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YOC AG Interim / Quarterly Report 2016

May 20, 2016

497_10-q_2016-05-20_a52a7fdf-8856-4693-b1b5-eef1b6a811b3.pdf

Interim / Quarterly Report

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INTERIM REPORT FIRST QUARTER 2016 YOC AG

INHALT

PAGE
Letter to the Shareholders 02
YOC at a Glance 04
Interim Consolidated Management Report 05
Interim Consolidated Financial Statements 12
YOC Contact 25
Financial Calendar 26
Imprint 27

Letter to the Shareholders

Dear Shareholders,

YOC AG has been among the pioneers of mobile advertising, going "mobile first" since 2001. Although our market environment has changed, there has been a distinct trend towards higher mobile advertising budgets. We - and our industry - have always been driven by the vision to target users on their "electronic companion" anytime and anywhere, using customised and profile-based solutions.

In the first quarter of 2016, the solid upward revenue trend of YOC Group remained stable. The company recognised revenue growth of around 11 % to kEUR 2,270 (Q1/2015: kEUR 2,038). Drivers of growth are the German speaking market and Spain. In the D-A-CH market, we achieved around 26 % revenue growth. In the Spanish market, we recorded revenue growth of around 98 % year-on-year, confirming a growing recognition of the subsidiary in the Spanish market and trust in the newly established team. In Great Britain, however, the revenue targets were not yet met, due to the implementation of the new product strategy for the British market falling behind schedule.

At the same time, the focus on products promising higher gross profits lead to a further significant increase of the gross margin by around 3 % to 34.4 % in the first quarter of 2016 (Q1/2015: 31.5 %).

Operating results of YOC Group before depreciation/amortisation were at kEUR -440 in the first three months of financial year 2016 (Q1/2015: kEUR -357). The decline is mainly attributable to non-operating income in the reference period of the previous year.

In line with our positioning as a provider of mobile premium programmatic advertising, we are planning to further push the development of new market-oriented products in future. The best opportunity for a further development of our company is to make our successful mobile advertising formats developed in-house such as YOC Understitial Ad available also for programmatic trade in future. With our self-developed business intelligence tool YOC Hub for publishers, officially launched in Q1, we are becoming more efficient and automating our internal as well as external processes.

In order to promote the further development of the business model as well as the internationalisation of business activities and to strengthen equity, the company has realised a capital increase in April 2016, shortly after the period under report, with gross issue proceeds of around kEUR 500.

In addition, the company agreed on accompanying debt financing at standard market conditions, due for repayment in the fourth quarter of 2018, bringing YOC AG a further cash inflow of kEUR 500.

In the current financial year 2016, we will increase revenue and gross profit by means of new data-driven mobile advertising solutions, while further improving the revenue per employee which in 2015 already increased by 15 % to kEUR 184.

In the ongoing first half of 2016, significant revenue growth year-on-year by likely up to 20 % has already become apparent.

We sincerely thank you, dear valued Shareholders, for the trust you have placed in us. We are looking forward to continuing our cooperation in future.

Kind regards,

Dirk Kraus Michael Kruse

Management Board YOC AG

YOC at a Glance

Mobile Advertising (in kEUR)
Advertising
Q1/2016 Q1/2015
Q1/2015
Change
Change
Change in % %
Revenue and earnings
Total revenue 2,270 2,038 232 11
Middle and Eastern Europe 1,502 1,188 314 26
Rest of Europe 768 850 -82 -10
Total output 2,469 2,476 -7 0
EBITDA -440 -357 -83 -23
EBITDA margin (in%) -18 -14 k.A. k.A.
Earnings after tax -555 -430 -125 -29
Earnings per share (diluted in EUR) -0.18 -0.17 -0.01 -6
Earnings per share (basic in EUR) -0.18 -0.17 -0.01 -6
Employees
Average number of employees *1 53 53 0 0
Number of employees at end of March 57 58 -1 -2
Total revenue per emplyoee (in kEUR) 43 38 4 11
Total output per employee (in kEUR) 47 47 0 0
Financial position and liquidity
Total assets 3,514 3,868*2 -354 -9
Cash flow from operative activities -397 -765 368 48

*1 Based on permanent employees

*2 at 31/12/2015

Where rounded figures are used, differences may occur due to commercial rounding

Interim Consolidated Management Report (unaudited)

Business development of YOC Group as of Q1 2016

Key figures

In the first three months of 2016, YOC Group recorded total revenue in the amount of kEUR 2,270 (Q1/2015: kEUR 2,038), an 11.3 % increase year-on-year.

