Welcome to Annual General Meeting 2015 25 th June 2015 N B
Agenda Overview Financials Outlook 2015 2 N B
Overview 3 N B
Company Overview 4 N B
Executive & Strategic Committee Tim RINGEL Vincent ADDED Thomas ARMBRUSTER Natalie DUSEY CEO (since July 2013) CFO (since June 2011) COO (since July 2013) General Secretary (since 2013) Board of Directors Executive Committee Executive Committee Executive Committee Paris Paris Paris London Tim founded the metapeople Vincent joined the group in In 2010 Tom joined the Natalie has 10 years+ of group in 1999 which became 2010 from Deloitte metapeople group from UBS Corporate Affairs experience part of NetBooster in 2011 with international companies Emmanuel ARENDARCZYK Kristoffer EWALD Yann GABAY Jens NIELSEN Country Manager UK (2006) Head of DNA (2007) Head of South. Europe (2011) Head of Nordics (2009) Strategic Committee Strategic Committee Strategic Committee Strategic Committee London Copenhagen Paris Copenhagen Joined from Google and has Kris merged his business in Yann was MD of Performics Jens has 25 years of worked in numerous 2007 with NetBooster and (FR) and has worked within international management positions within the group became the data specialist the industry for 14 years and consulting experience 5 N B
Board of Directors Bernard-Louis ROQUES Benjamin FAES Andreas Von HABSBURG Tim RINGEL Non-Executive Board Member Non-Executive Board Member Non-Executive Board Member CEO (since July 2013) Chairman of the Board Board of Directors Board of Directors Board of Directors Paris London Frankfurt Paris 6 N B
Employees by Country Norway 4 13 Finland 10 55 Denmark Sweden 52 UK 35 China 124 Germany France 108 14 Switzerland 12 Italy 13 30 Dubai Spain 7 N B N B * 19% shareholding in China
Client Structure Top 10 (38%) Top 25 (54%) All other clients � Total number of relevant clients: 300 � Balanced client structure without major dependencies � 65% of the Top 25 are international Portfolio of international blue chip clients 8 N B
Key Clients 9 N B
Client wins & Upsell examples H1/2015 • Client since 2009 • 5 markets • Upsell to Data & • PPC, RTB, Social Analytics & RTB • Lead in Switzerland • Lead in France • 40 markets • Client since 2012 • PPC, RTB, Social • Upsell to RTB • Lead in France • Lead in France • 17 markets • Client since 2007 • PPC, SEO, CRM, • Upsell to Display, RTB, Social RTB and Social • Lead in Switzerland • Lead in Germany • Client since 2012 • 3 markets • Upsell to PPC, RTB, • PPC, RTB, Social Social • Lead in Germany • Lead in France 10 N B
Financials 11 N B
Financial Review 2014 N B
Results for 2014 � Gross Margin (revenue without media billings and direct cost) stable at €34.2m � EBITDA increased from €2.7m to €4.5m (+66%) due to good performance in all key locations in 2014 � Profitability up at 13.1% (2013: 7.9%) � Operating Cash Flow was mainly used to reduce complexity of the NetBooster group structure (e.g. squeeze out Guava) and to build one group NetBooster overachieved the target for 2014 13 N B
Results at a Glance in €m 2010 2011 2012 2013 2014 Gross Margin 25.0 27.7 34.2 34.4 34.2 EBITDA 1.7 1.8 3.7 2.7 4.5 % of Gross Margin 6.9% 6.6% 10.7% 7.9% 13.1% Number of employees 429 520 441 440 431 (average) Net Debt 5.5 10.5 6.4 6.1 6.7 Enterprise Value 53.1 34.1 45.7 39.9 49.3 Enterprise Value / EBITDA 31.2x 18.9x 12.3x 14.8x 11.0x New level of performance in 2014 14 N B
Product Mix (Gross Margin) SOCIAL MEDIA 2% DESIGN 8% AFFILIATE 12% PPC 38% DATA 16% MEDIA 10% SEO 14% Data is already a significant part 15 N B
Regional Mix (Gross Margin) MENA 3% South. Europe 7% UK 9% France 31% Northern Europe 20% Germany 27% Perfect European coverage 16 N B
EBITDA Margin per Region 2013 2014 EBITDA Margin Germany Germany 20%+ Swiss Swiss EBITDA Margin UK UK 10-20% France Northern Europe Southern Europe EBITDA Margin France MENA below 10% Northern Europe Southern Europe MENA Uplift in profitability in many countries 17 N B
Consolidated Income Statement Profit and loss account Change (€m) French accounting 2013 2014 (€m) standards Gross Margin 34.4 34.2 -0.2 Staff Expenses 24.6 23.1 -1.5 Overheads 7.1 6.6 -0.5 EBITDA 2.7 4.5 +1.8 % of Gross Margin 7.9% 13.1% - EBIT (Operating Profit) 2.2 4.0 +1.8 Financial Results -1.5 -0.3 +1.2 0.7 3.7 +3.0 Profit Before tax Extraordinary Results -0.8 0.3 +1.1 Tax -1.0 0 +1.0 -1.1 4.0 +5.1 Net profit (loss) Amortisation of goodwill -4.1 -4.0 +0.1 Net profit (loss) after -5.2 0 +5.2 goodwill 18 N B
