Information for shareholders. General market overview SHARE PRICE EVOLUTION + VOLUME FINANCIAL CALENDAR THE KINEPOLIS SHARE IN 2005

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3 Information for shareholders General market overview SHARE PRICE EVOLUTION + VOLUME Share price Volume THE KINEPOLIS SHARE IN 2005 Share price (Euronext Brussels) High ( ) Low ( ) Closing price at 31/12/2005 ( ) Average number of shares traded per day 4,469 Total number of shares traded per day 1,007,045 31/12/2005 Capitalisation at 31/12/2005 ( ) 200,923,254 KEY FIGURES PER SHARE (CONSOLIDATED) Earnings per share - basic ( ) 1.17 Earnings per share - diluted ( ) 1.15 Number of shares at 31/12/2005 6,930,778 FINANCIAL CALENDAR Friday 19 May 2006 Annual Shareholders Meeting Monday 3 July 2006 Dividend payable Tuesday 4 July 2006 Publication of 1 st half 2006 audience fi gures Friday 1 September 2006 Publication of 2006 half-year results Friday 13 October 2006 Publication of 3 Q 2006 audience fi gures Friday 12 January 2007 Publication audience fi gures 2006 Friday 9 March 2007 Publication of 2006 year results Friday 13 April 2007 Publication of 1 st half 2007 audience fi gures Friday 18 May 2006 Annual Shareholders Meeting Kinepolis Group 2005

4 Summary Company profile 3 Mission 3 Strategic advantages 3 Company profi le 4 LETTER TO THE SHAREHOLDERS 8 BOARD OF DIRECTOR S REPORT 11 Corporate Governance 11 General information by the Board of Directors 18 MARKET OVERVIEW 25 Belgium 25 General market overview 25 Programming and ticket sales 26 Food & beverage 27 Media & events 28 France 29 General market overview 29 Programming and ticket sales 30 Food & beverage 30 Media & events 31 Spain 32 General market overview 32 Programming and ticket sales 32 Food & beverage 33 Media & events 33 Poland 34 General market overview 34 Programming and ticket sales 34 Food & beverage 35 Media & events 35 Switzerland 36 General market overview 36 Programming and ticket sales 36 Food & beverage 36 Media & events 36 Commercial rent 37 Film distribution 37 HIGHLIGHTS 41 Content 41 Technological leadership 42 Real Estate development 43 ICT 45 Global Marketing & Sales 46 Human Resources 47 INFORMATION FOR SHAREHOLDERS 49 Shareprice evolution + volume 49 Financial calendar 49 Issued capital 50 Payment of dividend 50 Shareholder structure 50 1 Summary ANNUAL ACCOUNTS 51

5 C O M P A N Y P R O F I L E Kinepolis Group 2005

6 Company profile Mission Kinepolis seeks to bring the ultimate cinema experience to a broad European audience in multifunctional, customer and family-focused cinema complexes, with an innovative, personalized approach that offers top quality and is fi nancially profi table. On a human scale Customer friendliness and satisfaction are centre stage at Kinepolis. The customer focus is implemented throughout the organization, via the Service with a Smile strategic training project. Employees promote as much as possible the Kinepolis Experience. 3 Strategic advantages Valuable expertise The Kinepolis Experience is the sum of a balanced series of skills, including: Selecting appropriate, easily accessible locations Designing and building 5 th generation multifunctional leisure centres with restaurants, cafés, exhibition and meeting facilities, etc. An extensive knowledge of fi lm programming, ticketing, comfort and safety Unrivalled image and sound quality With an eye for innovation Kinepolis has always been a pioneer of technological innovation. It is continuously looking for the best state-ofthe-art technology in the entertainment industry, including innovative sound and projection technology. This is evidenced by the THX certifi cation the standard for perfect image and sound quality in the cinema industry awarded to each Kinepolis theatre. Company profile