Pushing forward with product innovations that promise higher gross profits led to increased gross yields at 34.4 % as compared to the previous year's reporting period (Q1/2015: 31.5 %).

Operating earnings of YOC Group before depreciation/amortisation were at kEUR -440 in the first three months of financial year 2016 (Q1/2015: kEUR -357). The decline is due to gains in the previous year's reporting period from derecognising time-barred liabilities in the amount of kEUR 145 (Q1/2016: kEUR 46) along with the sale of non-essential fixed assets worth kEUR 49 (Q1/2016: kEUR 0).

The operating cash flow came to kEUR -396 (Q1/2015: kEUR -765).

Range of services

YOC is one of the leading independent premium mobile advertising providers in Europe, building on a longstanding expertise since 2001 in this business sector. With an available coverage of several billion ad impressions per month, we reach around 100 million mobile web users worldwide. YOC cooperates with more than 400 well-selected international premium publishers including Shazam, The Telegraph, kr Shazam, The Telegraph, krone.at, Tagesspiegel The krone.at, Tagesspiegel and one.at, Tagesspiegel Eurosport who trust in YOC's technology and marketing Eurosport expertise based on long-standing successful partnerships.

Through exclusive business partnerships with marketing partners and advertising clients, new successful products and scaled in-house technologies, YOC has become an innovative provider of mobile advertising solutions. Our focus is on the strategic expansion of our position as a specialist for Mobile Advertising in the core markets of Great Britain, Germany, Austria and Spain as well as – since February 2016 – Poland.

Premium monetising for publishers

For app and mobile web publishers from all branches, YOC offers direct access to all relevant media agencies, trading desks and direct customers. In combination with state-of-the-art advertising technologies, we rely on integral monetising strategies for our media partners and thus ensure a sustainable growth of their outreach and advertising income generated by YOC.

YOC Mediation facilitates a high but steady utilisation and attractive cost per mille above market average for our publishers.

YOC Hub is a reporting and analysis tool developed in-house specifically for our publishers. Our media partners are hence equipped to analyse and manage YOC's marketing activities at a glance.

Mobile premium advertising for advertisers

Our advertisers benefit from exclusive advertising opportunities with premium publishers. On top of this, the award-winning ad formats developed by YOC in-house offer a strong creative branding effect. YOC Mystery Ad won the Cannes Lion Gold Award in the Mobile category in 2012 and has since been further tailored to the needs of our advertising clients. In financial year 2015, we developed YOC Understitial Ad, a new creative and convertible ad format which is the first to improve the user-friendliness of large-format advertising. By combining pictures, videos or HTML5 content (e.g. interactive elements), YOC Understitial Ad encourages mobile web users to actively engage with a brand or a product without being intrusive. Another example of the new, interactive generation of YOC advertising formats is YOC Inline Video Ad which is currently being introduced into the market. Like YOC Understitial Ad, YOC Inline Video Ad can be accounted for by viewability, the latest accounting standard of the digital media branch.

Within the constantly growing mobile targeting market segment (e.g. audience targeting, re-engagement, cross device tracking), YOC offers advertisers an ideal choice of targeting technologies and data in order to reach their envisaged target group in the most effective way.

Mobile programmatic advertising

The increasingly important programmatic media trade is a crucial part of YOC's corporate vision, being used ever more frequently to reach the campaign goals of advertisers and to open up additional sources of revenue for publishers.

With its trading desk products, YOC reaches a significant range of mobile web users via efficient demand-side-platforms (DSP) for its advertising clients. Our full-service approach makes YOC a reliable partner, offering solid and high-quality campaigns also in this sector.

A special component of YOC's programmatic monetising is the setting up and optimising of exclusive private marketplaces (PMP). These are marketplaces on which premium publishers offer their advertising spaces only to a selected group of advertisers who independently fill the advertising spaces by means of programmatic trading. These advertising spaces are then traded in real time. Thanks to the automated ad delivery and predefined conditions, this practice offers the efficient execution of campaign bookings with full transparency on the included inventory.

Mobile performance marketing

YOC continuously expanded its portfolio in 2015, and since mid-2015 has extended its field of business from branding advertising to performance advertising. In this area, YOC accumulates a multitude of efficient inventory sources – from direct publishers to international performance networks – in order to successfully realise mobile advertising campaigns with performance-based settlement for national and international advertising clients such as Deutsche Bahn, Trainline, L'Oréal, ve Bahn, L'Oréal, vente vente-privée, Scout24 Group, UCWeb privée, Group, UCWeb Inc., Amazon etc. For the increasingly significant mobil Amazon e trade, YOC offers individual mobile performance products in order to win new app users or to optimise an existing user base of an app and to strengthen customer loyalty via the app. Depending on the client's objective, the number of paying customers is increased or inactive users are reactivated.

