European Directories Group , European Directories Midco S.à r.l. … · 2019. 12. 4. · - On 12...

European Directories Group,

European Directories Midco S.à r.l. and

European Directories BondCo S.C.A.

Interim Report

January-March 2016 23 May 2016

Page | 1

Interim Report

January-March 2016 (Comparative 2015 numbers in brackets)

Financial Summary

January-March 2016

- Group revenues are MEUR 64 (MEUR 71, -9% below last year, or -3% LFL)

- Revenues for key business drivers profile services and consumer services declined 8% and 16%

respectively (Q1 2016 vs. Q1 2015)

- EBITDA is MEUR 7 (MEUR 7, at last year level, or MEUR 3 favourable LFL)

- Loss for the period after taxes is MEUR -7 (MEUR -7)

- Net cash from operating activities is MEUR 8 (MEUR 5)

- Net debt excluding shareholder loans is MEUR 89 (MEUR 73)

Revenues continued to decrease in the first quarter but due to intensified cost cutting profitability

has remained approximately at prior year levels. The Board of Directors and management expect

that certain markets for the Group’s products and services will continue to decline. Further, it has

been difficult to generate profitable growth in the digital businesses. Board and management are

fully aware of these challenges and jointly work towards finding measures to mitigate those risks.

Key events during the first quarter

- On 22 January 2016 De Telefoongids Holding B.V. (“DTG”), a European Directories Group

company, acquired 100% of the shares in DR3 B.V. (“DR3DATA”). DR3DATA is a Dutch company

holding an extensive business-to-business marketing database with annual turnover of c MEUR

1.5. The acquisition of DR3DATA will reinforce DTG’s position as the online marketing services

company for the Dutch SME sector.

- Leafy S.á r.l., the majority shareholder of European Directories, acquired further shares in

European Directories Midco S.à r.l. for a nominal sum, thereby increasing its shareholding from

86.7% to 91.1%.

Page | 2

Events after the end of the period

- On 2 May 2016, Marcus Englert replaced David Anderson on the board of European Directories

Midco S.à r.l. As a result, the board of European Directories Midco S.à r.l. consists of the following

members: Marcus Englert, Hannu Syrjänen, Björn Osterloff, Peder Prahl, Marco Sodi, Fabrice Rota

and Sébastien Rimlinger.

- As part of an intra-group restructure in order to reduce administrative costs and bring the Austrian

trading companies under the direct ownership of a Dutch holding company, the European

Directories Group has finalised merger proceedings in May 2016 of its 100% owned Austrian

subsidiary, Herold Holding GmbH, with a newly incorporated 100% owned Dutch subsidiary,

European Directories (DH8) B.V. Both companies are 100% direct subsidiaries of European

Directories (DH7) B.V. Neither company conducts any trading business, nor has any employees

and the operations of the Dutch and Austrian business are completely unaffected by this matter.

- On 12 April 2016, the Group disposed of its 76.34 % shareholding in Tupalo Internetservices GmbH

for a nominal amount. The sale resulted in a minor loss to the Group.

Page | 3

Report of the Board of Directors*

Revenues

Group net revenue by segment, MEUR

Q1 2016 Q1 2015 2015 LTM

Fonecta 32 36 142 137

DTG 17 19 74 72

DTG LFL1) 17 18 68 67

Herold 15 16 79 78

Herold LFL2) 15 12 73 76

Other 0 0 0 0

Total Group 64 71 294 288

1) DTG Net revenues excluding the impact from change in the Terms and Conditions for sales. The impact in the first quarter 2015 was

MEUR 1, MEUR 6 in January-December 2015 and MEUR 5 for last twelve months period.

2) Herold Net revenues excluding impact from divested “secondary entries” business unit. The impact in the first quarter 2015 was MEUR

4, MEUR 6 in January-December 2015 and MEUR 2 for last twelve months period.

Group net revenue by product group, MEUR

Q1 2016 Q1 2015 2015 LTM

Profile services 24 26 106 104

Consumer services 14 17 67 64

New media 18 17 76 77

Print 7 10 33 30

Other 2 2 13 12


Product groups: New media is mainly consisting of web presence and marketing services, Profile services are mainly internet yellow pages

(IYP), Consumer services (only in Finland) are directory assistance and sms data information services, Print is traditional printed directories

and Other consists of mixed revenue streams.

*) The term Board of Directors is referring to the Board of Managers in European Directories Midco S.à r.l

Page | 4

Group revenues for the first quarter totalled MEUR 64, a 9% decline compared to the previous year

due to the structural decline of traditional print revenues and Fonecta’s consumer business. The

divestment of “secondary entries” business unit by Herold in 2015 adversely impacts the year-on-

year comparison since revenue from the divested business was MEUR 4 in Q1 2015.

New media revenues, mainly website and marketing services have shown a small improvement,

however not overall compensating the decline in traditional business. Profile services revenues

totalling MEUR 24 decreased by MEUR 2 from the previous year due to the divestment of “secondary

entries” business unit and the terms and conditions change one-off impact in previous period. The

total share of online products in the Group’s product portfolio totalled 66% in the quarter.

Print revenues totalled MEUR 7, a decline of 29% compared to previous year. Print revenues

represented 11% of total revenues, showing a decrease of 3 percentage points. Consumer services

consisting of directory assistance and SMS data information services in Finland declined by 16% and

totalled MEUR 14, representing 22% of total revenues.

In addition to the structural decline in traditional print, the transition to online and digital services

continues to be challenging in all three markets in which the Group operates due to prevailing

economic weakness.

Result

Group ebitda by segment, MEUR

Q1 2016 Q1 2015 2015 LTM

Fonecta 6 7 29 28

DTG 3 3 13 13

DTG LFL1) 3 2 8 9

Herold -1 -2 10 12

Herold LFL2) -1 -4 6 10

Other -1 -1 -5 -5


1) DTG EBITDA excluding the impact from change in the Terms and Conditions for sales. The impact in the first quarter 2015 was MEUR 1,

MEUR 6 in January-December 2015 and MEUR 5 for last twelve months period.

2) Herold EBITDA excluding impact from divested “secondary entries” business unit. The impact in the first quarter 2015 was MEUR 2,

MEUR 4 in January-December 2015 and MEUR 2 for last twelve months period.

Group EBITDA for the quarter amounted to MEUR 7 (MEUR 7), with EBITDA margin of 11% (10%).

EBITDA in Q1 2015 included a c MEUR 2 benefit from the divested “secondary entries” business unit

and a c MEUR 1 positive one-time effect from change in contract terms and conditions in the

Netherlands. The decline in high margin traditional business (print and consumer business) also has a

negative impact on margin and EBITDA in all countries.

The Group’s total operating costs and expenses for the quarter decreased by MEUR 6 compared to

the prior year. As the cost of consumables reduced due to lower print production costs, partially offset

Page | 5

with higher fulfilment costs of the online products and personnel expenses decreased due to lower

employee numbers. Other operating expenses have reduced mainly due to tighter cost management

leading to lower third party service expenses and business support costs.

Operating profit amounted to MEUR 1 (MEUR -1), representing an operating margin of 1% (-1%).

The net finance costs of the Group increased by MEUR 1 year-over-year. This increase is mainly driven

by accrued interest on the capitalized Shareholder Loan (Preferred Equity Certificate). The shareholder

loan interest is not paid and will not lead to cash interest whilst the bond is outstanding.

Balance sheet, cash flow and investment activities

At the end of March 2016, European Directories Group’s consolidated assets totalled MEUR 423

(MEUR 491). The decrease is mainly attributable to wind down of the Dutch companies’ cash pool

arrangements in December 2015, following which there are no bank overdrafts. Further, a

amortisation of other intangible assets, in the ordinary course, is also contributing to the decrease.

Group cash flow, MEUR

Q1 2016 Q1 2015 2015 LTM

Ebitda 7 7 48 48

Gains and losses from sales of fixed assets and other non-

cash adjustments 0 2 0 -2

Net change in working capital 3 -1 -27 -22

Net cash from operating activities before financial items

and taxes paid

10 8 21 23

Financial items paid, net -2 -2 -11 -11

Taxes paid 0 0 -6 -6

Net cash from operating activities 8 5 4 7

Net cash used in investing activities -5 8 -6 -19

Net cash used in financing activities 0 0 -2 -2

Net increase/decrease in cash 3 13 -4 -14

In January-March 2016, the Group’s net cash from operating activities before financial items and taxes

paid increased to MEUR 10 (MEUR 8) and net cash from operating activities increased to MEUR 8

(MEUR 5) due to lower working capital outflows. Net cash used in investing activities was MEUR -5

(MEUR 8), representing primarily capital expenditure on customer products and services. The positive

investing cash flow in the previous year was driven by the divestment of the business unit “secondary

entries” by Herold (MEUR 10) and the divestment of the Swedish partnership, HB Förlaget (MEUR 1).

The cash balance of the Group at the end of March 2016 was MEUR 50 (MEUR 64).

Page | 6

Investments in tangible and intangible assets

In January-March 2016, investments in tangible and intangible assets amounted to MEUR 3 (MEUR

3). Investments were mainly related to growing the online business offering and customer service

capabilities.

Acquisitions

In January 2016, the Group acquired 100% of the shares in DR3DATA. The acquisition price of MEUR

1.1 was paid by way of a capital contribution to DR3DATA.

In January 2016, the Group (through its group company Dogado GmbH) acquired 100% of the shares

and votes in Media Webline AG. The acquisition price was MEUR 1.9, creating a goodwill of MEUR 0.9.

In March 2016, the Group acquired an additional 10 % interest in its group company Dogado GmbH,

increasing its ownership from 51 % into 61 %. The additional capital of MEUR 1 will be used for further

acquisitions to increase the group webhosting base.

Divestments

The Group did not have any divestments in the first quarter.

Interest-bearing net debt

Net interest-bearing debt at 31 March 2016 was MEUR 89, 1.9 x EBITDA (LTM), excluding subordinated

shareholder loans (compared to MEUR 73 at the end of March 2015).

Personnel

At the end of March 2016, the number of Group employees (FTE) was 1,744, a decrease of 158 (FTE)

compared to end of March 2015.

Composition of the Board of Directors

The board of European Directories Midco S.à r.l. consists of the following members: Marcus Englert

(Chairman), Hannu Syrjänen, Björn Osterloff, Peder Prahl, Marco Sodi, Fabrice Rota and Sébastien

Rimlinger.

