interim report - holidaycheck group...burda digital gmbh 63.6% management board and free float 33.3%...

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INTERIM REPORT

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  • INTERIM REPORT

  • Key figures

    * adjusted to exclude revenue from the AdJug Group (deconsolidated in August 2011)

    31 MAR 2012 31 MAR 2011

    Change in percent

    Total assets EUR million 182.7 184.4 –0.9

    Equity EUR million 97.0 96.6 +0.4

    Debt EUR million 85.7 87.8 –2.3

    Equity ratio in percent 53.1 52.4 +1.3

    Debt ratio in percent 46.9 47.6 –1.5

    Structure of shareholders at 31 March 2012

    Burda Digital GmbH 63.6%

    Management Board and Supervisory Board 3.1%Free float 33.3%

    First quarter 2012

    First quarter 2011

    Change in percent

    Consolidated revenue* EUR million 36.4 31.3 +16.2

    Segments:

    Transactions EUR million 27.6 23.7 +16.5

    Advertising EUR million 6.1 5.1 +17.8

    Technologies EUR million 2.7 2.5 +8.6

    Group EBITDA EUR million 4.2 4.7 –12.0

    Group EBIT EUR million 2.9 3.5 –16.5

    Group EBT EUR million 1.1 1.8 –39.3

    Group earnings after taxes EUR million 0.4 1.0 –57.6

    Earnings per share EUR 0.01 0.02 –50.0

    Average number of employees 605 527 +14.8

    Development of TOMORROW FOCUS Group key figuresQ1 2008

    Q1 2009

    Q1 2010

    Q1 2011

    Q1 2012

    16.9

    19.8

    28.7

    Consolidated revenue (EUR million)

    31.3

    36.4

    1.9

    1.9

    2.4

    Group EBITDA (EUR million)

    4.7

    4.2

    1.0

    1.0

    1.1

    Group EBIT(EUR million)

    3.5

    2.9

    TOMORROW FOCUS AG 2012

    2

    Key figures

  • 10

    CONTENT

    182022

    2426

    28

    30

    3131

    Overview of the TOMORROW FOCUS Group

    Group management report

    Consolidated balance sheet

    Consolidated income statement

    Consolidated statement of changes in equity

    Consolidated cashfl ow statement

    Consolidated non-current assets 2011

    Consolidated non-current assets 2010

    Consolidated notes to the fi nancial statement

    Financial calender

    legal notice & Contact

    06

    08

    04

    TOMORROW FOCUS Technologies GmbHTechnik- und Kreativagenturfür webbasierte IT-LösungenMitarbeiter: ca. 40Sitz: Münchenwww.t-f-t.net

    Cellular GmbHFull-Service-Agentur für mobiles Internet, Apps und Smart TVMitarbeiter: ca. 45Sitz: HamburgWeiterer Standort: Wienwww.cellular.de

    TOMORROW FOCUS Media AGFührender Premium-DigitalvermarkterMitarbeiter: ca. 65Sitz: MünchenWeitere Standorte: Düsseldorf, Frankfurt, Hamburgwww.tomorrow-focus-media.de

    FOCUS OnlineOnline-Nachrichtenportal mit aktiverLeser-CommunityMitarbeiter: ca. 45Sitz: Münchenwww.focus.de einschließlich amica.de und max.de

    HolidayCheck AGGrößte Hotelbewertungs-Communityim deutschsprachigen Raum Mitarbeiter: ca. 240Sitz: Bottighofen/CHWeitere Standorte: Warschau/PL, Paris/F, Woerden/NLU.a. www.holidaycheck.de, .at, .ch, .com, .co.uk, .cz, .fr, .nl, .pl, .ru, www.mietwagencheck.de, www.tjingo.nl

    EliteMedianet GmbH Online-Partnervermittlung für Akademikerund Singles mit NiveauMitarbeiter: ca. 85Sitz: Hamburgwww.elitepartner.de, www.academicpartner.de

    jameda GmbHDeutschlands größte Arztbewertung Mitarbeiter: ca. 13Sitz: Münchenwww.jameda.de

    TOMORROW FOCUS AG HoldingMitarbeiter: ca. 20Sitz: Münchenwww.tomorrow-focus.de

    Finanzen100 GmbHFinanz- und BörsenportalMitarbeiter: ca. 10Sitz: Köln www.fi nanzen100.de

    3

    R

    2

    The TOMORROW FOCUS Share

    wir freuen uns, mit Ihnen auf ein sehr erfolgreiches Geschäftsjahr 2011 zurückzublicken.

    Ein Jahr, in dem wir mit unseren Marken neue Märk-te erschließen und unsere Position in bestehenden Märkten festigen und sogar weiter ausbauen konn-ten. Ein Jahr, in dem unsere drei operativen Seg-mente im Einklang gewachsen sind und so für das beste operative Konzernergebnis in der mehr als zehnjährigen Unternehmensgeschichte gesorgt haben. Ein Jahr, in dem wir unsere finanzielle Basis, als Grundlage für künftiges organisches und anorga-nisches Wachstum, weiter stärken und Ihnen, liebe Aktionärinnen und Aktionäre, gleichzeitig erstmals eine Dividende auszahlen konnten.

    Ergebnis pro Aktie um 31 Prozent gestiegenUnser operativer Konzernumsatz verbesserte sich im Geschäftsjahr 2011 gegenüber dem Vorjahr um 20 Prozent auf 128,3 Millionen Euro. Unser Kon-zern-EBITDA wuchs dabei um 18 Prozent auf 21,4 Millionen Euro, unser Konzern-EBIT um 33 Prozent auf 16,8 Millionen Euro und unser Konzernergebnis pro Aktie um 31 Prozent auf 21 Cent.

    Hervorragende Ergebnisentwicklung im Advertising-SegmentIm Advertising-Segment gelang uns 2011 ein mus-tergültiger Ergebnis-Turnaround. Bei einem im Jah-resvergleich um gut 20 Prozent gestiegenen Seg-mentumsatz, gelang eine deutliche Verbesserung des EBITDA um 4,1 Millionen Euro auf 3,1 Millionen Euro.

    Verantwortlich ist zum einen der zweitgrößte deut-sche Digitalvermarkter TOMORROW FOCUS Media, der 2011 trotz schwelender Konjunktursorgen in Deutschland eine ausgezeichnete Geschäftsentwick-lung verzeichnete.

    Zudem trug das Nachrichtenportal FOCUS Online maßgeblich zur erfreulichen Entwicklung des Adver-tising-Segments bei. FOCUS Online konnte die Zahl

    der Visits im Dezember 2011 auf über 36 Millionen steigern und damit gegenüber dem Vorjahresmonat um ein Drittel verbessern. Unter dem Strich konnte FOCUS Online das Jahr 2011 mit einem sehr erfreu-lichen Gewinn beschließen. FOCUS Online befindet sich damit nach unserer Einschätzung unter den deutschen Nachrichtenportalen in sehr kleiner Ge-sellschaft.

    Das Börsen- und Finanzportal Finanzen100 hat sich 2011 zum am stärksten wachsenden Börsenangebot Deutschlands entwickelt. Die konsequent umgesetz-te Mobile-First-Strategie trägt entscheidend zu die-sem Erfolg bei. Mittlerweile erfolgen rund zwei Drit-tel der Seitenbesuche über mobile Anwendungen, wie der neuen Android-App, die binnen weniger Wo-chen mehr als 100.000 Mal heruntergeladen wurde. Eine Veränderung im Advertising-Segment hat sich durch den Verkauf eines 35,86 Prozentanteils an adjUg lTd an den internationalen Werbekonzern Dentsu Inc. ergeben. Nach Erreichen der Profitabilität der adjUg lTd Ende vergangenen Jahres, beschlossen wir, gemeinsam mit einem strategischen Partner die weitere Internationalisierung in Angriff zu nehmen. Mit dem in New York ansässigen digitalen Technologiebereich IgnitionOne der Dentsu Inc. haben wir diesen Partner gefunden. Die TOMORROW FOCUS ag bleibt weiterhin mit 20 Prozent an adjUg lTd beteiligt.

