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Roularta Media Group N.V.

Earnings Release Aug 22, 2025

3997_rns_2025-08-22_1cc82611-1a7c-4557-91c4-a114d355baca.pdf

Earnings Release

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PRESS RELEASE

22 AUGUST 2025

0 Roularta Media Group

REGULATED INFORMATION ROULARTA MEDIA GROUP

brands and customer relationships.

The taxes are positive (€ 0.5 million). This is mainly due to the tax credit generated by the increased postage costs on the distribution of subscriptions. In the same period last year, taxes were almost zero.

The consolidated net result of the Group finished at € -2.2 million, of which € -2.0 million was allocable to the shareholders of Roularta Media Group.

The general meeting of Roularta Media Group NV on 20 May 2025 approved the proposal not to pay a dividend on the 2024 financial year. The decision not to pay a dividend led to the cash position increasing in the first half of 2025 to € 77.7 million, compared to a cash position of € 70.0 million at the end of 2024.

In terms of investment expenditure in the context of the Group's clear sustainability ambitions, the machine for packing magazines in paper wraps is now fully operational. The Group has also obtained the necessary permits to continue investing in sustainable energy by installing a solar panel array of 2,933 solar panels. This investment of more than 1 million euros will be operational from the second quarter of 2026.

In addition, Trends, the number one multimedia brand for business, economy, investment and entrepreneurship launched "Trends Beleggen Live"

at the beginning of 2025, a unique and innovative platform that supports investors at all levels, from experienced experts to curious beginners. The platform offers current data on on shares, cryptocurrencies, currencies, raw materials and soon also ETFs. Everything is available at the click of a button, from price information to in-depth financial analyses.

Moreover, the Trends brand was further strengthened by the name change of the biggest business broadcasters Kanaal Z/Canal Z to "Trends Z".

Finally, over the past six months, the Group has committed further to the development of the 'Mijn Magazines' app, in terms of reader comfort, user experience and acquiring digital subscriptions. In both Belgium and the Netherlands, the subscriber has the choice to take out a digital subscription to all the magazines or collections of magazines, or to one (or more) paper magazine(s) combined with digital access. Subscribers also have access to the 24/24 online coverage that includes all articles, videos and podcasts from the Group's various editorial teams.

On 29 July 2025, an extraordinary general meeting was held, at which the payment of an extraordinary interim dividend of 3.00 EUR gross per share was approved. The dividend was paid out on 8 August 2025.

1. FINANCIAL KEY FIGURES FOR THE FIRST HALF OF 2025

1.1 Consolidated key figures

in thousands
of euros
30/06/2025 30/06/2024 Trend Trend (%)
INCOME STATEMENT
Sales 146,223 159,521 -13,298 -8.3%
Adjusted sales (1) 149,096 159,521 -10.425 -6.5%
EBITDA (2) 6,346 11,448 -5,102 -44.6%
EBITDA - margin 4.3% 7.2%
EBIT (3) -3,282 1,552 -4,834 311.5%
EBIT - margin -2.2% 1.0%
Net finance costs 597 782 -185 23.7%
Income taxes 534 -48 582 -1212.5%
Net result -2,152 2,286 -4,438 194.1%
Attributable to minority interests -118 -113 -5 -4.4%
Attributable to equity holders of RMG -2,035 2,399 -4,434 184.8%
Net result attributable to equity holders of RMG – margin (4) -1 4% 1.5%
Number of full time equivalents at closing date
(5)
1,133 1,224 -91 -7.4%

(1) Adjusted sales = the revenue comparable to last year, i.e. excluding changes resulting from acquisitions and sales of brands. (2) EBITDA = EBIT + depreciations, amortizations and impairments

(3) EBIT = operating profit, including the share in the result of associated companies and joint ventures

(4) Net result attributable to RMG shareholders - margin = net result attributable to RMG shareholders relative to revenue.