7 On a aimé, laissez vous séduire. Company profile Major European player Kinepolis Group is present in fi ve countries million admissions in 2005 place it among Europe s top cinema operators. 4 Company profile Complexes Screens Seats Employees 1 Belgium , France , Spain , Poland , Switzerland 1 8 1, Total , Kinepolis Digital Kinepolis has for several years been a driving force behind High Defi nition Digital Cinema (HDDC). Today fi lm-lovers can relish digital quality and offering in no less than 21 Kinepolis theatres in Belgium, France and Spain. Kinepolis Group s multifunctional digital installations enable it to offer not only digital full-length fi lms but also alternative content in digital format, including sneak previews of television series and documentaries, live concerts and sports competitions. The same theatres also host large numbers of prestigious B2B events like company, government and medical congresses. Kinepolis and the Quality Movies In Belgium the new Cinémanie quality label has generated remarkable results. With Cinemanie, viewing the other fi lm better, Kinepolis Belgium is seeking to attract fans of authors fi lms from all over the world. At least 1 Cinemania fi lm has been shown daily in every Belgian complex since the start of Der Untergang, Sin City and Brothers Grimm were the top 3 quality fi lms in At the start of 2006 the French complexes launched a similar Lumière sur quality label. Kinepolis Group 2005

8 Audience figures (in mio) Revenue by activity 30,000 25,000 22,455 25,997 27,334 24,219 24,512 22,574 Concessions 3% Media & events 14% Film distribution 1% 20,000 15,000 Food and beverage 20% Ticket sales 62% 10,000 5, Revenue by country Other 5% Spain 20% Belgium 51% 5 Year result 2005 in IFRS (1) France 24% mio 31/12/ /12/2004 % Audience fi gures (mio) % Revenue 192, , % EBITDA (2) 42,660 46, % Operating profi t 20,728 25, % Financial result -7,365-7, % Profi t before tax 13,364 17, % Income tax expense -5,259-6, % Profi t for the year 8,105 11,266 (3) -28.1% Earnings per share - basic % Earnings per share - diluted % Net Financial Debt (NFD) 149, , % Company profile (1) The IFRS valuation rules are available on the website under financial information. (2) EBITDA is not a recognized IFRS term. Kinepolis has defined the concept by adding back charges for depreciation, amortization, value impairments and provisions to the operating profit, and subtracting any reversals or uses of the same items. (3) Net profit for the year to in accordance with Belgian Generally Accepted Accounting Principles: 6.5m.

9 L E T T E R T O T H E S H A R E H O L D E R S Kinepolis Group 2005

10 Dear Shareholder, Despite lower ticket sales, Kinepolis Group achieved a respectable profi t for 2005, fully in line with its profi t objectives. Kinepolis Group ended the year with a net profi t of 8.1m, profi t from operations of 20.7m and EBITDA of 42.7m. This it owes to a strong end to the fi lm year, its other revenue-generating operating activities and consistent cost management. AUDIENCE FIGURES In 2005 Kinepolis Group welcomed 22.6m viewers to its cinema complexes. This is 8% less in absolute fi gures and 10% less on a comparable basis* than the previous year (24.5m visitors). Compared to the international cinema market, however, this is a creditable performance. Kinepolis Group has known a very strong year end with successful fi lms like Harry Potter and the Goblet of Fire, King Kong and The Chronicles of Narnia. This strong year end was however insuffi cient to absorb the signifi cant fall-off during the fi rst three quarters (12%) compared to Kinepolis Group relates the international, cyclical dip in 2005 primarily to the weak international fi lm line-up right through until October, the concentration of box-offi ce successes in the last two months of the year, and the absence of strong local productions. Kinepolis Group s international fi lm top in 2005 consisted of Harry Potter and the Goblet of Fire, Madagascar and Star Wars Episode 3. In Belgium, France and Spain, the Kinepolis Group outperformed the market average, despite an increase in competition. In the other countries, the group developed in line with national markets. The lack of a major French-language success of the likes of Podium or Les Choristes (2004) defi nitely affected the Belgian Kinepolis complexes in Liège, Brussels and Braine-l Alleud. The roadworks on the Antwerp ring road, making access diffi cult, continued to affect audience fi gures at Metropolis. In all Belgian complexes the audience fi gures rose sharply in the fi nal months of the year, despite the fact that only half of the Christmas vacation fell within the year. December was the strongest month ever for the French complexes at Lille (Kinepolis Le Château du Cinéma) and Nîmes (Kinepolis Nîmes), which also produced good annual results compared with the French market as a whole. 7 Letter to the shareholders * On a comparable basis, i.e. excluding the contributions from units sold, liquidated, opened or closed in 2005 and 2004: Max Linder (France, February 2004), Kinepolis Granada (Spain, opened June 2004) and Kinepolis Nancy (France, opened September 2005).