    Erfolgreiche Internationalisierung von HolidayCheckDas Transactions-Segment erzielte 2011 ein Umsatzwachstum von knapp 20 Pro-zent. Das Segment-EBITDA konnte trotz hoher Inve-stitionen in Werbung und in die Internationalisie-rung der HOliday-CHeCk ag auf hohem Niveau ge-halten wer-den.

    Sehr geehrte Aktionärinnen und Aktionäre,

    Stefan Winners Vorsitzender des Vorstands

    Dr. Dirk SchmelzerFinanzvorstand

    Christoph SchuhVorstand

    77

    Grußwort an die Aktionäre

    76

    Grußwort an die Aktionäre

    TOMORROW FOCUS AG 2011

    Letter to Shareholders

    3

    TOMORROW FOCUS AG 2011

  • Following a successful year in 2011, TOMORROW FOCUS AG moved on seamlessly to deliver another strong performance in the first quarter of 2012. Yet again, we can report significant increases in reve-nue, both at Group level and in all three operating segments. We are particularly delighted to note that consolidated earnings exceeded our original expectations despite substantial investment in mar-keting activities to provide a permanent boost to our market share.

    Advertising segment maintains dynamic growthFirst-quarter results in the Advertising segment were even higher than the excellent figures of the previous year, with further strong gains in both re-venue and earnings from operating activities. This increase was driven in part by a superb first-quarter performance from Germany’s second-biggest digital marketing specialist TOMORROW FOCUS Media. The news portal FOCUS Online, which recorded a new all-time high of around 10.3 million unique users in January 2012, also made a substantial contri-bution to the Advertising segment’s revenue figures. Finanzen100 was not going to be left behind. With around 3.9 million visits in March 2012, the finance and stock market information portal tripled its visitor numbers in just one year. A crucial factor in this success was the systematic implementation of its Mobile First strategy.

    Internationalisation takes HolidayCheck into the NetherlandsThe first quarter of 2012 saw further strong growth in the Transactions segment, with revenue up by around 16 percent. Segment EBITDA also remained buoyant despite a high level of investment in advertising and the internationalisation of HolidayCheck AG. TOMORROW FOCUS AG’s acquisition of a ma-jority share in the Dutch online travel agent Tjingo will help to speed up the international expansion of HolidayCheck. Thanks to the integration of Tjingo’s booking engine, HolidayCheck.nl is now the only Dutch ho-tel ratings platform able to act as an agent for pa-ckage tours.

    EliteMedianet GmbH, which operates the online dating agency ElitePartner.de, achieved a small increase in revenue in the first quarter helped by a slight easing in the pressure from its competi-tors. According to its own assessment, ElitePartner further consolidated its leading position in the German market for premium online dating agencies. The physician ratings portal jameda.de also de-livered a convincing first-quarter performance with consistent rises in both its traffic and subscription figures.

    Growing demand for technology solutions from TFT and CellularFirst-quarter revenue in the Technologies segment showed a year-on-year increase of around 9 per-cent. This was due to a strong performance from both its constituent companies. TFT GmbH, one of Germany’s leading digital technology and creative agencies, successfully es-tablished itself in the first quarter as a provider in the field of e-commerce. Cellular GmbH, one of Germany’s top full-ser-vice agencies for mobile and smart TV solutions, benefited once again from continued strong de-mand for mobile applications and from the growing appeal of smart TV applications.

    Good prospects for 2012The second quarter of 2012 has started well with all three operating segments experiencing rene-wed year-on-year growth. The Management Board is therefore confident that the Group can deliver another increase in revenue in financial 2012, both through organic growth and through further suita-ble acquisitions in the areas of Transactions and Advertising, and that it can there-fore maintain the successful record of earnings achieved in the previous year.

    Yours sincerelyThe Management Board

    Dear Shareholders,

    4

    Letter to shareholders

    TOMORROW FOCUS AG 2012

  • Stefan Winners Chief Executive Officer

    Dr. Dirk SchmelzerChief Financial Officer

    Christoph SchuhManagement Board Member

    5

    Letter to shareholders

  • TOMORROW FOCUS Technologies GmbHprovider of technical and creative services for web-based iT solutions employees: about 40Based in: Munich, Germanywww.t-f-t.net

    Cellular GmbHintegrated service provider of mobile internet, apps and Smart Tvemployees: about 45Based in: hamburg, GermanyOther locations: vienna, Austriawww.cellular.de

    EliteMedianet GmbH Online matchmaking agency for university graduates and sophisticated singles employees: about 85 Based in: hamburg, Germany www.elitepartner.de, www.academicpartner.de

    jameda GmbHGermany’s largest physician rating portal employees: about 13Based in: Munich, Germanywww.jameda.de

    Finanzen100 GmbHFinance and stock market news portal employees: about 10Based in: Cologne, Germanywww.fi nanzen100.de

    6

  • TOMORROW FOCUS Media AGleading premium digital marketing agencyemployees: about 65Based in: Munich, GermanyOther locations in Germany: Düsseldorf, Frankfurt and hamburgwww.tomorrow-focus-media.de

    FOCUS Onlinenews and utility journalism portal with active reader community employees: about 45Based in: Munich, Germanywww.focus.de including amica.de and max.de

    HolidayCheck AGBiggest hotel rating community in the German- speaking regionemployees: about 240Based in: Bottighofen, SwitzerlandOther locations: Warsaw, poland; paris, France; Woerden, netherlandsAmong others: www.holidaycheck.de, .at, .ch, .com, .co.uk, .cz, .fr, .nl, .pl, .ru, www.mietwagencheck.de, www.tjingo.nl

    TOMORROW FOCUS AG holdingemployees: about 20Based in: Munich, Germany

    www.tomorrow-focus.de

    7

  • TOMORROW FOCUS AG once again maintained regular and transparent contact with investors, analysts and with business journalists in the first months of 2012. Among its activities in this area, the Management Board presented the compa-ny to around 50 institutional investors, analysts and business journalists at two in-house investor events of TOMORROW FOCUS AG held in the Ger-man cities of Frankfurt and Munich. They also took part in question and answer

    sessions with well-known business and stock mar-ket media organisations. TOMORROW FOCUS AG is committed to the equitable treatment of all investors. All relevant information, such as presentations at key events, can be found on the company´s website www. tomorrow-focus.de. Investors can also find a comprehensive ran-ge of in-depth background information about TOMORROW FOCUS AG on the website.

    Investor Relationskeeping in touch with our shareholders

    TOMORROW FOCUS AG | Neumarkter Straße 61 | 81673 München | Germanywww.tomorrow-focus.de www.facebook.de/tomorrowfocus www.twitter.com/tomorrowfocuswww.youtube.com/tomorrowfocus

    Investor & Public Relations contact

    Armin Blohmannphone: +49 (0) 89 9250-1256fax: +49 (0) 89 9250-2403email: [email protected]

    Sabine Minarphone: +49 (0) 89 9250-1208fax: +49 (0) 89 9250-2403email: [email protected]

    Question-and-answer session with the shareholders:

    CEO Stefan Winners at the 2011 AGM

    8

    Investor Relations

    TOMORROW FOCUS AG 2012

  • in %

    125

    120

    115

    110

    105

    100

    January 2012 February March

    First quarter 2012: TOMORROW FOCUS AG stock outperforms the TecDAX TOMORROW FOCUS AG

    TecDAX

    Key TOMORROW FOCUS ShARe DATAShARe pRiCe DevelOpMenT in The FiRST QUARTeR 2012

    German securities code (WKn): 549532 Starting price 2012: 3,40 €

    iSin: DE0005495329 low 2012: 3,18 €

    Stock exchange symbol: TFA high 2012: 5,37 €

    Stock exchange segment: Prime Standard Closing price on 30 March 2012: 4,20 €

    Designated Sponsor: HSBC Trinkaus Development first quarter 2012: 23,5%

    indices: CDAX, Technology All Share, Prime All Share Development of TecDAX first quarter 2012: 12,9%

    number of shares: 53.012.390 Inhaberstückaktien

    Market capitalisation as at 30 March 2012: 222,7 Mio €

    Key TOMORROW FOCUS share data

    Shareholder structure as at 31 March 2012 (rounded)

    Burda Digital GmbH 63,61%

    Free float 33,35%

    Management Board and Supervisory Board 3,04%

    9

    Investor Relations

    TOMORROW FOCUS AG 2012

  • 1. Corporate structure and core business

    TOMORROW FOCUS AG is based in Munich, Germany, and is an independent Internet group. The Group’s business activities are divided into three operating segments (Transactions, Advertising and Technologies) and a non-operating segment (Holding). The Transactions segment includes Holiday-Check AG, EliteMedianet GmbH and jameda GmbH. The Advertising segment comprises Finan-zen100 GmbH and TOMORROW FOCUS Media GmbH. Up to 31 July 2011, the AdJug Group was also consolidated in this segment. From 1 August 2011 onwards, it has been consolidated at equity

    and its contribution to earnings recognised in the fi nancial result. The Technologies segment is made up of TOMORROW FOCUS Technologies GmbH and Cellular GmbH.