Development of net assets, financial position and results of operation

Results of operation

Revenue trend and overall performance

In the first three months of financial year 2016, YOC Group's revenue increased by 11.3 % to kEUR 2,270 (Q1/2015: kEUR 2,038).

The Group's total output stood at kEUR 2,469 (Q1/2015: kEUR 2,476). In the previous year, other operating earnings were kEUR 212 above the present year's figure (kEUR 151) due to gains in the previous year's reporting period from derecognising time-barred liabilities in the amount of kEUR 145 (Q1/2016: kEUR 46) along with the sale of non-essential fixed assets worth kEUR 49 (Q1/2016: kEUR 0).

Gross income

Material expenses increased at a lower rate than revenues, by 6.7 % to kEUR 1,490 (Q1/2015: kEUR 1,397). The gross profit margin improved from 31.5 % to 34.4 %.

Personnel expenses and personnel development

In the first three months of financial year 2016, the average number of employees was 53 (Q1/2015: 53 employees).

Personnel expenses were slightly below the previous year's figures at kEUR 977 (Q1/2015: kEUR 996). Revenue per employee grew by 11.3 % year-on-year to kEUR 43 (Q1/2015: kEUR 38).

Other operating expenses

Other operating expenses remained at the previous year's level at kEUR 441 (Q1/2015: kEUR 440).

In sum, other operating expenses in relation to the total output remained at the previous year's level at 17.9 % (Q1/2015: 17.8 %).

EBITDA

Operating earnings before interest, tax and depreciation/amortisation came to kEUR -440 in the period under review (Q1/2015: kEUR -357). The decline is mainly due to a decrease of non-operating effects included in other operating earnings by a total of kEUR 148 year-onyear.

Post-tax profit or loss

Earnings after tax were kEUR -555 in the reporting period (Q1/2015: kEUR -430).

Financial position and net assets

As of 31 March 2016, cash and cash equivalents of YOC Group amounted to kEUR 424.

The operating cash flow in the reporting period came to kEUR -396 (Q1/2015: kEUR -765).

Cash flow from investing activities came to kEUR -50 in the first three months of financial year 2016 (Q1/2015: kEUR -27).

Altogether, kEUR 45 were invested in internal development in connection with the advancement of technological platforms and new products.

Opportunities, risks and outlook

Chances and risks

Being a service provider with an international focus, YOC Group is active in a dynamic market which naturally brings about certain corporate and branch-specific as well as financial risks. Main risks include market and competition risks, technological risks, liability risks, personnel risks, planning risks, organisational as well as financial and treasury risks. These risks are influenced by our own business activities as well as external factors. YOC Group has taken measures to detect such possible risks in time and to reduce them. To this end, an adequate risk management system has been developed which records and evaluates risks by means of a company-wide risk inventory at regular intervals and, if necessary, constantly monitors them.

YOC Group's risk policies which have been set by the Management Board remain unchanged and are a vital part of the corporate policy, in line with the pursuit of sustainable growth, growth in company value and securing the company's existence in the long-term. For this purpose, necessary risks are consciously taken, while taking into account the riskreturn-ratio, in order to make use of market opportunities and to exhaust the success potential inherent in them.

By means of anticipatory risk control as part of the internal control system, risks and opportunities can be detected and evaluated at an early stage so that a timely and appropriate response is possible, and efficient management can be guaranteed for the company's success. The measures that are to be taken in line with risk control are being implemented in the respective operating units.

Outlook

Due to our positioning in the market tailored to the requirements of the branch along with the expansion of mobile performance advertising services, constant growth is to be expected in the medium term. The positive economic conditions support this prognosis.

The transformation of the company to a premium mobile programmatic provider elevates the company to a whole new product level and will, with the expected development, lead to a strengthened market position. The expansion of this product field is expected to bring about increased gross margins while at the same time pushing independence from larger co-operations.

A prerequisite for this is the development of the international branches according to plan. Investment in innovative technologies and products as well as the automation of internal procedures are part of the corporate strategy to strengthen and support the development which is underway.

Following the 11.3 % revenue growth year-on-year in the first quarter of 2016, the Management Board puts stress on stabilising and realigning the business activities of the company in Great Britain. Owing to the unsatisfying development, we pushed forward with reorganising the company, replacing key executive positions and adopting a strategy adjusted to British market conditions. Expectations for the current year are optimistic.

