MEDIASET GROUPplit/Mediaset Group - Interi… · Bruno Ermolli . Marco Giordani Alfredo Messina ....

MEDIASET GROUP

Quarterly report as at 30 September 2012

MEDIASET S.p.A. - via Paleocapa, 3 - 20121 Milan

Share Capital Euros 614,238,333.28 fully paid up

Tax Code, VAT number and inscription number in the

Milan Enterprises Register: 09032310154

Website: www.mediaset.it

INDEX

Corporate Bodies .......................................................................................................................... 1

Financial Highlights ........................................................................................................................ 2

Introduction ..................................................................................................................... 3

Interim Report on Operations ......................................................................................... 3

Outstanding events and operations in the first half ....................................................................... 8

Analyses of the results by geographical areas .............................................................................. 10

Financial results ........................................................................................................................... 10

Balance Sheet and Financial Position ........................................................................................... 21

Group Employees ........................................................................................................................ 24

Transactions with Related Parties ............................................................................................... 24

Opt-out of obligation for publication of information documents in connection with significant operations .................................................................................... 25

Events occurred after the 30th September 2012 ......................................................................... 25

Forecast for the year ................................................................................................................... 26

Half Year Condensed Consolidated Financial Statements .......................................... 27

Consolidated Accounting Tables ................................................................................................ 29

Explanatory Notes ....................................................................................................................... 35

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CORPORATE BODIES

Board of Directors Chairman Fedele Confalonieri Deputy Chairman Pier Silvio Berlusconi CEO Giuliano Adreani Directors Marina Berlusconi Pasquale Cannatelli Paolo Andrea Colombo Mauro Crippa Bruno Ermolli Marco Giordani Alfredo Messina Gina Nieri Michele Perini Niccolò Querci Carlo Secchi Attilio Ventura Executive Committee Fedele Confalonieri Pier Silvio Berlusconi Giuliano Adreani Gina Nieri Internal Control Committee Carlo Secchi (Chairman) Alfredo Messina Attilio Ventura Remuneration Committee Attilio Ventura (Chairman) Bruno Ermolli Paolo Andrea Colombo Corporate Governance Committee Attilio Ventura (Chairman) Paolo Andrea Colombo Carlo Secchi Indipendent Committee Michele Perini (Chairman) Attilio Ventura Carlo Secchi Board of Statutory Auditors Mauro Lonardo (Chairman) Silvio Bianchi Martini (Active Auditor) Francesco Vittadini (Active Auditor) Massimo Gatto (Substitute Auditor) Flavia Daunia Minutillo(Substitute Auditor) External Auditors Reconta Ernst & Young S.p.A.

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Main Income Statement Data

mio € % mio € % mio € %

4,250.2 100% Total net Revenues 2,655.9 100% 3,040.5 100%

3,241.6 76.3% Italy 2,026.6 76.0% 2,309.4 76.0%

1,009.3 23.7% Spain 629.8 24.1% 731.6 24.1%

538.7 100% EBIT 48.0 100% 368.2 100%

374.2 69.5% Italy 20.3 67.4% 248.1 67.4%

164.5 30.5% Spain 27.7 32.6% 120.1 32.6%

459.2 10.8% Profit before Tax and Minority Interest 8.5 0.0% 329.3 0.0%

225.0 5.3% Net Profit (45.4) 0.0% 164.3 0.0%

Main Balance Sheet and Financial Data

mio € mio € mio €

5,071.2 Net Invested Capital 4,822.9 4,977.7

3,295.7 Total Net Shareholders' Equity 3,186.0 3,170.2

2,478.3 Net Group shareholders' Equity 2,366.5 2,374.6

817.4 Minorities Shareholders' Equity 819.5 795.6

(1,775.5) Net Financial Position (1,636.9) (1,807.5)

1,663.5 Operating Cash Flow 889.7 1,163.6

1,796.9 Investiments 590.9 1,580.6

397.7 Dividens paid by the Parent Company 113.6 397.7

81.2 Dividens paid by Subsidiares 31.9 81.2

Personnel

% % %

6,113 100.0% Mediaset Group Personnel (headcount) 6,280 100.0% 6,540 100.0%

4,735 77.5% Italy 4,927 78.5% 5,143 78.6%

1,378 22.5% Spain 1,353 21.5% 1,397 21.4%

6,372 100.0% Mediaset Group Personnel (average) 6,264 100.0% 6,371 100.0%

4,982 78.2% Italy 4,895 78.1% 4,974 78.1%

1,390 21.8% Spain 1,369 21.9% 1,397 21.9%

Main Indicators

12.7% EBIT/Net Revenues 1.8% 12.1%

11.5% Italy 1.0% 10.7%

16.3% Spain 4.4% 16.4%

10.8% EBT/Net Revenues 0.3% 10.8%

5.3% Net Profit/Net Revenues -1.7% 5.4%

0.20 EPS (euro per share) -0.04 0.14

0.10 Diluted EPS (euro per share) -0.04 0.14

FY 2011 9M 2012 9M 2011

9M 2012

MEDIASET GROUP: FINANCIAL HIGHLIGHTS

9M 2011FY 2011

FY 2011 9M 2012 9M 2011

30 September 2012 30 September 201131st December 2011

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FOREWORD

This Interim Financial Report at 30 September 2012, hereinafter the "Third Quarter Report", was drawn up pursuant to article 154, part three, of the Legislative Decree 58/1998 and its subsequent changes and to the Consob communication n° DEM/8041082 of 30 April 2008 and in conformity with the applicable IAS/IFRS (International Accounting Standards/International Financial Reporting Standards) that are applicable pursuant to EC Regulation number 1606/2002 of the European Parliament and Council of 19 July 2002 and, specifically, to IAS 34 – Interim Financial Reporting.

The structure and content of the reclassified consolidated accounting tables contained in the Interim Report on Operations and the mandatory layouts included in this Report are in line with those produced at the time of the Annual Financial Statements.

The explanatory notes have been drawn up in conformity with the minimum contents established by IAS 34 – Interim Financial Reporting. Therefore, the informational contents of this Report are not the same as those for a complete set of Financial Statements, which would be drawn up pursuant to IAS 1.

This Third Quarter Report has not been subjected to an accounting audit.

INTERIM REPORT ON OPERATIONS AT 30 SEPTEMBER 2012

USummary of the Group results

Below there are listed the salient economic/financial data recorded in the nine months examined compared to those of the same period of the previous financial year. It is pointed out that following the finalising of the merger by incorporation of the subsidiary company EI Towers S.p.A. into Digital Multimedia Technologies S.p.A. (DMT), which took place at the beginning of the financial year, in 2012 the data include the impacts coming from the line by line consolidation of the acquired assets of the DMT Group and the recognition of the part (35%) belonging to the minority shareholders, of the financial result of the entity resulting from the merger by incorporation, which has taken the name of EI Towers S.p.A..

The Group results in the relative period, even in the presence of a notable reduction in the functional costs have been impacted, compared to the same period of the previous year, by the big reduction of the advertising market at the same time as all the other repercussions of the continuing recession that is impacting the Italian and Spanish economies. Specifically, the progress and trend of the advertising revenues in the third quarter, a period of the year that already, for structural reasons, always records a reduced contribution to the financial results for the year has brought about a further substantial drop in the consolidated operating margins, compared to those achieved at the end of the first half-year.

The progress and trend for the nine months is summarised in the following results:

The net consolidated revenues amounted to EUR 2,655.9 million, down compared to the figure of EUR 3,040.5 million for the same period of 2011.

The operating result (EBIT) amounted to EUR 48.0 million, compared to the EUR 368.2 million recorded in the same period of the previous year. The operating profitability arrived at 1.8%, compared to the 12.1% recorded in the same period of 2011.

Interim Financial Report at 30 September 2012 – Interim Report on Operations

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The profit from the functioning assets, before the taxes and the part belonging to minority shareholders amounted to EUR 8.5 million compared to the figure of EUR 329.3 million at 30 September 2011;

The net result belonging to the Group was negative for EUR -45.4 million, compared to the profit of EUR 164.3 million for the same period of 2011, due to the impact of the portion of the result belonging to the minority shareholders of Mediaset Espana and EI Towers and of non-recurring taxation charges in the foreign participated companies.

The net consolidated financial debt went down, going from the figure of EUR 1,775.5 million at 31 December 2011 to EUR 1,636.9 million at 30 September 2012. The generated free cash flow amounted to EUR 360.1 million supported by the strong actions taken to contain both the costs and the investments. The high generation of cash enabled the absorption of the incremental debt amounting to EUR -115.2 million linked to the consolidation of the assets of the DMT Group, the disbursement of EUR 39.7 million relative to the purchase of the equity investment of 5% in EI Towers, which took place at the beginning of the year, and the total overall disbursements amounting to EUR 145.6 million that were incurred for the distribution of dividends by Mediaset S.p.A. and the subsidiary company Mediaset Espana.

UTrend of operations by geographical area: Italy

In the first nine months of 2012 the net consolidated revenues of the Group's business activities in Italy reached EUR 2,026.6 million, compared to the figure of EUR 2,309.4 million for the same period of the previous financial year. The reduction was mainly caused by the negative trend of the advertising revenues. The inclusion in the consolidation of the DMT Group in the relative period has brought in additional revenues to the group amounting to EUR 36.2 million.

The trend of the advertising revenues in the first nine months of the financial year has been negatively impacted by the continuance of the general financial crisis, which is still going through an extremely weak and uncertain stage and that continues to cause a notable reduction of the investments, in line with the trends that were particularly characteristic of the last part of the previous financial year. Based on the data published by Nielsen for the first 8 months of the financial year all the main media, with the sole exception of the Internet, recorded a fairly big drop compared to the figure for the same period of the previous financial year. In the nine months in question the gross advertising revenues of the Group’s media in concession, i.e. relative to the free and pay television channels, and of the amount due from the sub-concessions on the websites, recorded a drop amounting to -14.9% compared to the same period of the previous financial year.

The characteristic revenues of Mediaset Premium, consisting of the sale of prepaid cards, recharges and easy pay subscriptions, arrived at the figure of EUR 382.4 million, basically maintaining the position that it has attained, with the comparable figure of EUR 388.8 million for the same period of 2011.

In the context of the three-year efficiency plan that was started up during 2011, the operating costs, of television activities (excluding those cost components represented by amortisation, depreciation and write-downs) reduced by EUR 102.1 million, amounting to 8.2%, compared to the same period of the previous year.


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The Operating Result (EBIT) of the totality of all the Italian businesses amounted to EUR 20.3 million, compared to the figure of EUR 248.1 million at 30 September 2011.

Total audience in the 24-hour period, in the relative nine months, was 10 million and 104 thousand persons on average, with a slight growth of 0.3%, compared to the same period of 2011.

The total of the Mediaset Networks, considering the contribution of the channels that are viewed in DTT mode, both free and pay (Premium Calcio) according to the figures collected by Auditel, during the relative period obtained, regarding the total number of viewers, 34.1% of share in the 24-hour period, 33.8% in Day Time and 35.1% in Prime Time.

There is highlighted the first place held by Canale 5 and the third place held by Italia 1, in all the hourly ranges, relative to the commercial target of 15-64 years.

The following table shows the details of the results achieved by the individual channels during the relevant period:

(Source: Auditel)

In the relative nine months there was recorded a further growth in the viewing figures for the entirety of the theme channels both Pay and Free. The overall contribution from this amounted to 5 points of share, both on the individual viewer’s target and on the commercial target in all the hourly ranges.

Among the free digital channels there is particularly highlighted the results achieved by Boing, which was the most viewed channel by children of 4/14 years, Cartoonito achieved the fifth place in the target of children of 4/14 years and third place in the target of 4/7 years. Iris achieved first place among men of over 55 years, while La5 is the second most viewed channel by women with an age of between 15 to 44 years.

36.9 36.737.8

34.7 34.1

37.9

24 hours Day Time Prime Time

30 SEPTEMBER 2012% COMMERCIAL TARGET SHARE 15-64 years old

Mediaset RAI


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Regarding the guarantee period the generalist Mediaset Networks achieved on the commercial target an audience share amounting to 37.6% in the 24-hour period, to 37.1% in Day Time and to 41.3% in Prime Time.

37.6 37.1 41.331.6 31.6 32.4

24 hours Day Time Prime Time

GUARANTEE PERIOD: AUTUMN 2012 (from 02/01 to 01/10)

% COMMERCIAL TARGET SHARE 15-64 years old

Mediaset RAI

In the following table there are shown the total broadcasted hours of all the generalist networks during the first nine months of 2012.

Mediaset Networks - Hours ofbroadcasted contents

∆ ∆%

Film 3,527 17.9% 3,222 16.4% 305 9.5%

Tv Movie 1,062 5.4% 961 4.9% 101 10.5%

Mini-series 202 1.0% 271 1.4% (69) -25.5%

Telefilm 4,463 22.6% 4,087 20.8% 376 9.2%

Tv Romance 29 0.1% - 0.0% 29 0.0%

Sit-com 587 3.0% 744 3.8% (157) -21.1%

Soap 240 1.2% 272 1.4% (32) -11.8%

Telenovelas 333 1.7% 286 1.5% 47 16.4%

Cartoons 738 3.7% 752 3.8% (14) -1.9%

Total TV Rights 11,181 56.7% 10,595 53.9% 586 5.5%

News 2,354 11.9% 2,541 12.9% (187) -7.4%

Information programmes 1,528 7.7% 1,337 6.8% 191 14.3%

Sport programmes 491 2.5% 109 0.6% 382 350.5%

Event 27 0.1% 204 1.0% (177) -86.8%

Entertainment: 3,146 15.9% 3,768 19.2% (622) -16.5%

Culture 320 1.6% 489 2.5% (169) -34.6%

Teleshopping 681 3.5% 613 3.1% 68 11.1%

Total in-house productions 8,547 43.3% 9,061 46.1% (514) -5.7%

Total 19,728 100.0% 19,656 100.0% 72 0.4%

9M 20119M 2012

UTrend of operations by geographical area: Spain

At the end of the first nine months of 2012 the consolidated net revenues of the Mediaset España Group reached the figure of EUR 629.8 million, recording a drop of -13.9%, compared to the same period of the previous year.