    2. General information about the management report

    Defi nitions All mentions of ‘TOMORROW FOCUS AG’, ‘ TOMORROW FOCUS Group’, ‘the group of com-panies’ or ‘the Group’ in this management report relate to the TOMORROW FOCUS Group.

    TOMORROW FOCUS Group management reportfor the fi rst quarter of 2012

    Business segments of TOMORROW FOCUS AG

    TRANSACTIONSTransaction-based and

    subscription-based business models

    HolidayCheck AG 93.75 %*

    Elitemedianet GmbH 100 %* TOMORROW FOCUS

    Technologies GmbH100 %*

    jameda GmbH100 %*

    TECHNOLOGIESIntegrated services for mobile

    and stationary solutions

    Cellular GmbH100 %*

    10

    Management report

    TOMORROW FOCUS AG 2012

  • Forward-looking statementsThis management report contains statements and information about the future which are based on the assumptions and estimates of the Management Board of TOMORROW FOCUS AG. All statements contained in the management report which are not based on past facts are forward-looking statements. These statements refl ect our current expectations and assumptions after consideration, among other things, of the general economic framework and sector-specifi c developments, opportunities to rec-ruit and promote staff retention, online competition and competition in the Internet and media sector, business strategy implementation, the development and launch of new products and services, opportu-nities to exploit intellectual property, the regulatory and political environment, adaptation to technolo-gical progress, market acceptance of our products and services, risks relating to terrorist attacks and war, specifi c environmental risks and their potential consequences for parts of the company, the inte-

    gration of acquired companies or assets, the satis-faction of customer expectations and other risks and uncertainties. When used with reference to the TOMORROW FOCUS Group, typical phrases and words such as ‘intend’, ‘assess’, ‘expect’, ‘believe’, ‘plan’, ‘reckon’, ‘estimate’, ‘will’, ‘should’, ‘would’, ‘want’, ‘are confi dent that’, etc., indicate that a statement is forward-looking and based on present expectations, assumptions and estimates. Although we feel that these expectations are realistic, we cannot guarantee their correctness. Assumptions can contain a vast number of internal and external risks and uncertainties, which may cause the actual results to be considerably more positive or negative than the forward-looking statements or forecasted results. We recommend that readers do not rely on these statements to an inappropriate extent. The TOMORROW FOCUS Group does not intend nor is it under any obligation to update or correct for-ward-looking statements.

    internal control systemRevenue and profi ts are some of the parameters which TOMORROW FOCUS AG analyses monthly and compares with the original business plan and the twice-yearly extrapolation forecast to control and monitor the development of individual subsi-diaries. In addition, further key performance indicators are calculated each month for control purposes and are used within all the operating companies of the TOMORROW FOCUS Group. External indicators such as infl ation rates, interest rates, general eco-nomic trends and market-specifi c business deve-lopments are also regularly analysed for company management purposes. In addition, there are regu-lar scheduled meetings and shareholder meetings with the individual subsidiaries.

    3. Macro-economic situation

    German economy stagnantAccording to Deutsche Bank’s Global Market Re-search unit, Germany’s gross domestic product (GDP) for the fi rst quarter of 2012 was unchanged on the fi rst quarter of the previous year. A report on the economic situation in the TOMORROW FOCUS Group‘s key market segments in the fi rst quarter of 2012 is provided below.

    ADVERTISINGAdvertising-based business models

    TOMORROW FOCUS Media GmbH

    100 %*

    Finanzen100 GmbH100 %*

    * Participating interests of TOMORROW FOCUS AG in percent

    11

    Management report

    TOMORROW FOCUS AG 2012

  • Transaction-based services play increasingly important roleThe German market for transaction-based online services aimed at private consumers (B2C) is bene-fiting from the trend towards increasing use of the Internet. According to the 2011 Allensbach Compu-ter and Technology Analysis (ACTA), the number of online buyers has been growing remarkably steadi-ly for years. In 2004, 45 percent of the population between the ages of 14 and 64 had used the Inter-net to buy products or services; in 2011 the figure reached 69 percent. The company believes that this trend continued also in the first quarter of 2012. In the view of the company, the market for da-ting platforms on the German-language Internet in the first quarter of 2012 is likely to have remained stagnant at the level of 2011.

    Clear growth in online advertisingNielsen Media Research expects total gross expen-diture on advertising in Germany to be EUR  6.8 billion in the first quarter of 2012, which consti-tutes a EUR  0.2 billion increase (around 3  per-cent) over the previous year‘s first-quarter figure. TV was once again the most important advertising medium, generating gross advertising income of EUR 2.6 billion in Germany in the first quarter of 2012 (first quarter 2011: EUR 2.4 billion). German newspapers take second place with advertising in-come of EUR 1.2 billion (first quarter 2011: EUR 1.2 billion), followed by consumer publications, which generated advertising income of EUR  0.8 billion (first quarter 2011: EUR 0.8 billion). Gross adverti-sing expenditure for the classic online advertising covered by the Nielsen surveys (not including affili-ate network and keyword advertising) was EUR 0.6 billion in the first quarter of 2012. The gross figure for year-on-year growth is around EUR 80 million or approximately 14.6 percent. TOMORROW FOCUS estimates that the gap bet-ween gross and net growth did not widen any further in the first quarter of 2012. As a result, the percen-tage net rate of growth is at roughly the same level.

    Continued growth in iT services marketAccording to the forecast issued by the German As-sociation for Information Technology, Telecommu-nications and New Media (Bundesverband für In-formationswirtschaft, Telekommunikation und neue Medien - BITKOM), the German IT services market

    should achieve a market volume of EUR 34.9 billi-on in 2012, around 2.5 percent up on the previous year. The company regards this forecast as realistic.

    4. Significant measures and events

    Transactions segmentTOMORROW FOCUS AG acquires majority stake in Dutch online travel agent Tjingo/ joint plans to establish hotel ratings platform HolidayCheck.nlAt the end of  March, TOMORROW FOCUS AG acquired a 55  percent stake in the Tjingo Group, which operates the Dutch online travel agent Tjingo.nl. The sale took effect on 2 April 2012. The remaining 45 percent will be held by the founders/managing directors Jan van der Tempel and Björn Huiskes, who set up the company in 2005. A further agreement was signed covering the acquisition of the remaining shares. The price paid for the takeover was in the sin-gle-digit  millions and was settled partly in cash. Another component of the deal was the licence for TOMORROW FOCUS subsidiary HolidayCheck AG’s Dutch hotel ratings platform HolidayCheck.nl. The aim is to introduce HolidayCheck rapidly into the Dutch market under the direction of the manage-ment team at Tjingo. To this end, there are plans to add new Dutch content and to translate existing international content into Dutch. Given the con-siderable overlap between the areas favoured by German and Dutch holidaymakers, HolidayCheck’s collection of six  million ratings can be used as a good starting point to quickly build up a strong pro-file in the Dutch hotel ratings market. From 1 April 2012, HolidayCheck.nl will soon be the only Dutch hotel ratings platform able to broker package deals. Tjingo.nl is based in Woerden and is one of the most successful online package tour brokers in the Netherlands. In an Internet survey conducted in 2011, it was voted the country’s best online travel agent. Tjingo has a long record of growth and pro-fitability. The Tjingo portal will remain independent of HolidayCheck and continue to expand. With a population of almost 17 million and very widespread Internet usage, the country is an attrac-tive market for a wide range of activities in the field of package holiday sales. According to industry es-timates, in the Netherlands around 40-50 percent of all package tours are booked online. The takeover also allows TOMORROW FOCUS AG

    12

    Management report

    TOMORROW FOCUS AG 2012

  • to speed up its plans for the international expan-sion of HolidayCheck AG, reflecting its strategy of developing both fast-growing and more establis-hed markets. The aim is to harness network effects between the markets as a way of generating new content. Further acquisitions are planned as part of this strategy.