The board of the general partner of European Directories BondCo S.C.A., European Directories GP S.à

r.l. consists of John D. Sutherland, Manager A, Fabrice S. Rota, Manager B and Sébastien Rimlinger,

Manager B.

Page | 7

For further information, please contact:

Group CFO Neil Robson

e-mail: [email protected]

European Directories Group will publish two further interim reports in 2016:

- January-June by 31 August 2016

- January-September by 30 November 2016

Interim reports will be released on the European Directories Group web site:

www.europeandirectories.com/investors

About European Directories Group

European Directories Group is an online partner for SMEs offering local search and lead generation

with a scalable business model. The Group operates through three main brands: Fonecta in Finland,

Herold in Austria and DTG in the Netherlands.

The Parent company of the Group is European Directories Midco S.à r.l. in Luxembourg. European

Directories BondCo S.C.A., a subsidiary of European Directories Midco S.à r.l., issued senior secured

callable floating rate bonds in the amount of MEUR 160 in December 2013 which were listed in

December 2014 at Nasdaq Stockholm.

CONTACT INFORMATION

Head quarter of European Directories Group:

Herikerbergweg 88

Postbus 77863

1070 LL Amsterdam

The Netherlands

European Directories BondCo S.C.A.:

46A, Avenue J.F. Kennedy

L-1855 Luxembourg

The Grand Duchy of Luxembourg

European Directories GroupJanuary-March 2016

Interim Financial Statements are unaudited

8

1000 EUR NoteQ1

2016Q1

2015 2015Last twelve

months

Revenues 3 64 371 70 639 293 917 287 649Other income 711 505 1 511 1 717Cost of consumables -14 477 -14 823 -60 139 -59 793Personnel expenses -32 332 -33 659 -132 514 -131 187Other operating expenses -11 159 -15 259 -54 826 -50 726EBITDA*) 3 7 114 7 403 47 949 47 660Gain/(loss) from sale of subsidiaries 0 -343 -399 -56Depreciation, amortisation and impairment charges -6 267 -7 906 -32 741 -31 102Operating profit/(loss) 847 -846 14 809 16 502Finance income 37 69 82 50Finance expense -7 859 -6 438 -28 050 -29 471Finance costs - net -7 822 -6 369 -27 968 -29 421

Loss before income tax -6 975 -7 215 -13 159 -12 919

Income taxes 262 -71 818 1 151

Profit/(loss) for the period -6 713 -7 286 -12 341 -11 768

Attributable to:Owners of the parent -6 650 -7 301 -12 095 -11 444Non-controlling interests -63 15 -246 -324

-6 713 -7 286 -12 341 -11 768

Condensed consolidated income statement

*) EBITDA is defined as operating profit/(loss) before depreciation, amortisation and impairment charges and gain/(loss) from sale of subsidiaries.



9

1000 EURQ1

2016Q1


months

Profit/(loss) for the period -6 713 -7 286 -12 341 -11 768

Other comprehensive income

Items that may be reclassified to profit or loss in subsequent periods

Exchange differences on translating foreign operations 142 182 195 155142 182 195 155

Items that will not be reclassified to profit or loss in subsequent periods

Remeasurements of defined benefit liability -24 -21 17 756 17 753

Related tax 6 5 0 1-18 -16 17 756 17 754

Other comprehensive income for the period, net of tax 124 166 17 951 17 909

Total comprehensive income for the year -6 589 -7 120 5 610 6 141

Total comprehensive income attributable to Owners of the parent -6 526 -7 135 5 856 6 465Non-controlling interests -63 15 -246 -324Total comprehensive income for the year -6 589 -7 120 5 610 6 141

Condensed consolidated statement of comprehensive income



10

1000 EUR NoteMar 31

2016Mar 31

2015Dec 31

2015

ASSETSNon-current assetsGoodwill 5, 6 214 693 210 500 213 816Other intangible assets 6 92 793 102 524 93 613Property, plant and equipment 7 5 346 5 733 5 486Investments in associates 403 434 403Available-for-sale financial assets 4 1 471 1 678 1 471Other financial assets 4 36 35 36Loan receivables from related parties 4 1 763 1 560 1 731Deferred tax assets 2 829 4 300 2 837Total non-current assets 319 334 326 764 319 393

Current assetsInventories 668 683 712Trade and other receivables 4 52 867 57 697 59 553Cash and cash equivalents (excluding bank overdrafts) 4, 8 49 604 105 842 46 705Assets held-for-sale 5 - - -Total current assets 103 139 164 222 106 970

Total assets 422 473 490 986 426 363

EQUITYEquity attributable to owners of the parentShare capital 100 100 100Share premium 16 449 16 449 16 449Other reserves 10 10 10Retained earnings -69 819 -76 018 -63 026Total -53 260 -59 459 -46 467Non-controlling interests 1 207 1 399 1 003Total equity -52 053 -58 060 -45 464

LIABILITIESNon-current liabilitiesBond 4, 9 138 255 137 221 138 084Shareholder loan and accrued interest 4, 9 139 576 122 151 134 781Other non-current financial liabilities 4, 5, 9 8 558 8 282 8 270Deferred tax liabilities 47 110 48 731 46 884Provisions 2 522 4 257 1 930Pension obligations 12 174 29 744 12 050Total non-current liabilities 348 195 350 386 341 999

Current liabilitiesTrade payables 4 10 854 13 526 12 164Deferred revenues 56 252 71 987 58 009Provisions 10 21 042 28 073 21 596Other current liabilities 4 38 183 42 988 38 059Bank overdrafts 4 - 42 086 -Total current liabilities 126 331 198 660 129 828

Total liabilities 474 526 549 046 471 827

Total equity and liabilities 422 473 490 986 426 363

Condensed consolidated balance sheet


11

Share capital

Share premium

Other reserves

Retained earnings

Owners of the parent

Non-controlling

interests

Total equity

1000 EUR Total equity 31 December 2015 100 16 449 10 -63 026 -46 467 1 003 -45 464Loss for the period - - - -6 650 -6 650 -63 -6 713Other comprehensive income - - - 124 124 - 124Total comprehensive income for the period - - - -6 526 -6 526 -63 -6 589Acquisition of non-controlling interest*) 122 122 -122 0Capital injection to subsidiary with a non-controlling interest*) - - - -389 -389 389 0Total changes in ownership interests - - - -267 -267 267 0Total equity 31 Mar 2016 100 16 449 10 -69 819 -53 260 1 207 -52 053

Total equity 31 December 2014 100 16 449 10 -60 694 -44 135 429 -43 706Loss for the period - - - -7 301 -7 301 15 -7 286Other comprehensive income - - - 166 166 - 166Total comprehensive income for the period - - - -7 135 -7 135 15 -7 120Put option arising on business combination**) - - - -8 189 -8 189 0 -8 189Non-controlling interest arising on business combination - - - - - 955 955Total equity 31 March 2015 100 16 449 10 -76 018 -59 459 1 399 -58 060

Condensed consolidated statement of changes in total equity

*) In March 2016, the Group acquired an additional 10 % interest in Dogado Gmbh increasing its ownership from 51 % to 61 %. The non-controlling interest's share decreased from 49 % to 39 %. The acquisition was made by the issuance of new shares (TEUR 1,000) by Dogado. The Group recognised a a decrease in non-controlling interest of TEUR 122 from the acquisition and an increase in non-controlling interest of TEUR 389 from the capital injection. The carrying amount of Dogado's net assets in the Group's financial statements on the date of the acquisition was TEUR 1,225.**) The Group has recognised a financial liability for a put option relating to the acquisition of non-controlling interest in Dogado GmbH. The put option entitles the non-controlling interest of Dogado GmbH to sell their shares to the Group during 2018-2019. See note 5 and 9.


12

Q12016

Q12015 2015

Last twelve months

-6 713 -7 286 -12 341 -11 768

-262 71 -818 -1 1517 822 6 369 27 968 29 4216 267 7 906 32 741 31 102

- 343 399 56- 1 540 -360 -1 900

50 53 144 141-2 488 -2 443 -9 938 -9 983

3 2 -834 -833-34 31 -5 804 -5 869

4 645 6 586 31 157 29 2163 014 -1 283 -26 786 -22 489

7 659 5 303 4 371 6 727

-1 647 - -3 135 -4 782Purchases of available-for-sale investments - -27 -20 7

-2 869 -2 976 -14 314 -14 207- 1 038 985 -53

- 10 000 10 099 99- - -2 -2

-4 516 8 035 -6 387 -18 938

3 143 13 338 -2 016 -12 211

- - 788 788- - -559 -559

-211 -298 -1 918 -1 831- - -135 -135

-33 -48 -219 -204-244 -346 -2 043 -1 941

2 899 12 992 -4 059 -14 152

46 705 50 764 50 764 63 75649 604 63 756 46 705 49 604

1000 EUR

Condensed consolidated cash flow statement

Cash flow from operating activities

Interest receivedGains/losses from sale of fixed assets

Loss for the period Adjustments for:Income tax expensesFinance costs - netDepreciation, amortisation and impairment chargesGain/(loss) from sale of subsidiaries

Interest paid

Cash flow from financing activitiesProceeds from long-term liabilitiesPayments of long-term liabilities

Proceeds from sales of intangible assets and property, plant and equipment

Other financial items and realised foreign exchange gainsTaxes paid

Operating cash flow before movements in working capitalNet change in working capital

Net cash from operating activities

Cash flow from investing activities

Purchases of intangible assets and property, plant and equipmentSales of subsidiaries and businesses, net of cash

Acquisitions of subsidiaries and businesses, net of cash acquired

Net cash used in financing activities

Proceeds from other interest-bearing receivables

Net cash used in investing activities

Cash flow before financing activities

Loans granted to related partiesDividends paid to non-controlling interests

Cash and cash equivalents at the end of period

Net increase (+) / decrease (-) in cash and cash equivalents

Cash and cash equivalents at the beginning of period

Payments of short-term liabilities


13

Revenues by segment

1000 EURQ1

2016Q1


months

Fonecta 31 955 36 066 141 510 137 399

DTG 17 212 18 728 73 643 72 127

Herold 15 204 15 845 78 764 78 123

Other - - - -Group total 64 371 70 639 293 917 287 649

Notes to the condensed consolidated interim financial statements

1. Basis of preparation

2. Critical accounting estimates and judgements

These condensed consolidated interim financial statements have been prepared in accordance with InternationalAccounting Standard (IAS) 34, Interim Financial Reporting, as adopted by the EU.