The gross television advertising revenues arrived at EUR 632.3 million, recording a drop of -13.4%, compared to those of the same period of the previous year.

In the context of the serious economic crisis that further deteriorated drastically in Spain in the relevant period of the financial year, as witnessed by the growing unemployment rate and the weakness of private consumption induced by the austerity measures and the increase in the fiscal pressure launched by the Spanish government, Mediaset España has, in


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any case, consolidated its share of its reference television market taking it up to 45.4%. Based on the Infoadex statistics the total television advertising investments in Spain during the nine months have, in fact, gone down by -18.3%, compared to those for the same period of the previous year.

During this period the group has continued to pursue an attentive policy of controlling its operating costs. In truly comparable terms, which means net of the non-recurring components within the same period of 2011, it has succeeded in limiting the increase of them, compared to the figure for the previous year, to 0.5%, even in the presence of the higher investments incurred to obtain the rights for the European Football Championships and the costs connected with the launch of the new channel called Energy.

Due to the impact of these negative trends the Operating result arrived at the figure of EUR 27.7 million, compared to EUR 120.1 million achieved in the same period of 2011, which corresponds to an operating profitability of 4.4% compared to the 16.4% of 2011.

In the first nine months of 2012 Mediaset Espana consolidated its absolute leadership in the television audience market. The total unencrypted television offer of the Mediaset España Group, including, as well as Telecinco e Cuatro, also the channels La Siete, Factoria De Ficcion, Boing, Divinity and Energy, achieved an average audience share of total viewers, during the 24-hour period of 28.1% leading Antena 3, which had 17.9%, by over 10 points. Telecinco was once again the most viewed channel in Spain, among the commercial TV channels, achieving 13.9% di share in the 24-hour period, surpassing Antena 3, which recorded 12.2% of share, by 1.7 points, confirming itself the market leader during the period both among the commercial TV channels, as well as in absolute terms surpassing TVE1, which recorded a share amounting to 12.6%. Clearly, these results were also impacted by the availability in the programs of Telecinco of the football matches of Euro 2012, which was the outstanding event of the season.

With reference to its commercial target, the Mediaset España Group achieved 30.5% in the 24-hour period, leading the Antena 3 Group, which had 18.6%, by almost 12 points. This lead was also confirmed at the individual channels level by Telecinco that achieved 13.6% in the 24-hour period, compared to the 12.3% of its main commercial competitor.


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The following table shows the contents of the programmes broadcasted by Mediaset España, during the relevant period, relative to the channels Telecinco and Cuatro and showing the comparison with the same period of the previous financial year.

Mediaset España - Hours ofbroadcasted contents ∆ ∆%

Film 787 6.0% 800 6.1% (13) -1.6%TV Movies, Mini-series and Telefilm 2,642 20.1% 2,541 19.4% 101 4.0%Cartoons 22 0.2% 40 0.3% (18) -45.0%Total TV Rights 3,451 26.2% 3,381 25.8% 70 2.1%Quiz-game-show 1,673 12.7% 1,801 13.7% (128) -7.1%Sport 405 3.1% 156 1.2% 249 159.6%Documentaries and others 5,441 41.4% 5,728 43.7% (287) -5.0%News 1,940 14.8% 1,801 13.7% 139 7.7%Fiction 242 1.8% 237 1.8% 5 2.1%Others - 0.0% - 0.0% - 0.0%Total in-house productions 9,701 73.8% 9,723 74.2% (22) -0.2%Total 13,152 100.0% 13,104 100.0% 48 0.4%

9M 2012 9M 2011

UOutstanding events and operations in the third quarter of the financial year

On 6 July Mediaset and Sky Italia reached an agreement whose subject was an exchange of television rights relative to the next two seasons of the Champions League and of the Europa League, which were previously acquired from UEFA separately. The agreement allows both of the operators to broadcast to their own television viewers, on their own respective platforms, all the football matches of the Italian teams to be played in Europe in the next two seasons.

Specifically, due to this agreement and the other ones that were previously stipulated with UEFA, Mediaset Premium will offer all the matches of the Champions League and of the Europa League for the seasons 2012-13 and 2013-14, while Italia 1 will transmit free, on an exclusive basis, the best Italian match of Wednesday of the Champions League and the best Thursday match of the Europa League.

On 26 July and 31 July the Boards of Directors of the companies Mediaset Investimenti S.p.A., which holds the controlling share in Mediaset Espana S.A., and Mediaset S.p.A. approved the project for the merger by incorporation of the company Mediaset Investimenti S.p.A. into the parent company Mediaset S.p.A., which wholly owns it. The merger operation, carried out in a simplified form pursuant to article 2505 of the Italian Civil Code, falls within the context of the process of reorganisation and simplification of the equity investments structure of the Group.

Pursuant to the contents of the Articles of Incorporation and article 2505 of the Italian Civil Code, the merger by incorporation was decided by the Board of Directors Meeting of 25 September 2012 with the passing of a resolution that is contained in a public legal act.

On 3 August 2012 Mediaset España formally notified Prisa that it had decided to renounce the exercising of the option that was given in the context of the agreements that were signed at the end of 2010, which had as their subject some rights of governance that could be exercised in Digital Plus, a company in which Mediaset Espana holds an equity investment of 22%.

On 7 August the subsidiary company Videotime sold the branch of the company consisting of 10 regional sites spread over Italian national territory and which has 74 employees who supply outside broadcasting and audio visual recording services. At the same time Videotime


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stipulated, with the newly incorporated third party company that acquired the branch of the company, specific agreements for the supply of the services in question.

Lastly, it is highlighted that during the quarter, the timeframe for the public auction for the assignment of the usage rights for the DTT technique, previously fixed at 26 August 2012, was extended by Agcom, during the month of August until 8 November 2012, i.e. 120 days from the constitution of the new Board of Agcom. In this context the company is waiting for the Authority resolution which would reflect the points early proposed by the European Commission.

In the meantime the Authority in question has prepared a first draft of the rules for governing the auction of the frequencies which, in the case where it is positively approved by the European Commission, will be a public auction.


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UAnalyses of the results by geographical areas

Below there are given the analyses of the Consolidated Income Statement, Balance Sheet and Financial Situation, showing separately the contributions made to the Group results by the two geographical operational areas of Italy and Spain, as well as the breakdown of the revenues and the operating results of the main business operational segments that are included in these areas. As already reported on in the Interim Report at 31 March 2012 starting from this financial year there has been reviewed the disclosure information documentation with which there are presented and broken down the financial results for the Italy area and, consequently, the comparative data has been reworked.

The form and contents of the tables of the Income Statement, Balance Sheet and Financial Situation that are shown below are the same as those that were given in the Report on Operations of the Yearly Consolidated Financial Statements and, therefore, they are shown in a restated format compared to those contained in the subsequent Financial Statement Tables, for the purpose of highlighting some interim levels of the results and the Balance Sheet and Financial Situation groupings that are believed to be the most significant ones, in order to be able to truly understand the operating performances of the Group and its individual Business Units. For these balances, even if they are not specifically required, there are also supplied, in conformity with the indications contained in the Consob Communication number 6064293 of 28 July 2006 and in the Recommendation of the CESR (Committee of European Securities Regulators) of 3 November 2005 (CESR/o5-178b) regarding alternative performance indicators, i.e. “Non GAAP Measures”, the descriptions of the criteria used in preparing them and the appropriate notes regarding the references for the items contained in the mandatory tables.

The Income Statement information is given for the first nine months and the third quarters of both 2012 and 2011. The Balance Sheet information is supplied for the relative situations at 30 September 2012 and at 31 December 2011. The information relative to the Cash Flow Statement is given for the first nine months of 2012 and 2011.

It is highlighted that the Consolidated Income Statement and Balance Sheet data at 30 September 2011 have been recalculated to retroactively take in, pursuant to IFRS 3, as an adjustment of the valuation with the net equity method of the equity investment in Digital Plus owned by Mediaset Espana and carried out at 30 September 2011, the portion amounting to EUR 5.4 million of the amortisation belonging to the nine month period on the higher values of the intangible fixed assets identified at the end of the last financial year, at the conclusion of the process of the definitive accounting allocation of the purchase price recognised for this equity investment.

Financial results In the following Consolidated Income Statement table by item type there are shown the interim results relative to the gross operating margin (EBITDA) and to the Operating Result (EBIT).

The gross operating margin (EBITDA) is the difference between the Consolidated net revenues and the operating costs, gross of the non-monetary costs relative to Depreciation, Amortisation and Write-downs, net of any renewal of the values, of both current and non-current assets

The Operating Result (EBIT) is obtained by deducting from the EBITDA the non-monetary costs relative to Depreciation, Amortisation and Write-downs, net of any reinstatement of the values, of both current and non-current assets.


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(Values in EUR millions)

2012 2011 2012 2011

Total consolidated net revenues 2,655.9 3,040.5 656.6 787.2Personnel expenses 436.0 443.2 134.7 133.9Purchases, services, other costs 1,275.3 1,332.5 344.0 355.4Operating costs 1,711.3 1,775.7 478.7 489.3EBITDA 944.6 1,264.8 177.9 297.9Rights amortisations 773.2 773.3 233.2 229.6Other amortisations and depreciations 123.4 123.3 43.0 41.6Amortisations and depreciations 896.6 896.6 276.2 271.1EBIT 48.0 368.2 (98.4) 26.7Financial income/(losses) (46.8) (30.8) (17.3) (13.9)Income/(expenses) from equity investments 7.3 (8.1) 3.0 3.6EBT 8.5 329.3 (112.7) 16.5Income taxes (23.0) (105.8) 28.6 (3.1)Net profit from continuing operations (14.5) 223.5 (84.1) 13.3Minority interests in net profit (30.9) (59.2) (4.3) (11.9)

Mediaset Group net profit (45.4) 164.3 (88.4) 1.4

Mediaset Group: Income Statement3rd Quarter9M

In the following table there are shown some significant components of the Group Income Statement, expressed as percentages of the consolidated net revenues.

2012 2011 2012 2011Total consolidated net revenues 100.0% 100.0% 100.0% 100.0%Operating costs 64.4% 58.4% 72.9% 62.2%EBITDA 35.6% 41.6% 27.1% 37.8%Amortisation, depreciation and write-downs 33.8% 29.5% 42.1% 34.4%EBIT 1.8% 12.1% -15.0% 3.4%EBT 0.3% 10.8% -17.2% 2.1%Net profit -1.7% 5.4% -13.5% 0.2%Tax rate (EBT %) 270.6% 32.1% 25.4% 18.8%

3rd Quarter9M

There follows below an analysis of the Income Statement showing separately, at operational level, the financial contributions generated by the business activities in the two geographical areas of Italy and Spain.


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UAnalyses of the results by geographical areas: Italy

Below there is shown the Summarised Income Statement of the Mediaset Group, relative to the domestic operations:


2012 2011 2012 2011

Total consolidated net revenues 2,026.6 2,309.4 500.8 596.5Personnel expenses 356.4 354.0 108.2 111.5Purchases, services, other costs 895.9 982.2 248.7 256.0Operating costs 1,252.4 1,336.2 356.9 367.6EBITDA 774.3 973.2 143.9 229.0Rights amortisations 643.4 613.3 198.6 181.0Other amortisations and depreciations 110.5 111.8 39.3 39.0Amortisations and depreciations 753.9 725.1 238.0 220.0EBIT 20.3 248.1 (94.0) 9.0Financial income/(losses) (43.1) (35.3) (13.4) (15.9)Income/(expenses) from equity investments (2.9) (8.6) (2.2) (2.1)EBT (25.7) 204.3 (109.6) (8.9)Income taxes (29.0) (82.9) 22.6 1.7Net profit from continuing operations (54.7) 121.3 (87.0) (7.2)Minority interests in net profit (7.4) (0.1) (2.6) 0.1Mediaset Group net profit (62.1) 121.2 (89.5) (7.2)

Italy: Income Statement3rd Quarter9M

It is highlighted that starting from the Half-yearly Financial Report there was reclassified among the Costs of Personnel the compensation paid to personnel with fixed term contracts that are employed in activities concerning the production of television series and fiction, which was previously included in the item Purchases, supplies of services, other costs. In order to have properly comparable numbers the data for the comparative periods have also been realigned.

Starting from 2012, as a result of the measure regarding the assignment of the definitive usage rights, which have already been commented on in the section called Outstanding events and operations during the quarter and the completion of the digitalisation process, i.e. the switch-off, there were also reviewed the future useful lives of both the domestic television frequencies and those of the digital broadcasting apparatuses, the extensions of which, as commented on in detail in the explanatory notes, has brought about a financial benefit during the period, in terms of lower amortisation and depreciation, for the overall total amount of EUR 12.1 million.


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The following table gives some significant components of the Group Income Statement expressed as percentages of the consolidated net revenues.

2012 2011 2012 2011Total consolidated net revenues 100.0% 100.0% 100.0% 100.0%Operating costs 61.8% 57.9% 71.3% 61.6%EBITDA 38.2% 42.1% 28.7% 38.4%Amortisation, depreciation and write-downs 37.2% 31.4% 47.5% 36.9%EBIT 1.0% 10.7% -18.8% 1.5%EBT -1.3% 8.8% -21.9% -1.5%Net profit -3.1% 5.2% -17.9% -1.2%Tax rate (EBT %) -112.8% 40.6% 20.6% 19.1%

3rd Quarter9M

Below there are given the financial results achieved by the Group in Italy broken down by business segments.