In the German, Austrian and Spanish markets, the set targets for the first quarter of 2016 were either met or exceeded.

In the ongoing first half of 2016, significant revenue growth year-on-year by likely up to 20 % has already become apparent.

Altogether, YOC expects a significant growth in sales revenue in the double-digit percentage range for financial year 2016, with the cost structure remaining stable, leading to improved operating results.

The Management Board still expects a negative overall operating cash flow for financial year 2016, but aims at a point of break-even in the medium term.

Interim Consolidated Financial Statements (unaudited)

Consolidated Statement of Comprehensive Income

Q1/2015
Consolidated Income Statement (in EUR)
Income Statement
Q1/2016 (adjusted)
Revenue 2,269,550
2,269,550
2,038,482
2,038,482
Own work capitalised 48,647 75,142
Other operating income 150,576 362,280
Total output 2,468,773
2,468,773
2,475,904
2,475,904
Expenses for goods and services 1,489,656 1,396,568
Personnel expenses 977,464 996,267
Other operating expenses 441,471 439,843
EBITDA -439,817
-439,817
-356,774
-356,774
Depreciation and amortisation expenses 84,369 58,648
Impairments 16,838 0
EBIT -541,025
-541,025
-415,422
Financial income 0 99
Financial expenses 6,725 0
Financial result -6,725
-6,725
99
EBT -547,750
-547,750
-415,323
-415,323
Income taxes 7,619 14,265
Net income continuing operations -555,370
-555,370
-429,588
Net income disontinued operations 0 -59,741
Net income -555,370
-555,370
-489,329
Earnings per share
Earnings per share basic -0.18 -0.17
Earnings per share diluted -0.18 -0.17
Earnings per share continuing operations
Earnings per share basic -0.18 -0.15
Earnings per share diluted -0.18 -0.15
Consolidated statement of comprehensive income (in EUR) Q1/2016 Q1/2015
Net income -555,370
-555,370
-489,329
Net other comprehensive income to be reclassified through profit
or loss in subsequent periods
Unrealised gains/losses from foreign currency translation 60,366 -117,895
Total other comprehensive income 60,366
60,366
-117,895
-117,895
Total comprehensive income -495,004
-495,004
-607,224
-607,224

› The figures are not subject to an auditor´s review.

Consolidated Statement of Financial Position

in EUR 31/03/2016 31/12/2015
ASSETS
Non-current assets 640,065
640,065
674,364
674,364
Property, plant and equipment 67,505 76,804
Intangible assets 570,885 595,561
Deferred tax assets 1,675 1,998
Current assets 2,873,708
2,873,708
3,193,505
3,193,505
Trade receivables 2,036,919 1,992,832
Other receivables 412,412 330,686
Cash and cash equivalents 424,377 869,986
Total assets 3,513,773
3,513,773
3,867,869
EQUITY AND LIABILITIES
Equity -3,009,716
-3,009,716
-2,514,712
Subscribed capital 3,112,473 3,112,473
Additional paid in capital 20,380,508 20,380,508
Retained earnings -26,261,885 -25,706,515
Other comprehensive income from currency translation differences -190,492 -250,858
Own shares -50,319 -50,319
Non-current liabilities 567,885
567,885
556,886
556,886
Provisions 87,885 76,886
Other financial liabilities 480,000 480,000
Current liabilities 5,955,604
5,955,604
5,825,695
Prepayments received 23,961 49,411
Trade payables 2,536,734 1,790,458
Other liabilities 554,334 687,020
Other financial liabilities 2,324,369 3,250,131
Tax liabilities 48,675 48,675
Provisions 467,531 0
Total equity and liabilities 3,513,773
3,513,773
3,867,869

› The figures are not subject to an auditor´s review.

Consolidated Statement of Cash Flows

in EUR 3M/2016 3M/2015
(adjusted)
Net income continuing operations -555,370
-555,370
-429,588
Net income discontinued operations 0
0
-59,741
-59,741
Depreciation and Amortisation 101,208 58,822
Taxes recognised in the income statement 7,619 14,265
Interest recognised in the income statement 6,725 -99
Other non-cash income and expenses 43,370 -116,990
Cash-Earnings -396,447
-396,447
-533,331
-533,331
Result from disposal of assets -400 -48,771
Changes in receivables and other receivables -125,814 -93,261
Changes in liabilities, prepayments and other liabilities -330,998 -506,564
Changes in provisions 478,530 416,859
Interest received 0 -99
Interest paid -13,537 0
Income taxes paid -7,432 0
Cash flow from operating activities -396,099
-396,099
-765,167
-765,167
Purchase of property, plant and equipment -4,338 -6,552
Outflow from development costs -45,172 -98,155
Disposal of assets 0 78,000
Cash flow from investing activities -49,510
-49,510
-26,707
Cash flow from financing activities 0 0
Net increase / decrease -445,609
-445,609
-791,875
-791,875
Cash and cash equivalents at the beginning of the period
eriod
869,986869,986
869,986
1,203,724
Cash and cash equivalents at the end of the period 424,377
424,377
411,849
411,849

› The figures are not subject to an auditor´s review.