The accounting policies adopted are consistent with those of the previous financial year. In addition, the Group hasadopted those new and amended IFRS standards effective for the financial year ending 31 December 2016, whichhave been presented in the condensed consolidated financial statements for the year ended 31 December 2015.Those new and amended IFRS standards have not had any material impact to the interim financial statements. Theinterim financial statements are unaudited.

All figures in the consolidated interim financial statements have been rounded and consequently the sum ofindividual figures may deviate from the sum presented.

The Board of Directors is the Group's chief operating decision maker. Management has determined the operatingsegments based on the information reviewed by the Board of Directors for the purposes of allocating resources andassessing performance.The Board of Directors considers the business from a geographic perspective in Finland (Fonecta), Austria (Herold)and the Netherlands (DTG).

3. Segment information

The preparation of interim financial statements requires management to make judgements, estimates andassumptions that affect the reported amounts of assets and liabilities, income and expense. Actual results maydiffer from these estimates.

In preparing these interim financial statements, the significant judgements made by management in applying theGroup's accounting policies and the key sources of estimation uncertainty were the same as those that applied tothe consolidated financial statements as at and for the year ended 31 December 2015.

• Fonecta reporting segment consists of print, consumer services, profile services, new media and other onlineproduct lines in Finland.• DTG reporting segment consists of print, profile services, new media and other online product lines in the Netherlands.• Herold reporting segment consists of print, profile services, new media and other online product lines in Austria.• "Other" is not a reporting segment, but consists of corporate headquarter costs and corporate financing.

As of 1 August 2015, the Group has changed its reporting structure. Two holding companies were transferrred fromFonecta to Other segment. The comparable segment information has not been restated due to the immaterialimpact of the change to income statement items. The impact to balance sheet comes mainly from non-operationalitems, which include intra-group financing and group contributions between Fonecta and the holding companies.


14

EBITDA by segment

1000 EUR Q1

2016Q1


months

Fonecta 5 685 7 441 29 444 27 688

DTG 3 294 3 047 13 217 13 464

Herold -520 -2 071 10 405 11 956

Other -1 345 -1 014 -5 117 -5 448

Group total 7 114 7 403 47 949 47 660

Capital expenditure by segment

1000 EURQ1

2016Q1


months

Fonecta 420 944 3 931 3 407

DTG 1 747 1 561 5 376 5 562

Herold 702 471 5 007 5 238

Other - - - -Group total 2 869 2 976 14 314 14 207

Assets by segments

1000 EURMar 31

2016Mar 31

2015Dec 31

2015

Fonecta 279 929 277 443 277 482

DTG 88 168 104 040 86 893

Herold 132 532 98 206 140 456

Other -78 156 11 297 -78 468Total assets in the balance sheet 422 473 490 986 426 363

Liabilities by segments

1000 EURMar 31

2016Mar 31

2015Dec 31

2015

Fonecta 168 927 481 190 168 621

DTG 284 369 317 412 283 077

Herold 191 852 202 446 196 424

Other -170 622 -452 002 -176 295Total liabilities in the balance sheet 474 526 549 046 471 827

EBITDA is calculated by adding back depreciation, amortisation and impairment charges and gain/(loss) from sale of subsidiaries to operating profit/loss.


15

1000 EUR

Available for sale financial

assetsLoans and

receivablesMeasured at

amortised cost TotalAssets as per balance sheet

Trade and other receivables - 52 867 - 52 867Cash and cash equivalents - 49 604 - 49 604Available-for-sale financial assets 1 471 - - 1 471Other financial assets - 36 - 36Loan receivables from related parties - 1 763 - 1 763Book value total 1 471 104 270 - 105 741

Liabilities as per balance sheet

- - 138 255 138 255

- - 139 576 139 576

Other non-current financial liabilities - - 8 558 8 558Trade payables - 10 854 - 10 854

Other current liabilities - 38 183 - 38 183Book value total - 49 037 286 389 335 426

1000 EUR

Available for sale financial

assetsLoans and

receivablesMeasured at

amortised cost TotalAssets as per balance sheet

Trade and other receivables - 59 553 - 59 553

Cash and cash equivalents - 46 705 - 46 705

Available-for-sale financial assets 1 471 - - 1 471

Other financial assets - 36 - 36

Loan receivables from related parties 1 731 1 731Book value total 1 471 108 025 0 109 496

Liabilities as per balance sheet

Bond - - 138 084 138 084

Shareholder loan - - 134 781 134 781

Other non-current financial liabilities 8 270 8 270

Trade payables - 12 164 - 12 164

Other current liabilities - 58 009 - 58 009Book value total - 70 173 281 135 351 308

4. Financial risk management

The Group has not made any significant changes in policies regarding risk management during the period. Aspects of the Group's financial risk management objectives and policies are consistent with those disclosed in the consolidated financial statements for the year ended 31 December 2015.

The Group has no financial instruments measured at fair value. Available-for-sale financial assets consist of unquoted shares, which are measured in the Group at their acquisition price in the absence of a reliable fair value.

31 Dec 2015

Classification of financial instruments

31 Mar 2016

Bond

Shareholder loan


16

In March 2016, the Group acquired an additional 10 % interest in Dogado Gmbh increasing its ownership from 51 % to 61 %. See details in statement of changes in total equity on page 11.

On 22 January 2016, De Telefoongids Holding B.V. (“DTG”), a European Directories Group company, acquired 100% of theshares in DR3 B.V. (“DR3DATA”). DR3DATA is a Dutch company holding an extensive business-to-business marketingdatabase with annual turnover of c MEUR 1.5. The acquisition price was TEUR 1,100 and was paid by way of a capitalcontribution to DR3DATA. The acquisition of DR3DATA will reinforce DTG’s position as the online marketing services companyfor the Dutch SME sector. The fair values of the acquired net assets have been determined on a provisional basis, pendingcompletion of the final valuation.

On 12 April, 2016 the Group disposed of its 76.34 % shareholding in Tupalo Internetservices GmbH for a nominal amount. The sale resulted in a minor loss to the Group.

5. Acquisitions and disposals

Acquisitions in 2016

Disposals after the reporting period

On 16 November 2015 the Group acquired 100% of the shares and votes in Vilperi Digimediat Oy which is a leading Finnish company engaged in providing digital sales and marketing solutions to the SMB sector in Finland. The total consideration was TEUR 2,014 including goodwill on account of synergies of TEUR 1,894. The acquisition provided the Group with an increased customer base.

Acquisitions in 2015

On 14 January 2016 the Group (through its group company Dogado GmbH) acquired 100 % of the shares and votes in Media Webline AG. Media Webline AG is a German company, which provides domain, webhosting and managed hosting services. The acquisition of Media Webline AG provides the Group with increased customer base. The acquisition price was TEUR 1,884, creating a goodwill of TEUR 877 which is mainly attributable to the synergies expected to be received from integrating the company into the Group's existing hosting business.The fair values of the acquired net assets have been determined on a provisional basis, pending completion of the final valuation. Detailed information about these two acquisitions has not been presented due to the small size of the acquisitions.

On 8 August 2015, the Group acquired 100% of the shares and votes in Kontaktia Oy, which is a Finnish digital marketing agency offering a variety of digital marketing solutions and directory services. As a result the Group gains control of Kontaktia Oy. The total consideration was TEUR 2,396 including goodwill on account of synergies of TEUR 1,410. The acquisition provided the Group with an increased customer base. Detailed information about these two acquisitions has not been presented due to the small size of the acquisitions.

On 10 March 2015, the Group acquired 51% of the shares and votes in Dogado GmbH. As a result the Group gained control of Dogado GmbH. The acquisition allows the Group to enter the webhosting and SaaS (Software-as-a-service) sector. In addition, the Group will through its existing sales force in Austria (but also increasingly in Germany) be an important customer and sales channel for Dogado's products and solutions. Goodwill of TEUR 1,006 is the strategic value of entering the Web-Hosting and SaaS market as well as the access to the German market/customer and the Hosting/Business know-how of key-employees at Dogado GmbH.

The Group recognised a financial liability for a put option relating to the acquisition of the non-controlling interest in Dogado GmbH. The put option entitles the non-controlling interest of Dogado GmbH to sell their shares to the Group during 2018-2019. The financial liability, with nominal value of TEUR 10,000, was discounted and recorded at its net present value of TEUR 8,188 as of 31 March 2015. The unwind of the discount for January-March 2016 was TEUR 204. The carrying amount of the liability was TEUR 8,430 as of 31 March 2016.


17

1000 EURMar 31

2016Mar 31

2015Dec 31

2015

Opening balance 307 429 327 818 327 818

Acquisitions 3 193 1 504 8 996

Capital expenditures 2 599 2 526 12 495

Disposals - -11 540 -11 592

Amortisation -5 735 -7 284 -30 288

Closing balance 307 486 313 024 307 429

Goodwill included in closing balance 214 693 210 500 213 816

Change in goodwill during the period due to impairments - - -

1000 EURMar 31

2016Mar 31

2015Dec 31

2015

Cost

Balance at the beginning of period 424 413 418 774 418 774

Acquisition through business combination *) 877 2 323 5 639

Balance at end of period 425 290 421 097 424 413

Impairment losses

Balance at the beginning of period -210 597 -210 597 -210 597

Impairment loss - - -

Balance at end of period -210 597 -210 597 -210 597

Carrying amounts

Balance at the beginning of period 213 816 208 177 208 177

Balance at end of period 214 693 210 500 213 816

1000 EURMar 31

2016Mar 31

2015Dec 31

2015

Opening balance 5 486 5 660 5 660

Acquisitions 129 245 269

Capital expenditures 266 450 2 010

Disposals -1 - -

Depreciation, amortisation and impairment -532 -622 -2 453

Translation differences and other adjustments -2 - -

Closing balance 5 346 5 733 5 486

6. Changes in intangible assets

Reconciliation of carrying amount of goodwill

*) Acquisitions during January-March 2015 (TEUR 2,323) include an adjustment of TEUR 1,317 relating to acquisition of Klantenvertellen group made in 2014.