11 8 Letter to the shareholders Kinepolis Nancy, opened in September 2005, got off to a cautious start and has grown steadily. Both Kinepolis Nancy and Kinepolis Metz suffered from the heavy snowfalls in December. All French complexes nonetheless increased their shares of local French markets. A noteworthy advance was achieved by Kinepolis Granada (Spain, opened in June 2004), with fourth quarter audience figures up 37% on the same period in The site around the complex continued to develop, with audience drawers like Carrefour, Media Market and Sprinter. Kinepolis Granada also conquered the local market leader position during the past year. In Poland, as well as the weak fi lm line-up and the lack of major Polish productions, the Pope s death had an unmistakable effect of the country s entire socio-cultural life for several weeks. Kinepolis Poznan has also faced additional competition since June last year. The Polish year-end was a quiet period with few major releases. REVENUE For the twelve months to Kinepolis Group achieved revenue of 193 million, 4% lower than the 201 million of Gross box office takings (income from ticket sales) were down 7%. Ticket sales as a percentage of total revenue reduced in favour of other income-generating activities (2004: 64%, 2005: 62%). Food and beverage turnover was down just 2% thanks to an increase of the consumption per visitor. Business-to-business activities in the cinema environment are forming a genuine growth cluster. Revenue from events, screen advertising etc. rose by 4%. Film distribution revenue fell by 3% compared with 2004, when local fi lm offerings, including De Zaak Alzheimer and Team Spirit 2 generated signifi cant income fl ows. Concession income rose by 7%, due in part to the opening of Kinepolis Granada and Kinepolis Nancy. 51% of revenue was generated in Belgium, the Group s home country, 24% in France, 20% in Spain, and 5% in Poland and Switzerland. REAL ESTATE DEVELOPMENT The land and buildings, with an estimated market value of 260m, represent an unmistakable asset for Kinepolis Group. The group owns nearly m 2 of real estate, including over m 2 of cinema buildings, m 2 of parking space, m 2 of leased out surfaces for concessions (restaurants, cafés etc.) and land and buildings which still need to be fully developed. At various locations Kinepolis is working on real estate projects which, depending on the location, relate directly or not to its current business activity. KINEPOLIS GROUP AND DIGITAL CINEMA Kinepolis Group has digitalized another 10 theatres since the release of Star Wars (May 2005). The digital equipment was initially leased, but was since acquired in August Kinepolis theatres 12 in Belgium, 6 in France and 3 in Spain are now fi tted with High Defi nition Digital Camera Kinepolis Group 2005

12 (HDDC). The digital offering of full-length fi lms and alternative context is steadily growing. Cooperation between TV and cinema is also gradually intensifying. PROSPECTS 2006 promises to be a good fi lm year with a better spread of blockbusters. For 2006 Kinepolis Group is expecting substantial growth in terms of both global admissions and net profi t. On 7 July Kinepolis Bruges (Belgium) will be opening its doors, with 8 screens and 1,609 seats. In December 2005 Kinepolis Group applied for a building permit for its construction project in Ostend (Belgium). A WORD OF THANKS On behalf of the Board of Directors we thank our employees for their hard work and devotion to Kinepolis Group. Kinepolis Group is determined to achieve its strategic goal of sustainable and profi table growth. For successfully meeting the challenges of 2006, Kinepolis Group knows that it can count of the efforts and commitment of its employees. These are fully conscious of the vital importance of value creation for the shareholder and for cinema visitors. An essential factor here is digitalization, which is offering our visitors beter quality and new opportunities. Customer-directed thinking, quality and the continuous innovation process are the Kinepolis Group s greatest assets in maintaining its advance over the competition. Together with the Board of Directors we express our full confi dence in the future. 9 Florent Gijbels Joost Bert Baron Hugo Vandamme CEO CEO Chairman of the Board of Directors Letter to the shareholders