(5) Joint ventures (mainly Mediafin) not included

(4) Net result attributable to equity holders of RMG - margin 30/06/2025 = -2.035 K€/146.223 K€ = -1,4% Net result attributable to equity holders of RMG - margin 30/06/2024 = 2.399 K€/159.521 K€ = 1,5%

Consolidated key figures (€ per share) in euro 30/06/2025 30/06/2024 Trend
EBITDA 0.51 0.91 -0.40
EBIT -0.27 0.12 -0.39
Net result attributable to equity holders of RMG -0.17 0.19 -0.36
Net result attributable to equity holders of RMG after dilution -0.17 0.19 -0.36
Weighted average number of shares 12,322,896 12,568,702 -245,806
Weighted average number of shares after dilution 12,325,105 12,568,702 -243,597

2. DISCUSSION OF THE SEGMENT RESULTS

The two segments of RMG are Media Brands and Printing Services. The Media Brands segment refers to all brands that are marketed by RMG and its shareholdings. The Printing Services segment refers to pre-press and printing works activities for internal brands and external customers. The (adjusted) revenue shown at segment level includes both external revenue li.e. from external customers) and internal revenue (i.e. from the other segment).

2.1 Media Brands

in thousands of euros 30/06/2025 30/06/2024 Trend Trend (%)
INCOME STATEMENT
Sales 132,370 145.109 -12.739 -8.8%
Adjusted sales (1) 135,243 145.109 -9.866 -6.8%
Gross margin 104,833 114.138 -9.305 -8.2%
Gross margin on sales 79.2% 78.7%

(1) Adjusted sales = the revenue comparable to last year, i.e. excluding changes resulting from acquisitions and sales of brands.

The 'Media Brands' segment refers to all brands that are operated by RMG and its investments.

Revenue from the Media Brands segment decreased by 8.8% or € 12.7 million, from € 145.1 million to € 132.4 million. The adjusted revenue decreased by € 8.2 million.

Advertising revenue decreased tangibly (€ -6.3 million) compared to the same period last year, due to the slowing advertising market. If the sale of the Healthcare activities and German brands is excluded, the advertising revenue decreased by € 5.5 million.

Subscription revenue experienced a decline of 7.0%. If the aforementioned activities and brands had not been sold, the decline would have been 2.5%. Newsstand sales of the aforementioned brands and activities, there would be a decrease of 1.1%.

Other revenues decreased slightly by € 0.3 million compared to last year and remains roughly equal year on year for the adjusted other sales.

Gross margin increased from 78.7% to 79.2%. The higher margin is due to a combination of higher sales prices and lower print runs. In absolute value, the gross margin decreased by € 9.3 million to € 104.8 million.

2.2 Printing Services

in thousands of euros 30/06/2025 30/06/2024 Trend Trend (%)
INCOME STATEMENT
Sales 30,803 32.996 -2.193 -6.6%
Adjusted sales 11/ 30,803 32.996 -2,193 -6.6%
Gross margin 18,593 18.995 -402 -2.1%
Gross margin on sales 60.4% 57.6%

11 Adjusted sales = the revenue comparable to last year, i.e. excluding changes resulting from acquisitions and sales of brands.

The 'Printing Services' segment refers to pre-press and printing works activities for internal brands and external customers. More than half the revenue is in intersegmental sales from the Media Brands segment.

Revenue from the Printing Services segment fell by € 2.2 million (or 6.6%), from € 30.8 million to € 30.8 million.

The decrease of € 2.2 million is a combination of in-house and external printing, but more of it comes from in-house printing. Externally, there is a loss of print orders for brochures, a decrease in print runs and in the number of publications. Internally, the lower print runs are mainly responsible for the decline.

The adjusted Printing Services revenue is equal to the Printing Services revenue because Roularta has continued to

3 Other revenue = all revenue that is not advertising, subscription, newsstand sales or revenue from printing activities. It includes, for example but not exclusively, revenue from line extensions, events, printing activities, etc.