As already reported on previously, starting from this financial year the informational disclosure structure was reviewed and revisited for the purpose of reflecting and aligning the criteria with which the management takes its strategic decisions, allocates the resources and evaluates the results, identifying the following two business segments:

Integrated Television Activities that include free and pay television and the ancillary business activities connected with them consisting of the web, teleshopping, publishing activities, licensing and merchandising and movie production and distribution.

EI Towers relative to the activities of hosting, maintenance and management services in the segment of radio and television networks and wireless telecommunications that are headed up by the quoted company EI Towers S.p.A. an entity resulting from the merger that was finalised at the beginning of 2012 between the “Tower” activities of the Mediaset Group and DMT.

In the following table there are shown, for the two comparable periods, the breakdowns of the Revenues and the Operating Result for the operational segments that have been identified.

RevenuesBusiness segments breakdown 2012 2011 2012 2011

Integrated Television Operations 1,985.0 2,299.7 -314.7 -13.7% 487.0 594.9 -107.9 -18.1%

EI Towers 175.3 116.7 58.6 50.2% 58.3 38.9 19.4 49.9%

Eliminations (133.7) (107.0) -26.7 25.0% (44.5) (37.3) -7.2 19.3%

Total 2,026.6 2,309.4 -282.8 -12.2% 500.8 596.5 -95.7 -16.0%

changes % changes9M % changeschanges 3rd quarter

Operating ResultBusiness segments breakdown 2012 2011 2012 2011

Integrated Television Operations (17.5) 238.1 -255.6 -107.3% (107.2) 4.1 -111.3 n.s.

EI Towers 37.8 10.0 27.8 n.s. 13.1 4.9 8.2 n.s.

Total 20.3 248.1 -227.8 -91.8% (94.1) 9.0 -103.1 n.s.

changes % changes9M

% changes3rd quarter

changes


14

Following this revision the comparative disclosure information for 2011 has also been recalculated in order to have a true comparison, as illustrated and summarised in the following tables that show the following items, one after the other:

- the reconciliation of the income statement tables of the segments presented for the first nine months of 2011 with those that have been recalculated in order to extrapolate the separation of the operations belonging to the EI Towers segment, previously included in the business unit Network Operator, from those of network operator mainly relative to the usage of the television broadcasting frequencies and to managing of the broadcasting plants, not conferred upon that company and incorporated into the TV Free to Air activity segment.

- the reconciliation of the income statement tables of the segments that have been recalculated in this way with those presented starting from this financial year, due to the effect of the incorporation of the television activities, which have been described previously.

EI Towers Carve-Out9M 2011

Network Operator (9M 2011)

EI Towers (Carve-Out)

Restatements

Revenues/Costs restated into free-to-air tv

segment

Revenues towards third parties 42.6 9.7 - 32.9Inter-segment revenues 119.6 107.0 (12.6) -

Total Revenues 162.2 116.7 (12.6) 32.9

Personnel expenses 28.3 27.5 0.0 0.8Operating Costs 83.6 55.5 0.0 28.1Other amortisation and write-downs 51.7 21.9 0.0 29.8Inter-segment costs 0.0 1.8 (12.6) (14.4)Total Costs 163.6 106.7 (12.6) 44.4

Operating Result (1.4) 10.0 0.0 (11.5)

RevenuesBusiness segments breakdown

Free-to-air tv 1652.9 32.9 1685.8

Mediaset Premium 487.0 487.0

Network Operator 162.2 -116.7 -45.5 0.0

EI Towers 116.7 116.7

Other 195.2 195.2

Infra-segments eliminations -187.9 12.6 -175.3

Total 2309.4 0.0 0.0 2309.4

Network Operator

restatements

9M 2011 restated

9M 2011 EI Towers

(Carve-Out)

Due to these reclassifications there have flowed into the television activities those revenues, which are mainly generated by the sales to third parties of the broadcasting capacity available on the Group’s digital multiplexers.


15

Operating profit

Business segments breakdown

Free-to-air tv 251.1 (11.5) 239.6

Mediaset Premium (29.2) (29.2)

Network Operator (1.4) (10.0) 11.5 -

EI Towers - 10.0 10.0

Other 8.2 8.2

Infra-segments eliminations/adjustments 19.5 19.5

Total 248.1 - - 248.1

9M 2011 Network Operato

restatements

9M 2011 restated

EI Towers (Carve-Out)

The operating result of the Free to Air TV takes in, as well as the revenues that have already been indicated, the costs of rental contracts for broadcasting capacity from third party operators and the amortisation of the usage rights of the frequencies of the owned digital multiplexers.

Below there is given the summarised table of the Revenues and the Operating Results for the first nine months and third quarter of 2011, recalculated for the purpose of highlighting the two new business segments, and compared to those that were presented in the past.

9M 2011 3rd quarter 2011Business Segments Disclosure Revenues Operating revenues Revenues Operating revenues

restatement Result % Result %

Integrated Television operations 2,299.7 238.1 10.4% 594.9 4.1 0.7%Free-to-air tv 1,685.8 239.7 14.2% 420.2 2.1 0.5%Mediaset Premium 487.0 (29.2) -6.0% 143.2 (5.5) -3.8%Other 195.2 8.2 4.2% 50.0 1.0 2.0%Consolidation Eliminations / Adjustments (68.3) 19.5 -28.6% (18.4) 6.5 -35.3%

EI Towers 116.7 10.0 8.6% 38.9 4.9 12.6%- - 0.0%

Consolidation Eliminations (107.0) (37.3)

Italy business segments 2,309.4 248.1 10.7% 596.5 9.0 1.5%

On the other hand, the following table shows the detail of the cumulative income statement at 30 September 2011 of the segment “integrated television activities”, highlighting the reconciliation of the components of the revenues and the costs that are characteristic of this segment compared to those contained in the segments that were presented in the past.


16

Integrated Television Operations Free-to-air tv Mediaset Other Elimination/ Total9M 2011 restatement Premium Consolidation Integrated

Adjustments TV Operations

Gross Advertising Revenues 1,876.7 60.4 8.2 1945.3Agency Discounts (279.1) (8.9) (0.7) (288.8)Net Advertising Revenues 1,597.6 51.5 7.5 1,656.5

Revenues from subscriptions/pre-paid cards 388.8 388.8Other revenues 69.8 46.7 137.8 254.4Inter-segment revenues 18.4 50.0 (68.3) 0.0

Net Revenues 1,685.8 487.0 195.2 (68.3) 2,299.7

Personnel expenses 294.1 17.7 14.7 326.5Operating Costs 595.9 253.6 77.2 926.7TV rights amortisation 430.7 181.5 69.9 (68.9) 613.2Other amortisation and write-downs 68.1 19.4 2.4 89.9Inter-segment costs 57.1 44.1 22.8 (18.8) 105.2Total Costs 1,446.0 516.2 187.0 (87.7) 2,061.6

Operating result 239.7 (29.2) 8.2 19.5 238.1

In the previous table, the consolidation elisions/adjustments were relative to the elimination of the margins generated through the sales of rights, relative to their free to air or pay exploitations, carried out by Medusa Film, which is a business unit included among the Other activities and from the sales to Medusa Film of movie productions created by the company Taodue that are included in the Free to Air TV business unit, as well as the adjustment to the amount of the amortisation and depreciation belonging to the companies of the Group that have purchased these assets.

Within the income statement of the business unit Integrated television activities the inter-segment costs, on the other hand, are mainly relative to the rental contract for the sites and stations of the broadcasting network of EI Towers, net of the recharges to this segment of the costs for service activities.

Lastly, below there are given the income statements for the two business segments that have been identified starting from this financial year, showing the results for the relevant period for 2012, compared to the restated data relative to the same period of 2011.

Integrated Television Operations 2012 2011 changes % changes 2012 2011 changes % changes

Gross advertising revenues 1,655.3 1,945.3 (290.0) -14.9% 369.0 485.6 (116.6) -24.0%Agency discounts (243.8) (288.8) 45.0 15.6% (54.1) (71.9) 17.8 -24.8%Total net advertising revenues 1,411.5 1,656.5 (245.0) -14.8% 314.9 413.7 (98.8) -23.9%

Revenues from subscriptions/pre-paid cards 382.4 388.8 (6.4) -1.6% 122.3 124.9 (2.6) -2.1%Other revenues 191.0 254.4 (63.4) -24.9% 49.8 56.3 (6.5) -11.5%Total Revenues 1,985.0 2,299.7 (314.7) -13.7% 487.0 594.9 (107.9) -18.1%

Personnel expenses 322.7 326.5 (3.8) -1.2% 98.2 103.0 (4.8) -4.7%Operating costs 828.4 926.7 (98.3) -10.6% 226.2 238.6 (12.4) -5.2%TV and movie rights amortisation 643.4 613.3 30.1 4.9% 198.6 181.0 17.6 9.7%Other amortisation and write-downs 77.0 89.9 (12.9) -14.3% 27.6 31.5 (3.9) -12.4%Inter-segment costs 131.0 105.2 25.8 24.5% 43.5 36.7 6.8 18.5%Total Costs 2,002.5 2,061.6 (59.1) -2.9% 594.1 590.8 3.3 0.6%

Operating result (17.5) 238.1 (255.6) -107.3% (107.1) 4.1 (111.3) n.s.

% on revenues n.s. 10.4% n.s. 0.7%

9M 3rd Quarter

The reduction in the Operating result of the Television activities has mainly been caused by the negative trend of the advertising revenues, which has already been commented on previously.

The reduction in the other revenues mainly refers for EUR 13.5 million to the drop in the incomes generated by the distribution of movies that, in the first part of 2011, benefited from the exceptional success of a number of Italian movies produced by Medusa and for EUR 19.3


17

million due to the lack of the revenues generated in the first half-year of 2011 from the resale activity to TLC operators of telephone pay contents, regarding which the multi-year contracts ceased during the first part of the previous financial year. The remaining part of the change is due to the lower revenues generated by the teleshopping activity, by the resale of free and pay contents to other platforms and to the lower revenues generated by the sale and renting of premium devices.

On the other hand, the trend of the operating costs shows the significant acceleration that has been given to the process of reducing the functional costs in all the areas of the companies, in line with the three-year efficiency plan that was launched in the second half of 2011. The higher levels of amortisation of the television rights, on the other hand, have been caused by the higher cost of Pay TV rights for matches of the Serie A Championship, which is also due to the impact of the fact that a greater number of matches have been broadcast, compared to those in the same period of 2011. The lower depreciation and amortisation of other fixed assets is due, for EUR 12.1 million, to the impact of the recalculation, starting from this financial year, of the future useful lives of the television frequencies and broadcasting apparatuses, which was carried out at the time of the preparation of the half-yearly Financial Report.


EI Towers 2012 2011 changes % changes 2012 2011 changes % changes

Revenues towards third parties 41.6 9.7 31.9 n.s. 13.8 1.6 12.2 n.s.Inter-segment revenues 133.7 107.0 26.7 25.0% 44.5 37.3 7.2 19.3%

Total revenues 175.3 116.7 58.6 50.2% 58.3 38.9 19.4 49.9%

Personnel expenses 33.8 27.5 6.3 22.8% 10.1 8.5 1.6 17.9%Operating Costs 67.5 55.5 12.0 21.7% 22.4 17.4 5.0 28.6%Other amortisation and write-downs 33.5 21.9 11.6 52.7% 11.8 7.5 4.3 56.2%Inter-segment costs 2.8 1.8 1.0 53.0% 1.1 0.6 0.5 75.5%Total costs 137.5 106.7 30.8 28.9% 45.2 34.0 11.2 32.8%

Operating result 37.8 10.0 27.8 n.s. 13.2 4.9 8.3 168.6%- - -

% on revenues 21.6% 8.6% 22.6% 12.6%

9M 3rd Quarter

As previously illustrated, the income statement of the business unit EI Towers for the first nine months of 2011, was obtained by considering, for the third quarter, the historical data of the company EI Towers, while for the period that coincides with the first six months of the previous financial year, which was prior to the incorporation of the company, which took place on 30 May 2011, and the successive transfer of the Tower branch of the company of Elettronica Industriale of the “Carve out” data of the assets, liabilities and income statement components belonging to the said branch of the company. The 2012 data, on the other hand, refer to the consolidated results of the Group resulting from the merger between EI Towers and the DMT Group.

For the purpose of making the data for the two periods truly comparable it is pointed out that the pro-forma consolidated revenues for the first nine months of 2011 would have been equal to EUR 162.2 million and the Operating result would have arrived at EUR 22.8 million. The actual results for the 9 months of 2012 show a positive result, because of the low level of correlation of the Group’s business to the general economic cycle and the results obtained in terms of synergies from the integration plan following the business combination.

It is highlighted that the inter-segment revenues refer to the usage of the broadcasting infrastructure and to the services of support; assistance, maintenance, logistics, design and planning that are carried out for the subsidiary company Elettronica Industriale. The revenues


18

from other customers refer to services of hosting, maintenance and logistics supplied to other broadcasting and telecommunications operators.

UAnalyses of the results by geographical areas: Spain

Below there is shown the Income Statement of the Spanish activities, which is the same as the consolidated data of the Mediaset España Group.


