EX-99.01 7 exhibit9901adevintaq12024q.htm EX-99.01 Document

Exhibit 99.01
Condensed Consolidated Financial Statements
Condensed consolidated income statement

FIRST QUARTERYEAR
€ million202420232023
Operating revenues4804351,826
Personnel expenses(134)(136)(526)
Other operating expenses(181)(154)(649)
Gross operating profit (loss)165145651
Depreciation and amortisation(77)(73)(300)
Share of profit (loss) of joint ventures and associates(1)(4)(108)
Impairment loss00(147)
Other income and expenses(38)(16)(117)
Operating profit (loss)5052(21)
Net financial items(22)(14)(71)
Profit (loss) before taxes2838(91)
Taxes(32)(16)(40)
Profit (loss) from continuing operations(5)21(131)
Profit (loss) from discontinued operation-(3)(3)
Profit (loss) attributable to:
Non-controlling interests228
Owners of the parent(7)16(142)
Earnings per share in €:
Basic(0.01)0.01(0.12)
Diluted(0.01)0.01(0.12)




Condensed consolidated statement of comprehensive income

FIRST QUARTERYEAR
€ million202420232023
Profit (loss)(5)18(134)
Remeasurements of defined benefit pension liabilities-0(2)
Income tax relating to remeasurements of defined benefit pension liabilities--0
Change in fair value of financial instruments(1)(4)(10)
Income tax related to change in fair value of financial instruments013
Items not to be reclassified subsequently to profit or loss(1)(3)(9)
Exchange differences on translating foreign operations(2)022
Net gain/(loss) on cash flow hedges(1)(2)(5)
Income tax related to cash flow hedges 011
Items to be reclassified subsequently to profit or loss(3)(1)18
Other comprehensive income (4)(5)9
Comprehensive income (9)14(125)
Comprehensive income attributable to:
Non-controlling interests228
Owners of the parent(11)12(134)



Condensed consolidated statement of financial position

31 MARCH31 DECEMBER
€ million20242023
Intangible assets10,51910,563
Property, plant and equipment and right-of-use assets97101
Investments in joint ventures and associates271273
Other non-current assets213225
Non-current assets11,10011,161
Trade receivables and other current assets386379
Cash and cash equivalents6557
Current assets452436
Total assets11,55111,598
Equity attributable to owners of the parent8,3918,399
Non-controlling interests1516
Equity8,4068,415
Non-current interest-bearing borrowings1,7281,771
Other non-current liabilities733744
Non-current liabilities2,4612,515
Current interest-bearing borrowings169
Other current liabilities669659
Current liabilities685668
Total equity and liabilities11,55111,598



Condensed consolidated statement of cash flows

FIRST QUARTERYEAR
€ million202420232023
Profit (loss) before taxes from continuing operations2838(91)
Profit (loss) before taxes from discontinued operations-(3)(3)
Profit (loss) before taxes2835(94)
Depreciation, amortisation and impairment losses7773447
Share of loss (profit) of joint ventures and associates14108
Dividends received from joint ventures and associates--3
Taxes paid(5)(3)(54)
Sales losses (gains) on non-current assets and other non-cash losses (gains)03(6)
Net loss on derivative instruments at fair value through profit or loss(1)00
Accrued share-based payment expenses141244
Unrealised foreign exchange losses (gains)3(3)(8)
Net interest expense and other financial expenses201878
Interest and other financial income received117
Interest and other financial expense paid(17)(14)(84)
Other non-cash items and changes in working capital and provisions(26)(33)26
Net cash flow from operating activities9594467
Development and purchase of intangible assets and property, plant & equipment(29)(28)(120)
Acquisition of subsidiaries, net of cash acquired-(1)(4)
Proceeds from sale of intangible assets and property, plant and equipment--1
Proceeds from sale of subsidiaries, net of cash sold1968
Net sale of (investment in) other shares2(1)(5)
Net change in other investments0(3)(3)
Net cash flow from investing activities(27)(23)(64)
Net cash flow before financing activities6871403
Repayment of interest-bearing loans and borrowings(51)(81)(387)
Purchase of treasury shares---
Lease payments(5)(7)(22)
Dividends paid to non-controlling interests(3)-(7)
Net cash flow from financing activities(59)(88)(416)
Effects of exchange rate changes on cash and cash equivalents000
Net increase (decrease) in cash and cash equivalents9(17)(13)
Cash and cash equivalents at start of period577070
Cash and cash equivalents attributable to assets held for sale at start of period---
Cash and cash equivalents at end of period655257
Cash and cash equivalents attributable to assets held for sale at end of period-2-



