BEST UNION COMPANY SPA 
By PRESS RELEASE
Best Union Company Spa: the Board of Directors approves the draft FY 2012 statutory and consolidates results1.
• Consolidated revenues € 32,684 thousand (€30,790 thousand in 2011)
• Consolidated EBITDA € 2,690 thousand (€2,671 thousand in 2011)
• Consolidated EBIT € 445 thousand (€ 544 thousand in 2011)
• Consolidated Group Result after taxes negative for € 195 thousand (negative for € 291 thousand in 2011)
• Net Financial Position positive for € 1,585 thousand (positive for € 1,923 thousand as at
December 31st, 2011)
Bologna, March 26th 2013- Today the Board of Directors of Best Union Company Spa approved the draft FY 2012 results, document that will be submitted to the shareholders' meeting called for April 29,
2013.
2012 Group's Consolidated revenues were € 32,684 thousand, in line with expectations and 6,1% above the €30,790 thousand registered in 2011. The global performance related to the group's revenues was significant and in line with the budget, although the EBITDA margin shown a slight decrease in percentage due to the difficult economic environment and to the increasing investments in commercial activities, which will display their benefits in the next years.
The increase in consolidated revenues together with the Group's organic growth can be considered satisfying, also taking in account the results obtained in the existing structure's efficiency process achieved through activities in the costs saving (both in absolute terms and as a percentage) that Best Union Company's management has implemented during the year.
With regard to the sales' breakdown by business segments, 2012 had a positive performance concerning the sector "Leisure & Entertainment and Culture": in terms of revenues and the related EBITDA, the improvements were due to several factors such as the good performance of HB Communications Ltd., a greater volume of sales made in the field of amusement parks, in particular on the foreign market, and last but not least the mentioned efforts towards a structural costs saving.
Development activities during the year 2012
The Group has developed its business mainly on the acquisition of new projects and the optimization of the existing corporate structure.
1 The data included in this press release have not been jet fully submitted to audit procedures and could slightly change before the Shareholders' Meeting approval.
Investments have been carried out in order to achieve a number of significant actions for the acquisition of new major contracts, through participation in numerous public tenders. At the same time, considerable activities were implemented to improve the management efficiency and to define possible synergies offered by the integration of the nine companies of the Group.
Furthermore, constant monitoring of the Italian and international markets have been realized in order to identify potential target companies operating in segments or markets where Best Union is already operative, and at the same time to make trade agreements with other businesses complementary to the core business of the Group.
In particular, regarding the new 2012 contracts, the Group highlights:
- the award, in a joint venture with Gruppo Intesa Sanpaolo, the role of banking and ticketing partner for EXPO 2015, which had a strong impact on the media;
- the award of the ten-years concession for the management of the Stadium ATI L. Ferraris in Genoa. This led to the creation of Stadium s.c. a r.l., a consortium of Italian law, established on November, 5th 2012 and 40% owned by the parent company. The company has the objects to manage all the activities regarding the Luigi Ferraris Stadium in Genoa. The shareholders of the consortium are Best Union Company (40% of the shares), Unifica - Cipea and Cariee-Co.Ed.A (25% of the shares), Costa Edutainment (20% of the shares), and Stadia Srl (15% of the shares).
- the supply of online ticketing services for the California Science Center;
- the supply of the onsite and online ticketing system of Graceland, home of Elvis Presley, entered in the National Register of Historic Places which welcomes 600,000 visitors each year;
- the completion of the ticketing system for Historical Royal Palaces of London (including the Tower of London, Hampton Court Palace, the Banqueting House, Kensington Palace and Kew Palace);
- the significant increase in pre-sales activities implemented through websites and physical networks concerning events and exhibitions for both cultural and theme parks;
- the realization of the World Ducati Week event, the largest gathering of Ducati world in which the Group has managed both the organization of the event and the electronic ticketing systems, access control and reception, made through its subsidiary HB Communication Srl;
- in the Asian market, through the implementation of the BOS platform, the Group provides the electronic ticketing systems and access control for Legoland Tokyo, large indoor theme park owned by the Merlin, for Puteri Harbour and Siam Park, two new theme parks respectively in Malaysia and Thailand have been opened in late 2012.
Best Union confirms the strong intention to develop the B2C segment, which is in constant increase of the sales volumes.
Regarding the efficiency process and the cost reduction activities, we have to consider:
- the efficiency process of the company's staff: the employees structure has been optimized in line with the intentions expressed by the Management to improve the efficiency in terms of organization and management, taking advantage of the synergies offered by the integration of the Group's companies;
- the integration of the acquired companies: this activity have brought to a reduction in term of the global Group cost structure. It is intention of the Management to continue to improve the systems and the internal processes efficiency in 2013.