    5. Earnings, financial position and assets of the TOMORROW FOCUS Group

    earnings position of the TOMORROW FOCUS GroupAfter adjusting for revenue from the AdJug Group (since 1 August 2011 TOMORROW FOCUS AG is no longer the majority shareholder), the Group’s consolidated revenue for the first quarter sho-wed a year-on-year increase of 16.2  percent from EUR 31.3 million in 2011 to EUR 36.4 mil-lion. If revenue from the AdJug Group is inclu-ded, the Group still achieved a year-on-year in-crease of 5.9  percent, from EUR  34.4  million to EUR 36.4 million.

    This first-quarter increase was mainly achieved thanks to positive results in all three of the Group’s operating segments. Revenue in the Transactions segment rose by 16.5 percent to EUR 27.6 million, while the Advertising segment put on 17.8  per-cent (after adjusting for the AdJug Group) to reach EUR 6.1 million. Revenue in the Technologies seg-ment was 8.6 percent higher at EUR 2.7 million.

    Although consolidated earnings for the first quarter were below the level of the previous year as a result of a EUR 4.0 million increase in internationalisati-on and marketing costs for the ongoing expansion of market share at HolidayCheck, the figures were nevertheless above expectations.

    Group earnings before interest, taxes, deprecia-tion and amortisation (Group eBiTDA) for the first quarter of 2012 were 12.0  percent lower at EUR  4.2  million compared to the previous year’s figure of EUR 4.7 million.

    At EUR  2.9  million, Group earnings before in-terest and taxes (Group eBiT) for the first quarter of 2012 were down 16.5 percent from the previous year’s figure of EUR 3.5 million.

    The consolidated financial result of the TOMORROW FOCUS Group for the first quarter of 2012 stood at minus EUR 1.8 million compared to minus EUR  1.6  million for the first quarter of the previous year. The reason for this figure is the Group’s EUR 0.3 million share (first quarter 2011: EUR 0) of the first-quarter loss made by the AdJug Group, recognised in the balance sheet at equity, which was charged to the financial result.

    Group earnings before taxes (Group eBT) for the first quarter of 2012 stood at EUR 1.1 million, 39.3 percent down on the previous year’s figure of EUR 1.8 million.

    Group earnings after taxes for the first quarter of 2012 amounted to EUR 0.4 million, and thus were 57.6 percent below the figure reported for the first quarter of 2011 of EUR 1.0 million.

    Group comprehensive income for the first quarter rose from EUR 0.0 million in 2011 to EUR 0.4 milli-on in the current financial year.

    Consolidated earnings per share for the first quar-ter of 2012 were EUR 0.01 compared to EUR 0.02 in 2011.

    The earnings situation for the first quarter of finan-cial 2012 in each of the business segments is bro-ken down as follows: EBITDA for the Transactions segment was down 11.8 percent at EUR 5.2 million compared to EUR 5.9 million in the first quarter of 2011. This de-cline was mainly due to an increase of EUR 0.8 mil-lion in EBITDA charges following the internatio-nalisation of HolidayCheck AG and additional spending of EUR  3.2  million on marketing (also charged against EBITDA) with a view to boosting HolidayCheck’s long-term market share. EBITDA for the Advertising segment in the first quarter was up 96.3 percent from EUR 0.3 mil-lion in 2011 to EUR 0.6 million in the current year. The main factor here was revenue and earnings growth both at TOMORROW FOCUS Media, the Group’s premium Internet marketing specialist, and the news portal Focus Online. In the Technologies segment, first-quarter EBITDA for the period under review stood at EUR  0.0  million, slightly down on the figure of EUR 0.1 million for 2011.

    13

    Management report

    TOMORROW FOCUS AG 2012

  • EBITDA for the non-operating holding segment showed a small decline from minus EUR 1.5 million in the previous year to minus EUR 1.6 million in the first quarter of 2012.

    notes to other items in the statement of incomeThe TOMORROW FOCUS Group’s other operating income stood at EUR 1.2 million in the first quarter of 2012 compared to EUR 0.7 million in the same period of the previous year. The increase is mainly attributable to income from the sale of fixed assets, the reversal of provisions, a reduction in valuation adjustments and income from other periods.

    Compared to the figure of EUR 6.0 million in the first quarter of 2011, cost of materials at the TOMORROW FOCUS Group was slightly lower at EUR 5.6 million in the reporting period. This was due to the deconsolidation of the AdJug Group.

    The TOMORROW FOCUS Group’s personnel costs for the first quarter of financial 2012 increased to EUR 10.8 million compared to EUR 9.7 million for the first quarter 2011. This was primarily due to the higher number of staff.

    Depreciation and amortisation of intangible and tangible assets for the first quarter of 2012 was un-changed on the previous year at EUR 1.2 million.

    Other operating expenses at the TOMORROW FOCUS Group rose from EUR  14.9  million in the first quarter of 2011 to EUR  17.6  million in the period under review. The main factor here was a EUR 3.2 million increase in the marketing and sales costs of the Transactions segment.

    Actual taxes stood at EUR  0.7  million, down EUR  0.2  million on the first quarter of the previ-ous year. This was due to a fall in tax expenses at Holiday Check AG.

    notes to the statement of cash flowsnet cash from operating activities in the first quar-ter of 2012 was minus EUR 4.9 million compared to minus EUR 1.9 million in the same period of 2011.

    net cash used in investment activities rose from EUR  1.3  million in the first quarter of 2011 to EUR  4.8  million in the period under review. This was mainly due to an increase in net cash outflows as a result of prepayments totalling EUR 4.1 million

    towards the agreed purchase price for the Tjingo Group. TOMORROW FOCUS AG took over a majo-rity share in the Tjingo Group with effect from 2 April.

    net cash from financing activities in the first quar-ter of 2012 stood at minus EUR 0.3 million compared to EUR 21.2 million in the same quarter of 2011. The 2011 figure included cash inflows of EUR 36.5 mil-lion in connection with new borrowings, whereas there were no new borrowings in the first quarter of 2012. In 2011, first-quarter loan repayments pro-duced cash outflows of EUR 15.2 million compared to a figure of EUR 0.2 million for loan repayments in the period under review.

    Cash at the end of the period was slightly down as a result from EUR  34.5  million in 2011 to EUR 34.3 million for the first quarter of 2012.

    The asset position of the TOMORROW FOCUS GroupFinancial management objectivesThe main financial management objective of the TOMORROW FOCUS Group is to safeguard liqui-dity at all times in order to ensure that the Group is able to perform its day-to-day business operations. Another objective is the optimisation of profitability to attain the maximum possible credit rating with a view to obtaining favourable refinancing terms.

    notes on the capital structureOn the assets side of the consolidated balance sheet, non-current assets were up 3.5  percent from EUR 114.2 million as at 31 December 2011 to EUR 118.1 million as at 31 March 2012. This was mainly due to prepayments totalling EUR 4.1 mil-lion towards the agreed purchase price for the Tjingo Group. TOMORROW FOCUS AG took over a majority share in the Tjingo Group with effect from 2 April. At EUR  64.6  million, current assets as at 31  March 2012 were 8.0  percent down on the 2011 year-end figure of EUR 70.2 million. The key factors here were a planned reduction of around EUR 10.0 million in cash and cash equivalents to EUR  34.3  million. This outweighed an increase in trade receivables of around EUR 4.4 million to EUR 26.5 million as a result of increased business activity. On the liabilities side of the consolidated ba-lance sheet, equity was EUR  97.0  million as at

    14

    Management report

    TOMORROW FOCUS AG 2012

  • 31 March 2012, which is 0.4 percent higher than the year-end figure of EUR 96.6 million for 2011. This increase was mainly caused by a reduction of EUR  0.4  million in the consolidated accumulated loss.