Condensed consolidated statement of changes in equity

€ millionEquity attributable
to owners of the parent		Non-controlling interestsEquity
Equity as at 1 January 20238,534148,548
Comprehensive income(134)8(125)
Transactions with the owners(1)(7)(8)
Share-based payment(14)-(14)
Change in treasury shares13-13
Dividends paid to non-controlling interests-(7)(7)
Equity as at 31 December 20238,399168,415
Comprehensive income(11)2(9)
Transactions with the owners2(3)0
Share-based payment(16)0(16)
Change in treasury shares18018
Dividends paid to non-controlling interests-(3)(3)
Equity as at 31 March 20248,391158,406
Equity as at 31 December 20228,534148,548
Comprehensive income12214
Transactions with the owners7-7
Share-based payment7-7
Change in treasury shares1-1
Equity as at 31 March 20238,553168,569




Notes
Note 1.
Corporate information, basis of preparation and changes to accounting policies
The Adevinta Group was established on 9 April 2019. Adevinta ASA is a public limited company and its offices are located in Grensen 5, Oslo in Norway. The shares of Adevinta ASA are listed on the Oslo Stock Exchange. The major shareholders are Schibsted, eBay and Permira holding 30%, 30% and 12% of voting rights, respectively. None of the parties have control over Adevinta Group.
Adevinta Group reports consolidated financial statements according to IFRS 10. The consolidated financial statements comprise the Group and the Group’s interests in joint
ventures and associates. The condensed consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting.
The accounting policies adopted are consistent with those followed in preparing the Group’s annual consolidated financial statements for 2023.
The condensed consolidated interim financial statements are unaudited. All amounts are in € million unless otherwise stated. Tables may not summarise due to rounding.




Note 2.
Operating segment disclosures

The operating segments correspond to the management structure and the internal reporting to the Group’s chief operating decision maker, defined as the CEO. The operating segments reflect an allocation based on geographical location.

Based on the new internal reporting structure, Adevinta has identified France, mobile.de, European Markets and International Markets as reportable operating segments.
→France comprises primarily Leboncoin, Agriaffaires, MachineryZone, Truckscorner, Avendrealouer, Videdressing, Locasun and Groupe Argus.
→mobile.de comprises mobile.de and Null-Leasing in Germany.
→European Markets comprises primarily Kleinanzeigen in Germany, Marktplaats, 2ememain and 2dehands in Benelux, InfoJobs, Coches, Motos, Fotocasa, Habitaclia and Milanuncios in Spain, Subito, Infojobs and Automobile in Italy, Daft, Done Deal and Adverts in Ireland, Hasznaltauto, Jofogas and Autonavigator in Hungary (sold in Q3 2023).
→International Markets comprises Kijiji in Canada and Gumtree in other countries (Poland, Ireland, Singapore and Argentina).
Other/Headquarters comprises Adevinta’s shareholder and central functions including central product and technology development.
Eliminations comprise reconciling items related to intersegment sales. Transactions between operating segments are conducted on normal commercial terms.
In the operating segment information presented and for internal control and monitoring, gross operating profit (loss) is used as a measure of operating segment profit (loss).




Operating revenues and profit (loss) by operating segments

FIRST QUARTER 2024
€ millionFrance    mobile.deEuropean MarketsInternational MarketsOther / HeadquartersEliminationsTotal
Revenues from
external parties		148108203202-480
Revenues from
other segments		-00-00-
Revenues1481082032020480
Gross operating profit (loss)6567758(49)-165


FIRST QUARTER 2023
€ millionFrance    mobile.deEuropean MarketsInternational MarketsOther / HeadquartersEliminationsTotal
Revenues from
external parties		13297180234-435
Revenues from
other segments		0(7)7-(1)(1)-
Revenues13290187234(1)435
Gross operating profit (loss)56517511(47)-145


FULL YEAR 2023
€ millionFrance    mobile.deEuropean MarketsInternational MarketsOther / HeadquartersEliminationsTotal
Revenues from
external parties		5484327449012-1,826
Revenues from
other segments		2(33)35-(2)(2)-
Revenues5503997799011(2)1,826
Gross operating profit (loss)24123932143(193)-651