2012 2011 2012 2011

Total consolidated net revenues 629.8 731.6 155.8 190.7Personnel expenses 79.6 89.2 26.5 22.4Purchases, services, other costs 379.9 350.8 95.4 99.5Operating costs 459.5 440.0 121.9 121.8EBITDA 170.3 291.6 33.9 68.9Rights Amortisations 129.7 160.0 34.6 48.6Others amortisations and depreciations 12.9 11.5 3.7 2.6Amortisations and depreciations 142.7 171.5 38.3 51.2EBIT 27.7 120.1 (4.3) 17.7Financial income/(losses) (3.7) 4.5 (3.9) 2.0Income/(expenses) from equity investments 10.3 0.5 5.2 5.7EBT 34.3 125.0 (3.1) 25.4Income taxes 6.0 (22.8) 6.0 (4.8)Net profit from continuing operations 40.2 102.2 2.9 20.6Minority interests in net profit 0.5 0.1 0.2 0.1

- -Mediaset Group net profit 40.7 102.3 3.1 20.7

9M 3rd QuarterSpain: Income Statement

In the following table some of the most significant components of the Spanish operations Income Statement are expressed as percentages of the Consolidated Net Revenues.

2012 2011 2012 2011Total consolidated net revenues 100.0% 100.0% 100.0% 100.0%Operating costs 73.0% 60.1% 78.2% 63.9%EBITDA 27.0% 39.9% 21.8% 36.1%Amortisation, depreciation and write-downs 22.7% 23.4% 24.6% 26.8%EBIT 4.4% 16.4% -2.8% 9.3%EBT 5.4% 17.1% -2.0% 13.3%Net profit 6.5% 14.0% 2.0% 10.9%Tax rate (EBT %) -17.5% 18.2% 193.5% 18.9%Tax rate (EBT %)

3rd Quarter9M


19

The following table shows the detail of the revenues of the Mediaset Group España Group, highlighting the most significant components:


2012 2011%

change 2012 2011

%change

TV advertising revenues 605.4 706.7 -14.3% 146.3 184.1 -20.5%Other advertising revenues 26.9 23.7 13.3% 7.5 6.3 18.3%Gross advertising revenues 632.3 730.4 -13.4% 153.8 190.4 -19.2%Agency discounts (37.3) (42.5) 12.1% (9.0) (11.1) 18.6%Net advertising revenues 594.9 687.9 -13.5% 144.8 179.2 -19.2%Other revenues 34.9 43.8 -20.3% 11.0 11.5 -4.3%Total net consolidated revenues 629.8 731.6 -13.9% 155.8 190.7 -18.3%

3rd Quarter9M

As well as the trend of the advertising incomes that have been commented on previously, in the relevant period a drop was also recorded in the Other Revenues, which was mainly due to reductions in the components making up the incomes from viewer voting and merchandising.

2012 2011 % changes 2012 2011 % changes

Operating costs 602.1 611.5 -1.5% 160.1 173.0 -7.4%

Personnel expenses 79.6 89.2 -10.8% 26.5 22.4 18.4%

Purchases, services, other costs 379.9 350.8 8.3% 95.4 99.5 -4.1%

TV and movie rights amortisation 129.7 160.0 -18.9% 34.6 48.6 -28.8%

Other amortisation and write-downs 12.9 11.5 12.1% 3.7 2.6 41.7%

9M 3rd Quarter

The total costs of the Mediaset España Group, excluding the non-recurrent components that were present in the personnel costs in 2011, in truly comparable terms, recorded an increase amounting to 0.5%. The very attentive policy of controlling the operational costs has enabled the limitation of the increase for the period, even in spite of the fact that higher investments were incurred for the obtaining of the rights of the European Football Championships and the costs connected with the launch of the new channel called Energy.

At 30 September 2012, the operating result for the Spain area arrived at the amount of EUR 27.7 million, compared to EUR 120.1 million for the same period of 2011.

Below there is given the analysis of the other components of the Income Statement, which has been carried out with reference to the overall Mediaset Group.

2012 2011 % changes 2012 2011 % changes

Financial income/(losses) -46.8 -30.8 -16.0 -17.3 -13.9 -3.4

9M 3rd Quarter

The increase in the financial charges for the relevant period reflect, compared to the same period of the previous financial year, the higher average value of the consolidated financial debt, the higher charges connected to the trend of the foreign exchange rates and to the posting to the income statement of the cost, amounting to EUR 5 million for the option right acquired (and exercised) by Mediaset España from Prisa in 2010, following the renunciation by Mediaset España of the governance rights connected to the equity investment in Digital Plus.


20

2012 2011 % changes 2012 2011 % changes

Result from equity investments 7.3 -8.1 15.5 3.0 3.6 -0.6

9M 3rd Quarter

The result from equity investments includes the results generated by the valuation with the net equity method of those equity investments over which the group exercises a notable influence, any value adjustments made to the financial assets connected with them, or other equity investments and incomes/charges generated by any eventual disposals of such assets.

The improvement in the overall result generated by these assets, compared to the figure at 30 September 2011 is mainly due to the lack of the write-downs amounting to EUR 12.2 million that were posted to the accounting books in the first nine months of 2011, relative to the portion of the senior debt of Endemol owned by the Group. On the other hand, during the same period being examined for 2012 gains were posted to the accounting books amounting to about EUR 2.1 million, which were generated by the sale of the remaining portions of the Endemol debt that was owned by the Group.

2012 2011 % changes 2012 2011 % changes

EBT 8.5 329.3 -97.4% -112.7 16.5 -783.0%

Income taxes -23.0 -105.8 59.1% 28.6 -3.1 1022.6%Tax Rate (%) 270.6% 32.1% 25.4% 18.8%

Minority interests in net profit -30.9 -59.2 47.8% -4.3 -11.9 49.7%

Group net profit -45.4 164.3 -127.6% -88.4 1.4 -54.8%

9M 3rd Quarter

The financial result for the period is shown net of the income taxes calculated according to the reporting criterion laid down by IAS 34, using the tax rate that is forecasted to be in force at the closing date of the financial year. In Italy, this estimate has taken into account the presence of a negative result of non-recurring tax charges connected with the definition of a taxation dispute involving the Luxembourg subsidiary company. In Spain it has taken into account the tax benefits connected to the deductibility of the investment made in audio/visual works that are established by the local legislation. The result belonging to minority shareholders is relative to their portions of the consolidated results of Mediaset España and EI Towers.

UBalance Sheet and financial situations

Below there are given the tables of the Group USummary Balance SheetU and by geographical area, shown in a reclassified format for the purpose of highlighting the two macro groupings consisting of Net Capital Invested and the Net Financial Position, where this latter figure consists of the Gross Financial Debt reduced by Cash and cash equivalents and by Other financial assets. The details relative to the items in the Financial Statements that form part of the calculation of the Net Financial Position are shown in the following explanatory note number 5.7.

Therefore, these tables differ compared to the Balance Sheet layout that is contained in the mandatory tables of the Financial Statements, which have been drafted according to the split between the current and non-current parts of assets and liabilities.


21

Within the item Equity investments and other financial assets there are included the assets inserted in the table of the Balance Sheet and Consolidated Financial Situation within the items called Equity investments in affiliated and jointly controlled companies and in Other financial assets limited, for this latter item, to the equity investments and to the non-current financial receivables, with the exclusion of the financial assets relative to hedging financial derivatives that are included in the item Net Working Capital and Other Assets/Liabilities.

The item Net Working Capital and other assets and liabilities includes the current assets, with the exclusion of the cash and cash equivalents and the current financial assets that are included in the Net Financial Position, the assets and liabilities for deferred taxes, the non-current assets available for sale, the funds for risks and charges, the payables to suppliers and the taxation payables.

(Values in EUR million)

Balance Sheet Summary 30/09/2012 31/12/2011

TV and movie rights 2,717.6 2,918.5

Goodwill 942.3 793.3

Other tangible and intangible non current assets 1,289.0 1,283.4

Equity investments and other financial assets 526.7 615.5

Net working capital and other assets/(liabilities) (556.0) (447.1)

Post-employment benefit plans (96.7) (92.4)

Net invested capital 4,822.9 5,071.2

Group shareholders' equity 2,366.5 2,478.3Minority interests 819.5 817.4Total Shareholders' equity 3,186.0 3,295.7

Net financial position 1,636.9 1,775.5

Below there are shown separately, for the relevant periods, the details of the Balance Sheet situations of the two geographical areas of Italy and Spain.

It is highlighted that the Balance Sheet situation relative to the assets in Italy includes, in the item Equity investments and other financial assets, the book value of the controlling equity investment owned in Gestevision Telecinco and the equity investment of 25% owned in Mediacinco Cartera, which is consolidated on a line-by-line basis by Mediaset España which, in its turn, owns a controlling interest in it of 75%. These equity investments are then eliminated during the consolidation process.


Balance Sheet Summary (geographical breakdown)30/09/2012 31/12/2011 30/09/2012 31/12/2011

TV and movie rights 2,434.4 2,694.7 283.1 223.8Goodwill 291.8 142.8 287.4 287.4Other tangible and intangible non current assets 992.6 949.1 296.5 334.3Equity investments and other financial assets 1,004.0 1,029.7 475.4 538.5Net working capital and other assets/(liabilities) (585.5) (462.5) 29.5 15.4Post-employment benefit plans (96.7) (92.4) - -Net invested capital 4,040.6 4,261.4 1,371.9 1,399.4

Group shareholders' equity 2,353.0 2,458.4 1,398.8 1,412.7Minority interests 11.2 1.1 12.6 13.1Total Shareholders' equity 2,364.2 2,459.5 1,411.4 1,425.8

Net financial position 1,676.4 1,801.9 (39.5) (26.4)

Italy Spain

The Balance Sheet groupings at 30 September 2012 include the impacts of the consolidation, starting from 1 January, of the assets of the companies DMT and Towertel following the completion and finalisation of the merger by incorporation of those companies into EI Towers S.p.A. Relative to this business combination operation regarding the companies a goodwill was


22

provisionally calculated that amounted to EUR 149.0 million. The accounting impacts of the operation are described in more detail in the following explanatory note number 4.

In the following table, the Summarised Balance Sheet situation of the Group at 30 September 2012 is broken down, for the purpose of highlighting the impacts arising from the line-by-line consolidation of Mediaset Espana.


Balance Sheet Summary (geographical breakdown)

Italy Spain Eliminations/Adjustments

Mediaset Group

TV and movie rights 2,434.4 283.1 0.0 2,717.6Goodwill 291.8 287.4 363.2 942.3Other tangible and intangible non current assets 992.6 296.5 0.0 1,289.0Equity investments and other financial assets 1,004.0 475.4 (952.7) 526.7Net working capital and other assets/(liabilities) (585.5) 29.5 0.0 (556.0)Post-employment benefit plans (96.7) (96.7)Net invested capital 4,040.6 1,371.9 (589.5) 4,822.9Group shareholders' equity 2,353.0 1,398.8 (1,385.2) 2,366.5Minority interests 11.2 12.6 795.7 819.5Total Shareholders' equity 2,364.2 1,411.4 (589.5) 3,186.0

Net financial debt 1,676.4 (39.5) 1,636.9

In the following table there is shown the summarised cash flow statement by geographical areas, for the purpose of being able to evaluate their contributions to the financial movements during the two periods. This table also is shown in a reclassified format, compared to the layout established by IAS 7, which is used for laying out the mandatory cash flow statement table, highlighting the changes in the Net Financial Position which, for the Group, represents the most significant indicator regarding its ability to be able to face up to its financial obligations.


Cash Flow Statementas at 30th September 2012 2011 2012 2011 2012 2011

Net Financial Position at the beginning of the year (1,775.5) (1,590.2) (1,801.9) (1,562.1) 26.5 (28.1)

Free Cash Flow 360.1 243.3 355.0 176.0 5.0 67.4 - Cash Flow from operating activities (*) 889.7 1,163.6 711.0 878.2 178.7 285.4 - Investments in fixed assets (590.9) (1,580.6) (425.6) (1,380.0) (165.3) (200.6) - Disposals of fixed assets 1.2 0.7 0.9 0.7 0.3 - - Changes in net working capital and other current assets/liabilities 60.1 659.6 68.8 677.1 (8.7) (17.4)

Change in the consolidation perimeter (115.2) (115.2)

Equity investments/Invesment in other financial assets 22.4 (0.6) (24.9) (1.1) 47.3 0.5

Cashed-in dividends 16.8 18.8 24.2 61.3 15.9 16.6

Dividends paid (145.6) (478.9) (113.6) (397.8) (55.3) (140.2)

Financial Surplus/Deficit 138.6 (217.3) 125.5 (161.6) 13.0 (55.7)

Net Financial Position at the end of the period (1,636.9) (1,807.5) (1,676.4) (1,723.7) 39.5 (83.8)

(*): Net profit +/- minority interests + amortisations +/- net provisions +/- valuation of investments recorded using the net equity method + changesin valuation reserves - gains/losses on equity investments

Italy SpainMediaset Group

The characteristic generation of cash of the Group, i.e. its free cash flow amounted to EUR 360.1 million compared to the EUR 243.3 million for the same period of 2011 and the improvement was mainly due to the reduction in investments.

The increases in fixed assets shown in the above cash flow statement are summarily detailed in the following table:


23

Increase in fixed assets

from 1/1 to 30/9 2012 2011 2012 2011 2012 2011

Investments in TV and movie rights (574.0) (1,432.1) (384.7) (1,238.2) (189.3) (193.9)

Changes in advances on TV rights 65.1 (34.4) 34.9 (37.4) 30.2 3.0

TV and movie rights: investments and advances (508.9) (1,466.5) (349.8) (1,275.6) (159.1) (190.9)

Investments in other fixed assets (82.1) (114.1) (75.9) (104.4) (6.2) (9.7)

Total investments in fixed assets (590.9) (1,580.6) (425.6) (1,380.0) (165.3) (200.6)

Mediaset Group Italy Spain

It is highlighted that the investments in television rights in the first 9 months of 2011, with the opposite side of the accounting entry posted among the trade payables, is relative to the purchases for about EUR 836 million for the rights to exploit, on DTT Pay TV the matches of the Serie A Championship for the 2012-2015 football seasons.

