Explanatory Notes on Reporting Principles

Content and Form of the Management Report

This report brings together the Group Management Report of ProSiebenSat.1 Group, comprising ProSiebenSat.1 Media SE and its consolidated subsidiaries, and the Management Report of ProSiebenSat.1 Media SE. The Compensation Report, the takeover-related disclosures according to §§ 289 (4), 315 (4) HGB, as well as the chapter “The ProSiebenSat.1 Share” are located in the section “To Our Shareholders” of this Annual Report and are also part of the audited Management Report.

Predictive Statements to the Future Earnings, Financial Position and Performance

Our forecasts are based on current assessments of future developments. In this context, we draw on our budget and comprehensive market and competitive analyses. However, forecasts naturally entail certain insecurities, which could lead to positive or negative deviations from planning. If imponderables occur or if the assumptions on which the forward-looking statements are made do not apply, actual results may deviate materially from the statements made or the results implicitly expressed. Developments that could negatively impact this forecast include, for example, lower economic momentum than was expected on the date the report was compiled. These and other factors are discussed in the Risk and Opportunity Report. There, we also report on additional growth potential. Opportunities that we have not or not yet fully budgeted for could arise from corporate strategy decisions, for example.

Reporting on the Basis of Continuing Operations

Unless otherwise indicated, in this financial report the analysis of earnings, financial position and performance is based on continuing operations. This means that earnings contributions and cash flows generated in connection with the sale of the Eastern European activities are not included in the individual items of the income statement and cash flow statement. In accordance with the provisions of IFRS 5, they are recognized as “Result from discontinued operations” and “Cash flow from discontinued operations” respectively. As well as operating earnings contributions from the Eastern European activities, these items for the comparative previous-year period also include the deconsolidation result of the Hungarian companies deconsolidated as of February 25, 2014. With the formal and legal implementation of the particular sales contracts, the Romanian companies were also deconsolidated on April 2, 2014 (TV) and on August 4, 2014 (radio). The other items of the income statement and cash flow statement were presented on a comparable basis for the current reporting period and comparative periods.

Key Figures Used

Key financial indicators on the Group level for ProSiebenSat.1 Group are revenues, EBITDA, recurring EBITDA, underlying net income, and the leverage ratio. Additionally, revenues and EBITDA in the Digital & Adjacent segment are very important. The development of these figures is therefore used to analyze the Group’s and business segment’s earnings, financial position and performance, in addition to the key figures from the income statement, statement of financial position and cash flow statement. Audience shares are the key non-financial performance parameters.

On the other hand, ProSiebenSat.1 Group does not report on the basis of order volumes. Instead, the development of our share of the advertising market and the analysis of the situation in the sector and with regard to competition provide important indicators of business success; they are recorded in the context of risk management. In the Content Production & Global Sales segment, the development and production of programming content as well as worldwide distribution through new or re-commissioning takes place, as is customary in the industry, in the short term and continuously throughout the year. For these reasons, we do not report on order volumes here, either.

Rounding of Financial Figures

Due to rounding, it is possible that percentage figures given do not exactly reflect the absolute figures to which they relate and that the individual figures do not exactly add up to the totals shown.

Management Declaration after paragraph 289a HGB and Corporate Governance Report after section 3.10 DCGK


The company’s Management Declaration according to Section 289a HGB and the Corporate Governance Report according to Item 3.10 of the German Corporate Governance Code are published on the company‘s homepage. In addition, the Management Declaration and the Corporate Governance Report are included in the Annual Report. The Group auditor has critically reviewed the Corporate Governance Report in accordance with the IDW auditing standard. The Management Declaration and the annual Declaration of Compliance under Section 161 AktG were also part of the auditor’s review.