Line extensions = specific category of revenue '. This includes income from the purchase and sale of trade goods (e.g. books, self-care products, jewellery, holidays, etc.), income from ticket deals or income from licencing agreements).

provide the printed material for the brands that were previously printed here. Consequently, there is a shift from intersegmental to external revenue.

In absolute value, the gross margin decreased by € 0.4 million due to the lower revenue, but it rose as a percentage of revenue from 57.6% to 60.4%.

3. CONSOLIDATED BALANCE SHEET

Balance sheet in thousands
of euros
30/06/2025 31/12/2024 Trend (%)
Non-current assets 211,674 212,747 -0.5%
Current assets 142,886 140,260 1.9%
Balance sheet total 354,560 353,007 0.4%
Equity - Group's share 215,637 216,765 -0.5%
Equity - minority interests -295 -178 65.7%
Liabilities 139,218 136,420 2.1%
Liquidity (1) 1.2 1.2 1.5%
Solvency (2) 60.7% 61.4% -1.0%
Net financial cash/(debt) (3) 64.859 61,590 5.3%
Gearing (4) -30.1% -28.4% 5.9%

(1) Liquidity = current assets / current liabilities

(2) Solvency = equity (Group's share + minority interests) / balance sheet tota

(3) Net financial cash/(debt) = current cash - financial debts

(4) Gearing = - net financial cash/(debt)/equity (Group's share + minority interests)

Management considers these ratios to be a relevant performance indicator to evaluate the financial position (year on year).

  • (1) Liquidity 30/06/2025 = 142.886 K€ / 116.043 K€ = 1,2
  • Liquidity 31/12/2024 = 140.260 K€ / 115.641 K€ = 1,2
  • (2) Solvability 30/06/2025 = 215.342 K€ / 354.560 K€ = 60,7%
  • Solvability 31/12/2024 = 216.588 K€ / 353.007 K€ = 61,4% (3) Net financial cash/(debt) 30/06/2025 = 77.660 K€ - 9.100 K€ - 3.701 K€ = 64.859 K€ Net financial cash/(debt) 31/12/2024 = 70.048 K€ - 4.973 K€ - 3.486 K€ = 61.590 K€
  • (4) Gearing 30/06/2025 = -64.859 K€ / 215.342 K€ = -30,1%
  • Gearing 31/12/2024 = -61.590 K€ / 216.588 K€ = -28,4%

Equity - Group share amounted to € 215.6 million on 30 June 2025 compared to € 216.8 million on 31 December 2024. The movement in equity consists firstly of the profit attributable to the RMG shareholders (€ -2.0 million) and secondly of the movements due to the exercise of 68,290 options (€ + 0.9 million).

RMG remains free of any bank debts. As of 30 June 2025, the consolidated net financial cash position (= current cash less financial debts) amounted to € 64.9 million as of December 2024 or an increase of € 3.3 million.

4. INVESTMENTS

In the first half of 2025, the total consolidated investments (CAPEX) amounted to € 3.2 million (2024: € 6.2 million), There were investments of € 1.4 million in new software, primarily to optimise the digital reader experience and the attraction of digital readers. Last year, € 3.3 million was invested in new software, also mainly for investments in digitisation.

Furthermore, € 1.8 million was also invested in tangible fixed assets, more specifically in the renovation of the company building in Brussels and automation in the printing works. The investments in tangible fixed assets in the first half of the previous year mainly included the renovation and furnishing of the offices in Brussels (€ 1.0 million), the final instalment for the three new eco-efficient drying works (€ 0.4 million) and the first part of the investment in a paper wrap blister machine (€ 0.3 million).

There were no investments in new participations in the first half of the year.