The item called Change in the consolidation area is relative to the net financial debts amounting to EUR 115.2 million of the companies DMT and Towertel, which were the subject of the business combination that was finalised at the beginning of the financial year.

The item Equity Investments/other financial assets, includes, in the relative period, the impacts coming from the cash intake from the sale of the amounts of the senior debt of Endemol for the total overall amount of EUR 63.6 million and the amount of the disbursement of EUR 39.7 million that was incurred for the purchase of the further equity investment of 5% in EI Towers, as established by the agreements that were stipulated during 2011, after the finalising of the business combination that took place following the merger between EI Towers and DMT.


24

UGroup employees

The following tables show the changes in the employee ending and average headcount, by labour categories and split between the two geographical areas for the relevant periods:

Number of employees (including temporary staff)as at 30 June 2012 2011 2012 2011Managers 367 355 119 115Journalists 329 373 178 191Middle managers 905 908 86 98Office workers 3,009 3,110 947 970Industry workers 317 397 23 23

Total 4,927 5,143 1,353 1,397

ITALY SPAIN

Average workforce (including temporary staff)1H 2012 2011 2012 2011Managers 361 355 120 114Journalists 356 371 177 191Middle managers 917 900 88 97Office workers 3,099 3,109 961 972Industry workers 162 240 23 23

Total 4,895 4,975 1,369 1,397

ITALY SPAIN

In Italy the ending employee headcount of the Group at 30 September 2012 was 4,927 compared to 5,143 at 30 September 2011 and 4,735 at 31 December 2011.

The increase in the ending headcount, compared to the number at 31 December 2011, amounting to 147 people, was caused both by the impact of the consolidation, starting from the beginning of the year, of the business activities of the former DMT Group, which brought about the entry of 86 people and to the presence, in the numbers at the date of this interim report, of the temporary personnel belonging to the teams employed in the production of television series and fiction. As commented on previously, for this component of the headcount numbers the relative costs, which were previously included among the Other operating costs, have been reclassified, starting from the Half-Yearly Report, among the Personnel costs.

Excluding these components and, therefore, in truly comparable terms the employees of the Group in Italy at 30 September went down by 207 people, compared to the figure at the end of the previous financial year. This change was also impacted by the sale of the branch of the company containing the regional sites of Videotime, which employed 74 people, during the third quarter.

Compared to the figure at 30 September 2011 the average headcount, excluding 60 people that are employed by the new companies which, from the beginning of the financial year, have entered into the consolidation perimeter, went down by 140 people.

UTransactions with related parties

The transactions carried out with related parties cannot be classed as either atypical or unusual, because they fall within the categories of the normal business activities of the Group companies. All these transactions are regulated at normal arm’s length market conditions, taking into account the characteristics of the goods and services supplied regarding them.

The detailed information regarding the Income Statement, Balance Sheet and financial impacts of the transactions with parent, affiliated, jointly controlled and associated companies and


25

entities, including those that are required to be disclosed by the Consob Communication of 29 July 2006, are shown in the following explanatory note number 8.

UOpt-out of obligation for publication of information documents in connection with significant operations

Pursuant to art. 3 of CONSOB Resolution no. 18079 of 20 January 2012, the Board of Directors on 13 November 2012 has chosen to adhere to the opt-out provisions of Articles. 70, paragraph 8, and 71, paragraph 1 - bis of Consob Regulation no. 11971/99 and subsequent amendments and additions, thus taking advantage of the possibility waive their obligations to publish information documents prepared in connection with significant operations such as mergers, spin-offs, capital increases by contributions in kind, acquisitions and disposals.

UEvents occurred after the 30th September 2012

No significant events occurred after the 30th September 2012.


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UForecast for the year

The media sector, in which Mediaset has a leadership position, was significantly affected by the worsening economic situation and the consequent marked reduction in advertising spending.

On the advertising revenues side prospects remain uncertain in the short and medium term. And early indicators for the fourth quarter, both in Italy and in Spain, are that there will be no reversal in this trend.

The company consequently confirms its determination to continue and strengthen the announced process of spending cuts that will reach a total of EUR 450 million per year, to be achieved over the next three years. This challenging objective will, however, produce results without weakening our offer, as was demonstrated in the first part of the process (producing savings of EUR 250 million euro), which, as mentioned, will be fully completed two years ahead of schedule, at the end of 2012.

In the final quarter we will also continue to focus on cash generation and the consequent reduction in debt.

For the end of the year, while expecting to achieve a largely positive EBITDA, in the absence of significant changes in the advertising market it is estimated that consolidated net result will be in line with that recorded in the first nine months of the year.

For the Board of Directors the Chairman

Mediaset Group Consolidated Accounting Tables and

Explanatory Notes

29

MEDIASET GROUP

INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION (EUR million)

Notes 30/9/2012 31/12/2011

ASSETS

Non current assets

Property, plant and equipment 5.2 626.4 565.6

Television and movie rights 5.2 2,717.6 2,918.5

Goodwill 5.1 942.3 793.3

Other intangible assets 5.2 662.6 717.8

Investments in associates 5.2 509.2 526.1

Other financial assets 5.3 22.7 107.8

Deferred tax assets 487.0 464.7

TOTAL NON CURRENT ASSETS 5,967.9 6,093.8

Current assets

Inventories 63.4 91.8

Trade receivables 769.4 1,071.7

Tax receivables 52.1 24.9

Other receivables and current assets 203.5 186.4

Current financial assets 5.7 43.7 95.5

Cash and cash equivalents 5.7 225.2 113.9

TOTAL CURRENT ASSETS 1,357.4 1,584.4

Non current assets held for sale 0.0 -

TOTAL ASSETS 7,325.3 7,678.2

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MEDIASET GROUP

INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION (EUR million)

Notes 30/9/2012 31/12/2011

SHAREHOLDERS' EQUITY AND LIABILITIES

Share capital and reserves

Share capital 614.2 614.2

Share premium reserve 275.2 275.2

Treasury shares (416.7) (416.7)

Other reserves 5.4 502.5 436.4

Valuation reserve 5.5 7.7 26.4

Retained earnings 1,428.9 1,317.8

Net profit for the period (45.4) 225.0

Group Shareholders' Equity 2,366.5 2,478.3

Minority interests in net profit 30.9 64.0

Minority interests in share capital, reserves and retained earnings 788.6 753.4

Minority interests 819.5 817.4

TOTAL SHAREHOLDERS' EQUITY 3,186.0 3,295.7

Non current liabilities

Post-employment benefit plans 96.7 92.4

Deferred tax liabilities 50.8 33.5

Financial liabilities and payables 5.7 1,020.0 1,203.7

Provisions for non current risks and charges 5.6 87.5 78.0

TOTAL NON CURRENT LIABILITIES 1,254.9 1,407.6

Current liabilities

Financial payables 5.7 833.1 702.6

Trade and other payables 1,621.7 1,924.9

Provisions for current risks and charges 5.6 65.4 90.7

Current tax liabilities 31.1 8.8

Other financial liabilities 5.7 38.7 55.6

Other current liabilities 294.4 192.2

TOTAL CURRENT LIABILITIES 2,884.3 2,974.9

Liabilities related to non current assets held for sale

TOTAL LIABILITIES 4,139.3 4,382.5

TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 7,325.3 7,678.2

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MEDIASET GROUP

INTERIM CONSOLIDATED STATEMENT OF INCOME (EUR million)

STATEMENT OF INCOMENotes

9M 2012 9M 2011

Sales of goods and services 2,635.0 3,010.1Other revenues and income 21.0 30.5

TOTAL NET CONSOLIDATED REVENUES 2,655.9 3,040.5

Personnel expenses 436.0 443.2Purchases, services, other costs 1,275.3 1,332.5Amortisation, depreciation and write-downs 896.6 896.6Impairment losses and reversal of impairment on fixed assets - -

TOTAL COSTS 2,607.9 2,672.3

EBIT 48.0 368.2

Financial expenses (46.8) (30.8)Income/(expenses) from equity investments 7.3 (8.1)

EBT 8.5 329.3

Income taxes 5.8 23.0 105.8

NET PROFIT FROM CONTINUING OPERATIONS (14.5) 223.5

Net Gains/(Losses) from discontinued operations - -

NET PROFIT FOR THE PERIOD (14.5) 223.5

Attributable to:

- Equity shareholders of the parent company (45.4) 164.3

- Minority Interests 30.9 59.2

Earnings per share 5.9- Basic (0.04) 0.14

- Diluted (0.04) 0.14

32

MEDIASET GROUP

INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (EUR million)

Notes

PROFIT OR (LOSS) FOR THE PERIOD (A) (14.5) 223.5

Changes in revaluation surplus - -Changes arising from translating the financial statement of foreign operations - -

Gains and losses on available-for-sale financial assets - -

Effective portion of gains and losses on hedging instruments (cash flow hedge) 5.5 (18.1) (10.3)

Actuarial gains and losses on defined benefit plans 5.5 (10.3) (5.7)

Other gains and losses of associates valued by equity method - -

Other gains and losses - (0.8)

Tax effects relating to other gains and losses 5.5 7.8 4.4

TOTAL OTHER COMPREHENSIVE INCOME FOR THE PERIOD NET OF TAX EFFECTS (B) (20.6) (12.4)

TOTAL COMPREHENSIVE INCOME (A)+(B) (35.1) 211.1

attributable to:

- owners of the parent (65.7) 152.4

- non controlling interests 30.6 58.7

9M 2012 9M 2011

33

MEDIASET GROUP

INTERIM CONSOLIDATED CASH FLOW STATEMENT (EUR million)

Notes 9M 2012 9M 2011

CASH FLOW FROM OPERATING ACTIVITIES:Operating profit before taxation 48.0 368.2+ Depreciation and amortisation 896.6 896.6+ Other provisions and non-cash movements 4.2 26.6+ Change in trade receivables 287.7 231.0+ Change in trade payables (143.3) (118.9)+ Change in other assets and liabilities 56.1 (76.6)- Interests (paid)/received 2.6 (4.9)- Income tax paid (33.2) (54.2)

Net cash flow from operating activities [A] 1,118.8 1,267.9

CASH FLOW FROM INVESTING ACTIVITIES:Proceeds from the sale of fixed assets 1.5 1.3Proceeds from the sale of equity investments - 0.5Interests (paid)/received (0.1) 0.3Purchases in television rights (574.0) (1,432.1)Changes in advances for television rights 65.1 (34.4)Purchases of other fixed assets (82.1) (114.1)Equity investments (1.1) (1.1)Changes in payables for investing activities (177.4) 587.2Proceeds/(Payments) for hedging derivatives 5.2 (15.7)Changes in other financial assets 119.1 (33.8)Loans to other companies (granted)/repaid - -Dividends received 16.8 18.8Business Combinations net of cash acquired 6.1 2.2 -Changes in consolidation area 6.2 (39.7) -

Net cash flow from investing activities [B] (664.5) (1,023.1)

CASH FLOW FROM FINANCING ACTIVITIES:Share capital issues - -Change in treasury shares - -Changes in financial liabilities (156.9) 162.1Corporate bond - -Dividends paid (145.6) (478.8)Changes in other financial assets/liabilities (0.6) (2.1)Interests (paid)/received (39.9) (31.3)

Net cash flow from financing activities [C] (343.0) (350.1)

CHANGE IN CASH AND CASH EQUIVALENTS [D=A+B+C] 111.3 (105.3)

CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD [E] 113.9 182.4

CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD [F=D+E] 225.2 77.1

34

MEDIASET GROUP

INTERIM CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

(EUR million)

Share Share Legal Company's Valuation Retained Profit/ Total Total TOTALcapital premium reserve treasury reserve earnings/ (loss) Group shareholders' SHARE-

reserve and other shares (accumulated for the shareholders' equity HOLDERS'reserves losses) period equity attributable EQUITY

to minority interests

Balance at 1/1/2011 614.2 275.2 598.1 (416.7) 21.9 1,172.8 352.2 2,617.7 817.3 3,435.0

Allocation of the parent company's 2010 net profit - - - - - 352.2 (352.2) - - -

Dividends paid by the parent company - - (184.7) - - (213.0) - (397.7) (81.2) (478.9)

Stock Option plan valuation - - - - (4.0) 6.2 - 2.2 0.7 2.9

(Purchase)/sale of treasury shares - - - - - - - - - -

Profits/(losses) from negotiation of treasury shares - - - - - - - - - -

Change in consolidation perimeter - - - - - - - - - -

Other changes - - - - - - - - - -

Comprehensive income/(loss) - - (0.3) - (11.6) - 164.3 152.4 58.7 211.1

Balance at 30/09/2011 614.2 275.2 413.1 (416.7) 6.3 1,318.2 164.3 2,374.6 795.6 3,170.2

Balance at 1/1/2012 614.2 275.2 436.4 (416.7) 26.4 1,317.8 225.0 2,478.3 817.4 3,295.7

Business Combinations - - 105.3 - - - - 105.3 3.5 108.8

Allocation of the parent company's 2011 net profit - - - - - 225.0 (225.0) - - -

Dividends paid by the parent company - - - - - (113.6) - (113.6) (32.0) (145.6)

Stock Option plan valuation - - - - 1.6 - - 1.6 0.7 2.3

(Purchase)/sale of treasury shares - - - - - - - - - -

Profits/(losses) from negotiation of treasury shares - - - - - - - - - -

Change in consolidation perimeter - - (39.2) - - - - (39.2) (0.5) (39.7)

Other changes - - - - - (0.2) - (0.2) (0.3) (0.5)

Comprehensive income/(loss) - - - - (20.3) - (45.4) (65.7) 30.6 (35.1)

Balance at 30/09/2012 614.2 275.2 502.5 (416.7) 7.7 1,428.9 (45.4) 2,366.5 819.5 3,186.0

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EXPLANATORY NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AT 30 SEPTEMBER

2012

1. Drafting criteria In these Interim Condensed Consolidated Financial Statements, drawn up according to what is established by IAS 34 – Interim Financial Statements –, there have been applied the same accounting standards and valuation criteria that were used to draw up the Consolidated Financial Statements at 31 December 2011, to which reference should be made, with the exception of the impairment tests that are aimed at ascertaining any losses in value of capitalised assets that, in the absence of indicators, events and phenomena that would be such as to change the valuations that had been done in the past, and that are usually carried out at the time of the drafting of the yearly financial statements, a time when there is available all the necessary information in order to be able carry out this process correctly and completely. At the date of these Interim Condensed Consolidated Financial Statements, considering the market cap of Mediaset S.p.A. and its subsidiary company Mediaset España, which were lower than the corresponding consolidated values, and taking into account the economic trend of the main Cash Genereting Unit, the opportunity of checking and confirming the recoverable amounts of the goodwill and the main non current activities has been however considered. In this view, some sensitivity analyses were carried out, comparing the results of the plans that were approved at the time of the drafting of the 2011 Consolidated Financial Statements, mainly working on the value in use financial assumptions calculated at the reporting date.