7. Changes in property, plant and equipment


18

1000 EURMar 31

2016Mar 31

2015Dec 31

2015

Cash at bank and in hand 49 141 105 379 46 242Short-term bank deposits 463 463 463

Cash and cash equivalents (excluding bank overdrafts) 49 604 105 842 46 705

1000 EURMar 31

2016Mar 31

2015Dec 31

2015Cash and cash equivalents 49 604 105 842 46 705Bank overdrafts - -42 086 -Cash and cash equivalents 49 604 63 756 46 705

138 255 137 221 138 084

139 576 122 151 134 7818 558 8 282 8 270

286 389 267 654 281 135

Carrying amount Mar 31

2016Bonds

9. Financial liabilities

Other non-current financial liabilitiesShareholder loan and accrued interest

Carrying amount Mar 31

2015

Carrying amount Dec 31

2015

The amortisation of the bond transaction costs during January-March 2016 was TEUR 171. The amortised cost of the bond as of 31 March2016 was TEUR 138,255.

On 10 December 2013 European Directories Midco S.à r.l. issued 103,313,950 preferred equity certificates (“PECs”) with nominal value ofEuro 1.00 each. Leafy S.à r.l., the parent company of European Directories Midco S.à r.l. has subscribed all issued PECs. The maturity dateof the PECs is 10 December 2043. The PECs are unsecured and subordinated to all other obligations of the Company and no cash interestwill be paid whilst the senior secured callable floating rate bonds issued by European Directories BondCo S.C.A. are outstanding.

Each PEC carries the right to receive a fixed yield of 7.24% p.a. and a compounding profit yield of 6.26% p.a. The principal as well asaccrued interest is payable on the PECs at their maturity or if the PECs would be redeemed by the Company at an earlier date. Such optionalredemption is possible only to the extent that i) the Company will have sufficient funds available to settle its liabilities to all other creditors as aresult of the redemption payment, and ii) the Company is not insolvent and will not become insolvent after making the redemption payment.Whilst the PECs mature in 2043, it would the Board's intention to prepay this loan as early as possible after maturing of the bond, potentiallyin 2019.

The accrued interest on the PECs as of 31 March 2016 was TEUR 36,262 (31.3.2015: TEUR 18,837).

The Group has recognised a financial liability for a put option relating to the acquisition of non-controlling interest in Dogado GmbH. The putoption entitles the non-controlling interest of Dogado GmbH to sell their shares to the Group during 2018-2019. The financial liability withnominal value of TEUR 10,000 was discounted and recorded at its net present value of TEUR 8,188 as of 31 March 2015. The unwind of thediscount for January-March 2016 was TEUR 204. The carrying amount of the liability was TEUR 8,430 as of 31 March 2016 and wasincluded in other non-current financial liabilities.

Total

8. Cash and cash equivalents

1000 EUR

Cash and cash equivalents include the following for the purposes of the statement of cash flows:


19

10. Other provisions

1000 EUR Mar 31 2016

Mar 31 2015

Dec 31 2015

Mar 31 2016

Mar 31 2015

Dec 31 2015

Opening balance 18 022 24 446 24 446 5 504 8 398 8 398Increase in the provisions - - - 125 250 1 064

Provisions used - - -6 424 -642 -764 -3 958Other *) - - - 555 - -

Closing balance 18 022 24 446 18 022 5 542 7 884 5 504

Of which non-current - - - 2 522 4 257 1 930

Of which current 18 022 24 446 18 022 3 020 3 627 3 574

Total 18 022 24 446 18 022 5 542 7 884 5 504

*) The Group reclassified TEUR 555 of provisions relating to onerous leases from other current liabilities to provisions in 2016.

Austria

Finland

Tax provisions Other provisions

In the condensed consolidated interim financial statements of the Group, of MEUR 15 provision initially recognised for the Finnish tax cases,MEUR 6.4 has been used in 2015 and the remaining provision amounts to MEUR 8.6 as of 31 March 2016. The remaining provision for theAustrian tax cases amounts to MEUR 9.4.

Fonecta Group has received Board of Appeal decisions for pending tax disputes in respect of European Directories Group Oy, EuropeanDirectories Services Oy, European Directories Corporations Oy and Fonecta Oy. Based on these decisions, Fonecta Group companies paidMEUR 6.4 taxes (including penalties) in December 2015 which were recognized against the MEUR 15.0 tax provision.

Helsinki Administrative Court issued in September 2015 a ruling in a tax dispute against Finderia Oy (a dormant subsidiary of Fonecta Oywhich has been in liquidation since 2003). The Administrative Court’s ruling imposed an income tax (incl. interest) to Finderia Oy amountingto approximately MEUR 38.8. Finderia Oy has appealed the Administrative Court's decision and requested that the payment of the tax andinterest would be deferred. The Supreme Administrative Court (“SAC”) in Helsinki granted Finderia Oy a deferral in full of the MEUR 38.8mtax assessment. The deferral is granted until the matter has been finally resolved by the SAC. The Group’s position is that the tax claim isunfounded and that the ruling contravenes previous court rulings and misinterprets applicable law. Finderia Oy does not have any informationon whether or not the leave to appeal will be granted, nor of the timing of the process. In the event that the SAC rejects the appeal and the fullclaim of MEUR 38.8 (plus additional interest) becomes payable – which the Group considers unlikely in the short term, or indeed, at all – thenthis could put a strain on the Group’s funding, representing as it does 80% of annual EBITDA. Management is aware of this issue and iskeeping it under constant review.

Uncertain tax positions/Tax provisions

The Group is involved in various discussions with local tax authorities.

In a recent Austrian tax audit (years 2007-2009), the tax authority denied Herold tax deduction for goodwill amortization relating to a previousacquisition. The tax authority considers the transaction a related party transaction (thereby disqualifying goodwill amortisation from 2005 andinterest deduction as of 2011). In addition, the tax authority questions the arm’s length nature of certain intercompany interest expenses. Thefinancial impact for all years up to 31 March 2016 is estimated to be maximum MEUR 10 (including interest and penalties). Herold hasappealed the decision to the local court but provided for the majority of the amount claimed. In the event that a final ruling would be issuedconsistent with the tax authority’s view, this could potentially further increase tax costs (depending on the future Group’s financing structure)by MEUR 2 to MEUR 4 annually (depending if goodwill amortization deduction or full interest deduction is disallowed).


20

Mar 31 2016

Mar 31 2015

Dec 31 2015

Due within a year 6 891 8 905 8 530

Due after one year and within five years 8 734 17 628 15 936

Due after five years 1 891 3 876 1 889

Total 17 516 30 409 26 355

1000 EUR Q1 2016 Q1 2015 2015Short-term employee benefits*) 600 730 2 987

Post-employment benefits 32 32 20

Other long-term benefits - - -3Total 632 762 3 004*) Includes amounts paid as remuneration to individuals or as reimbursement for services paid to enties providing the service.

The above represents the expense arising in the relevant period. As at 31 March 2016 and 31 March 2015, the management had no personalshareholdings in the Group. Management has not been granted any loans.

11. Operating lease commitments

12. Contingent liabilities

Guarantees

European Directories Midco S.à r.l is a guarantor for the obligations of European Directories BondCo S.C.A. under the bond (see note 10). No other Group companies are guarantors. European Directories Midco S.à r.l. and European Directories BondCo S.C.A. have provided security for certain assets (shares in certain Group companies, loan receivables and bank accounts) to secure the obligations of European Directories BondCo S.C.A. under the finance documents.

13. Legal actions and official proceedingsGroup companies

All on-going legal actions and official proceedings are related to open tax cases. See note 10 for details on page 19.

14. Related party transactions

Related party of the Group includes its subsidiaries, key management personnel and associated companies. Related party transactions include such operations that are not eliminated in the group's consolidated financial statements.

Parent and Ultimate controlling party

Leafy S.à r.l., a company incorporated in Luxembourg is the immediate parent company of the Company and has majority control over the Company. The ultimate parent of European Directories Midco S.à r.l. is Triton Masterluxco 3 S.à r.l., a company incorporated in Luxembourg.Key management personnel

The Board of Managers (also referred to as the Board of Directors) of European Directories Midco S.à r.l. and the CEOs in the operating companies (Fonecta, DTG, Herold) are considered as key personnel who have authority and responsibility for planning, directing and controlling the activities of the European Directories Group.

Key management personnel remuneration

The Key management personnel received the following benefits:

1000 EUR


21

1000 EURMar 31

2016Mar 31

2015Dec 31

2015

Interest on loan receivables 3 1 2

Long-term interest-bearing loan receivables 1 763 1 560 1 731Shareholder loan and acrrued interest 139 576 122 151 134 781

Long-term interest-bearing loan receivables and interest on loan receivables include receivables from European Directories Holdco S.A,European Directories Parent S.A and Leafy S.à r.l.

15. Events after the reporting period

Transactions with related parties

On 10 December 2013 European Directories Midco S.à r.l. issued 103,313,950 preferred equity certificates (“PECs”) with nominal value of 1Euro each. Leafy S.à r.l., the parent company of European Directories Midco S.à r.l. has subscribed all issued PECs. The PECs have amaturity date of 10 December 2043. The PECs are unsecured and subordinated to all other obligations of the Company and no cash interestwill be paid whilst the bond is outstanding. Whilst the PECs mature in 2043, it would the Board's intention to prepay this loan as early aspossible after maturing of the bond, potentially in 2019.

On 2 May 2016, Marcus Englert replaced David Anderson on the board of European Directories Midco S.à r.l. As a result, the board ofEuropean Directories Midco S.à r.l. consists of the following members: Marcus Englert, Hannu Syrjänen, Björn Osterloff, Peder Prahl, MarcoSodi, Fabrice Rota and Sébastien Rimlinger.

As part of an intra-group restructure in order to reduce administrative costs and bring the Austrian trading companies under the directownership of a Dutch holding company, the European Directories Group has finalised merger proceedings in May 2016 of its 100% ownedAustrian subsidiary, Herold Holding GmbH, with a newly incorporated 100% owned Dutch subsidiary, European Directories (DH8) B.V. Bothcompanies are 100% direct subsidiaries of European Directories (DH7) B.V. Neither company conducts any trading business, nor has anyemployees and the operations of the Dutch and Austrian business are completely unaffected by this matter.

On 12 April, 2016 the Group disposed of its 76.34 % shareholding in Tupalo Internetservices GmbH for a nominal amount. The sale resultedin a minor loss to the Group.

All transactions with related parties are with arm’s length, and are with similar terms than transactions carried out with independent parties.

European Directories Midco S.à r. l.

Interim financial statements for the period of

1 January to 30 September 2015

R.C.S Luxembourg B 155418

46A avenue J.F. Kennedy

L-1855 Luxembourg

Subscribed capital: EUR 100,000

European Directories Midco S.à r.l.