    The equity ratio as at 31  March 2012 rose to 53.1 percent compared to 52.4 percent at the end of the same period in 2011.

    At 57.5 million, non-current liabilities as at 31 Mar-ch 2012 were slightly up (1.2 percent) on the year-end figure of EUR 56.8 million. This was mainly due to an increase of around EUR 0.3 million in other liabilities as a result of higher personnel provisions linked to a long-term incentive programme.

    By contrast, current liabilities decreased by 8.8 per-cent from EUR 31.0 million as at 31 December 2011 to EUR 28.3 million as at 31 March 2012. The main factors here were reductions of EUR 0.9 million in liabilities to banks, EUR 0.8 million in trade paya-bles, EUR 0.9 million in liabilities to affiliated enti-ties and EUR 0.9 million in income tax liabilities. These outweighed an increase of EUR 0.4 million in other liabilities. The decline in current liabilities to banks is due to the repayment of loans and interest payments. The increase in other liabilities is predo-minantly attributable to higher accruals.

    The figure for total liabilities ended the first quarter 2.3 percent lower at EUR 85.7 million.

    Total assets, equity and liabilities declined by 0.9 percent from EUR 184.4 million at the end of 2011 to EUR  182.7  million as at 31  March 2012. The relationship between items in the balance sheet shows a shift towards a greater level of financing from equity. Current liabilities are covered entirely

    by current assets, while non-current assets are co-vered entirely by equity and non-current liabilities.

    6. Research and development activities

    TOMORROW FOCUS Technologies GmbH, one of the companies making up the TOMORROW FOCUS Group, is responsible for either implementing many of the Advertising segment’s development acti-vities itself or for commissioning and monitoring them. Research and development activities in the Transactions and Technologies segments are con-ducted on a decentralised basis within the Group companies, and the relevant development costs are capitalised as self-created software. All other deve-lopment costs are recognised as an expense under cost of materials.

    7. Employees

    The headcount for the TOMORROW FOCUS Group as at 31 March 2012 was 605 full-time equivalents (FTEs). The corresponding figure for 31  March 2011 was 527 FTEs (excluding employees of the AdJug group, of which TOMORROW FOCUS AG is no longer the majority shareholder). The number of employees at the parent company TOMORROW FOCUS AG as at 31  March 2012 (including the Members of the Management Board) was 22 (31 March 2011: 18). As at 31  March 2012, the employees of the TOMORROW FOCUS Group worked in the follow-ing segments: see table below. The TOMORROW FOCUS Group‘s personnel costs amounted to EUR  10.8  million in the first quarter of 2012 compared to EUR 9.7 million in the same quarter of the previous year.

    Number of employees of TOMORROW FOCUS Group by segments

    Holding 22 (31 March 2011: 18)

    (31 March 2011: 117) Advertising 126

    (31 March 2011: 310) Transactions 360

    Technologies 97 (31 March 2011: 82)

    As At 31 MArch 2012

    15

    Management report

    TOMORROW FOCUS AG 2012

  • 8. Events of particular significance after the reporting date

    No further events occurred after the first-quarter reporting date for 2012 that might be of particular significance for TOMORROW FOCUS AG.

    9. Risk and opportunities report

    Since the beginning of the current financial year, there have been no significant changes within the TOMORROW FOCUS Group in terms of risks and opportunities that might affect its future perfor-mance. A detailed review of material risks and oppor-tunities can be found on page 105 of the annual re-port for 2011, which can be downloaded in English and in German from the Internet at www.tomorrow-focus.de under the heading Investor Relations/Re-ports. Printed copies are also available free of char-ge from the company on request.

    10. Outlook

    Analysts anticipate weak growth in German economy On the basis of various financial market and eco-nomic indicators, Deutsche Bank’s research unit expects German GDP in 2012 to grow by around 0.5 percent compared to the previous year.

    prospects for the industry remain goodThere follows a brief summary of the main econo-mic prospects for the TOMORROW FOCUS Group’s principal market segments in 2012.

    TransactionsIn the company’s view, Internet usage in Germa-ny is likely to show a further increase over the rest of 2012 in line with the trend established in recent years. The German market for transaction-financed online content in the area of private consumers (B2C) should benefit from this development. It can be assumed that the Internet will gain further ground as a sales channel especially in the area of tourism. Consequently, TOMORROW FO-CUS AG believes the current year will see growth in the volume of travel and hotel bookings made using the Internet. By contrast, the company expects the

    online market for serious dating agencies to remain at the same level as in the previous year.

    Online advertisingAccording to Nielsen Media Research‘s latest fi-gures, gross expenditure in Germany for clas-sic online advertising in  March 2012 was around EUR 230 million, which is 12 percent higher than expenditure in March 2011. We believe that growth in net online advertising expenditure in Germany during March 2012 was at roughly the same level. This trend is likely to persist over the rest of the year.

    iT servicesGrowth of 2.5  percent to EUR  34.9 billion is ex-pected in the German IT services market this year according to a recent survey conducted by the Ger-man Association for Information Technology, Te-lecommunications and New Media (BITKOM). We believe this assessment is also a realistic one for the area of web-based IT services.

    Outlook for the TOMORROW FOCUS GroupThe Management Board anticipates the following developments in the Group’s three segments:

    Transactions segment – investing in further growthThe Transactions segment is set to deliver further national and international growth over the rest of 2012 on top of that achieved in the first quarter. EliteMedianet GmbH, which operates www. elitepartner.de, aims to expand its share of the pre-mium online dating business despite a stagnating economic environment. As well as increasing its reach figures, jameda GmbH, the company that operates the eponymous physician ratings portal, aims in particular to achie-ve substantial growth in premium subscriptions for physicians. Alongside these investments in organic growth, TOMORROW FOCUS AG is examining the possibili-ty of further acquisitions in the area of national and international transaction-based portals.

    Advertising segment – positive trend in the German advertising market At present, positive conditions in the German online advertising market continue to boost the results of the Advertising segment. TOMORROW FOCUS

    16

    Management report

    TOMORROW FOCUS AG 2012

  • Media, the Group’s premium online marketing arm, reported a significant improvement in orders in the first quarter of 2012. Initial estimates point to a continuation of this trend in April. Providing the economic situation in Germany remains stable and avoids recession, we anticipate that this trend will continue throughout the year. The top priority is to attract major new customers and thereby su-stainably strengthen TOMORROW FOCUS Media’s existing position as one of Germany’s top five on-line marketing firms. With reach figures continuing to improve, the news portal FOCUS Online should again return a profit in financial 2012. This can also be said of the finance and stock market news portal Finanzen100, which should be able to achieve a further increase in its reach figures and market share in the current year, as well as attracting new advertising customers. AdJug Ltd, which is included in the balance sheet at equity, also benefited from a buoyant ad-vertising market in Germany, although its UK busi-ness reflected the deteriorating economic situation in that country. To complement its investment spending on exi-sting business models in the Advertising segment, TOMORROW FOCUS AG is studying the potential for acquiring new advertising models and adverti-sing-based portals.

    Technologies segment – positive outlook for 2012The Technologies segment is expected to deliver a further strong performance over the rest of finan-cial 2012. TOMORROW FOCUS Technologies GmbH and Cellular GmbH should achieve a recovery in orders.