These Interim Condensed Consolidated Financial Statements do not contain all the information and the explanatory notes that are required for the yearly financial statements and, therefore, they should be read together with the Consolidated Financial Statements at 31 December 2011.

The Income Taxes for the accounting period were calculated based on the best estimate of the weighted average tax rate, which is forecasted for the whole financial year.

The interim consolidated results of the Mediaset Group are impacted by seasonality, a characteristic feature of the trend of advertising revenues, which, traditionally, are always more heavily concentrated within the first part of the financial year.

The values of the items in the Consolidated Financial Statements, taking into account their large size, are shown in EUR millions.

As already indicated in the previous Interim Reports, the Consolidated Income Statement and the Balance Sheet results as at 30 September of 2011 have been restated in order to reflect retroactively (pursuant to IFRS 3) the portion of the amortisation belonging to the nine month period on the higher values of the intangible fixed assets, identified at the end of the last financial year at the conclusion of the process of the definitive purchase price allocation recognised for the investment in Digital Plus. This caused an adjustment in the equity method valuation of the Digital Plus stake held by Mediaset España carried out at 30 September 2011, amounting to EUR 5.4 million.

As reported in the Half Yearly Financial Report, it is pointed out that, starting from this financial year, the future useful life relative to some tangible and intangible assets has been reviewed.

Specifically, the useful life linked to the right of use of the television frequencies, has been reviewed after the definitive assignation to Elettronica Industriale of 4 rights regarding DVB-T

Interim Financial Report at 30 September 2012 – Explanatory Notes

36

broadcasting frequencies and one right for DVB-H This assignation has been granted considering the position of Elettronica Industriale as a network operator owning a general authorisation for the running of DTT networks. Those frequencies are connected to operating multiplexes, both having a duration of twenty years and regarding a national coverage. For this reason the expiration date for the individual network operator licence, which was previously fixed at 31 December 2028, was reset to 30 June 2032. The change in the remaining useful life of these intangible fixed assets has brought about the accounting posting, in the nine months, for a lower value of amortisation of about EUR 1.8 million.

Starting from this financial year, the useful life of digital broadcasting equipment has been extended from 7 to 10 years considering the technological improvements brought by the migration to DTT broadcasting which leads to a lower breakdown probability. The change in the remaining useful life of these tangible fixed assets has brought about the accounting posting, in the nine months, for a lower value of amortisation of about EUR 10.3 million.

2. New accounting standards, interpretations and amendments applicable from 1 January 2012. During the nine months of 2012 no new accounting standards, interpretations and amendments have been issued that impacted the data and information given in this Interim Condensed Consolidated Financial Statements.

3. The main company operations and changes in the consolidation area In addition to the company operations that have already been illustrated in the Half Yearly Financial Report it is also highlighted that during the third quarter of the year the subsidiary company Mediaset España Comunicación acquired 30% of the Share Capital of the company 60 DB Entertainment. S.L.U. and 50% of the Share Capital of the company Editoria Digital de Medios, S.L. Both of these companies have been valued within the Consolidated Financial Statements using the Net Equity method.

4. Business Combinations As already reported in Half Yearly Financial Report, since 1 January 2012 there start to run the accounting impacts of the operation regarding the merger by incorporation of EI Towers S.p.A., a company whose Share Capital was 100% owned by Elettronica Industriale S.p.A., into the company that was formerly called Digital Multimedia Technologies S.p.A., the holding company of the DMT Group, and which, because of the merger, has taken the company name of EI Towers S.p.A.

Pursuant to IFRS 3 the operation configures as an “reverse acquisition”, because the company that resulted from the merger, which is EI Towers S.p.A., continues to be a subsidiary company of Elettronica Industriale, the sole shareholder of the incorporated company that represents the acquirer for accounting purposes. Even if in a purely legal context Digital Multimedia Technologies S.p.A results as being the incorporating company, on the other hand it represents the acquired company on an accounting basis.

Therefore, the accounting treatment of the operation in the Consolidated Financial Statements has reflected the acquisition by the Mediaset Group of the controlling interest, amounting to


37

60% of the net assets of the DMT Group, which is made up of the company Digital Multimedia Technologies S.p.A and of the subsidiary company Towertel S.p.A. and the dilution, at the same time, to 40% of the amount held in the subsidiary company EI Towers S.p.A., which was 100% owned at 31 December 2011.

The operation was accounted for pursuant to IFRS 3, applying the purchase method, calculating the goodwill, on a provisional basis, in proportion to the percentage of control of the acquired entity, i.e. the partial goodwill), between the cost of the business combination, which can be calculated, pursuant to IFRS 3, on the basis of the quantity of the financial instruments representing the share capital that the financially incorporating company would have had to issue in favour of the shareholders of the financially incorporated company and the fair value of the assets and liabilities acquired that can be ascertained at the reference date of the relative.

The price paid for the net assets acquired, i.e. the cost of the business combination, was calculated as being EUR 208.2 million, which coincides with the fair value of the financially incorporated company, calculated on the basis of the unit stock exchange price of the DMT security at the reference date of the operation amounting to EUR 18.42. This amount corresponds to the theoretical value of the increase of the share capital, i.e. 133,329,878 new shares with a unit fair value amounting to EUR 1.56, which the financially incorporating company EI Towers would have had to issue in favour of the shareholders of the financially incorporated company in order to enable them to have a percentage ownership amounting to 40% of the business entity resulting from the merger.

The difference between the price paid, which for the investment belonging to the Mediaset Group amounted to EUR 124.9 million and the fair value of the net assets acquired that amounted to EUR -24,1 million brought about the posting of the greater value that, on a preliminary basis, was allocated to goodwill for EUR 149.0 million. The process of the definitive allocation of the fair value of the assets and liabilities acquired will be completed, as established by IFRS 3, within the 12 months after the date of the acquisition. If, at the end of that process, there should be identified or restated the value for any tangible and intangible assets with a defined useful life then, in the Income Statement, there will also be retroactively reflected the economic effects that will be calculated starting from the reference date of the business combination.

In the following table there is shown the allocation of the price paid, which has been carried out provisionally with respect to the values of the assets and liabilities acquired and the consequent calculation of the goodwill for the amount of it that belongs to the Mediaset Group, i.e. 60%.


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Net acquired assets

Book values recorded in the acquired company at the

acquisition date(provisional allocation)

Intangible assets 29.8

Tangible assets 72.2

Deferred tax assets/liabilities (19.9)

Inventories 0.2

Trade (payables)/receivables (2.8)

Other assets/(liabilities) (4.4)

Financial assets/(liabilities) (117.5)

Cash and cash equivalents 2.2Total net acquired assets net of goodwill recorded as an asset item (a) (40.1)

Net acquired assets stake pertaining to minoritiy interests (b) 16.0

Net acquired assets stake pertaining to the Group (a-b) (24.1)

Total acquisition cost 124.9

Goodwill 149.0

5. Comments on the main changes in the assets, liabilities, revenues and costs 5.1 Goodwill

The change in the accounting period amounting to EUR 149.0 million refers to the goodwill generated at the time of the provisional allocation of the purchase price for the acquisition of the assets and liabilities belonging to Digital Multimedia Technologies S.p.A., the holding company of the DMT, following the merger operation that took place on 2 January 2012 as has already been commented on in note 4 Business Combinations.

It is highlighted that, as established by IFRS 3, the final and definitive process of the allocation of the fair value of the assets and liabilities acquired, i.e. the Purchase Price Allocation, must be completed within the 12 months after the date of the acquisition.

Therefore, regarding the Goodwill, amounting to EUR 363.2 million, recorded on a consolidated basis as a result of the acquisition of Mediaset España stake, the recoverability of this value was checked out by comparing the book value of the relevant Cash Generating Unit with the sale price of the equity investment, which has been measured taking into account the market value of the share at 30 September plus the value of the control stake premium.


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5.2 Tangible and Intangible Fixed Assets, television and movie rights and equity investments

Below there is summarised, net of the changes relative to any of the business combinations that have already been commented on in note number 4, the main changes that have taken place, apart from the amortisation and depreciation, compared to the balances that were shown in the Consolidated Financial Statements at 31 December 2011:

Increases in television and movie rights amounting to EUR 574.0 million of which EUR 460.8 million relative to acquisitions for the period e EUR 113.3 million relative to the capitalisations of advances that were previously paid over to suppliers and which were classified at 31 December 2011 within the item called Fixed Assets in Progress and Advances Paid.

Increases in real estate, plant and machinery for EUR 112.6 million, of which EUR 64.6 million relative to purchases for the year and for EUR 47,925 million relative to the capitalisations of advances that were previously paid. Mainly relative to broadcasting plants using digital techniques.

Increases in the other intangible fixed assets amounted to a total of EUR 17.5 million and were mainly relative to the posting, for the amount of EUR 7.5 million, of the no competition agreement that was stipulated, in the context of the business combination operation, with the former Chairman and Managing Director of the DMT Group, which establishes the obligation of not carrying out any business activities that are in competition with those of the EI Towers Group for a three year period.

The item equity investments in affiliated and jointly controlled companies, valued with the net equity method, shows a reduction amounting to EUR 16.9 million. This mainly refers to the dividends resolved upon relative to the equity investment in Digital Plus. The impact of the net equity valuation method has brought about net income amounting to EUR 5.7 million.

5.3 Other non-current financial assets

The main change in the item financial receivables refers to the sale of the amounts of the senior debt issued by companies headed up by Edam Acquisition Holding I Cooperatief U.A acquired by the Group during previous financial years (EUR 61.6 million at 31 December 2011) as a result of the agreements to sell these amounts of debt that took place on a 28 March 2012. Due to this sale the Group has recorded a gain amounting EUR 2.1 million.

Decreases are also highlighted for the period amounting to EUR 5.0 million relative to the formal renunciation by Mediaset España to the governance right conceded to Prisa in the context of the agreements that were signed at the end of 2010 and decreases in the fair value of financial derivatives to hedge exchange risks for EUR 13.1 million. Because these are financial derivatives for hedging the other side of the part of the entry of this change due to valuation is accounted for in the net equity within the Valuation reserve for financial instruments to hedge cash flows, which are commented on in note 5.5 below.


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5.4 Other reserves

30/09/2012 31/12/2011

Legal reserve 122.8 122.8Equity investment evaluation reserve - -Consolidation reserve (78.8) (78.8)Other comprehensive income/(losses) 121.9 161.1Other reserves 839.0 231.2

Total 502.5 436.4

The overall increase in the reserves amounting to EUR 66.1 million has been caused by the impacts of the operations connected with the merger between EI Towers and Digital Multimedia Technologies S.p.A.

In detail the merger operation brought about a net increase of EUR 105.3 million. This was posted among the Other Reserves and was made up of EUR 124.9 million for the cost of the acquisition of the controlling interest of 60% of the assets of the DMT Group and a negative impact of EUR 19.6 million, which is equivalent to the amount of the net equity of the incorporating company EI Tower S.p.A. at the effective date of the merger that, due to impact of the dilution of the Share Capital after the operation, was recognised as belonging to the minority shareholders of that company.

The successive acquisition by the subsidiary company Elettronica Industriale S.p.A. of an amount of 5% of the post-merger Share Capital of EI Towers has beside brought a negative change of EUR 39.2 million, which is the difference between the purchase price paid and the value of the amount of the net equity acquired booked on the Other Reserves item.

5.5 Valuation reserves

30/09/2012 31/12/2011

Cash flow hedge reserve 4.0 17.2Stock option plans 17.2 15.6Actuarial Gains/(Losses) (13.5) (6.4)

Total 7.7 26.4

The following table shows the movements that have taken place during the period:


41

Valuation reservesBalance at

1/1Business

CombinationsIncrease/

(Decrease)

Through Profit and

Loss Account

Opening balance

adjustments of the hedged

item

Fair Value adjustments

Deferred tax effect

Balance at 30/09

Financial assets for cash flow hedging purpose 17.2 - (0.0) 0.2 (18.0) (0.2) 5.0 4.0

of which:- FOREX rate risk 18.2 - (0.0) 0.0 (18.0) 1.5 4.5 6.3

- interest rate risk (1.1) - - 0.1 - (1.7) 0.4 (2.2)

Stock option plans 15.6 (0.0) 1.6 - - - - 17.2

Actuarial Gains/(Losses) on defined benefit plans (6.4) 0.1 (9.9) - - - 2.7 (13.5)

Total 26.4 0.0 (8.3) 0.2 (18.0) (0.2) 7.7 7.7

The Valuation reserve for financial instruments to hedge the cash flows is made up, in the context of those financial derivatives that are qualified to hedge the foreign exchange rate risk regarding the acquisitions of television and movie rights in foreign currencies and also in order hedge the risk of any change in the interest rates relative to the medium and long term financial liabilities.