Interim financial statements

January-March 2016

European Directories Midco S.à r.l.

Interim financial statements for the period of 1 January to 31 March 2016

Table of contents

Interim statement of profit and loss and other comprehensive income 2

Interim balance sheet 3

Interim statement of cash flows 4

Interim statement of changes in equity 5

Notes to the interim financial statements 6 - 15

European Directories Midco S.à r.l.,

Interim Financial Statements for the period

ended 31 Mar 2016

Interim financial statements are unaudited

1000 EUR Note

Q1

2016

Q1

2015 2015

Last twelve

months

Board fees 4 -131 -181 -616 -566

Other expenses 5 -60 -83 -214 -191

Operating loss -191 -264 -830 -757

Finance income 9 2,329 2,159 8,757 8,927

Finance costs 11 -4,808 -3,952 -16,630 -17,486

Net finance costs -2,479 -1,793 -7,873 -8,559

Loss before income tax -2,670 -2,057 -8,703 -9,316

Income tax 6 - - -5 -5Loss for the period -2,670 -2,057 -8,708 -9,321

Total comprehensive income -2,670 -2,057 -8,708 -9,321

Interim statement of profit and loss

and other comprehensive income

The notes on page 6 to 15 form an integral part of these interim financial statements

2



ended 31 Mar 2016


Interim balance sheet

1000 EUR Note(s)

Mar 31

2016

Mar 31

2015

Dec 31

2015

ASSETS

Non-current assets

Investments in subsidiaries 7 2,043 2,043 2,043Available-for-sale financial assets 8 1,153 1,160 1,153

Loan receivables 9 120,198 111,938 112,109

Total non-current assets 123,394 115,141 115,305

Current assets

Accrued interest and other receivables 9 3,605 2,937 9,481

Cash and cash equivalents 47 8 -

Total current assets 3,652 2,945 9,481

Total assets 127,046 118,086 124,786

EQUITY

Equity attributable to

owners of the parent

Share capital 100 100 100

Share premium 16,449 16,449 16,449

Other reserves 10 10 10

Retained earnings -43,633 -34,313 -40,963

Total equity 10 -27,074 -17,754 -24,404

LIABILITIES

Non-current liabilities

Shareholder loan and accrued interests 11 (a) 139,576 122,151 134,781

Other financial liabilites 11 (a) - 1,130 -

Total non-current liabilities 139,576 123,281 134,781

Current liabilities

Other financial liabilites 11 (b) 1,130 - 1,130

Accrued interest 11 (a) 81 24 66

Trade and other payables 11 (b) 13,333 12,535 13,213

Total current liabilities 14,544 12,559 14,409

Total liabilities 154,120 135,840 149,190

Total equity and liabilities 127,046 118,086 124,786


3



ended 31 Mar 2016


1000 EUR Q1 2016 Q1 2015 2015

Last

twelve

months

Cash flows from operating activities

Loss for the period -2,670 -2,057 -8,708 -9,321

Adjustments for:Income tax expenses - - 5 5Finance costs - net 2,479 1,793 7,873 8,559Operating loss -191 -264 -830 -757

Interest received 165 - - 165Interest paid - - - -Realised foreign exchange gains and losses and

other finance items 1 -3 -7 -3

Taxes paid - - -5 -5Operating cash flow before movements in

working capital-25 -267 -842 -600

Net change in working capital 16 -11 34 61

Net cash from operating activities -9 -278 -808 -539

Cash flow from investing activitiesPurchases of available-for-sale investments - -27 -20 7

Net cash used in investing activities - -27 -20 7

Cash flows before financing activities -9 -305 -828 -532

Cash flows from financing activitiesProceeds from current liabilities 89 324 1,010 775

Proceeds from non-current liabilities - - - -

Loans granted to related parties -33 -48 -219 -204

Net cash from financing activities 56 276 791 571

Net increase (+) / decrease (-) in

cash and cash equivalents 47 -29 -37 39

Cash and cash equivalents at beginning

of period - 37 37 8Cash and cash equivalents at

the end of period 47 8 - 47

Interim statement of cash flows


4



ended 31 Mar 2016


1000 EUR Share capital Share premium Other reserves Retained earnings Total equity

Balance at 31 December 2015 100 16,449 10 -40,963 -24,404

Total comprehensive income for the period Q1

2016 - - - -2,670 -2,670

Balance at 31 March 2016 100 16,449 10 -43,633 -27,074

1000 EUR Share capital Share premium Other reserves Retained earnings Total equity

Balance at 31 December 2014 100 16,449 10 -32,256 -15,697

Total comprehensive income for the period Q1

2015 - - - -2,057 -2,057

Balance at 31 March 2015 100 16,449 10 -34,313 -17,754

Interim statement of changes in equity

Equity attributable to owners of the parent Q1 2016



5



ended 31 Mar 2016

Note 1 Basis of preparation

Note 2 Use of judgements and estimates

Notes to Interim Financial Statements

for the period ended 31 March 2016

The interim financial statements for the three months ended 31 March 2016 have been prepared in accordance with

the International Accounting Standard (IAS) 34 Interim Financial Reporting. The interim financial statements do not

include all the information and disclosures required in the annual financial statements.

The accounting policies adopted are consistent with those of the previous financial year. In addition, the Company

has adopted those new and amended IFRS standards effective for the financial year ending 31 December 2015,

which have been presented in the financial statements for the year ended 31 December 2015. Those new and

amended IFRS standards have not had material impact to the interim financial statements. The interim financial

statements are unaudited.

The preparation of interim financial statements requires management to make judgements, estimates and

assumptions that affect the reported amounts of assets and liabilities, income and expense. Actual results may

differ from these estimates.

In preparing these interim financial statements, the significant judgements made by management in applying

accounting policies and the key sources of estimation uncertainty were the same as those that applied to the

financial statements as at and for the year ended 31 December 2015.

6



ended 31 Mar 2016

Note 3 Segment reporting

Note 4 Board of Managers fees

The Company had no employees during the period.

The Company is paying remuneration to the members of the Board of Managers.

Note 5 Other expenses

1000 EUR Q1 2016 Q1 2015 2015

Last twelve

months

Auditor remuneration 11 11 45 45

Other administrative expenses 49 72 169 146

Total 60 83 214 191

Auditor remuneration

Audit fees 11 11 45 45

Total 11 11 45 45

Note 6 Income taxes

The Company is subject to taxation under the Luxembourg tax regulation applicable to companies.

1000 EUR Q1 2016 Q1 2015 2015

Last twelve

months

Current income taxes - - 5 5

Total - - 5 5

The Company is a holding company. Following from this it has no business operations generating revenues, nor any employees. Based on the internal reporting

model used by the Board of Managers, for the assessment of results and the use of resources, the Company reports as a single segment, which complies with the

approach to the organisation and management of activities. The chief operating decision maker is the Board of Managers.

7



ended 31 Mar 2016

Note 7 Investments in subsidiaries

1000 EUR 31 Mar 2016 31 Mar 2015 31 Dec 2015

Balance at the beginning of the period 2,043 2,043 2,043

- - -

Balance at the end of the period 2,043 2,043 2,043

The Company has shareholdings in the following companies:

Name

Proportion of the

capital held, %

Capital and

reserves Profit / loss

99.99% 1,686 -262

100% 13 -61

Note 8 Available-for-sale financial assets

Changes in investments in subsidiaries

2C, rue Albert Borschette, L-1246

Luxembourg, R.C.S. Luxembourg

2C, rue Albert Borschette, L-1246

Luxembourg, R.C.S. Luxembourg

European Directories GP

("ED GP")

European Directories

BondCo S.C A. ("BondCo")

Registered

office

On 2 December 2013 the Company contributed TEUR 2,031 to the share capital of European Directories BondCo S.C.A. and TEUR 13 to the

share capital of European Directories GP.

The amount of capital and reserves and the loss for the latest financial year of the said companies, as presented above, are based on the

financial statements as at and for the period ended 31 December 2015. European Directories BondCo S.C.A has prepared its financial

statements under IFRS and European Directories GP S.á r.I under Lux GAAP.

The Company has issued a guarantee as for its own debt for the obligations of European Directories BondCo S.C.A.. under the Bonds. The

Company has also pledged the shares it owns in European Directories BondCo S.C.A. and European Directories GP as well as all claims

under the PIK intercompany loans as security to the Bonds.

Available-for-sale financial assets comprise of the investment in Bokadirekt i Stockholm AB for an amount of TEUR 1,153 which represents

14,83% of total shares.

8



ended 31 Mar 2016

Note 9 Non-current and current receivables

Non-current receivables

31 Mar 2016 31 Mar 2015 31 Dec 2015

Loan to European Directories BondCo S.C.A.

Original loan amount 10 Dec 2013 103,314 103,314 103,314

Set up fee capitalised 2014 451 451 451

Interest capitalised 15,569 7,513 7,513

Total 119,334 111,278 111,278

Loan to European Directories Parent S.A. 361 246 333

Loan to European Directories Holdco S.A. 250 161 245

Loan to Leafy S.á r.l 253 253 253

Total loan receivables 120,198 111,938 112,109

Current receivables

1000 EUR 31 Mar 2016 31 Mar 2015 31 Dec 2015

Interest income on financial assets classified as loans and receivables

Loan to European Directories BondCo S.C.A. 2,329 2,159 8,757

Total interest income in the statement of profit and loss 2,329 2,159 8,757

Interest accrued previous year 9,457 8,212 8,212

Set up fee/interest capitalised or paid during the period -8,222 -7,512 -7,512

Total accrued interest 3,564 2,859 9,457

Prepayments 41 78 24

Total accrued interest and other receivables 3,605 2,937 9,481

1000 EUR

On 10 December 2013, in order to facilitate the financial restructuring of its group, the Company entered into a TEUR 103,314 loan agreement

with its immediate subsidiary, European Directories Bondco S.C.A. The loan is bearing an interest rate of 7,9% payable annually in arrears.

As of 31 March 2016 the Company has a loan receivable totalling TEUR 864 from European Directories Holdco S.A., European Directories

Parent S.A. and Leafy S.à r.l. payable on demand. The loans are bearing an interest rate of 0,1% payable in arrears on 30 June and 30

December each year. From the date of the interim financial statements the Company does not have the intention to ask for repayment in the

next 12 months.

Other current receivables comprised prepayments made in relation to insurance contracts, recognised in the following years.