    Targeting profitable growth in revenue and earningsTOMORROW FOCUS AG can look back on a suc-cessful first quarter in financial 2012. Despite pre-vailing caution about the macro-economic outlook for the remainder of 2012, on balance the prospects

    for the TOMORROW FOCUS Group are good.However, a deterioration of the economy in Germa-ny and elsewhere in Europe as the year progresses cannot be ruled out entirely, possibly as a result of serious geopolitical events or financial policy de-cisions. In the worst scenario, this could lead to a downturn in revenue and earnings. Depending on the nature of any such economic deterioration, the-re would probably be a decline in consumer demand in the Transactions segment, although more conve-nient marketing terms and expected gains in market share would be likely to mitigate the negative impact on revenue and profits. In the Advertising segment, revenue and profits might be affected by a down-turn in the volume of orders accompanied by a fall in advertising prices. In the Technologies segment, the worst case scenario again involves a decline in orders with a corresponding impact on revenue and profits. In this event, the Management Board will take appropriate and adequate countermeasures, especially on the cost side, in order to safeguard the sound financial structure of the company. Although the most probable scenario for the wi-der economy in 2012 is one of zero growth, the Ma-nagement Board’s forecast nevertheless anticipates continued growth for the TOMORROW FOCUS Group, albeit at a slightly slower pace. The aim for all three of the Group’s operating segments is to increase market share and achieve a further impro-vement in EBITDA from operating activities. With the financial result and tax result expected to show little change and amortisation on operating assets (i.e. excluding amortisation based on purchase pri-ce allocations) increasing at a lower than average rate, it should also be possible to generate a slight increase in earnings per share. Looking ahead at the financial year 2013, ba-sed on the information currently available and gi-ven the boost to earnings achieved so far through the international business of HolidayCheck AG and smaller subsidiaries, the Management Board’s for-ward plan envisages further increases in revenue and EBITDA.

    Munich, Germany, 8 May 2012

    Munich, Germany, 8 May 2012

    Stefan WinnersChief Executive Officer

    Dr. Dirk SchmelzerChief Financial Officer

    Christoph SchuhManagement Board Member

    17

    Management report

    TOMORROW FOCUS AG 2012

  • ASSeTS 31 MAR 2012EUR ‘000

    31 MAR 2011EUR ‘000

    31 DeC 2011EUR ‘000

    nOn-CURRenT ASSeTS

    intangible assets

    Concessions, industrial property rights and similar rights as well as licences thereto 15,640 17,497 16,415

    Software developed in-house 4,155 3,909 3,848

    Goodwill 85,958 93,938 85,958

    Prepayments made 4,156 189 0

    109,909 115,533 106,221

    property, plant and equipment

    Other plant, furniture and fixtures 3,424 2,732 3,486

    Prepayments 0 30 0

    3,424 2,762 3,486

    Financial assets

    At equity investments 2,911 20 3,228

    Other loans receivable 29 33 31

    2,940 53 3,259

    Trade receivables 36 0 66

    Receivables from affiliated entities 42 40 42

    Other assets 1,183 1 673

    1,261 41 781

    Deferred taxes 608 527 429

    TOTAl nOn-CURRenT ASSeTS 118,142 118,916 114,176

    CURRenT ASSeTS

    Receivables and other assets

    Trade receivables 26,528 23,908 22,131

    Receivables from long-term construction contracts 427 0 468

    Receivables from affiliated entities 298 405 331

    Receivables from associated entities and related parties 118 83 39

    Income tax receivables 79 9 38

    Remaining other assets 2,815 2,980 2,883

    30,265 27,385 25,890

    Cash and cash equivalents 34,295 34,462 44,288

    TOTAl CURRenT ASSeTS 64,560 61,847 70,178

    TOTAl ASSeTS 182,702 180,763 184,354

    AS AT 31 MARCH 2012

    Consolidated balance sheet

    18

    Consolidated balance sheet

    TOMORROW FOCUS AG 2012

  • eQUiTy AnD liABiliTieS 31 MAR 2012EUR ‘000

    31 MAR 2011EUR ‘000

    31 DeC 2011EUR ‘000

    eQUiTy

    Subscribed capital 53,012 53,012 53,012

    Capital reserves 70,628 70,628 70,628

    Other reserves –2,406 –1,295 –2,397

    Consolidated accumulated loss –24,278 –32,488 –24,687

    equity holders of the parent 96,956 89,857 96,556

    non-controlling interests 0 872 0

    TOTAl eQUiTy 96,956 90,729 96,556

    liABiliTieS

    nOn-CURRenT liABiliTieS

    Provisions for pensions and similar obligations 406 297 405

    Deferred taxes 767 603 588

    Liabilities to banks 36,500 39,417 36,500

    Trade payables 0 494 0

    Remaining other liabilities 19,782 19,476 19,292

    TOTAl nOn-CURRenT liABiliTieS 57,455 60,287 56,785

    CURRenT liABiliTieS

    Other provisons 2,993 3,943 3,860

    Liabilities to banks 686 767 750

    Trade payables 10,534 11,793 11,372

    Prepayments received on orders 85 0 17

    Liabilities to affiliated entities 1,750 1,962 2,640

    Liabilities to associated entities and related parties 0 0 181

    Income tax liabilities 599 1,222 1,471

    Remaining other liabilities 11,644 10,060 10,722

    TOTAl CURRenT liABiliTieS 28,291 29,747 31,013

    TOTAl liABiliTieS 85,746 90,034 87,798

    TOTAl eQUiTy AnD liABiliTieS 182,702 180,763 184,354

    19

    Consolidated balance sheet

    TOMORROW FOCUS AG 2012

  • 1 JAn - 31 MAR 2012

    EUR ‘000

    1 JAn - 31 MAR 2011

    EUR ‘000

    Revenue 36,394 34,376

    Other revenue 1,166 725

    Other own work capitalised 634 158

    Cost of materials –5,631 –5,972

    Personnel costs –10,797 –9,650

    Depreciation and amortisation of tangible and intangible assets –1,241 –1,235

    Other expenses –17,608 –14,913

    Other taxes –5 –3

    Operating result 2,912 3,486

    Financial income 59 31

    Financial expenses –1,519 –1,658

    Income from at equity investments –330 –11

    Financial result –1,790 –1,638

    earnings before taxes 1,122 1,848

    Actual taxes –701 –911

    Deferred taxes –12 27

    Tax result –713 –884

    net profit/ (loss) 409 964

    Net profit/ (loss) attributable to

    equity holders of the parent company 409 1,007

    non-controlling interests 0 –43

    409 964

    in € in €

    Basic and diluted earnings per share 0.01 0.02

    Average number of shares outstanding 53,012,390 53,012,390

    FOR THE PERIOD 1 JANUARY TO 31 MARCH 2012

    Consolidated Statement of income

    20

    Consolidated Statement of income

    TOMORROW FOCUS AG 2012

  • 1 JAn - 31 MAR 2012

    EUR ‘000

    1 JAn - 31 MAR 2011

    EUR ‘000

    net profit/ (loss) 409 964

    Differences from currency translation 4 –199

    Share of other comprehensive income of associated entities 13 0

    Cash flow hedges –39 –853

    changes in fair value recognised in equity –39 –482

    recognised in income 0 –371

    Deferred taxes on cash flow hedges 13 102

    Other consolidated profit/loss –9 –950

    Comprehensive income/ (loss) 400 14

    Comprehensive income/ (loss) attributable to

    equity holders of the parent company 400 86

    non-controlling interests 0 –72

    400 14

    FOR THE PERIOD 1 JANUARY TO 31 MARCH 2012

    Consolidated Statement of comprehensive income

    21

    Consolidated Statement of comprehensive income

    TOMORROW FOCUS AG 2012

  • equity attributable to equity holders of the parent company

    Other reserves

    Subscribed capital

    EUR ‘000

    Capital reserves

    EUR ‘000

    Currency translation

    reservesEUR ‘000

    Cash flow hedges

    reservesEUR ‘000

    Consolidated profit/ lossEUR ‘000

    TOTAlEUR ‘000

    1 January 2011 53,012 70,628 –1,581 1,236 –29,235 96,956

    Consolidated net profit/ (loss) according to consolidated statement of income 0 0 0 0 1,007 1,007

    Other consolidated net profit/ (loss) according to consolidated state-ment of comprehensive income 0 0 –170 –751 0 –921

    Consolidated comprehensive income/ (loss) 0 0 –170 –751 1,007 86

    Capital transactions producing a change of participating interests 0 0 0 0 –4,260 –4,260