The Reserve for Stock Option Plans takes in the other side of the accounting entry of the amounts of the cost accrued at 30 September 2012, calculated according to the IFRS 2, for the three year Stock Option Plans assigned by Mediaset in the financial years 2009 and 2010 and for the amount, pertaining to the Group, for the plans assigned by the subsidiary company Mediaset Espana Comunicacion S.A. in the financial years 2010, 2011 and 2012. The change in the accounting period amounting to EUR 1.6 million refers to the amount of the cost accrued at 30 September 2012 that belongs to the Group.

The Valuation reserve for actuarial gains and losses takes in the actuarial components relative to the valuation of the defined benefit plans that are posted directly to net equity.

The change in the Valuation reserve for financial instruments to hedge the cash flows and in the Valuation reserve for actuarial gains and losses, gross of the fiscal impacts, is shown in the Comprehensive Income Statement table.

5.6 Risk Funds and Contingent Liabilities

The reduction in the balances of the risks funds, amounting to EUR 15.8 million mainly refers to the usage of the funds that were available on 31 December 2011, as a result of the relative liabilities falling due during the nine months.

With reference to the contingent liabilities there is given below the update relative to the existing criminal proceedings, regarding which the disclosure information was already given in the financial statements at 31 December 2011.

Regarding the criminal proceeding 22964/2001 (otherwise known as the “Television rights trial”) it is highlighted that on 26 October last the Court Milan wholly absolved the Chairman Fedele Confalonieri with no penalty payments for the Group’s companies. On 23 December 2011 there was formally served the assessment issued by the Tax Receipts Agency with which there was adjusted, for IRPEG (Corporate Tax) and IRAP (Regional Tax) purposes the taxable income for the fiscal year 2002 amounting to EUR 19.9 million, due to the non-recognition of the amortisation relative to the television rights that are the subject of the criminal proceeding


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referred to above. It is highlighted that the tax assessment served on 27 December 2010 for the fiscal year 2001 was opposed, within the legal timeframes, before the competent Tax Commission. In the current state of affairs, because the relative risk regarding the disputed amounts for 2001 and 2002 is considered to be a remote one it has not been necessary to post a specific provision for them.

The Trial 40382/05 RGNR (otherwise known as “Mediatrade”), which involves Frank Agrama and directors and executives of the Group is in the debating stage.

The charges against the Group’s managers refer to grievous tax fraud and cover the period from the financial year 2005 to 30 September 2009. The contested tax evasion currently amounts to EUR 8.2 million.

The company maintains that during these legal proceedings there will emerge the extraneousness of itself and its directors and executives regarding the accusations involved and, therefore, no specific provision has been posted for them in the financial statements.

Lastly, with reference to the Criminal Trial number 31358/10 R.G.N.R., (Mediatrade 2 Rome) it is highlighted that the Rome GUP (Preliminary Hearing Judge) on 27 June 2012 declared that the accusations relative to the fiscal year 2003 were proscribed and absolved of the accused “because they had not committed the act” relative to the fiscal year 2004. This ruling has been opposed by the Public Prosecutor before the Supreme Court.


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5.7 Net Financial Position

Below there is given the breakdown of the consolidated net financial position as required by the Consob communication number 6064293 of 28 July 2006 showing the current and non-current net financial indebtedness of the Group.

For the analyses of the changes in the Net Financial Position that have taken place during the period reference should be made to the Interim Report on Operations in the section containing the comments on the Group’s Equity and Financial Structures.

30/09/2012 31/12/2011

Cash in hand and cash equivalents 0.1 0.1Bank and postal deposits 225.1 113.8Securities and other current financial assets 16.4 63.1Total liquidity 241.6 177.1

Current financial receivables 8.9 8.9

Due to banks (753.8) (628.2)Current portion of non current debt (96.7) (90.4)Other current payables and financial liabilities (19.4) (39.6)Current financial debt (869.9) (758.2)

Current Net Financial Position (619.3) (572.1)

Due to banks (722.7) (905.2)Corporate bond (292.4) (296.4)Other non current payables and financial liabilities (2.4) (1.8)Non current financial debt (1,017.6) (1,203.3)

Net Financial Position (1,636.9) (1,775.5)

The item Securities and current financial assets refers for EUR 5.3 million bonds and funds held by the subsidiary company Mediaset Investment S.a.r.l. (EUR 9.2 million at 31 December 2011) while EUR 11.1 million was mainly relative to the fair value of financial instruments not used for hedging for the part in excess compared to the change of the hedged foreign currency payables. The change compared to 31 December 2011 refers to the extinction of the term deposits of the subsidiary company Mediaset España

The item Current financial receivables includes government contributions obtained for movie productions made by Medusa Film and resolved upon by the competent entities but not yet paid for a total of EUR 7.0 million (EUR 7.0 million at 31 December 2011) and other financial receivables relative to the Mediaset España Group for EUR 1.9 million.

The item Payables to banks (current) refers to the short term revolving “committed” credit lines and term loans for EUR 190.0 million and to short term credit lines for EUR 563.8 million

The increase for the period amounting to EUR 125.6 million breaks down as follows:

The reclassification from the item Non-current payables to banks of “revolving” committed credit lines falling due within 12 months for the nominal overall amount of EUR 175.0 million.

The decrease of the loans and financing relative to the Mediaset España Group for EUR 61.7 million.


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The extinction of the “revolving” committed financing for an overall value of EUR 390.0 million.

Greater usage of the short term credit lines and the start-up of new financing for a total value of EUR 402.3 million.

The item Current part of the non-current debt includes EUR 79,3 million for the parts of medium/long term loans and financing falling due within 12 months (EUR 74.4 at 31 December 2011), EUR 2.6 million relative to the current portion of the fair value of the financial derivatives used to hedge the interest rate risk of the financial liabilities (EUR 1.7 million at 31 December 2011) and EUR 14.7 million relative to the interest on the bond that will be paid out at the beginning of 2013.

The item Other payables and current financial payables mainly consists of EUR 10.1 million relative to the current account relationships managed on behalf of affiliated and jointly controlled companies by the group parent company Mediaset S.p.A. (EUR 15.5 million at 31 December 2011) and EUR 8.1 million relative to payables to factoring companies (EUR 19.0 million at 31 December 2011).

The item Payables to banks (non-current) refers to the “committed” credit lines and to the “term loans” for the parts of them that will fall due beyond 12 months regarding Mediaset S.p.A. for EUR 597.9 million and the EI Towers Group for EUR 124.8 million. The “term loans” are posted to the financial statements applying the amortised cost method.

The change during the period shows a net decrease amounting to EUR 182.5, as a result of the following changes:

The increase amounting to EUR 83.6 million relative to the acquisition of the “committed” loans regarding the EI Towers Group following the business combination already commented on in note 4.

The reclassification into the item Current payables to banks of the “revolving” committed credit lines and the parts of the term loans falling due within 12 months for the overall nominal amount of EUR 215.1 million.

The reimbursement of the revolving “committed” credit lines for the overall nominal amount of EUR 200.0 million;

The increase relative to the opening of a new loan by the EI Towers Group for the total amount of EUR 50.0 million;

Greater usage of the revolving committed credit lines for the total amount of EUR 100.0 million.

As already shown in the financial statements at 31 December 2011, the existing loans and credit lines are subject to financial covenants on a consolidated basis (half-yearly and yearly) and if they are not respected they would bring about the repayment of the used part. Up till today these requisites have been respected.

The item Bonds refers to the 7 year bond issue for the overall nominal value of EUR 300.0 million carried out by Mediaset S.p.A. on 1 February 2010 and posted to the financial statements using the amortised cost method based on the internal yield rate of 5.23%.

The item Other payables and non-current financial liabilities mainly refers to loans to cover movie development, distribution and production for EUR 1.2 million (EUR 1.1 million at


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31 December 2011) and to the non-current part of the fair value of the financial derivatives used to hedge the interest rate risk for EUR 1.0 million.

5.8 Taxes for the accounting period

9M 2012 9M 2011

Current tax expenses (IRES and IRAP) 2.0 78.9Current tax expenses (foreign companies) 31.8 10.0Deferred tax expense (10.8) 16.9

Total 23.0 105.8

The reduction in the taxes for the accounting period compared to the figure for the same period of the previous financial year relative to IRES (Corporate Tax) and IRAP (Regional Tax) is due to the lower financial result compared to that of the previous financial year. The item called foreign company taxes mainly includes charges relative to taxes for previous financial years that have been accounted for as a result of the definition of a taxation dispute relative to the Luxembourg based subsidiary company Mediaset Investment S.a.r.l. and to current taxes provided for by the companies belonging to the Mediaset Group España. It is pointed out that in Spain the provisions for taxes posted in the period, for both current and deferred taxes, are more than set off by the relative tax benefits, which are connected to the deductibility of the investments in audiovisual works that are established by the local legislation regarding them.

5.9 Earnings per share The calculation of the basic and diluted earnings per share is based on the following data:

9M 2012 9M 2011

Net result for the period (millions of euro) (45.4) 164.3

Weighted average number of ordinary shares (without own shares) 1,136,402,064 1,136,402,064Basic EPS (0.04) 0.14

Weighted average number of ordinary shares for the diluted EPS computation 1,136,402,064 1,136,402,064

Diluted EPS (0.04) 0.14

The earnings per share are calculated by dividing the Group’s net result by the weighted average number of the shares in circulation during the accounting period, net of any treasury shares held. The diluted earnings per share is determined by taking into account in the calculation the number of shares in circulation and the potential diluting impact of the assignment of the treasury shares to the beneficiaries of stock option plans that have already matured.


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6. Cash Flow Statement 6.1 Business Combinations net of the cash and equivalents acquired

The following table shows in detail the impact connected to the business combination on the net cash and equivalents of the period, highlighting the detail of assets and liabilities booked after the merger above mentioned:

Goodwill (149.0) Other tangible and intangible assets (102.0) Trade payables/(receivables) 2.8 Tax payables/(receivables) (2.2) Deferred tax (assets)/liabilities 19.9 Other financial (assets)/liabilities 117.5 Post-employment benefit plans 1.0 Other (assets)/liabilities 5.4 Other reserves (pertaining to the Group and minorities) 108.8

Net cash acquired 2.2

6.2 Change in the equity investments in subsidiary companies

The amount involved of EUR 39.7 million is the disbursement made by the Mediaset in order to acquire 5.0% of the post-merger Share Capital of EI Towers.


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7. Segment information disclosure Below there is given the information that is required by IFRS 8 for the operational segments identified on the basis of the current organisational structure and the internal management reporting of the Group.

The main operational segments of the Group, as already shown in the analysis of the results given in the Interim Report on Operations, coincide with the geographical areas, which currently are Italy and Spain, identified based on the localising of the activities and within which there is carried out a further segmentation to monitor the operating performances of the business activity areas that operate within these geographical areas. Specifically, with reference to the business activity segments in Italy, as has already been explained in the Interim Report on Operations, starting from 2012 a revision has been carried out of the segments that had been identified previously. It is highlighted that relative to the Spanish area, which coincides with the Mediaset España Group, there are not currently identified any relevant operational segments that are different from the television core business, which therefore coincides with and is represented by this entity.

Following the nature of this segmentation, for the geographical areas there are supplied the information and reconciliations required by IFRS 8 relative to profits or losses, assets and liabilities that can be extrapolated from the two sub-consolidations, which are specifically prepared at that level, while for the operational segments that have been identified in the geographical area of Italy the information is supplied with reference to the financial results and the “operational” business activities that are directly imputable to it.

Geographical segments

In the following tables there are shown the key Income Statement/Balance Sheet data regarding the two geographical business activity areas of Italy and Spain at 30 September 2012 and 2011, respectively.

These tables have been obtained by processing specific sub-consolidations, within which the posted book value of the equity investments, owned by companies belonging to a segment those companies that are held in another segment are kept at their respective acquisition costs and then they are eliminated at the time of consolidation. Similarly, in the Income Statement of the segment, charges and incomes, relative to any dividends received from such equity investments, are shown in the item Result from other equity investments

Specifically, the data relative to the inter-segment assets of the Italian geographical segment are mainly relative to the posted book value of the equity investments owned in Mediaset España (41.6%) and Mediacinco, which is held for 25% and already consolidated on a full line-by-line basis in the Spain geographical segment, because 75% of it is owned there, and the loan given by Mediaset Investment S.a.r.l. to Mediacinco, amounting at 30 September 2012 to EUR 26.5 million.

The costs of a non-monetary nature refer to the provisions posted for risks and charges funds and to the costs for the stock option plans.