The Managers assessed that interest receivables approximate their carrying amounts largely due to the short-term maturities of these

instruments.

In Q1 European Directories BondCo S.C.A. has paid TEUR 166 of intercompany interest to the Company.

9



ended 31 Mar 2016

Note 10 Capital and reserves

1000 EUR Share capital Share premium Other reserves Total

31 Mar 2015 10,000,000 100 16,449 10 16,559

31 Mar 2016 10,000,000 100 16,449 10 16,559

Share capital

Other reserves

Note 11 Non-current and current financial liabilities and other liabilities

a.) Non-current financial liabilities 31 Mar 2016 31 Mar 2015 31 Dec 2015

Shareholder loan (preferred equity certificates) 103,314 103,314 103,314

Accrued interests on Shareholder loan 36,262 18,837 31,467

Total 139,576 122,151 134,781

Long term loan from Fonecta Oy - 1,130 -

- 1,130 0


Loan from Fonecta Oy is maturing in 2016 and therefore transferred to current liabilitites.

The issued share capital consists of 10,000,000 shares with a nominal value of Euro 0.01 each, all of which are fully paid up. The share capital

is divided into three classes of shares, namely 4,990,000 class A shares, 4,010,000 class B shares and 1,000,000 class C shares. Each share

entitles the holder to one vote at the Annual General Meeting. Different shares entitle their holders to a different dividend.

Legal reserve: In accordance with the Luxembourg company law, the Company is required to transfer a minimum of 5% of its net profit for

each financial year to a legal reserve. This requirement ceases to be necessary once the balance on the legal reserve reaches 10% of the

issued share capital. The legal reserve is not available for distribution to the shareholders.

On 10 December 2013 the Company issued 103,314 preferred equity certificates ("PECs") for an aggregate amount of TEUR 103,314

("PECs"). Leafy S.á r.I. is the holder of all outstanding PECs.

The PECs have a maturity date of 10 December 2043. The PECs carry a fixed yield and a profit yield which can be paid in full or in part by

issuing new PECs to the holders. As at 31 March 2016 the accrued interest amounts to TEUR 36,262 (31 Mar 2015: TEUR 18,837).

Number of shares (pcs)

10



ended 31 Mar 2016

Accrued interest 31 Mar 2016 31 Mar 2015 31 Dec 2015

Shareholder loan 4,794 3,935 16,565

Loan from Fonecta Oy 15 14 56

4,809 3,949 16,621

Other finance expenses -1 3 9

Total finance cost in the statement of profit and loss 4,808 3,952 16,630

Accrued interest previous year

Shareholder loan 31,467 14,902 14,902


Interest expenses capitalised 36,261 18,837 31,467

Interest payable on borrowings


Total interest payable on borrowings 81 24 66

b. ) Current liabilites 31 Mar 2016 31 Mar 2015 31 Dec 2015

Other financial liabilities

Loan from Fonecta Oy 1,130 - 1,130

1,130 - 1,130

Amounts due to group companies

De Telefoongids Holding B.V. 64 83 64

Fonecta Oy 85 82 2

Herold Business Data GmbH -38 14 -38

European Directories Corporations Oy 8 - 2

European Directories Services B.V. - 11 -

European Directories OpHoldco S.à r.l 3,706 2,861 3,706

European Directories (Dh7) B.V. 9,341 9,341 9,341

13,166 12,392 13,077

Current tax 1 1 1

Accrued expenses 166 122 134

Other - 20 1

Total trade and other payables 13,333 12,535 13,213

Interest expenses on financial liabilities classified as

loans and borrowings

The Managers assessed that trade payables and other current financial liabilities approximate their carrying amounts largely due to the short-

term maturities of these instruments.

11



ended 31 Mar 2016

Note 12 Financial risk management

Financial risk factors

The Company’s activities expose it to a variety of financial risks:

- market risk (including currency risk), fair value interest rate risk and price risk

- credit risk; and

- liquidity risk.

The Company’s overall risk management programme focuses on the structure of the assets and liabilities.

Management aims in achieving risk minimisation through the use of a (“back to back”) structure.

1. Market risk

Price/Interest rate risks

Market risk is the potential of suffering losses due to changes in market prices or parameters influencing market

prices. It includes changes concerning illiquidity of sub-markets resulting in the inability of buying/selling positions

of a special size, within a special period of time or at fair value conditions.

Interest rate risk is covered by the structure of the assets and liabilities. Through back to back structuring

management consider the interest cash flow risk to be mitigated.

Sensitivity analysis

A reasonable possible change of 100 basis points in the interest rates at the reporting date would not impact the

value of assets, liability or shareholder equity in a significant way.

The back to back structure of assets and liabilities offsets this risk.

Currency risk

The Company has no significant currency risk as borrowings and lending contracts are denominated in Euro, the

functional and presentation currency of the Company. The Company is only subject to individual insignificant

transactions in foreign currency which may arise.

Sensitivity analysis

A reasonable possible strengthening (weakening) of the Euro, US dollar (USD) or Swedish Crown (SEK) against

all other currencies as at reporting date would not significantly affect the measurement of the value of assets,

liabilities or shareholder equity. The back to back structure of assets and liabilities is offsetting this risk.

12



ended 31 Mar 2016

3. Liquidity risk

Liquidity risk is the risk that the ability to meet payment obligations cannot be ensured at all times. In economic

terms, this is the risk resulting from the Company’s exposure to an increase of liquidity premiums. As presented

under Note 8 “Current and non-current receivables” and Note 10 “Non-current and current financial liabilities and

other liabilities”, the management ensures that liquidity risk minimised by matching the liquidity and maturity

structure of assets and liabilities at all times.

Changes in interest, currency and market prices would not impact the liquidity of the Company at the reporting

date, value of assets, liabilities or shareholder equity in any significant way. The back to back structure of assets

and liabilities offsets these risks.

The maximum credit risk exposure of the Company in the event of other parties failing to perform their obligations

is considered to be the carrying value of the loans to the Company's subsidiary.

2. Credit risk

Credit risk is associated with potential losses arising from a business partner’s (counterparty, issuer, other

contractual partner) default, i.e. its inability or unwillingness to meet contractual obligations, or the deterioration of

its creditworthiness, e.g. changes in the issuer credit rating.

13



ended 31 Mar 2016Carrying amounts and fair value

Trade and other

receivables Investments

Trade and

other

receivables

Cash and cash

equivalents Total

Financial assets not measured at fair value

120,198 - 3,605 - 123,803

- - - 47 47

- 3,196 - - 3,196

120,198 3,196 3,605 47 127,046

Interest

bearing loans

and

borrowings

Trade and other

payables Total

Financial liabilities not measured at fair value

- - 13,333 13,333

139,576 - 1,211 - 140,787

139,576 - 1,211 13,333 154,120

Trade and other

receivables Investments

Trade and

other

receivables

Cash and cash

equivalents Total

Financial assets not measured at fair value

112,109 - 9,481 - 121,590

- - - - -

- 3,196 - - 3,196

TOTAL 112,109 3,196 9,481 - 124,786

Interest

bearing loans

and

borrowings

Trade and other

payables Total

Financial liabilities not measured at fair value

- 1,130 13,213 14,343

134,781 66 - 134,847

134,781 1,196 13,213 149,190

Trade and other payables

The following table shows the carrying amounts of financial instruments. All financial instruments presented are valued at

amortized cost through the use of the effective interest rate method. The carrying values of the financial instruments,

other than shareholder loan, are considered to be a good approximation of the fair value of the financial instruments.

31 Mar 2016

Non- current assets Current assets

Trade and other receivables

Cash and cash equivalents

Corporate securities

TOTAL

Non- current liabilities Current liabilities

Interest bearing loans and borrowings

Current liabilities



Borrowings

TOTAL

31 Dec 2015

Non- current assets Current assets


Borrowings

TOTAL

Cash and cash equivalents

Corporate securities

Non- current liabilities

14



ended 31 Mar 2016

Note 13 Related parties

Related parties of the Company

Ownership structure

1000 EUR Q1 2016 Q1 2015 2015

Loan receivables 120,198 111,938 112,109

Loan payables 139,576 122,151 134,781

Interest income 2,329 2,159 8,757

Interest expenses 4,809 3,949 16,621

Accrued interest on loan receivables 3,564 2,859 9,457

Accrued interest on loan payables 81 24 66

Board fees* 185 238 954

Note 14 Contingencies and commitments

Note 15 Events after the balance sheet date

On 2 May 2016, Marcus Englert replaced David Anderson on the board of European Directories Midco S.à r.l. As a result, the board of

European Directories Midco S.à r.l. consists of the following members: Marcus Englert, Hannu Syrjänen, Björn Osterloff, Peder Prahl,

Marco Sodi, Fabrice Rota and Sébastien Rimlinger.

*The Midco board is active as well at the level of the Group, therefore TEUR 54 (TEUR 57) was recognised by another European

Directories Group company in Q1 2016 and TEUR 131 (TEUR 181) by European Directories Midco S.à r.l.

The Company’s related party comprise the following:

* European Directories BondCo S.C.A.

* Eurpean Directories Parent S.A.

* Leafy S.à r.l

* Board of Managers.

* European Directories Holdco S.A.

Related party transactions

The Managers of the Company are not aware of any significant contingent liabilities as at 31 March 2016.

There are no commitments in respect of retirement pensions for members of the management and supervisory bodies. There are no

advances, loans or commitments given on their behalf by way of guarantee of any kind granted to the members of those bodies during

the year period 31 March 2016.

European Directories Midco S.à r.l. is the parent company of the European Directories Group. Triton Fund, majority through Leafy S.á

r.l., holds at the balance sheet date 91.1 % of the shares in European Directories Midco S.à r.l.

European Directories Midco S.à r.l. has shareholdings in two subsidiaries, European Directories BondCo S.C.A., and European

Directories GP. For further information, see Note 7 "Investment in subsidiaries".

Key management personnel of the Company consist of the Board of Managers ("the Managers").

European Directories Midco S.à r.l is a guarantor for the obligations of European Directories BondCo S.C.A. under the bond. No other

Group companies are guarantors. European Directories Midco S.à r.l. and European Directories BondCo S.C.A. have provided

security for certain assets (certain shares, loan receivables and bank accounts) to secure the obligations of European Directories

BondCo S.C.A. under the finance documents.