13 B O A R D O F D I R E C T O R S R E P O R T Kinepolis Group 2005

14 Board of Director s Report 11 CORPORATE GOVERNANCE On 16 November 2005 the Board of Directors of Kinepolis Group approved the Corporate Governance Charter. The present report describes how the Corporate Governance Charter was applied in 2005 to the management of Kinepolis Group NV. It can be found on the website under corporate governance. This Charter has been drawn up in accordance with the principles and provisions of the Belgian Corporate Governance Code, published on 9 December 2004 by the Corporate Governance Committee chaired by Count Maurice Lippens. BOARD OF DIRECTORS AND SPECIAL COMMITTEES Composition of the Board of Directors The Board of Directors has 9 members, 4 of whom should be regarded as independent of the reference shareholders and of management. NV Bert Brothers, with Mrs M.S. Bert-Vereecke as its representative, was co-opted by the Board of Directors to replace Mrs M.S. Bert-Vereecke, who had resigned her directorship. Board of Director s Report

15 Name Position End of mandate NV Claeys Invest, permanently represented by Mrs Marie-Rose Claeys-Vereecke (1) (3) NV HRV, represented by Baron Hugo Vandamme, Chair (1) (2) NV Bert Brothers, permanently represented by Mrs Marie-Suzanne Bert-Vereecke (1) (3) (4) Co-Chair Founder Chairman Honorary chair Founder 2006 Mr Joost Bert (3) Managing 2008 Other mandates 2008 Roularta Media Group NV: Chairman of the Board Barco NV Picanol Group NV: Vice-chairman of the Board Sara Lee/DE International BV: Member of the Supervisory Board 2006 Mr Florent Gijbels (3) Directors Mr Peter Bert, (1) (3) Director 2006 Mr André Meers, (1) (2) Director 2007 Group Machiels NV: General Manager 12 Board of Director s Report NV Euro Invest Management, permanently represented by Philippe Haspeslagh (1) (2) BVBA Gerard Van Acker, permanently represented by Mr Gerard Van Acker (1) (2) (1) Non-executive director (2) Independent director (3) Representing the majority shareholders (4) Co-opted by the Board meeting of 8 March 2006 Director Director 2008 Dujardin Foods NV: Member of the board Quest Management NV: Chairman of the board Quest for Growth NV: Member of the board Capricorn Venture Partners NV: Member of the board Vandemoortele NV: Member of the board 2006 Language&Computing NV: Member of the board Besix Group NV: Member of the board Carestel NV: Member of the board ABO NV: Member of the board Kinepolis Group 2005

16 Operation of the Board of Directors The Board of Directors, chaired by Baron Hugo Vandamme, met 11 times in All members were present during 5 meetings. For the other meetings 1 member was excused for 3 meetings, during 2 meetings, 2 members were excused and 1 meeting had 4 members excused. - NV Claeys Invest, permanently represented by Mrs Marie-Rose Claeys-Vereecke - NV Bert Brothers, permanently represented by Mrs Marie-Suzanne Bert-Vereecke - NV HRV, represented by Baron Hugo Vandamme - Mr André Meers - BVBA Gerard Van Acker, permanently represented by Mr Gerard Van Acker The following items were systematically examined at these meetings: - the monthly audience fi gures of the various complexes and the fi nancial results of Kinepolis Group and its subsidiaries; - newly proposed projects - the progress of ongoing projects - the reports of the Audit Committee and the Appointments and Remuneration Committee - the setup of the Corporate Governance Charter Special meetings were devoted to establishing the Kinepolis Group NV and consolidated fi nancial statements and annual reports, to defi ning short and long-term strategy and to the profi t/investment plans for The Appointments and Remuneration Committee The Appointments and Remuneration Committee, which has since 11 May 2005 been chaired by NV HRV, permanently represented by Baron Hugo Vandamme, consists exclusively of non-executive directors, the majority of them with independent status: The Managing Directors attend the meetings of the Appointments and Remuneration Committee when invited. The Appointments and Remuneration Committee met 3 times in 2005 and was attended by all members, with the exception of 1 meeting at which 1 member was not present. The Appointments and Remuneration Committee discussed mainly remuneration policy for non-executive directors and for the Executive Management. The Audit Committee The Audit Committee, chaired since 11 May 2005 by NV Euro Invest Management, permanently represented by chaired Mr Philippe Haspeslagh, consists since then of - NV Euro Invest Management, represented by Mr Philippe Haspeslagh - BVBA Gerard Van Acker, represented by Mr Gerard Van Acker. The chief fi nancial offi cer and the managing directors are invited to attend the meetings of the Audit Committee. The representatives of the majority shareholders Claeys Invest NV, and Mr Peter Bert, attend the meetings. 13 Board of Director s Report

