 66,556 | 66,556 |
| Number of ordinary shares after dilution on closing | ||
| date after deduction of treasury shares, 000s | 66,763 | 67,021 |
| Number of preference shares on closing | ||
| date, 000s | 259 | 259 |
| Dec.31 | Dec. 31 | |
|---|---|---|
| 2019 | 2018 | |
| Equity per share, SEK | -4.68 | 5.36 |
| Share price for ordinary shares at end of period, SEK | 0.97 | 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) * 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, 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 revenues 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 |
(Shareholders' equity attributable to owners of the |
Shareholders' equity per share measures the Group's net value |
| Parent Company divided by the number of shares at the end of the period, excluding treasury shares. |
Parent Company)/(Number of shares at the end of the period, excluding treasury shares) x 1,000 |
per share. | ||
|---|---|---|---|---|
| -- | -- | -------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------- | ------------ |
| Name | Definition | Calculation | Purpose |
|---|---|---|---|
| Adjusted EBITDA | EBITDA excluding restructuring costs, reallocation of costs in accordance with IFRS 16 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 revenues 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 after 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/EBlTDA 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, as well as lease expenses reallocated in accordance with IFRS 16. |
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 |
(Average shareholders' equity attributable to owners of the |
| Parent Company per quarter, based on the opening and closing balance for each quarter. |
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 number of full-time employees at the start and end of the year. |
(Average number of full-time employees at the start and end of the year)/2 |
| Oct-dec | Oct-dec | Jan-Dec | Jan-Dec | |
|---|---|---|---|---|
| SEK M | 2019 | 2018 | 2019 | 2018 |
| Operating income | -26 | -565 | -396 | -513 |
| Depreciation/amortization | 48 | 32 | 166 | 146 |
| Impairment losses | 0 | 570 | 306 | 573 |
| Total EBITDA | 22 | 37 | 76 | 206 |
| Items affecting comparability | ||||
| Loss sale subsidiary | 0 | 0 | 32 | 0 |
| Restructuring costs | 10 | 1 | 24 | 2 |
| IFRS 16 Lease | -12 | 0 | -40 | 1 |
| Total adjusted EBITDA | 20 | 38 | 92 | 209 |
| Oct-dec | Oct-dec | Jan-Dec | Jan-Dec | ||
|---|---|---|---|---|---|
| 2019 | 2018 | 2019 | 2018 | ||
| EBITDA | 22 | 37 | 76 | 206 | |
| ÷ | Operating revenue | 246 | 320 | 1,060 | 1,393 |
| = | EBITDA margin % | 8.9 | 11.6 | 7.2 | 14.8 |
| Oct-dec | Oct-dec | Jan-Dec | Jan-Dec | ||
|---|---|---|---|---|---|
| 2019 | 2018 | 2019 | 2018 | ||
| Adjusted EBITDA | 20 | 38 | 92 | 209 | |
| ÷ | Operating revenue | 246 | 320 | 1,060 | 1,393 |
| = | Adjusted EBITDA margin % | 8.1 | 11.9 | 8.7 | 15.0 |
| Oct-dec | Oct-dec | Jan-Dec | Jan-Dec | ||
|---|---|---|---|---|---|
| SEK M | 2019 | 2018 | 2019 | 2018 | |
| Production costs | -104 | -102 | -402 | -399 | |
| + | Sales costs | -70 | -107 | -319 | -484 |
| + | Marketing costs | -10 | -23 | -88 | -101 |
| + | Administration costs | -74 | -52 | -219 | -213 |
| + | Product development costs | -19 | -32 | -104 | -144 |
| + | Deduction of depreciation | 9 | 3 | 41 | 13 |
| + | Deduction of amortization | 39 | 29 | 125 | 133 |
| = | Operating expenses | -229 | -284 | -966 | -1,195 |
| Dec.31 | Dec.31 | ||
|---|---|---|---|
| SEK M | 2019 | 2018 | |
| Borrow ing |
-1,053 | -993 | |
| + | Lease liability | -91 | -8 |
| + | Other non-current interest-bearing receivables1) | 9 | 14 |
| + | Cash and cash equivalents | 215 | 165 |
| Interest-bearing net debt excluding | |||
| = | convertible bond and pension obligations2) | -920 | -822 |
1) The amount pertains to pledged bank funds as security for leases in Norway and Finland.
2) In addition to interest-bearing debt, Eniro has SEK 182 M (182) that pertains to pledged bank funds for future pension obligation.
| Dec.31 2019 |
Dec.31 2018 |
||
|---|---|---|---|
| Interest-bearing net debt excluding convertible | |||
| - | bond and pension obligations | -920 | -822 |
| ÷ | EBITDA 12 month | 76 | 206 |
| = | Interest-bearing net debt excluding convertible bond and pension obligations/EBITDA 12 months, times |
12.1 | 4.0 |
| Dec.31 | Dec.31 | ||
|---|---|---|---|
| 2019 | 2018 | ||
| Interest-bearing net debt excluding convertible | |||
| - | bond and pension obligations | -920 | -822 |
| ÷ | Adjusted EBITDA 12 month | 92 | 209 |
| Interest-bearing net debt excluding | |||
| convertible bond and pension | |||
| obligations/adjusted EBITDA 12 months, | |||
| = | times | 10.0 | 3.9 |
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Eniro AB
Box 7044 Telephone +46 8 553 310 00 Website www.enirogroup.com SE-164 07 Kista E-mail [email protected] Corp. Reg. No. 556588-0936
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