Consolidated Statement of Changes in Equity

in EUR Subscribed
capital
Additional paid
in capital
Retained
earnings
Other comprehensive
income from currency
translation differences
differences
Own shares shares
Own shares
Total
as of 01/01/2015
01/01/2015
2,858,500 2,858,500
2,858,500
19,902,539 19,902,539 -24,220,215 -24,220,215 -24,220,215 -140,755 -140,755 -140,755 -50,319 -50,319 -50,319 -1,650,250
Net income -489,329 -489,329
Currency translation
differences
-117,895 -117,895
Comprehensive income
income
0
0
0 -489,329 -489,329-489,329 -117,895 -117,895-117,895 0 -607,224 -607,224
Stock option programme 905 905
as of 31/03/2015
31/03/2015
2,858,500 2,858,500
2,858,500
19,903,444 19,903,44419,903,444 -24,709,544 -24,709,544-24,709,544 -258,650 -258,650-258,650 -50,319 -50,319 -50,319 -2,256,569 -2,256,569
as of 01/01/2016
01/01/2016
3,112,473 3,112,473
3,112,473
20,380,508 20,380,508 -25,706,515 -25,706,515 -25,706,515 -250,858 -250,858 -50,319 -50,319 -50,319 -2,514,712
Net income -555,370 -555,370
Currency translation
differences
60,366 60,366
Comprehensive income
income
0
0
0 -555,370 -555,370 -555,370 60,366 0 -495,004 -495,004
as of 31/03/2016
31/03/2016
3,112,473 3,112,473
3,112,473
20,380,508 20,380,508 -26,261,885 -26,261,885 -26,261,885 -190,492 -190,492-190,492 -50,319 -50,319 -50,319 -3,009,716 -3,009,716

No shares are held by non-controlling shareholders

› The figures are not subject to an auditor´s review.

Notes to the financial statements

1. General information

YOC AG, with headquarters at Greifswalder Str. 212, Berlin, Germany, is an international provider of Mobile Advertising.

YOC AG is listed in the Prime Standard of the Frankfurt Stock Exchange under the identification number WKN 593273 / ISIN DE 0005932735.

2. Principles for the preparation of the financial statements, accounting and valuation methods

Principles for the preparation of the financial statements

YOC AG's interim report as of 31 March 2016 was prepared in compliance with the German Securities Trading Act (WpHG). The interim consolidated financial statements were prepared as condensed financial statements pursuant to IAS 34 and comply with Section 315a of the German Commercial Code (HGB) in accordance with the rules of the International Financial Reporting Standards (IFRS) of the International Accounting Standards Board (IASB) as adopted by the European Union and valid on the reporting date as well as the interpretations of the IFRS Interpretations Committee (IFRS IC) approved by the IASB.

The condensed and unaudited interim consolidated financial statements of YOC AG do not contain all the information and disclosures necessary for the preparation of complete financial statements at the end of the financial year. It is therefore to be recommended to read the interim report along with the Annual Report 2015.

Accounting and valuation measures

In the first three months of 2016, all standards that have been mandatory since 01 January 2016 have been applied:

  • Amendments to IAS 27 – Amendments to 27 –Equity Methods in Separate Financial Statements Equity Methods in hold no case of application for YOC AG. The Amendments are to be applied for the first time for financial years beginning on or after 01 January 2016.
  • Amendments to IAS 16 and IAS 41 – Amendments IAS and –Bearer Plants Bearer hold no case of application for YOC AG.The Amendments are to be applied for the first time for financial years beginning on or after 01 January 2016.

Amendments to IAS 16 and IAS 38 - Amendments IAS 16 IAS 38 -Clarification of Acceptable Methods of Clarification of Acceptable Depreciation and Amortisation have no impact on the financial statements of YOC AG. The Amendments are to be applied for the first time for financial years beginning on or after 01 January 2016.