17 In 2005 the Audit Committee met fi ve times, with all members attending. The main agenda items were: - discussion of the Kinepolis Group NV and consolidated fi nancial statements and the annual report - discussion of the fi rst half results - setting and monitoring the internal auditor s work programme - monitoring the transition to IFRS Kinepolis Cinema Kinepolis Cinema is responsible for ticket sales, food & beverage, events & media and other cinema-related activities. Joost Bert is responsible for the Cinema division. Day-to-day management lies with Gilbert Deley, Managing Director of Kinepolis Cinema. He is supported by the other members of the Kinepolis Cinema Management Committee. 14 Board of Director s Report EXECUTIVE MANAGEMENT At organisational level, a number of responsibilities have been decentralised. The corporate structure has been reduced, with greater authority given to national managements to enable them to react to the specifi c market needs of the countries in which Kinepolis Group is active. The daily management is in hands of both CEO s. Kinepolis Real Estate Kinepolis Real Estate is responsible for project development, the management of land and buildings, facility management and commercial rent. Florent Gijbels is responsible for the Real Estate division. General management of the division lies with Luc Van Baelen, Managing Director Kinepolis Real Estate, supported by the Kinepolis Real Estate Management Committee. Coordination Committee Kinepolis Group Corporate Finance & Administration Corporate F&A looks after the financial, legal and administrative activities of Kinepolis Group at international level. Florent Gijbels CEO and Jan Staelens CFO are responsible for this corporate department. Unity The Cinema and Real Estate divisions and Corporate F&A are linked via the Coordination Committee, consisting of the CEOs, the CFO and the Managing Directors. Cooperation is the key word in attaining the synergetic effect which gives Kinepolis Group greater transparency and focus. F. Gijbels CEO Kinepolis Group J.Bert CEO Kinepolis Group G. Deley Managing Director Kinepolis Cinema L. Van Baelen Managing Director Kinepolis Real Estate J. Staelens CFO Kinepolis Group Kinepolis Group 2005

18 Management Committee Kinepolis Real Estate 5. L.Van Baelen: Managing Director Kinepolis Real Estate 1. E.Himpens: Development Director Management Committee Kinepolis Cinema 9. G. Deley: Managing Director Kinepolis Cinema 8. E. Somers: Operations Director Kinepolis Belgium and Poland 10. T. Lambert: Operations Director Kinepolis France and Switzerland 13. M. Claessens: Operations Director Kinepolis Spain 4. J. Huyghe: Global Strategy Director 7. M. Van de Velde: Content Director 2. Bob Claeys: Projection & Sound Director 11. Bart Claeys: Project Development Director 12. N. Vanderplancke: Human Resources Director 3. A. De Roovere: ICT Director 6. M. Verhofstede: Financial Controller Kinepolis Cinema Board of Director s Report

19 Organogram BOARD OF DIRECTORS NV HRV, NV CLAEYS INVEST, NV BERT BROTHERS, F. GIJBELS, J. BERT, P. BERT, BVBA GERARD VAN ACKER, NV EURO INVEST MANAGEMENT, A. MEERS Audit committee Nomination and Remuneration committee 16 Board of Director s Report F. GIJBELS CEO KINEPOLIS REAL ESTATE L. VAN BAELEN Managing director Coordination committee L. VAN BAELEN J. STAELENS G. DELEY J. BERT CEO CORPORATE F&A J. STAELENS CFO KINEPOLIS CINEMA G. DELEY Managing Director Kinepolis Group 2005