Disaggregation of revenues by category

FIRST QUARTER 2024
€ millionFrance    mobile.deEuropean
Markets		International
Markets		Other /
Headquarters		Total
Classified revenues11310214516-376
Advertising revenues145474070
Transactional revenues21011--33
Revenues from contracts with customers148108203200479
Revenues from lease contracts, services provided to sold companies and others 0-0-22
Total revenue 148108203202480


FIRST QUARTER 2023
€ millionFrance    mobile.deEuropean
Markets		International
Markets		Other /
Headquarters		Total
Classified revenues999112318-331
Advertising revenues146505176
Transactional revenues1907--25
Revenues from contracts with customers1329710231432
Revenues from lease contracts, services provided to sold companies and others 0-0-34
Total revenue13297180234435


FULL YEAR 2023
€ millionFrance    mobile.deEuropean
Markets		International
Markets		Other /
Headquarters		Total
Classified revenues41340851069-1,399
Advertising revenues6224204212312
Transactional revenues73-30--103
Revenues from contracts with customers5484327439021,815
Revenues from lease contracts, services provided to sold companies and others --1-1111
Total revenue 54843274490121,826

Value-added services (includes adjacent services integrated inside the user journey, such as: financing and insurance partnerships (for Cars and RE) and headhunting and learning/experience lab (for Jobs), that are not directly related to the Classifieds products) revenues are reported within Online classifieds revenues.



Note 3.
Other income and Other expenses

FIRST QUARTERYEAR
€ million202420232023
Gain on sale and remeasurement of subsidiaries, joint ventures and associates--10
Gain on sale of intangible assets, property, plant & equipment0-1
Other006
Other income or gain0017
Restructuring costs(2)20
Loss on sale and remeasurement of subsidiaries, joint ventures and associates0-(1)
Loss on sale of intangible assets, property, plant & equipment00(1)
Acquisition and divestment related costs(16)0(1)
Integration related costs(9)(12)(69)
Verticalisation project costs(5)(4)(22)
Rebranding costs0(2)(15)
Voluntary Offer related costs(5)-(24)
Other0(1)(2)
Other expenses or loss (38)(16)(134)
Total(38)(16)(117)

Gain on sale and remeasurement of subsidiaries, joint ventures and associates of €10 million in YTD 2023 relates to the gain on sale of Adevinta Hungary of €7 million and €2 million related to the gain on dilution of Younited.
Restructuring costs of €(2) million YTD 2024 mainly relate to severance payments related to the verticalization project.
Acquisition and divestment related costs YTD 2024 includes a provision for levy, expected to be paid in 2024, on remuneration of former employees in relation to the eCG transaction. Management is assessing the final amount as well as options for reimbursement from the seller.
Integration related costs relate to the acquisition of eBay Classifieds Group.
Verticalisation project costs relate to restructuring Adevinta’s operating model and organisation to be divided by verticals across our five core European markets.
Rebranding costs relate to the rebranding of “eBay Kleinanzeigen” to “kleinanzeigen.de”. Per the acquisition agreement with eBay, Adevinta cannot use the “eBay Kleinanzeigen” brand beyond 2024.
Voluntary Offer related costs relate to the voluntary Offer announced by Aurelia Bidco Norway AS to acquire all issued and outstanding ordinary A shares in Adevinta.


Note 4.
Net financial items
FIRST QUARTERYEAR
€ million202420232023
Interest income 7829
Interest expense(19)(20)(84)
Net foreign exchange gain (loss)(3)38
Net other financial income (expenses)(7)(6)(24)
Net financial items(22)(14)(71)

Interest income in Q1 2024 and Q1 2023 is mainly due to the interest on the loan in BRL granted by Adevinta Finance AS to Bom Negócio Atividades de Internet Ltda (OLX Brazil joint venture).
Interest expense in Q1 2024 and Q1 2023 is mainly due to financing (senior secured notes and senior secured facilities) obtained in connection to the eCG acquisition.
Net foreign exchange gain in Q1 2024 and Q1 2023 is mainly due to the appreciation (depreciation) of BRL against EUR, increasing (decreasing) the value in EUR of the loan in BRL granted by Adevinta Finance AS to Bom Negócio Atividades de Internet Ltda (OLX Brazil joint venture).
Net other financial expenses in Q1 2024 and Q1 2023 are mainly due to the amortisation of the costs directly attributable to the issue of the financing obtained in connection to the eCG acquisition using the effective interest method.