5. SIGNIFICANT EVENTS IN THE FIRST HALF OF 2025 AND THEREAFTER

5.1 Events related to the conditional takeover bid

  • On 14 March, the FSMA announced that Koinon NV, the parent holding company of Roularta Media Group NV (RMG), intended to launch a voluntary and conditional public takeover bid for the shares of Roularta Media Group NV at a price of 15.50 euros per share.
  • initial acceptance period for the bid opened on 20 May and closed on 13 June 2025.
  • On 17 June, the results of the initial acceptance period were announced. At the end of this initial acceptance period, Koinon NV owned 91.17% of the shares in Roularta Media Group (i.e. 12,702,277 shares). Koinon NV waived the condition of obtaining 95% of the shares and decided to reopen the bid from 23 June to 15 July 2025 at a bid price of 15.50 euros per share.
  • On 17 July, it was announced that following the obligatory reopening of the bid, Koinon NV owned 93.13% of the shares in Roularta Media Group NV (i.e. 12,975,316 shares) and had decided to re-open the bid again from 18 June to 29 July 2025 at a bid price of 15.50 euros per share.
  • On 30 July, it was announced that following the third opening of the bid, Koinon NV owned 93.61% of the shares in Roularta Media Group NV (i.e. 13,042,087 shares).

5.2 Other events

  • acquisition of the trade magazines Artsenkrant, De Apotheker and AK-Hospitals (= the Healthcare activities), The Group has no lonqer consolidated the revenue since 1 April, with the exception of the printing work.
  • In doing so, Roularta Media Group also terminated its commercial cooperation with Immovlan BV and transferred its share in Immovlan to its co-shareholder Rossel. As a result, the Group no longer included the results of Immovlan NV in the first half of 2025.
  • Roularta Media Group has reached an agreement with Anthemis SA, under which the tax law newsletters (such as FiscologyFiscologue, etc.) and related activities will be transferred to Anthemis SA as of 1 October 2025. Anthemis SA is a Belgian publishing house that disseminates high-quality leqal information. Since it was founded, it has focused on professionals and students in the fields of law, economics and management, in Belgium, Luxembourg and France.
  • With effect from the 2025 financial year, Ms Line Vyvey will replace Ms Lieve Cornelis as the permanent representative of the statutory auditor, EY Bedrijfsrevisoren BV.
  • On 8 August 2025, an extraordinary and interim dividend of EUR 3.00 per share (gross) was paid to RMG's shareholders following the approval of the special general meeting of Roularta Media Group NV on 29 July 2025.

6. PROSPECTS

These prospects contain forward-looking statements based on best-effort estimates, the actual results of which may differ considerably.

Based on the trend in the first three months of 2025, the Group is expecting a significant pressure on advertising revenue. The Group is taking into account the fact that the behaviour of advertisers is quite volatile and unpredictable. A negative development in the economic climate could have a further negative impact on the expenditure of our advertisers.

The Group's digital strategy is bearing fruit, with more subscriptions being successfully obtained by digital means. Roularta will continue to focus on recruiting more print, digital and family subscriptions, and on sealing partnerships with strategic partners to work towards stable and sustainable growth in further digital development will be intensified.

Newsstand sales are evolving in line market trend, which is decreasing sharply in both Belgium and the Netherlands.

Revenue from line extensions and events will remain more or less stable.

In the Printing Services segment, the Group also expects revenue to remain stable to slightly decreasing.

With the exception of a price indexation for 2025, the distribution costs will remain in line with the second half of 2024. In the meantime, significant price increases have been announced for 2026.

We expect stable to slightly rising costs for energy and raw materials. Nonetheless, the group is continuing to commit to efficiency measures to counter the persisting inflation.

7. HALF-YEARLY FINANCIAL REPORT

A full report on the half-yearly results can be found on our website: https://www.roularta.be/en/roularta-stock-market/financial/financial-reporting

Contact persons Rik De Nolf IChairman of the Board
of Directors and IR)
Xavier Bouckaert (CEO) Steven Vandenbogaerde (CFO)
Tel.: +32 51 26 61 11 +32 51 26 61 11 +32 51 26 61 11
E-mail:
URL:
[email protected]
www.roularta.be
[email protected] [email protected]