15

R.C.S. Luxembourg : B18140146A, avenue J.F. KennedyL-1855 LuxembourgShare Capital : 2,031 Mio EUR

Interim financial statements for the period of

European Directories BondCo S.C.A.

1 January 2015 to 30 September 2015

European Directories BondCo S.C.A.Interim financial statements

January-March 2016

http://www.europeandirectories.com/

http://www.europeandirectories.com/

European Directories BondCo S.C.A.Interim financial statements for the period ended 31 March 2016

Table of contents

Interim statement of profit and loss and other comprehensive income 2 Interim balance sheet 3 Interim statement of changes in equity 4 Interim statement of cash flow 5 Notes to the interim financial statements 6 - 15

European Directories Bondco S.C.A. Interim financial statements for the period

ended 31 March 2016Interim financial statements are unaudited

The notes on page 6 to 14 form an integral part of these interim financial statements2

1000 EUR NoteQ1

2016Q1


monthsAdministrative expenses 5 -23 -36 -238 -225Operating loss -23 -36 -238 -225

Finance income 8 5,288 5,129 20,696 20,855Finance costs 10 -5,288 -5,130 -20,711 -20,869

Net finance costs - -1 -15 -14

Profit or Loss before income tax -23 -37 -253 -239

Income tax 6 - - -9 -9Profit or Loss for the period -23 -37 -262 -248

Total comprehensive income -23 -37 -262 -248

Interim statement of profit and loss and other comprehensive income




Interim balance sheet

1000 EUR Note(s)31 Mar

201631 Mar

201531 Dec

2015

ASSETS

Non-current assets

Investments in subsidiaries 7 2,000 2,000 2,000Loan receivables 8 277,186 269,208 268,990Total non-current assets 279,186 271,208 270,990

Current assets

Accrued interest and other receivables 8 4,083 3,454 9,856Cash and cash equivalents 30 85 128Total current assets 4,113 3,539 9,984

Total assets 283,299 274,747 280,974

EQUITY

Equity attributable to owners of the parent

Share capital 2,031 2,031 2,031Profit or (loss) brought forward -346 -84 -84Profit or (loss) for the year/ period -23 -37 -262Total equity 9 1,662 1,910 1,685

LIABILITIES

Non-current liabilities

Interest bearing loans and borrowings 10 119,334 111,277 111,277Bond 10 157,852 157,931 157,712Total non-current liabilities 277,186 269,208 268,989

Current liabilities

Accrued interest on loans and borrowings 10 4,245 3,546 10,138Trade and other payables 206 84 162Total current liabilities 4,451 3,630 10,300

Total liabilities 281,637 272,838 279,289

Total equity and liabilities 283,299 274,747 280,974




1000 EUR Share capital Retained earnings Total equity

Opening balance 1 January 2016 2,031 -346 1,685

Total comprehensive income for the Q1 - -23 -23

Balance at 31 March 2016 2,031 -369 1,662

1000 EUR Share capital Retained earnings Total equity

Opening balance 1 January 2015 2,031 -84 1,947

Total comprehensive income for the Q1 - -37 -37

Balance at 31 March 2015 2,031 -121 1,910



Interim statement of changes in equity




Interim statement of cash flows

1000 EUR Q1 2016 Q1 2015 2015Last twelve

months

Cash flow from operating activitiesLoss for the period -23 -37 -262 -248

Adjustments for:Income tax expenses - - 9 9Finance costs - net - 1 15 14Operating loss -23 -36 -238 -225

Interest received 2,897 2,895 11,618 11,620Interest paid -2,984 -2,833 -11,392 -11,543Realised foreign exchange gains and losses and other finance items - -1 -15 -14Taxes paid - - -9 -9Operating cash flow before movements in working capital

-110 25 -36 -171

Net change in working capital 12 36 140 116Net cash from operating activities -98 61 104 -55

Changes in loan receivables - - 640 640Net cash used in investing activities - - 640 640

Cash flow before financing activities -98 61 744 585

Cash flow from financing activitiesPrepayment of Bonds - - -640Net cash used in financing activities - - -640 -

Net increase (+) / decrease (-) in cash and cash equivalents -98 61 104 585

Cash and cash equivalents at beginning of period 128 24 24 85Cash and cash equivalents at the end of period 30 85 128 30


ended 31 March 2016

6

Notes to Interim Financial Statementsfor the period ended 31 March 2016

Note 1 Basis of preparation

Note 2 Use of judgements and estimates

The interim financial statements for the three months ended 31 March 2016 have been prepared in accordance with the InternationalAccounting Standard (IAS) 34 Interim Financial Reporting.

The interim financial statements do not include all the information and disclosures required in the annual financial statements andshould be read in conjunction with the audited annual financial statement for the period ended 31 December 2015.

The preparation of interim financial statements requires management to make judgements, estimates and assumptions that affect thereported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.

In preparing these interim financial statements, the significant judgements made by management in applying accounting policies andthe key sources of estimation uncertainty were the same as those that applied to the financial statements as at and for the periodended 31 December 2015.

The accounting policies adopted are consistent with those of the previous financial year. In addition, the Company has adopted thosenew and amended IFRS standards effective for the financial year ending 31 December 2015, which have been presented in thefinancial statements for the year ended 31 December 2015. Those new and amended IFRS standards have not had material impactto the interim financial statements. The interim financial statements are unaudited.


ended 31 March 2016

7

Note 3 Segment reporting

Note 4 Employee benefits

Note 5 Administrative expenses

1000 EUR Q1 2016 Q1 2015 2015Last twelve

months

Auditor remuneration 4 - 18 22Other administrative expenses 19 36 220 203Total 23 36 238 225

Auditor remunerationAudit fees 4 - 18 22Fees for other assurance services - - - -Tax advisory fees - - - -

Total 4 - 18 22

Note 6 Income taxes

The Company is a holding company. Following from this it has no business operations generating revenues, nor any employees.Based on the internal reporting model used by the Company’s general partner European Directories GP S.à.r.l. for the assessmentof results and the use of resources, the Company reports as a single segment, which complies with the approach to theorganisation and management of activities. The chief operating decision maker is the Board of European Directories GP S.à r.l.

The Company is subject to taxation under the Luxembourg tax regulation applicable to companies.

Any temporary difference arising on assets will be offset by a corresponding difference in liabilities. Therefore, the Company doesnot have any deferred tax expense.

During the year the Company did not employ any personnel and, consequently no payments for wages, salaries or social securitieswere made.

For the period ended the administrative expenses mainly comprise administration and corporate secretarial fees.

The Company’s tax position at 31 March 2016 is based on the Company’s best estimate using the available information on local taxation rules and regulations and taking into account tax facilities and non-deductible costs. The tax return for the year ended 31 December 2014 has been filed in February 2016.


ended 31 March 2016

8

Note 7 Investments in subsidiaries

1000 EUR 31 March 2016 31 March 201531 December

2015Balance at the beginning of the period 2,000 2,000 2,000

Changes in investments in subsidiaries - - -

Balance at the end of the period 2,000 2,000 2,000

The Company has a shareholding in the following company:

Name

Profit for the year ended 31

December 2015

-137,938 10,284

The Company was acquired on 10 December 2013.

The above figures are presented under statutory requirements of Luxembourg GAAP.

The Company’s general partner, European Directories GP S.à r.l., performs an impairment test annually.

Note 8 Non-current and current receivables

Maturity of loan receivables

1000 EUR 31 Mar 2016 31 Mar 2015 31 Dec 2015

Due in one year - - - Due in two to five years 157,852 157,931 157,713Due in more than five years 119,334 111,277 111,277Total 277,186 269,208 268,990

Capital and reserves as at 31 December 2015

Registered office

46A avenue J.F. Kennedy, L-1855 Luxembourg, Luxembourg R.C.S. B 155420

European Directories OpHoldco S.à r.l

Proportion of the capital held, %

100%

On 10 December 2013 European Directories BondCo S.C.A. entered into loan agreements with European Directories Opholdco S.àr.l.:

1) For an amount of Euro 160,000,000.00. The interest is accrued on a daily basis at a floating rate of EURIBOR 3M + 7% p.a. andpaid quarterly.

2) For an amount of Euro 103,313,950.00. The interest is accrued on a daily basis at a rate of 7.9%.


ended 31 March 2016

9

Note 8 Non-current and current receivables (continued)

Non-current assets

1000 EUR 31 Mar 2016 31 Mar 2015 31 Dec 2015Loan to subsidiary

Loan 1 160,000 160,000 160,000Loan 2 103,313 103,313 103,313

263,313 263,313 263,313Original cost -2,800 -2,800 -2,800

Amortisation of original cost 1,292 731 1,153


Prepayment of loan -640 - -640

Interest capitalised 15,570 7,513 7,513Total loan receivables 277,186 269,208 268,990

Current assets

1000 EUR 31 Mar 2016 31 Mar 2015 31 Dec 2015

Loan 1 2,959 2,966 11,940Loan 2 2,328 2,163 8,756

Total interest income in the statement of profit and loss 5,288 5,129 20,696

Interest receivable beginning of the periodLoan 1 396 633 633Loan 2 9,455 8,212 8,212

9,851 8,845 8,845

Interest income received or capitalised during the periodLoan 1 -2,820 -2,895 -11,618Loan 2 -8,133 -7,513 -7,513

-10,953 -10,408 -19,132Amortised during the period

Loan 1 -139 -138 -559Loan 2 - -4 -

-139 -142 -559Total interest receivables from loans to European Directories Opholdco S.à r.l.

Loan 1 396 566 396Loan 2 3,651 2,858 9,455

4,047 3,424 9,851Other receivables 36 30 5

Total accrued interest and other receivables 4,083 3,454 9,856

Interest income on financial assets classified as loans and receivables during the period

The interest is calculated using the effective interest method. The nominal interest rate is 7.9% for the TEUR 103,313 shareholder loan and EURIBOR 3M +7% for the TEUR 160,000 senior secured callable floating rate bond.

The Managers assessed that interest receivables approximate their carrying amounts largely due to the short-term maturities of these instruments.


ended 31 March 2016

10

Note 9 Capital and reserves

Share capital

Legal reserve

Note 10 Non-current and current liabilities

Maturity of borrowings

1000 EUR 31 Mar 2016 31 Mar 2015 31 Dec 2015Due in one year - - - Due in two to five years 157,852 157,931 157,712Due in more than five years 119,334 111,277 111,277Total 277,186 269,208 268,989

European Directories Midco S.à r.I. has issued a guarantee for the obligations of the Company under the bonds.