20 REMUNERATION Gross remuneration ( ) in respect of 2005 granted by The CEOs remuneration consists of fi xed remuneration, supplemented in certain cases with variable remuneration. The CEOs and other executive management members also benefi t from a pension system fi nanced via a pension fund. The individual contracts with the CEOs and other members of executive management do not make provision for special termination payments. Kinepolis Group and/or its subsidiaries. Board of Directors Name Mandate* Remuneration NV Claeys Invest, represented by Marie-Rose Claeys- Vereecke NV HRV, represented by Hugo Vandamme CEO s Joost Bert Fixed remuneration 210,075 Bonus 96,000 Florent Gijbels Fixed remuneration 210,075 Bonus 96,000 Executive Management Mandate Remuneration 13 members from the executive management Co-chairman BOD Founder Member RC Chairman BOD Chairman RC Marie-Suzanne Bert-Vereecke Honorary chair Founder Member RC No warrants or options were granted in , , ,647 Joost Bert Managing 29,700 Director Florent Gijbels Managing 29,700 Director Peter Bert Director 27,460 André Meers Director Member RC 32,440 NV Euro Invest Management, represented by Philippe Haspeslagh BVBA Gerard Van Acker, represented by Gerard Van Acker Director Chairman AC Director Member AC and RC 29,700 30,200 Fixed remuneration 1,315,589 Bonus 144, Board of Director s Report * Mandate at the level of the Board of Directors, the Audit Committee and the Remuneration Committee.

21 INSIDER TRADING POLICY 18 Board of Director s Report Policy on preventing the misuse of power is set out in the Corporate Governance Charter. Letters have been sent to the members of the Board of Directors and of the executive management and to other persons having potential access to Insider Information, informing them of this policy. The Chief Financial Officer is designated Compliance Officer, tasked with monitoring compliance with the rules concerning misuse of market information mentioned in the Corporate Governance Charter. These rules apply to the members of the Board of Directors and of Executive Management as well as any persons having prior knowledge and are intended to ensure that share transactions by these persons take place in strict compliance with the Law of 2 August 2002 concerning the supervision of the financial sector and with the guidelines set out by the Board of Directors. More specifically these persons may trade shares only after prior consultation with the Compliance Officer. POLICY ON CONFLICTS OF INTEREST No conflicts of interest covered by articles 523 and 524 of the Companies Code arose in In addition to the provisions of the Companies Code concerning conflicts of interest, the Corporate Governance Charter stipulates that all acts, viewpoints or interests which are in conflict with, or could give the impression of being in conflict with, the interests of Kinepolis Group NV, must be avoided, and that the company is to be informed of the identities of parties related to the member of the Board of Directors and of any transactions with these related parties. Since the approval of the Corporate Governance Charter by the Board of Directors on 16 November 2005 no such situations have arisen. GENERAL INFORMATION BY THE BOARD OF DIRECTORS Despite lower ticket sales, Kinepolis Group achieved a respectable profi t for 2005, fully in line with its profi t objectives. This it owes to a strong end to the fi lm year, its other revenue-generating operating activities and consistent cost management. Kinepolis Group is confi dent that it can achieve substantial audience and net profi t growth in Revenue For the twelve months to Kinepolis Group achieved revenue of 193 million, 4% lower than the 201 million of Gross box offi ce takings (income from ticket sales) were down 7%. Ticket sales as a percentage of total revenue reduced in favour of other income-generating activities (2004: 64%, 2005: 62%) Food and beverage turnover was down just 2% thanks to an increase in the consumption per visitor. Business-to-business activities in the cinema environment are forming a genuine growth cluster. Revenue from events, screen advertising etc. rose by 4%. Film distribution revenue fell by 3% compared with 2004, Kinepolis Group 2005