Regarding the software and systems R&D activities, we have to consider:
- the development of a new platform (BOS);
- further development of the product TLite;
- development of new features and further integration with third-party applications with particular attention to the foreign markets' needs;
- integration of the next-generation high compatibility Hardware/Software with existing structures managed at national and international level;
- the research and development applications for new devices (smartphone app) and new marketing technologies and communication (eg Web 2.0).
Group's EBITDA in 2012 was € 2,690 thousand (equal to 8,2% on total revenues), compared to 2,671 thousand in the previous year (8,7% of the consolidated revenues). The decrease in the percentage margin was mainly due to the difficult period of the Italian market and to the commercial investments done especially in the fourth quarter of the year.
Operating income amounted to € 445 thousand compared to € 544 thousand in the previous year, and the trend is broadly in line with the decrease in EBITDA; the operating income was affected by both the cost of production, and the depreciation and also by the earn-out payable to the selling shareholders of Charta.
Net Group Result for the Year was € 195 thousand negative (€ 291 thousand negative in 2011).
The Net Financial Position of the Group as at December 31st, 2012 was positive for € 1,585 million (compared to € 1,923 million at December 31st, 2011). An appropriate control of the cash flows has allowed to maintain a positive performance of the Net Financial Position.
Luca Montebugnoli, Best Union Company Spa President and CEO, commented on 2012 results:
"Despite the difficult period that the market is facing, the Group presented results in growth and set the stage for an interesting future development. The past year allowed us to implement a strong recovery of management and operational efficiency after several acquisitions in the recent years. I think 2013 will be an great year for the Group, looking at important contracts we have acquired; in particular we are proud of the joint venture we achieved with Intesa Sanpaolo Group for the role of banking and ticketing partner for EXPO 2015 and the ten years concession for the management of the Stadium L. Ferraris in Genoa. The Group continues in this direction with the important contract acquired during the 2013 relative to the Louvre museum".
The Board of Directors of Best Union Company SpA approved the Report on Corporate Governance and on Ownership Structure pursuant to article 123-bis of the TUF and the Report on remuneration pursuant to article 123 - ter TUF.
Main events occurred after 2012 closing
The main events after 2012 closing are:
- On March 22nd, 2013, in Paris, was signed the contract between Best Union SpA and the Musée du Louvre. The task requires the Best Union Group is responsible for the preparation and management of access control and ticketing services platform of the museum, the Auditorium and the Museum de la Croix;
- At a national level, Best Union Company S.p.a. won the public announcement for the ticketing and access control services of the new Fiera di Roma and the Lingotto, confirming its leadership in the market national exhibition.
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Expected evolution of 2012 scenario and group's business
In 2013, the Group expects to achieve revenue growth and improved margins as a result of the efficiency improvement and development efforts during 2012. The Management has the following goals for 2013: consolidation of the organizational structure, simplification of group governance and improvement of internal processes.
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Statutory and Consolidated Draft 2012 reports will be made available in due terms to the public at company's headquarters, in Borsa Italiana Spa and will be accessible on corporate website www.bestunion.com.
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In accordance with art. 154-bis, comma 2 of Testo Unico della Finanza (D. Lgs. 58/1998) - Best Union Company Spa Financial Reporting Manager Licia Montebugnoli declares that the accounting information contained in this press release correspond to documentary records, ledgers and accounting entries.
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This press release is available on corporate website www.bestunion.com
Best Union Company Spa, was established in 1999 in Bologna and listed at the Italian Stock Exchange in 2008. It is one of the main players in the design, production, sale and management of electronic ticketing and access control systems and the organization of hospitality and security services for public events. cultural and sport events, trade shows and theme and amusement parks. Best Union Company is among the few companies able to offer integrated hard and software systems and the services required to stage sports events, cultural initiatives, trade fairs, shows of various kinds and to run entertainment and theme parks.