Income Statement Explanations � Purchase of a non-controlling stake of 9.51% of the Guava Group � Restructuring of NetBooster France � Restructuring of UK companies � Consolidation of German entities, from 3 to 1 � Acquisition of 10% in Media Diamond (Spain) � Sale of stake in Same Same � NetBooster released the provision for a non-conversion of the Convertible Bond, due to the share price being well above the strike price and a positive outlook for the Company 19 N B
Goodwill under French GAAP � Goodwill is amortised between 8 and 10 years under French GAAP rule � Amortisation booked in 2014 amounts to €4.0m � Total remaining Goodwill (€17.7m) is below the market value of the individual subsidiaries � Impairment tests conducted on a yearly basis � Depressed EPS due to French GAAP rules Handicap will be solved by switching to IFRS 20 N B
Cash Flow generation in € m 2013 2014 Net Profit -1.1 4.0 Non-Cash Compensation 0.1 -0.3 Depreciation & Amortisation 1.5 -0.2 Changes in working capital 0.7 -3.5 Changes in deferred tax 0.4 -0.6 Operating Cash Flow 1.6 -0.7 Delayed payment by a mayor client 21 N B
Cash Flow in € m 2013 2014 Cash Flow from Operating Activities + 1.6 - 0.7 Cash Flow from Investing Activities - 2.4 - 1.0 Cash Flow from Financing Activities - 0.1 - 1.2 Change in Cash - 0.9 - 2.9 22 N B
Consolidated Balance Sheet in €m 2013 2014 2013 2014 Intangible Assets 20.9 18.1 Equity 7.5 9.0 Tangible and Financial 1.7 1.6 Convertible 11.3 10.0 Assets bonds Receivables 27.6 31.7 Borrowing 2.3 2.2 Other Receivables 7.0 3.6 Payables 28.4 23.2 Cash 7.5 5.6 Other payables 11.4 9.0 Differed expenses 0.7 0.6 Differed revenue 4.5 7.8 Total Assets 65.4 61.2 Total Liabilities 65.4 61.2 23 N B
Balance Sheet Explanations (I) Share Capital Increases � 20 convertible bonds were converted into 500k shares (+3.12% equity) � 81,932 new shares were created for the management team linked to the metapeople acquisition (deferred payment) � 7,500 Free Shares were issued to various managers Free Shares � 124,500 Free Shares were granted to various managers 24 N B
Balance Sheet Explanations (II) BSA for managers � 1,175,000 share subscription warrants were issued � Subscription price was established at €0.20 � Exercise price was established as €2.42 � Hurdle to exercise is a share price of €3.30 Convertible bonds � Conversion procedure: 25,000 shares for 1 convertible bond; i.e. €2.5 per share � Redemption premium: 13.67% for non-conversion at maturity on 25 March 2016 � Coupon: 3% p.a. � 20 bonds converted in 2014: 161 bonds in the portfolio at the end of 2014; 6 converted in 2015 25 N B
Balance Sheet Explanations (III) Own shares � Liquidity contract: 20,268 (average €2.66) � Share Buyback Programme: 158,575 (average €2.60) End of Factoring facility � The contract was replaced by a non-secured facility with the group’s banking partners � Trade receivables increased by €4,057k � Other receivables went down by €2,716k � Cash collected was €1,300k 26 N B
Statutory Income Statement Profit and loss account (€m) Change 2013 2014 French accounting standards (€m) 9.8 9.8 0.0 Gross Margin 8.6 7.8 -0.8 Staff Expenses 1.5 1.8 +0.3 Overheads -0.3 +0.2 +0.5 EBITDA -2.9% 2.4% % of Gross Margin -0.4 +0.1 +0.5 EBIT (Operating Profit) -1.2 +4.9 * +6.1 Financial Results Profit Before tax -1.6 +5.0 +6.6 -0.8 -0.3 +0.5 Extraordinary Results +0.3 +0.4 +0.1 Tax (R&D credit) Net profit (loss) -2.1 +5.1 +7.2 27 N B * release of provision based on impairment test on the stake in Denmark, Spain and Finland
Statutory Balance Sheet in €m 2013 2014 2013 2014 Intangible Assets 4.1 4.4 Equity 21.8 28.9 Tangible and financial 37.7 42.7 Provision for bonds 0.6 0 Assets Receivables 9.5 13.0 Convertible bonds 11.3 10.0 Other Receivables 4.1 1.6 Other Debts 3.0 4.9 Payables 14.6 10.2 Cash 0.6 0.1 Other payables 2.8 3.5 Differed expenses 0.3 0.3 Differed revenue 2.2 4.6 Total Assets 56.3 62.1 Total Liabilities 56.3 62.1 28 N B
Financial UPDATE Q1/15 N B
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