Improvements to IFRS (2010- Improvements (2010-2012)

The Improvements are a collective standard dealing with changes in various IFRS. The Improvements are to be applied for the first time for financial years beginning on or after 01 February 2015. They have no effect on YOC AG.

Improvements to IFRS (2012- Improvements (2012-2014)

The Improvements are a collective standard dealing with changes in various IFRS. The Improvements are to be applied for the first time for financial years beginning on or after 01 January 2016. They have no effect on YOC AG.

Amendments to IAS 19 – Amendments to –Employee Contributions Employee Contributions

The Amendments are to be applied for the first time for financial years beginning on or after 01 February 2015. The Amendments regulate how contributions of employees or third parties to benefit plans should be attributed to periods of service. They have no impact on the financial statements of YOC AG.

  • Amendments to IFRS 11 – Amendments IFRS –Acquisition of an interest in a joint operation Acquisition interest joint operation hold no case of application for YOC AG. The Amendments are to be applied for the first time for financial years beginning on or after 01 January 2016.
  • Amendments to IAS 1 – Amendments IAS –Presentati Presentati Presentation of Financial Statements on of Financial Statements hold no case of application for YOC AG. The Amendments are to be applied for the first time for financial years beginning on or after 01 January 2016.

In summary, no accounting standards that are to be applied for the first time in financial year 2016 have any effect on the presentation of net assets, financial position or results of operation in the consolidated interim financial statements.

Impact of future accounting and valuation measures

The following table shows new and revised standards which are not yet mandatory in financial year 2016 or which have not yet been adopted by the EU in the endorsement process:

Title Temporal Scope Endorsed by EU? Application for YOC? Impact on financial
statements expected?
IFRS 9 - Financial instruments 01/01/2018 no under examination under examination
IFRS 15 - Revenue from contracts 01/01/2017 no yes under examination
with customers
IFRS 16 - Leases 01/01/2019 no yes under examination
IFRS 14 - Regulatory deferral
accounts 01/01/2016 no no n/a
Amendment of IFRS 10, IFRS 12 and
IAS 28 – Investment entities: 01/01/2016 no no n/a
Applying the consolidation exception
Amendment of IFRS 10 and IAS 28 -
Sales or contributions of assets indefinitely
between an investor and its associate postponed no
no
n/a
/ joint venture
Amendment of IAS 12 - Recognition
of deferred tax assets for unrealised 01/01/2017 no under examination under examination
losses
Amendment of IAS 7 - Disclosure
Initiative: liabilities reconciliation 01/01/2017 no under examination under examination
arising from financing activities

On 24 July 2014, the IASB published the final standard IFRS 9 Financial Instruments (IFRS 9 9 [2014]) which contains the results of all stages of the IFRS 9 project and replaces both IAS 39 Financial Instruments: Recognition and Measurement and all earlier versions of IFRS 9 Financial Instruments. The standard contains new provisions on classification and measurement, on impairment and hedge accounting. IFRS 9 is to be applied for the first time for the financial year beginning on or after 01 January 2018. The standard has not yet been adopted by the EU. The implications of these new regulations are being analysed by the group. The present status of analysis does not allow for a statement on probable implications of the amended regulations for net assets, financial position and results of operation.

IFRS 15 was published in May 2014 but has not yet bee 15 n adopted by the EU. It is to be applied for the first time for the financial year beginning on or after 01 January 2018. An early application of the standard is permitted. The standard is to be applied retrospectively. It introduces a new model to recognise revenue in five analytical steps which shall be applied to all revenues from contracts with customers. The core principle of the standard is that a company shall recognise sales revenue at the time of transfer of goods or services to customers in the amount of the return which the company may expect in exchange for the transfer of these goods or services. The basic principles in IFRS 15 offer a structured approach to evaluate and recognise revenue. The standard is to be applied in all kinds of companies across all branches and thus replaces all other existing regulations regarding revenue recognition (IAS 11 Construction Contracts, IAS 18 Revenue, IFRIC 13 Customer Loyalty Programmes, IFRIC 15 Agreements for the Construction of Real Estate, IFRIC 18 Transfers of Assets from Customers and SIC 31 Revenue – Barter Transactions Involving Advertising Services). Application of the new standard requires more valuations and arbitrary decisions as compared to the standards that currently apply for revenue recognition, as the amount of revenue to be recognised is determined by the amount of the return which the company may expect in exchange for the transfer of goods or services. Particular challenges may arise especially in the case that a return is variable. The implications of these new regulations are being analysed by the group. The present status of analysis does not allow for a statement on the probable implications of the amended regulations for net assets, financial position and results of operation.