For further information and inquiries:
Best Union Company S.p.A. Investor Relations
Francesco Sponziello Cell. +39 392 7246251 ir@bestunion.it
Consolidated Balance Sheet('000 €) 31/12/2012 related parties 31/12/2011 related parties
Assets Non current AssetsPlants, Properties and Equipment 1.216 1.468
Intangibles 12.301 12.789
Investments in Associates 40 0
Equity Stake in other owned companies 10 10
Other non current Assets 322 193 384 216
Deferred tax Assets 818 1171
Total Non current Assets 14.707 193 15.823 216 Current AssetsInventories 577 556
Trade Receivables 10.717 190 9.750 167
Tax Assets 946 182
Current Financial Assets 0 0
Other Current Assets 2.181 63 2.519 0
Cash in Hand 5.534 42 7554 118
Total Current Asset 19.956 295 20.561 285 Total Asset 34.663 488 36.384 501 Liabilities Total Equity 9.774 10.440 Passività non correntiDeferred Tax Liabilities 773 962
Severance Pay Provision 1.732 1.347
Long Term Loans 2.155 3.581
Other non current Liabilities 18 23
Total Non current Liabilties 4.678 5.913 Current LiabilitiesProvision for risks and Charge 150 182
Short Term Loans 1.794 2.044
Other Financial Liabilities (0) 5
Trade Payables 5.292 91 5.498 168
Tax Accruals 92 48
Other current Liabilities 12.883 58 12.254 27
Total Current Liabilities 20.211 149 20.031 195 Total Liabilties & Equity 34.663 149 36.384 195 Consolidated Profit & Loss('000 €) 31/12/2012
related parties 31/12/2011 related parties Total Revenues 32.684 203 30.790 267 Total Operating Costs (32.239) 372 (30.246) 473 EBIT 445 544 Pre-Tax Profit 46 311Income Tax (241) (602)
Consolidated Cash Flow Statement
('000 €) 31/12/2012
related parties 31/12/2011 related parties CASH FLOW FROM OPERATING ACTIVITIES (A) 1.065 (109) 3.991 (90) CASH FLOW FROM INVESTMENT ACTIVITIES (B) (937) (2) (3.126) 3 NET CASH FLOW ABSORBED BY FINANCING ACTIVITIES (C ) (2.119) 561 TOTAL CASH FLOW (D=A+B+C) (1.991) 1.426CASH IN HAND AT THE BEGINNING OF THE
PERIOD (E) 7.554 6.060
Exchange rate Differencies on Cash (28) 68
CASH IN HAND AT THE END OF THE PERIOD (G=D+E+F) 5.534 (76) 7.554 56 Best Union Balance Sheet31-dic | 31-dic | |||
2012 | related parties | 2011 (*) | related parties |
Plants, Properties and Equipment 571.306 625.124
Intangibles 6.853.180 46.310 6.700.112
Equity Stake in other owned companies 6.733.997 6.594.088
Investments in Associates 40.000 0
Equity Stake in other companies 1.291 1.291
Other non current Assets 314.682 196.360 118.656 N.D.
Deferred tax Assets 522.654 550.447
Total Non current Assets 15.037.110 242.670 14.589.718 0 Current AssetsInventories 180.266 175.647
Financial Current Assets 0 0 N.D. Trade Receivables 6.726.672 897.302 7.453.387 N.D. Other current Assets 1.032.895 223.463 997.848 N.D. Tax Assets 352.444 157.979
Cash in Hand 1.144.729 42.356 1.410.056
Total Current Assets 9.437.006 1.163.121 10.194.917 0 Total Assets 24.474.116 1.405.791 24.784.635 0 Total Equity 9.832.906 10.079.980 Non Current LiabilitiesDeferred Tax Liabilities 2.206 10.534
Severance Pay Provision 1.109.099 885.302
Long Term Loans 2.056.565 3.423.817
Other non current Liabilities 17.605 23.450
Total Non Current Liabilities 3.185.475 4.343.103 Current LiabilitiesProvision for risks and Charge 371.234 184.331
Short Term Loans 1.534.359 1.650.735
Trade Payables 3.867.489 929.551 3.730.912 N.D.
Tax Accruals 35.921 7.237
Other current Liabilities 5.646.732 341.462 4.788.337 N.D.
Total Current Liabilities 11.455.735 1.271.013 10.361.552 0 Total Liabilties & Equity 24.474.116 1.271.013 24.784.635 0(*) The data for the year 2011 have been restated to make the data comparabe between the two years (2011 - 2012) since at the beginning of 2012 the subsidiary Omniticket Italia was incorporated Best Union
Best Union Profit & Loss Esercizio chiuso al 31 dicembre Di cui con 2012 parti correlate 2011 (*) Di cui con parti correlateIncome Tax (260.146) (393.033)
Net Profit (Loss) for the period 4.896 (158.574)(*) The data for the year 2011 have been restated to make the data comparabe between the two years (2011 - 2012) since at the beginning of 2012 the subsidiary Omniticket Italia was incorporated Best Union
Best Union Cash Flow Statement
2012 related parties 2011 related parties CASH FLOW FROM OPERATING ACTIVITIES (A) 2.993.768 1.348.897 295.135 (374.479)CASH IN HAND AT THE BEGINNING OF THE PERIOD (E) 897.165 42.356 2.320.999
Cash Flow from Merger Transaction 512.891
CASH IN HAND AT THE END OF THE PERIOD (G=D+E+F) 1.144.729 42.356 897.165 (62.400)|
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