Note 5.
Income taxes
The relationship between tax (expense) income and accounting profit (loss) before taxes is as follows:
FIRST QUARTERYEAR
€ million202420232023
Profit (loss) before taxes from continuing operations2838(91)
Tax (expense) income based on weighted average nominal tax rate*(6)(8)21
Tax effect of share of profit (loss) of joint ventures and associates0(1)(20)
Tax effect translation differences adjustment in the Norwegian tax Group(13)-(21)
Tax effect of other permanent differences(3)(3)(18)
Current period unrecognised deferred tax assets(5)(5)(9)
Previously unrecognised tax losses used in current period -09
Reassessment of previously recognised deferred tax assets,
including changes in tax rates		(5)-(1)
Other(1)1(1)
Taxes recognised in profit or loss from continuing operations(32)(16)(40)
*Weighted average nominal tax rate23%21%23%

The weighted average nominal tax rate varies over time due to differentials in nominal tax rates and variations in profit before tax in the countries where Adevinta operates.
The corporation tax rate applicable to mobile.de increased from 27.402% to 27.855% effective from January 2024. As a result, the relevant deferred tax balances have been re-measured resulting in a tax expense of €(5) million, mainly related to intangible assets, which is presented in the line “Reassessment of previously recognised deferred tax assets, including changes in tax rates”.


Note 6.
Events after the reporting period and other information
Voluntary offer to acquire all issued and outstanding ordinary Class A shares in Adevinta ASA
On 24 April 2024 the Offeror announced, amongst other things, the receipt of all required regulatory approvals as set out in the Offer document, and that settlement of the voluntary offer (the “Offer”) is expected to be made to shareholders having accepted the Offer on 29 May 2024 (the “Settlement date”). Settlement of the Offer will, subject to applicable law, remain subject to the following Closing Conditions (as defined in the Offer document): "Ordinary conduct of business", "No material breach", "No legal action" and "No Material Adverse Change", until settlement of the Offer. For further information on the Offer, visit: www.abgsc.com.
An Extraordinary General Meeting in Adevinta ASA was held on 16 May 2024. All agenda items were adopted including the amendment of the Company’s Articles of Association, changes in the composition of the Board of Directors subject to and with effect from the settlement date of the Offer and remuneration to the members of the Board of Directors who resign with effect from the settlement date. The minutes from the Extraordinary General Meeting are available on www.adevinta.com.
On 17 May 2024 Adevinta ASA announced the issuance of notices of redemption (the "Redemption") for all of its outstanding € 660 million aggregate principal amount 2.625% Senior Secured Notes due 2025 (the "2025 Notes") and € 400 million aggregate principal amount 3% Senior Secured Notes due 2027 (the "2027 Notes" and, together with the 2025 Notes, the "Notes"). As specified in the notices of Redemption, the 2025 Notes will be redeemed in


full at a redemption price equal to 100.65625% of the principal amount, plus accrued and unpaid interest, and the 2027 Notes will be redeemed in full at a redemption price equal to 101.5% of the principal amount, plus accrued and unpaid interest. The redemption of the Notes is subject to conditions as described in the redemption notices. Subject to the redemption conditions, the redemption will take place in connection with the settlement of the Offer.
On 21 May 2024 Adevinta issued prepayment and cancellation notices for all of its outstanding notional amount of the Company's €728 million Senior Secured Facilities plus accrued interest. The prepayment and cancellation of the Senior Secured Facilities is subject to conditions as described in the prepayment and cancellation notices. Subject to the prepayment and cancellation conditions, the prepayment and cancellation will take place in connection with the settlement of the Offer.
The Redemption of the Senior Secured Notes and the prepayment and cancellation of the Senior Secured Facilities would result in an estimated expense of €50 million recognised in Q2 2024 related to the difference between the redemption price and the principal amount and unamortised loan origination fees (paid when the financing was established) partially offset by accumulated gain on USD cross-currency interest rate swap recycled to profit and loss.

Other than the matters described above, no further matters have arisen since 31 March 2024 which have significantly affected or may significantly affect the operations of the Group, the results of those operations or the state of affairs of the Group in future financial periods.