CONDENSED CONSOLIDATED INCOME STATEMENT (unaudited)

in thousands of euros 30/06/2025 30/06/2024 Trend
Sales 146,223 159,521 -13,298
Own construction capitalised 610 729 -119
Raw materials, consumables and goods for resale -23,407 -27,116 3,709
Gross margin 123,426 133,133 -9,707
% on sales 84.4% 83.5%
Services and other goods -64,562 -68,233 3,671
Personnel -58,351 -58,932 581
Other operating result 1,109 2,903 -1,794
Other operating income 3,084 4,281 -1,197
Other operating costs -1,975 -1,377 -598
Write-down of debtors and inventories 1,073 -364 1,437
Provisions 1,098 1,493 -395
Share in the result of associated companies and joint ventures 2,553 1,445 1,108
EBITDA 6,346 11,448 -5,102
% on sales 4.3% 7.2%
Depreciations, amortizations and impairments -9,628 -9,896 268
Depreciation and write-down of intangible and tangible assets -9,628 -9,896 268
Operating result - EBIT -3,282 1,552 -4,834
% on sales -2.2% 1.0%
Interest income 717 973 -256
Interest expenses -120 -191 71
Operating result after net finance costs -2,685 2,334 -5,019
Income taxes 534 -48 582
Net result -2,152 2,286 -4,438
% on sales -1.5% 1.4%
Net result attributable to:
Minority interests -118 -113 -5
Equity holders of Roularta Media Group -2,035 2,399 -4,434
Earnings per share
Basic earnings per share (a) -0.17 0.19 -0.36
Diluted earnings per share (b) -0.17 0.19 -0.36

Management views EBITDA as a relevant performance indicator to evaluate the results, since – unlike the EBIT – it disregards depreciations, amortizations and impairments.

(a) Net result attributable to equity holders of RMG per share = Net result attributable to equity holders of RMG / weighted average number of shares. Calculation: see Point 1: Financial key figures for the first half year.

(b) Net result attributable to equity holders of RMG after dilution effect = Net result attributable to equity holders of RMG /

weighted average number of shares after dilution: see Point 1: Financial key figures for the first half year.