On 25 October 2013 the initial capital was set at TEUR 31 represented by 1 unlimited share having a nominal value of Euro 1, which isfully paid-up and 30,999 limited shares having a nominal value of Euro 1 each, which are fully paid-up.

The holders of Limited Shares bear a liability which is limited to the amount of their contribution to the Company as share capital, sharepremium or capital surplus. The liability of the holders of Unlimited Shares for the liabilities of the Company shall be joint and unlimited,as set out in article 102 of the Companies Act.

During 2013 the entity increased the share capital by an amount of TEUR 2,000 by way of contribution in kind by issue of 2,000,000new limited shares of a nominal value of Euro 1 each.

At 31 March 2016 the share capital is represented by 2,031,000 shares with a total amount of TEUR 2,031.

In accordance with the Luxembourg company law, the Company is required to transfer a minimum of 5% of its net profit for each financial year to a legal reserve. This transfer is made following approval of its statutory accounts by the shareholders. This requirement ceases to be necessary once the balance on the legal reserve reaches 10% of the issued share capital. The legal reserve is not available for distribution.

Dividends on ordinary shares are recognised in the financial statements in the period in which they are approved by the Company's shareholders.

On 10 December 2013 the Company entered into a loan agreement with European Directories Midco S.à r.l. for Euro 103,313,950.00.The interest is accrued on a daily basis at a rate of 7.9%.

On 10 December 2013 the Company issued senior secured callable floating rate bonds ("Bonds") in the amount of Euro160,000,000.00 to the market. The proceeds of the Bonds were used to grant a loan to European Directories OpHoldco S.à r.l., whichused the proceeds to repay all previous bank debt. The Bonds have been listed on Nasdaq Stockholm since 5 December 2014 ("ISINSE0005505831").

The interest is accrued on a daily basis at a floating rate of 3 months EURIBOR rate plus a 7% p.a. margin. Interest is payable quarterlyin arrears. The Bonds have a maturity date of 10 December 2018.

The Bonds rank above the preferred equity certificates ("PECs") issued by the parent, European Directories Midco S.à r.I.


ended 31 March 2016

11

Note 10 Non-current and current liabilities (continued)

Non-current financial liabilities

1000 EUR 31 Mar 2016 31 Mar 2015 31 Dec 2015

Bond issuance 160,000 160,000 160,000

Loan to European Directories Midco S.à r.l. 103,313 103,313 103,313263,313 263,313 263,313

Original cost -2,800 -2,800 -2,800Amortisation of original cost 1,292 731 1,152


Prepayment of bond -640 - -640

Interest capitalised 1 January 2016 15,570 7,513 7,513


Current liabilities

1000 EUR 31 Mar 2016 31 Mar 2015 31 Dec 2015

Loan to Midco S.à r.l 2,328 2,163 8,756Bonds 2,959 2,966 11,940

5,288 5,129 20,696

Other finance expenses - 1 15

Total finance costs in the statement of profit and loss 5,288 5,130 20,711

Interest payable begining of the periodLoan to Midco S.à r.l 9,455 8,212 8,212Bonds 683 693 693

10,139 8,905 8,905

Interest expenses paid or capitalised during the periodLoan to Midco S.à r.l -8,221 -7,513 -7,513Bonds -2,820 -2,833 -2,820

-11,040 -10,345 -10,333Amortised during the periodLoan to Midco S.à r.l - -4 - Bonds -140 -138 -599

-140 -142 -559

Interest payable on loan to Midco S.à r.l. 3,563 2,858 9,455Interest payable on bonds 682 688 683

Total accrued interest on loans and borrowings 4,245 3,546 10,138

Interest expenses from financial liabilities measured at amortised cost during the period


ended 31 March 2016

12

Note 10 Non-current and current liabilities (continued)

Note 11 Financial risk management

Trade and other payables comprise accrued audit remuneration. The Board assessed that trade payables and other current financialliabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.

Market risk Price/ Interest rate risk Market risk is the potential of suffering losses due to changes in market prices or parameters influencing market prices. It includeschanges concerning illiquidity of sub-markets resulting in the inability of buying/ selling positions of a special size, within a specialperiod of time or at fair value conditions. Interest rate risk is covered by the structure of the assets and liabilities. Through back to back structuring management consider theinterest cash flow risk to be mitigated.

Sensitivity analysis A reasonable possible change of 100 basis points in the interest rate at the reporting date would not impact the value of assets, liabilityor shareholder equity in a significant way. The back to back structure of assets and liabilities offsets this risk.

Currency risk The Company has no significant currency risk as borrowings and lending contracts are denominated in Euro, the functional andpresentation currency of the Company. The Company is only subject to individual insignificant transactions in foreign currency whichmay arise. Sensitivity analysis A reasonable possible strengthening (weakening) of Euro, US dollar (USD) or Swedish Krona (SEK) against all other currencies as atreporting date would not significantly affect the measurement of the value of assets, liabilities or shareholder equity. The back to backstructure of assets and liabilities offsets this risk.

Credit risk Credit risk is associated with potential losses arising from a business partner’s (counterparty, issuer, other contractual partner) default,i.e. its inability or unwillingness to meet contractual obligations, or the deterioration of its creditworthiness, e.g. changes in the issuercredit rating. The maximum credit risk exposure of the Company in the event of other parties failing to perform their obligations is considered to bethe carrying value of loans to the Company's subsidiary.

Liquidity risk Liquidity risk is the risk that the ability to meet payment obligations cannot be ensured at all times. In economic terms, this is the riskresulting from the Company’s exposure to an increase of liquidity premiums. As presented under Note 8. “Non-current and currentreceivables” and 10. “Non-current and current financial liabilities and other liabilities”, the Board ensures that liquidity risk is minimisedby matching the liquidity and maturity structure of assets and liabilities at all times.

Changes in interest, currency and market prices would not impact the liquidity of the Company at the reporting date, value of assets,liabilities or shareholder equity in any significant way. The back to back structure of assets and liabilities offsets these risks.

Financial risk

A Company’s activities expose it to a variety of financial risks:• Market risk, including currency risk, fair value interest rate risk, cash flow interest rate risk and price risk• Credit risk; and • Liquidity risk The company’s overall risk management programme focuses on the structure of the assets and liabilities.Management aims in achieving risk minimisation through the use of a (*back to back”) structure.


ended 31 March 2016

13

Note 11 Financial risk management (continued)

Carrying amounts and fair value

1000 EURTrade and other

receivablesInvestments in

subsidiariesTrade and other

receivablesCash and cash

equivalents TotalFinancial assets not measured at fair value

277,186 - 4,083 - 281,269- - - 30 30- 2,000 - - 2,000

277,186 2,000 4,083 30 283,299

1000 EURInterest bearing loans

and borrowingsTrade and other

payables TotalFinancial liabilities not measured at fair value

- - 206 206119,334 3,563 - 122,896157,852 682 - 158,534277,186 4,245 206 281,637

1000 EURTrade and other

receivablesInvestments in

subsidiariesTrade and other

receivablesCash and cash

equivalents TotalFinancial assets not measured at fair value

268,990 - 9,856 - 278,846- - - 128 128- 2,000 - - 2,000

268,990 2,000 9,856 128 280,974

1000 EURInterest bearing loans

and borrowingsTrade and other

payables TotalFinancial liabilities not measured at fair value

- - 162 162111,277 9,455 - 120,732157,712 683 - 158,395268,989 10,138 162 279,289

Trade and other payablesBorrowingsBond issueTOTAL

Cash and cash equivalentsCorporate securitiesTOTAL

Non- current liabilities


TOTAL

31 Dec 2015Non- current assets Current assets



The following table shows the carrying amounts of financial instruments. All financial instruments presented are valued at amortized costthrough the use of the effective interest rate method. The carrying values of the financial instruments, other than bond, are considered to bea good approximation of the fair value of the financial instruments.

31 Mar 2016Non- current assets Current assets

Trade and other receivablesCash and cash equivalentsCorporate securitiesTOTAL

Non- current liabilities Current liabilities


Current liabilities

BorrowingsBond issue


ended 31 March 2016

14

Note 12 Related parties

Related parties of the Company

Ownership structure

Related party transactions

1000 EUR Q1 2016 Q1 2015 2015Loan receivables 277,186 269,208 268,990Loan payables 119,334 111,277 111,277Interest income 5,288 5,129 20,696Interest expenses 2,328 2,163 8,756Accrued interest on loan receivables 4,047 3,424 9,851Accrued interest on loan payables 3,563 2,858 9,455

Note 13 Contingencies and commitments

Note 14 Events after the balance sheet date

The Company’s related parties comprise the following:* Leafy S.à.r.l.* European Directories OpHoldco S.à r.l.* European Directories Midco S.à r.l.* European Directories GP S.à r.l.* Supervisory Board.

European Directories BondCo S.C.A. is a Luxembourg partnership limited by shares with European Directories GP S.à r.l as its unlimitedpartner and European Directories Midco S.à r.l., the parent company of the European Directories Group, as its limited partner. EuropeanDirectories Midco S.à r.l. is a holding company and is registered with the Luxembourg register of commerce under number B 155418. TritonFund, through Leafy S.á r.l., holds 91.1 % of the shares in European Directories Midco S.à r.l.

European Directories BondCo S.C.A. owns 100 % in European Directories OpHoldco S.à r.l. (see Note 7 "Investments in subsidiaries".)

Key management personnel of the Company consist of the members of the Supervisory Board.

The general partner of European Directories BondCo S.C.A., European Directories GP S.à r.l. has on 13 May 2016 resolved on changes tothe board members of European Directories GP S.à r.l.

Dr. Thomas Sonnenberg has resigned from the board as of 13 May 2016 and Mr. John Sutherland has been appointed as board memberas of 13 May 2016.

European Directories Midco S.à r.l is a guarantor for the obligations of European Directories BondCo S.C.A. under the bond. No otherGroup companies are guarantors. European Directories Midco S.à r.l. and European Directories BondCo S.C.A. have provided security forcertain assets (certain shares, loan receivables and bank accounts) to secure the obligations of European Directories BondCo S.C.A. underthe finance documents.

There are no commitments in respect of retirement pensions for members of the management and supervisory bodies. There are noadvances, loans or commitments given on their behalf by way of guarantee of any kind granted to the members of those bodies during thefinancial period ended 31 March 2016.

The members of the Supervisory Board of the Company are not aware of any significant contingent liabilities as at 31 March 2016.

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