IFRS 16 regulates 16the recognition, measurement, presentation and disclosure requirements of leases. The standard provides a single lessee accounting model. This means that the lessee needs to recognise all assets and liabilities from leases in the balance sheet unless the lease term is 12 months or less or the underlying asset has a low value (in each case optional). The lessor continues to classify leases as finance lease or operating lease. The accounting model for lessors is not substantially different from that in IAS 17 Leases. IFRS 16 was published in January 2016 and is to be applied for the first time for financial years beginning on or after 01 January 2019. The implications of these new regulations are being analysed by the group. The present status of analysis does not allow for a statement on the probable implications of the amended regulations for net assets, financial position and results of operation.

3. Notes to key developments in the Statement of Financial Position and the Statement of Comprehensive Income

Other disclosures regarding financial instruments

The following table shows the carrying amounts and fair values of the financial assets and liabilities recognised in the interim financial statements as well as their classification according to IAS 39 and their level within the fair value hierarchy:

31/03/2016 (in kEUR) Carrying
amount
amount
Fair Value
Fair
Measurement
category
IAS 391)
Fair value
hierarchy
Financial assets
Cash and cash equivalents 424 424 LaR n/a
Trade receivables 2,037 2,037 LaR n/a
Other assets 412 412 LaR n/a
Financial liabilities
Fixed rate borrowing 300 300 FLAC n/a
Trade payables 2,537 2,537 FLAC n/a
Other financial liabilities 2,504 2,504 FLAC n/a
31/12/2015 (in kEUR) Carrying
amount
amount
Fair Value
Fair
Measurement
category
IAS 391)
Fair value
hierarchy
Financial assets
Cash and cash equivalents 506 506 LaR n/a
Trade receivables 2,171 2,171 LaR n/a
Other assets 358 358 LaR n/a
Financial liabilities
Fixed rate borrowing 300 300 FLAC n/a
Trade payables 1,790 1,790 FLAC n/a
Other financial liabilities 3,430 3,430 FLAC n/a

1) AfS: available for sale financial assets LaR: loans and receivables

FLAC: other financial liabilities measured at amortised cost.

The carrying amounts of cash and cash equivalents, trade and other receivables, other current assets and other current financial liabilities nearly match their fair value, mainly due to their short maturities. In accordance with the principle of materiality, the fair value of these current items is equated with their book value.

Sales revenue

The group's revenue grew by 11.3 % year-on-year to kEUR 2,270 (Q1/2015: kEUR 2,038).

Gross income

Material expenses increased at a lower rate than revenues, by 6.7 % to kEUR 1,490 (Q1/2015: kEUR 1,397). The gross profit margin improved from 31.5 % to 34.4 %.

Other operating income

Other operating earnings decreased by kEUR 212 year-on-year to kEUR 151 (-58.6 %). In the previous year, the company gained one-off effects through the sale of non-essential fixed assets amounting to kEUR 49 (Q1/2016: kEUR 0) as well as from derecognising time-barred liabilities worth kEUR 145 (Q1/2016: kEUR 46).

Operating earnings before income tax, depreciation and amortisation (EBITDA)

Taking into account all of the abovementioned effects, EBITDA came to a total of kEUR -440 (Q1/2015: kEUR -357).

4. Segment reporting

Segment reporting is based on the internal management structure. The Group is therefore made up of the following reportable business segments:

1. Middle and Eastern Europe (before: D-A-CH)

2. Rest of Europe

For the formation of the abovementioned reportable business segments, the business segments of Germany and Austria (including Switzerland), and since Q1 2016 Poland, have been assigned to the Middle and Eastern Europe segment (before: D-A-CH), while the UK and Spain have been assigned to the Rest of Europe segment, as they show similar economic characteristics and are comparable in terms of their products, range of services, customers, processes and marketing methods. In the previous year, France was still included in the Rest of Europe segment, but has been excluded with the deconsolidation of YOC France SAS as of 31 December 2015.

Due to adjustments of internal reporting structures the presentation of the segment reporting was modified at the beginning of financial year 2016. The previous year's figures have been adjusted accordingly.