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9M 2012 ITALY SPAINEliminations/ Adjustments

MEDIASETGROUP

MAIN INCOME STATEMENT FIGURES

Revenues from external customers 2,026.1 629.8 - 2,655.9

Inter-segment revenues 0.5 - (0.5) -

Consolidated net revenues 2,026.6 629.8 (0.5) 2,655.9

% 76% 24% 0.0 100%

EBIT 20.3 27.7 - 48.0

% 42% 58% 0% 100%

Financial income/(losses) (43.1) (3.7) - (46.8)

Income/(expenses) from equity investments valued (3.5) 9.2 - 5.7

Income/(expenses) from other equity investments 23.9 1.1 (23.3) 1.6

EBT (2.4) 34.3 (23.3) 8.5

Income taxes (29.0) 6.0 - (23.0)

NET PROFIT FROM CONTINUING OPERATIONS

(31.4) 40.3 (23.3) (14.5)

Net Gains/(Losses) from discontinued operations - - - -

NET PROFIT FOR THE PERIOD (31.4) 40.3 (23.3) (14.5)

Attributable to:- Equity shareholders of the parent company (38.8) 40.7 (47.3) (45.4)- Minority Interests 7.4 (0.5) 24.0 30.9

OTHER INFORMATION

Assets 6,155.7 1,787.0 (617.4) 7,325.3

Liabilities 3,791.5 375.6 (27.9) 4,139.3

Investments in tangible and intangible non current assets 425.6 165.3 - 590.9

Amortization 753.9 142.7 - 896.6

Impairment losses - - - -

Other non monetary expenses 8.8 0.9 - 9.7

(*) Inclusive of the change in the item advances for the acquisition of rights.


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9M 2011 ITALY SPAINEliminations/ Adjustments

MEDIASETGROUP

MAIN INCOME STATEMENT FIGURES


Inter-segment revenues 0.5 - (0.5) -

Consolidated net revenues 2,309.4 731.6 (0.5) 3,040.5

% 76% 24% 0.0 100%

EBIT 248.1 120.1 - 368.2

% 67% 33% 0% 100%

Financial income/(losses) (35.3) 4.5 - (30.8)

Income/(expenses) from equity investments valued (8.6) 0.3 - (8.3)

Income/(expenses) from other equity investments 59.2 0.2 (59.2) 0.2

EBT 263.4 125.1 (59.2) 329.3

Income taxes (82.9) (22.8) - (105.8)

NET PROFIT FROMCONTINUING OPERATIONS

180.5 102.3 (59.2) 223.5

Net Gains/(Losses) from discontinued operations - - - -

NET PROFIT FOR THE PERIOD 180.5 102.3 (59.2) 223.5

Attributable to:- Equity shareholders of the parent company 180.4 102.2 (118.3) 164.3- Minority Interests 0.1 (0.1) 59.2 59.2

OTHER INFORMATION

Assets 6,363.5 1,869.1 (617.3) 7,615.3

Liabilities 3,989.7 525.3 (75.3) 4,439.7

Investments in tangible and intangible non current assets 1,380.0 200.6 - 1,580.6

Amortization 725.1 171.5 - 896.6

Impairment losses - - - -

Other non monetary expenses 23.2 2.9 - 26.0

(*) Inclusive of the change in the item advances for the acquisition of rights.


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Italy: Business activity segments

As already mentioned in the Interim Report on Operations, the business segment Television Operations has been obtained grouping tv free-to-air, Mediaset Premium and Other operations segments. The economic breakdown relating to EI Towers refers to those calculated for the carve-out of the “tower” operations previously included into the Network Operator segment (for the first half of 2011 portion) and to the historical data of the company (for the third quarter portion). The same breakdown for 2012 refers to the operations carried out by the entiting deriving from the merge between EI Towers and the DMT Group. With reference to assets and liabilities detail of the latter segment, it is worth noting that the amount relating to the goodwill is not the same of the EI Towers Group consolidated statement of financial position, representing instead the value generated at consolidated level of the same segment.

Income Statement Summary INTEGRATED EI ELIMINATIONS GEOGRAPHICAL

9M 2012 TELEVISION TOWERS / SEGMENTOPERATIONS ADJUSTMENTS ITALY


Inter-segment revenues - 133.7 (133.7) -

Consolidated net revenues 1,985.0 175.3 (133.7) 2,026.6% 98% 9% -7% 100%

Operating costs from thrid parties (1,151.1) (101.3) - (1,252.4)

Inter-segment operating costs (131.0) (2.8) 133.7 0.0

Total Operating Costs (1,282.1) (104.1) 133.7 (1,252.4)

Amortisation, depreciation and write-downs (720.4) (33.5) - (753.9)

EBIT (17.5) 37.7 0.0 20.3

Income Statement Summary INTEGRATED EI ELIMINATIONS GEOGRAPHICAL

9M 2011 TELEVISION TOWERS / SEGMENTOPERATIONS ADJUSTMENTS ITALY


Inter-segment revenues - 107.0 (107.0) -

Consolidated net revenues 2,299.6 116.7 (107.0) 2,309.3% 100% 5% -5% 100%

Operating costs from thrid parties (1,253.2) (83.0) - (1,336.2)

Inter-segment operating costs (105.2) (1.8) 107.0 -

Total Operating Costs (1,358.4) (84.8) 107.0 (1,336.2)

Amortisation, depreciation and write-downs (703.0) (21.9) - (725.1)

EBIT 238.2 10.0 - 248.2


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Operating Assets and Investments INTEGRATED EI ELIMINATIONS GEOGRAPHICAL

30th September 2012 TELEVISION TOWERS / SEGMENT

OPERATIONS ADJUSTMENTS ITALYTelevision rights 2,434.4 - - 2,434.4Other tangible and intangible non current assets 703.3 289.2 - 992.6Goodwill 142.8 149.0 - 291.8Trade receivables 662.7 29.6 - 692.3Inventories 52.0 3.8 - 55.8Operating assets 3,995.3 471.6 - 4,466.9

- - - -Investments in television rights (*) 384.7 - - 384.7Other investments 48.0 27.9 - 75.9

Investments in tangible and intangible assets 432.7 27.9 - 460.6 (*) Not inclusive of the change in the item advances for the acquisition of rights.

Operating Assets and Investments INTEGRATED EI ELIMINATIONS GEOGRAPHICAL

30th September 2011 TELEVISION TOWERS / SEGMENT

OPERATIONS ADJUSTMENTS ITALYTelevision rights 2,799.0 - - 2,799.0Other tangible and intangible non current assets 796.1 182.1 - 978.2Goodwill 143.6 - - 143.6Trade receivables 770.1 10.4 - 780.5Inventories 52.5 5.5 - 58.1Operating assets 4,561.3 198.1 - 4,759.4

- - - -Investments in television rights (*) 1,238.2 - - 1,238.2Other investments 79.9 24.6 - 104.4

Investments in tangible and intangible assets 1,318.1 24.6 - 1,342.6

(*) Not inclusive of the change in the item advances for the acquisition of rights.


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8. Transactions with related parties The following summary table shows, for the main income statement and balance sheet groupings, the detail relative to the companies that are the counterparts of these transactions (identified pursuant to IAS 24 grouped by main types of transactions):

Ricavi CostiProventi /

(Oneri) finanziari

Crediti Commerciali

Debiti commerciali

Altri Crediti/ (Debiti)

ENTITA' CONTROLLANTE

Fininvest S.p.A. 0,1 4,3 - 1,3 1,2 0,1

ENTITA' CONSOCIATE

A.C. Milan S.p.A.* 0,1 0,3 - 0,3 8,1 -

Alba Servizi Aerotrasporti S.p.A. 0,1 2,2 - 0,0 0,4 -

Arnoldo Mondadori Editore S.p.A.* 15,6 2,0 0,0 9,6 1,2 -

Fininvest Gestione Servizi S.p.A. 0,0 0,2 - 0,0 0,0 -

Isim S.p.A. - - - - - -

Mediolanum S.p.A.* 3,6 0,0 (0,7) 0,2 - (92,8)

Trefinance S.A.* 0,0 0,0 - 0,0 - -

Altre consociate 0,0 0,8 (5,9) 4,1 0,2 (260,5)

Totale Consociate 19,5 5,5 (6,6) 14,2 10,0 (353,3)

ENTITA' COLLEGATE E A CONTROLLO CONGIUNTO

60 DB Entertainment S.L. - 0,1 - - 0,1 -

Agrupaciòn de Interés Economico Furia de Titanes II A.I.E. - - - - - -

Auditel S.p.A. - 4,7 (0,0) - - -

Beigua S.r.l. - - - - - -

Big Bang Media S.L. - 4,6 - 0,1 1,0 -

Boing S.p.A. 9,1 13,1 (0,0) 3,8 5,4 (8,5)

Capitolosette S.r.l.** 6,5 0,5 0,0 1,7 0,3 0,7

DTS Distribuidora de Television Digital SA 0,5 11,6 - 0,3 3,4 6,1

Editora Digital de Medios S.L. - - - - - -

Fascino Produzione Gestione Teatro S.r.l. 0,3 32,2 (0,0) 0,3 16,9 (1,6)

La Fabbrica De la Tele SL - 22,5 - - 6,7 -

Mediamond S.p.A. 14,7 2,1 - 10,8 1,7 -

Nessma Lux S.A.** - - 0,0 0,0 0,2 0,8

Pegaso Television INC** 0,1 - 0,2 2,0 - 3,7

Produciones Mandarina SL 0,0 10,6 - - 4,1 -

Tecno Impianti S.a.s. - 0,0 - 0,0 0,0 -

Titanus Elios S.p.A. - 3,8 - 0,0 - -

Tivù S.r.l. 1,8 1,5 - 0,6 0,5 -

Trentuno S.r.l. 0,0 - - 0,3 0,3 -

Totale Colllegate e a Controllo Congiunto 32,9 107,4 0,1 20,1 40,7 1,1

DIRIGENTI CON RESPONSABILITA' STRATEGICHE*** - 1,5 - - 0,3 -

FONDO DI PREVIDENZA COMPLEMENTARE (Mediafond) - 0,2 - 0,1 0,6 0,1

ALTRE PARTI CORRELATE**** 0,1 0,3 - 0,2 0,0 -

TOTALE PARTI CORRELATE 52,6 119,1 (6,5) 35,8 52,8 (351,9) * The figure includes the company and its subsidiaries, affiliates or jointly controlled companies. ** The figure includes the company and its subsidiaries. *** the figure includes the directors of Mediaset S.p.A. and of Fininvest S.p.A., their close family members and companies within which these persons exercise control, joint control or notable influence or in which they hold, either directly or indirectly, a significant share but, in any case, not less than 20%, of the voting rights. **** The figure includes the transactions with some consortiums that mainly carry out activities connected with the operational management of the broadcasting of the television signal.

The trade revenues and receivables regarding associated entities are mainly relative to the sales of television advertising spaces. The costs and the relative trade payables mainly refer to purchases


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of television rights and productions and to the fees recognised to affiliated companies regarding the sale of advertising spaces managed through exclusive concessions by Group companies.

The item other receivables/payables mainly refers to debts for loans and credit lines regarding associated companies, inter-group current account relations and to loans given to affiliated companies.

The debt relationships for loans and credit lines regarding other associated companies amounting to EUR 353.3 million are mainly relative to contracts with Mediobanca (an affiliated company of the Fininvest Group) and Banca Mediolanum. Of this amount EUR 60.0 million refers to the loan contract with Mediobanca that will expire in May 2013 and EUR 200.0 million to the usage of the revolving financing of EUR 400.0 million, with a duration of 8 years, which was given by Mediobanca in May 2011. Lastly, there are also uncommitted credit lines with Banca Mediolanum used for the total amount of EUR 92.8 million.

The main impacts on the consolidated cash flows generated by the transactions with related parties during the period are relative to the following:

To outflows for the payment of the dividends of the group parent company Fininvest S.p.A. for the total amount of EUR 48.6 million.

To the cashing in of the dividends from the affiliated companies DTS Distribuidora de Television Digital S.A. for EUR 13.9 million, Produciones Mandarina for EUR 0.9 million, La Fabrica de la Tele for EUR 1.0 million, Titanus Elios S.p.A. for EUR 0.6 million and Tivù for EUR 0.4 million;

To outflows for the acquisition of rights regarding the company Milan A. C. for EUR 16.8 million.

9. Personal guarantees given and commitments The total value of the guarantees received, mainly bank sureties, regarding receivables from third party counterparts amounted to EUR 41.9 million (EUR 48.0 million at 31 December 2011). Of this amount EUR 31.5 million refers to the Mediaset Espana Group.

Furthermore, sureties were issued in favour of third party companies for EUR 45.0 million (EUR 66.6 million at 31 December 2011). EUR 39.3 million of this amount refers to the Mediaset España Group.

The main commitments of the companies of the Mediaset Group are summarised as follows:

Multi-year commitments mainly relative to contracts for the renting of satellite channels with variable durations that will bring about future disbursements for EUR 147.8 million (EUR 163.4 million at 31 December 2011) and contracts for contents and services regarding broadcasting capacity on digital frequencies for EUR 596.0 million (EUR 674.4 million at 31 December 2011).

Commitments for artistic collaborations, television productions and contracts with press agencies for about per EUR 231.3 million (EUR 200.3 million at 31 December 2011).

Commitments for the acquisition of rights amounting to a total of EUR 1,152.3 million (EUR 1,190.2 million at 31 December 2011). These future commitments mainly refer to di “volume deal” contracts that the Mediaset Group has in existence in Italy and Spain with some of the Major American Studios.


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Commitments for the purchase of new apparatuses, the realisation of works and supplies for the companies’ sites and the supply of EDP for EUR 46.2 million (EUR 76.6 million at 31 December 2011).

10. Transactions arising from atypical and/or unusual operations Pursuant to the Consob Communication of 28 July 2006 number DEM 6064296, it is underlined that during the nine months of 2012 the Group has not put in place any atypical and/or unusual operations, as these are defined by the aforesaid Communication.

The Company Executive responsible for the preparation of the company accounting documents of Mediaset S.p.A., Luca Marconcini, herewith declares, pursuant to paragraph 2, article 154, second part, of the Consolidated Finance Act that the accounting information contained in this document corresponds to the contents of accounting documents, books and postings of the company.

For the Board of Directors the Chairman

MEDIASET GROUPplit/Mediaset Group - Interi… · Bruno Ermolli . Marco Giordani Alfredo Messina ....

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