in thousands of euros 30/06/2025 30/06/2024
Net result of the consolidated companies -2.152 2.286
Other comprehensive income of the period
Other comprehensive income to be reclassified to profit or loss in subsequent periods
Other comprehensive income not te be reclassified to profit or loss in subsequent periods
Other comprehensive income of the period I
Total comprehensive income of the period -2,152 2.286
Attributable to:
Minority interests -118 -113
Equity holders of Roularta Media Group -2,035 2.399
in thousands
ASSETS
of euros
30/06/2025 31/12/2024 Trend
Non-current assets 211.674 212,747 -1.073
Goodwill 7,975 7,975
Intangible assets 75,583 79,765 -4,182
Property, plant and equipment 76,025 72,357 3,668
Investments accounted for using the equity method 49,329 49,622 -293
Investments in financial assets, loans and guarantees 901 440 461
Deferred tax assets 1,861 2,589 -728
Current assets 142,886 140,260 2,626
Inventories 8,079 8,637 -558
Trade and other receivables 44,663 52,718 -8,055
Tax receivable 2,959 3,208 -249
Cash and cash equivalents 77,660 70,048 7,612
Deferred charges and accrued income 9,524 5,649 3,875
Total assets 354,560 353,007 1,553
in thousands
LIABILITIES
of euros
30/06/2025 31/12/2024 Trend
Equity 215,342 216,587 -1.245
Group's equity 215,637 216,765 -1,128
Issued capital 84,816 84.816
Treasury shares -27,293 -31,801 4,508
Retained earnings 154,394 160,030 -5,636
Other reserves 3.720 3,720
Minority interests -295 -178 -117
Non-current liabilities 23,175 20,779 2,396
Provisions 2,368 3,080 -712
Employee benefits 3,653 3,866 -213
Deferred tax liabilities 8,054 8,860 -806
Financial debts 9,100 4.973 4.127
Other payables
Current liabilities 116,043 115,641 402
Financial debts 3,701 3,486 215
Trade payables 38.158 40.975 -2,817
Advances received 38,221 40,098 -1,877
Employee benefits 20,386 16,969 3,417
Taxes 1,570 1,137 433
Other payables 4,135 5,295 -1,160
Accrued charges and deferred income 9,872 7.681 2.191
Total liabilities 354,560 353,007 1,553
Cash flow relating to operating activities in thousands
of euros
30/06/2025 30/06/2024
Net result of the consolidated companies -2.152 2,286
Share in the results of associated companies and joint ventures -2,553 -1,445
Dividends received from associated companies and joint ventures 2.610 4,000
Income tax expense / income -534 48
Interest expenses 120 191
Interest income (-) -717 -973
Gains (-) / losses (+) on disposal of intanqible assets and property, plant and
equipment
-946 -2,218
Non-cash items 7.452 8,660
Depreciation of (in)tangible assets 9,628 9,896
Share-based payment expense
Increase (+) / decrease (-) in provision -1.098 -1.493
Other non-cash items -1,078 258
Gross cash flow relating to operating activities 3,282 10.548
Increase / decrease in trade receivables 8,695 3,546
Increase / decrease in inventories 865 1,084
Increase / decrease in trade payables -3.165 -1,589
Other increases / decreases in working capital (a) -144 -3,639
Increase / decrease in working capital 6.251 -598
Income taxes paid 460 -42
Interest paid -120 -191
Interest received 837 863
NET CASH FLOW RELATING TO OPERATING ACTIVITIES (A) 10.709 10,580
Cash flow relating to investing activities in thousands
of euros
30/06/2025 30/06/2024
Intangible assets - acquisitions -1.407 -3,447
Tangible assets - acquisitions -1.754 -2,787
Intangible assets - sale 450
Tanqible assets - sale 30 2,343
Net cash flow relating to acquisition of subsidiaries
Net cash flow relating to disposal of subsidiaries 9
Investments in financial assets, loans, quarantees - other movements -67 19
NET CASH FLOW RELATING TO INVESTING ACTIVITIES (B) -2.748 -3,863
Cash flow relating to financing activities
Dividends paid -4.589
Treasury shares 919 13
Redemption of current financial debts -500
Redemption of non-current financial debts
Repayment of leasing debt -1,268 -1,419
NET CASH FLOW RELATING TO FINANCING ACTIVITIES (C) -349 -6,496
TOTAL DECREASE / INCREASE IN CASH AND CASH EQUIVALENTS (A+B+C) 7,612 221
Cash and cash equivalents, beginning balance 70.048 68,267
Cash and cash equivalents, ending balance 77.660 68.488
NET DECREASE / INCREASE IN CASH AND CASH EQUIVALENTS 7,612 221
in thousands of euros ssued
capital
Treasury
shares
Retained
Earnings
Other
reserves
Equity -
Group's
share
Minority
Interests
Total
equity
Balance as of 01/01/2025 84,816 -31,801 160,030 3,720 216.765 -178 216,587
Total comprehensive income of the
period
-2.035 -2,035 -118 -2.153
Total comprehensive income -2.035 -2,035 -118 -2,153
Exercise of options 919 919 919
Increase investment in Pulsar-IT -15 -15 -15
Other increase/decrease 3.589 -3.587 2 2
Balance as of 30/06/2025 84.816 -27.293 154,394 3.720 215,637 -296 215.342
in thousands of euros ssued
capital
Treasury
shares
Retained
Earnings
Other
reserves
Equity -
Group's
share
Minority
nterests
Total
equity
Balance as of 01/01/2024 80,000 -30,020 166,366 657 217,003 -228 216,775
Total comprehensive income of the
period
2.399 - 2,399 -113 2,286
Total comprehensive income 2,399 2,399 -113 2.286
Exercise of options 13 13 13
Dividends -11.786 -11,786 -11,786
Capital increase following optional
dividend
4,816 2,380 7,196 7,196
Other increase/decrease 623 -623
Balance as of 30/06/2024 84.816 -29.384 156,356 3,038 214,825 -341 214 484

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