    Other changes 0 0 –29 0 0 –29

    31 March 2011 53,012 70,628 –1,780 485 –32,488 89,857

    1 January 2012 53,012 70,628 –1,972 –425 –24,687 96,556

    Consolidated net profit/ (loss) according to the consolidated statement of income 0 0 0 0 409 409

    Other consolidated net profit/ (loss) according to consolidated state-ment of comprehensive income 0 0 17 * –26 0 –9

    Comprehensive income/ (loss) 0 0 17 –26 409 400

    31 March 2012 53,012 70,628 –1,955 –451 –24,278 96,956

    FROM 1 JANUARY TO 31 MARCH 2012

    notes

    *) of which part of comprehensive income, attributable to associated entities: € 13 thousand

    Statement of changes in consolidated equity

    22

    Statement of changes in consolidated equity

    TOMORROW FOCUS AG 2012

  • non-controlling

    interestsEUR ‘000

    Foreign currency

    trans. reservesEUR ‘000

    TOTAlEUR ‘000

    TOTAlConsolidated

    equityEUR ‘000

    1 January 2011 801 68 869 94,929

    Consolidated net profit/ (loss) according to consolidated statement of income –43 0 –43 964

    Other consolidated net profit/ (loss) according to consolidated statement of comprehensive income 0 –29 –29 –950

    Consolidated comprehensive income/ (loss) –43 –29 –72 14

    Capital transactions producing a change of participating interests 75 0 75 –4,185

    Other changes 0 0 0 –29

    31 March 2011 833 39 872 90,729

    1 January 2012 0 0 0 96,556

    Consolidated net profit/ (loss) according to the consolidated statement of income 0 0 0 409

    Other consolidated net profit/ (loss) according to consolidated statement of comprehensive income 0 0 0 –9

    Comprehensive income/ (loss) 0 0 0 400

    31 March 2012 0 0 0 96,956

    non-controlling interests

    23

    Statement of changes in consolidated equity

    TOMORROW FOCUS AG 2012

  • 1 JAn - 31 MAR 2012EUR ‘000

    1 JAn - 31 MAR 2011EUR ‘000

    Cash flow from operating activities

    Net profit/ (loss) 409 1,007

    Adjustments to translation of net profit/ (loss) to income/ expenditure

    – Financial income –59 –31

    + Financial expenditure 1,519 1,658

    –/+ Result from associated entities 330 11

    + Depreciation and amortisation of tangible and intangible assets 1,241 1,235

    –/+ Exchange rate-related revaluation or devaluation of currency holdings –18 28

    –/+ Elements of results attributable to non-controlling interests 0 –43

    –/+ Changes in deferred taxes 12 –27

    +/– Changes in pension provisions 1 0

    = Operating result before changes in net working capital 3,435 3,838

    –/+ Gains/ (losses) from disposal of non-current assets –217 5

    –/+ Increase/ decrease in assets not attributable to investing or financing activities –4,921 –4,686

    +/– Increase/ decrease in liabilities not attributable to investing or financing activities –992 –93

    –/+ Changes in receivables from/ liabilities to affiliated entities as well as associated entities and related parties –1,117 –737

    = Changes in net working capital –7,247 –5,511

    = Cash generated from current operations –3,812 –1,673

    – Interest expenses –1,118 –239

    = net cash flow from operating activities –4,930 –1,912

    Cash flow from investing activities

    + Cash inflow from disposal of tangible and intangible assets 551 289

    – Cash outflow for investment in tangible and intangible assets –5,197 –1,097

    – Cash outflow for investment in financial assets –300 0

    + Cash inflow from interest 176 9

    + Cash inflow from disposal of financial assets 2 5

    – Cash outflow for the acquisition of consolidated entities less cash and cash equivalents acquired 1) 0 –544

    = net cash used in investing activities –4,768 –1,338

    FOR THE PERIOD 1 JANUARY TO 31 MARCH 2012

    Consolidated statement of cash flows

    24

    Consolidated statement of cash flows

    TOMORROW FOCUS AG 2012

  • 1 JAn - 31 MAR 2012EUR ‘000

    1 JAn - 31 MAR 2011EUR ‘000

    Cash flow from financing activities

    + Cash inflow from non-controlling interests 0 1

    + Cash inflow from loans 2) 0 36,500

    – Cash outflow for repayment of loans –208 –15,209

    – Payment of finance lease obligations –107 –136

    = net cash used in financing activities –315 21,156

    valuation-related changes in cash

    +/– Non-cash change resulting from translation of cash flows to average costs 0 –7

    +/– Change in value of cash due to change in exchange rate on reporting date 2 –33

    +/– Exchange rate-related revaluation or devaluation of currency holdings 18 –28

    = valuation-related changes in cash 20 –68

    net increase/ decrease in cash and cash equivalents –9,993 17,838

    + Cash and cash equivalents at the beginning of the financial year 44,288 16,624

    = Cash at the end of the period 34,295 34,462

    Additional information

    In the first three months of the financial year 2012 there was a cash outflow for tax payments of EUR 1,908 thousand (2011: EUR 432 thousand)

    and a cash inflow of EUR 9 thousand from refunds of capital gains tax and solidarity surcharge paid in the previous years (2011: EUR 4 thousand).

    notes1) In the first quarter of 2011 there was a cash outflow for the aquisition of the reamining shares in jameda GmbH, increasing the shareholding to

    100 percent2) In the first quarter of 2011 the loans of EUR 36,500 thousand include an amount of EUR 26,500 thousand for the issue of bonded loans.

    25

    Consolidated statement of cash flows

    TOMORROW FOCUS AG 2012

  • TRAnSACTiOnS1 JAn - 31 MAR

    ADveRTiSinG1 JAn - 31 MAR

    2012EUR ‘000

    2011EUR ‘000

    2012EUR ‘000

    2011EUR ‘000

    External revenue 27,623 23,715 6,055 8,188

    Inter-company revenue 589 218 372 243

    28,212 23,933 6,427 8,431

    earnings before interest, taxes, depreciation and amortisation (eBiTDA) 5,169 5,861 585 298

    Depreciation and amortisation 633 399 321 562

    SeGMenT eARninGS BeFORe inTeReST

    AnD TAXeS (eBiT) 4,536 5,461 264 –264

    FOR THE PERIOD 1 JANUARY TO 31 MARCH 2012

    Consolidated Segment Report

    26

    Consolidated Segment Report

    TOMORROW FOCUS AG 2012

  • TeChnOlOGieS1 JAn - 31 MAR

    hOlDinG1 JAn - 31 MAR

    COnSOliDATiOn1 JAn - 31 MAR

    GROUp1 JAn - 31 MAR

    2012EUR ‘000

    2011EUR ‘000

    2012EUR ‘000

    2011EUR ‘000

    2012EUR ‘000

    2011EUR ‘000

    2012EUR ‘000

    2011EUR ‘000

    2,686 2,473 30 0 0 0 36,394 34,376

    770 723 128 132 –1,859 –1,316 0 0

    3,456 3,196 158 132 –1,859 –1,316 36,394 34,376

    19 102 –1,620 –1,540 0 0 4,153 4,721

    255 241 32 33 0 0 1,241 1,235

    –236 –139 –1,652 –1,573 0 0 2,912 3,486

    27

    Consolidated Segment Report

    TOMORROW FOCUS AG 2012

  • 1. General informationTOMORROW FOCUS AG (also referred to below as ‘TOMORROW FOCUS’, ‘TFAG’ or ‘the Company’) is based in the German city of Munich. It is a stock exchange-listed Internet media group. The main activities of the company and its subsidiaries are described in section 5 of these notes.

    2. Preparation of the annual report – accounting basis and standardsThis quarterly report was drawn up in accordance with International Accounting Standard (IAS) 34. As required under the rules issued by the Internati-onal Accounting Standards Committee (IASC), con-solidated financial statements were prepared as at 31 March 2011 in line with International Financial Reporting Standards (IFRS). Accordingly, the finan-cial statements contained in this interim report do not contain all the information and disclosures that are required under IFRS rules for the consolidated financial statements at the end of the financial year.