The following table shows the results of the individual segments. In accordance with the internal reporting structure, EBITDA is used as the measure of earnings:

Segment reporting
(in kEUR)
Middle and
Eastern Europe
Europe
Rest of Europe
Rest of Europe
Corporate
functions
functions
Consolidation
Consolidation
Consolidation
YOC Group
YOC Group
Q1 2016
External revenue 1,501 768 0 0 2,270
Internal revenue 46 41 0 -86 0
Total revenue 1,547
1,547
809
809
0 -86 2,270
Own work capitalised 0 0 49 0 49
Other operating income 143 10 197 -200 151
Total output 1,689
1,689
819
819
246 -286 2,469
Costs of goods sold 1,015 561 0 -86 1,490
Personnel expenses 361 262 355 0 977
Other operating
expenses 213 200 201 -173 441
EBITDA
EBITDA
101
101
-204 -310 -27 -440
Q1 2015 (adjusted)
Q1 2015
External revenue 1,189 850 0 0 2,038
Internal revenue 49 1 0 -49 0
Total revenue 1,238
1,238
850
850
0 -49 2,038
Own work capitalised 0 0 75 0 75
Other operating income 51 16 359 -64 362
Total output 1,288
1,288
866
866
434 -113 2,476
Costs of goods sold 841 605 0 -49 1,397
Personnel expenses 277 291 428 0 996
Other operating
expenses 127 140 257 -84 439
EBITDA
EBITDA
44
44
-170 -250 20 -356

Sales revenues are calculated based on the revenues achieved by the subsidiaries in the respective countries.

Corporate Functions include income and expenses that occur in the parent company and are not directly attributable to any business segment.

The operating results of the Middle and Eastern Europe segment have improved due to the gross profit margin increasing from 32 % in the previous year to 35 % in the present year as well as rigorous savings on the side of expenses in the Middle Europe region. Due to startup losses in the mobile performance marketing product segment and in the course of establishing the Polish branch, the operating results saw an overall moderate increase.

In the Rest of Europe region, the Spanish subsidiary achieved a significant revenue growth of 98 % year-on-year, while the British subsidiary is working to position itself in the market and has not yet been able to stabilise revenues after reappointing the management and executive staff. The Rest of Europe region was able to increase the gross profit margin from 29 % in Q1/2015 to 31 % in Q1/2016.

Altogether, EBITDA in the Rest of Europe region stood at kEUR -204 (Q1/2015: kEUR -170).

Reconciliation (in kEUR) Q1/2016
Q1/2016
Q1/2015
Q1/2015
EBITDA -440
-440
-357
-357
Depreciation and amortisation -101
-101
-59
Financial result -7 0
Net income before taxes -548
-548
-415
-415
Taxes -7 -14
Net income from discontinued operations 0 -60
Net income -555
-555
-489
-489

EBITDA is reconciled to net income as follows:

As of 31 March 2016, trade and other recevables in Middle and Eastern Europe came to kEUR 903 (31 March 2015: kEUR 686) and in the Rest of Europe region to kEUR 1,134 (31 March 2015: kEUR 939).

5. Cash flow statement

As of 31 March 2016, cash and cash equivalents of YOC Group came to kEUR 424.

Cash flow from operating activities amounted to kEUR -396 in the reporting period (Q1/2015: kEUR -765).

Cash flow from investing activities amounted to kEUR -50 in the first three months of the financial year (Q1/2015: kEUR -27).

Internal development costs of kEUR 45 in total were incurred in connection with the further development of technological platforms and new products.

6. Guarantees, contingent liabilities and similar obligations

As in the annual consolidated statements from 31 December 2015, no guarantees, contingent liabilities and similar obligations exist.

7. Related party disclosures

No significant business transactions were performed with related companies or persons during the period under review.

8. Events after the interim reporting period

On 19 April 2016, YOC AG Management Board and Supervisory Board decided on a capital increase from authorised capital against contributions in cash amounting to 180,505 new shares, excluding the right of subscription for existing shareholders. With an issue price of EUR 2.77 per share, the company gained gross issue proceeds in the amount of kEUR 500 (net proceeds kEUR 477).

Furthermore, the company agreed upon accompanying debt financing in the amount of kEUR 500 at standard market conditions, maturing in Q4 2018.

Both measures are meant to strengthen the company's equity capital and to further develop business, in particular through the development of new products.

No other events have occurred after the reporting date which might have had a significant effect on net assets, financial position and results of operations.

YOC Contact

Financial Calendar

12th August 2016 Interim Report First Half 2016

18th November 2016 Interim Report Third Quarter 2016

7 th-8th Dezember 2016 Munich Capital Markets Conference

Imprint

Publisher

YOC AG

Greifswalder Straße 212 10405 Berlin T +49 (0) 30 72 61 62 – 0 F +49 (0) 30 72 61 62 – 222 [email protected]

Overall concept and editing

YOC AG

T +49 (0) 30 72 61 62 – 0 F +49 (0) 30 72 61 62 – 222 [email protected]

www.yoc.com