    When preparing an interim consolidated report in line with IAS 34 ‘Interim Financial Reporting’, the Management Board has to make the best possible estimations and assumptions on the basis of the in-formation currently at its disposal. These may influ-ence the recognised values of assets and liabilities as well as disclosures concerning contingent assets and liabilities at the balance sheet date. They may also affect the revenue and expenses recognised for the reporting period. The actual results occurring at a later date may differ from these estimations.

    The accounting and valuation methods adopted for these interim consolidated financial statements are the same as those applied to the Company’s full consolidated financial statements at the end of the past financial year. A full description of the accoun-ting principles used can be found in the notes to the financial statements in our 2011 annual report. The report can also be downloaded at www.tomorrow-focus.de.

    The IASB has published a number of additional standards and interpretations for 2012. At present, we believe that they will have little or no impact on the consolidated financial statements.

    3. Scope of consolidationThe abbreviated quarterly consolidated financi-al statements include all companies over which TOMORROW FOCUS AG exerts direct or indirect control in terms of financial and business policy. The following table lists all the companies in-cluded in the quarterly consolidated financial state-ments of TOMORROW FOCUS AG:

    4. Changes in the scope of consolidationOn 2 April 2012, TOMORROW FOCUS AG acquired a 55 percent interest in the Tjingo Group (‘Tjingo’), which operates the Dutch online travel agent Tjingo.nl. An initial payment of EUR 4,121 thousand is recog-nised as prepayments under intangible assets.

    5. Segment report Business segment reporting is laid out in such a way as to conform to the method of internal repor-ting to the principal decision-making body.

    The segments of TOMORROW FOCUS AG are di-vided into the Transactions, Advertising, Technolo-gies and Holding divisions.

    The Transactions segment brings together all the Group’s transaction-based business models inclu-ding the hotel ratings and holiday booking portal HolidayCheck, the online dating agency ElitePart-ner and the physician ratings portal jameda.

    The Advertising segment includes the Group’s on-line advertising and marketing business as well as the following companies: Finanzen100 (a finance and stock market information portal) and (up to August 2011) AdJug Ltd (a marketing platform for surplus advertising space).

    The Technologies segment covers TFT’s entire IT services and project business as well as Cellular GmbH’s mobile business.

    In addition to the administration division, the Hol-ding segment includes expenses and investments related to new business and all areas not covered by the above-mentioned segments.

    Notes to the consolodated financial statementsfor the first quarter of 2012

    28

    Notes to the consolodated financial statements

    TOMORROW FOCUS AG 2012

  • COMpAnypRinCipAl plACe OF BUSineSS

    ShARe OF CApiTAl(percent)

    TOMORROW FOCUS AG Munich, Germany -

    TOMORROW FOCUS Technologies GmbH Munich, Germany 100.00

    TOMORROW FOCUS Media GmbH Munich, Germany 100.00

    TF Digital GmbH Munich, Germany 100.00

    Cellular GmbH Hamburg, Germany 100.00

    Elitemedianet GmbH Hamburg, Germany 100.00

    Finanzen100 GmbH Cologne, Germany 100.00

    jameda GmbH Munich, Germany 100.00

    HolidayCheck AG 1) Bottighofen, Switzerland 93.75

    HolidayCheck Polska Sp. zo.o. 2) Warsaw, Poland 93.75

    HolidayCheck France SAS 2) Paris, France 93.75

    AdAudience GmbH Düsseldorf, Germany 25.00

    Adjug Ltd London, UK 20.00

    Adjug GmbH 3) Munich, Germany 20.00

    Adjug Media (India) Private Ltd 3) Bangalore, India 20.00

    Scope of consolidation as at 31 March 2012

    Fußnoten

    1) Put/call options in place for these companies covering additional shares

    2) Indirect holding via HolidayCheck AG

    3) Indirect holding via AdJug Ltd.

    6. Notes to the interim consolidated financial statements

    intangible assetsIntangible assets include capitalised goodwill and capitalised development work for mobile applica-tions and website redesign. In respect of own work capitalised a total of EUR 634 thousand was recog-nised for the period up to 31 March 2012.

    Derivative financial instrumentsIn order to protect itself against the risk of rising in-terest rates, the Group entered interest rate swaps to hedge the variable rates on loans totalling EUR 11,000 thousand. These constitute qualified hedges and are therefore treated as a form of cash flow hedging. The corresponding financial liabilities as at 31 March 2012 were EUR 669 thousand. Other consolidated net profit/loss includes an unrealised loss of EUR 39 thousand in respect of this hedging relationship, taking into account deferred taxes of EUR 13 thousand.

    equityChanges in the equity of the parent company‘s ow-ners and of minority shareholders are shown in the consolidated statement of changes in equity.

    Financial expensesThe financial result contains interest expenses of EUR 459 thousand (2011: EUR 537 thousand) incur-red for financing purposes. This item also includes expenses totalling EUR 847 thousand (2011: EUR 874 thousand) from the distribution of profits to the remaining minority shareholders of HolidayCheck AG for the year 2011. Also included in the financial result are financial expenses of EUR 213 thousand (2011: EUR 221 thousand) from accumulated in-terest payable on liabilities and provisions in con-nection with the acquisitions of HolidayCheck AG and Jameda GmbH.

    Related partiesAs regards material transactions with related par-ties, there were no significant changes over the re-

    29

    Notes to the consolodated financial statements

    TOMORROW FOCUS AG 2012

  • porting period compared to the 2011 consolidated financial statements.

    Once again, transactions with related entities pri-marily involved services as defined by IAS 24.21c. All such transactions were concluded on arm’s length basis.

    In total, transactions with related parties in the first three months of the financial year involved tra-

    de receivables valued at EUR 1,523 thousand and trade payables valued at EUR 895 thousand. As at 31 March 2012, these receivables and payables amounted to EUR 458 thousand and EUR 1,750 thousand respectively.

    7. Events after the balance sheet dateNo events subject to mandatory disclosure occur-red after the balance sheet date.

    Munich, Germany, 8 May 2012

    30

    Notes to the consolodated financial statements

    TOMORROW FOCUS AG 2012

    Stefan Winners CEO

    Dr. Dirk SchmelzerChief Financial Officer

    Christoph SchuhManagement Board Member

  • Legal notice

    PublisherTOMORROW FOCUS AGNeumarkter Straße 6181673 München, Germanywww.tomorrow-focus.de

    ConceptArmin Blohmann und Sabine Minar TOMORROW FOCUS AG, Michael Stark und Michael Kokus TOMORROW FOCUS Technologies

    EditingArmin Blohmann und Sabine Minar TOMORROW FOCUS AG

    DesignArt Direction: Michael Stark, TOMORROW FOCUS Technologies GmbHIllustrationen: Christian Hundertmark, C100 Purple HazePhotography: Susanne MölleLayout: Michael Kokus, Ute Pfeuffer

    TranslationVerbum versus Verbum

    Investor & Public RelationsArmin Blohmannphone: +49 (0) 89 9250 1256fax: +49 (0) 89 9250 2403email: [email protected]

    Sabine Minarphone: +49 (0) 89 9250 1208fax: +49 (0) 89 9250 2403email: [email protected]

    TOMORROW FOCUS AGNeumarkter Straße 6181673 München, Germany

    www.tomorrow-focus.dehttp://twitter.com/tomorrowfocushttp://facebook.de/tomorrowfocushttp://youtube.com/tomorrowfocus

    Financial calendar 2012*

    August8 August 2012 Publication of the interim report for the second quarter of 2012

    September24 – 26 September 2012Investors’ meeting at the German Corporate Conference 2012 of Goldman Sachs and Berenberg Bank in Munich, Germany

    May8 May 2012 Publication of the interim report for the first quarter of 2012

    November8 November 2012Publication of the interim report for the third quarter of 2012

    14 November 2012Analysts’ meeting at the German Equity Forum 2012 in Frankfurt am Main, Germany

    * provisional dates

    31

    Financial calendar / Legal notice

    TOMORROW FOCUS AG 2012