22 when local offerings, including De Zaak Alzheimer and Team Spirit 2, generated signifi cant income fl ows. Concession income rose by 7%, in part from the opening of Kinepolis Nancy. 51% of revenue was generated in Belgium, the Group s home country, 24% in France, 20% in Spain, and 5% in Poland and Switzerland. EBITDA Financing result and debt position The fi nancing result was -7.4m (2004: -8.0m). Interest charges remained at 2004 levels. The net fi nance cost was also signifi cantly infl uenced by derivatives trading (hedging of exchange rate risks and interest rates) and currency translation results. Net fi nancial debt (NFD) at amounts to 149.6m, 7m less than at EBITDA is not a recognized IFRS term. Kinepolis has defi ned the concept by adding back charges for depreciation, amortization, value impairments and provisions to the operating profi t, and subtracting any reversals or uses of the same items. In 2005 the group achieved an EBITDA of 42.7m as against 46.0m in Worldwide, consistent cost and income policy produced a better EBITDA than in 2004, despite the 4% fall in revenue. In Belgium, EBITDA-margin increased thanks to strong second half earnings. The opening of Kinepolis Granada in Spain and Kinepolis Nancy in Spain weighed somewhat on both countries EBITDAs. In general a cinema complex does not reach its normal profi t level until three years after opening. In Switzerland and Poland revenues fell faster than operating costs. Operating profit (EBIT) Operating profit from operations was 20.7m compared with 25.8m in Country-by-country, operating profi t has mirrored EBITDA. The opening of Kinepolis Granada in Spain and Kinepolis Nancy in France have produced additional depreciation charges which have affected profi t from operations. Profit before tax Profit before tax amounted in 2005 to 13.4m (2004: 17.8m). This reduction explains the lower tax charge compared with Profit for the year The profi t for the year for 2005 was 8.1m. This compares with 11.3m in Balance sheet and cash flow analysis At equity amounted to 96.0m, equal to 26.2% of the balance sheet total. 19 Board of Director s Report

23 During the fi rst half of the year fi nancial debts were restructured under the syndicated loan agreement concluded in November 2004, in line with existing and future fi nancing 21 Kinepolis theatres 12 in Belgium, 6 in France and 3 in Spain are now fi tted with High Defi nition Digital Camera (HDDC). needs. In December Kinepolis Group submitted an application to build No less than 86% of the balance sheet total at a complex in Ostend (Belgium) with 8 theatres and 1,600 seats. consisted of non current assets (including those intended for sale) totaling 317m. This includes land and buildings Appropriation of the result in conformity (including those available for sale) worth 239m. with the statutory accounts Operating activities generated a cash fl ow of 28.9 m ( Board of Director s Report m in 2004). This increase is due primarily to a fall in trade and other receivables. These resources served among other things to fi nance new investments ( 19.7m in vs- 7.4m in 2004), primarily the new Kinepolis complex in Nancy. This fi nancing of new projects had the effect of limiting the net reduction of fi nancial debts to 5.7m. Significant events in 2005 On 13 January 2005 the Permanent Deputation approved the building permit application for a new cinema complex in Bruges. On 6 December 2005 the foundation stone was laid for the Bruges project. Also on 13 January 2005 the capital increase resolved by the General Meeting of CinemaxX AG was formally carried out. The Kinepolis Group shareholding in CinemaxX amounts to 12.61%. Kinepolis Group has digitalized another 10 theatres since the release of Star Wars (May 2005). The digital equipment was initially leased, but has been acquired in August In its proposal to the Shareholders Meeting concerning the appropriation of the profi t and the payment of a dividend, the Board of Directors has taken various factors into account, including the company s fi nancial situation, the operating profit, current and expected future resources, and expansion plans. It is proposed that a gross dividend of 0.35 per share be paid in respect of Subject to approval by the Shareholders Meeting, the Board of Directors has decided that the dividend will be payable to shareholders at the fi nancial institutions of their choice on 3 July 2006 upon presentation of coupon no. 6. Profi t for the fi nancial year available for 1,204, appropriation Profi t brought forward from previous year 48,515, Withdrawal from equity To the reserves 67, Addition to equity: To legal reserves: 60, To the reserves 672, Profi t to be carried forward 46,665, Payment to equity 2,389, Kinepolis Group 2005

24 Key events after the balance sheet date Buy-in of own shares No signifi cant events have taken place since the balance sheet date. Use of financial instruments Kinepolis Group s global risk management seeks to limit the negative impact on the Group s fi nancial results by using financial instruments to hedge these risks. Exchange rate risk Kinepolis is an international company, with certain subsidiaries not reporting in euros. These earnings are exposed to fl uctuations of local currencies against the euro when consolidated into the accounts of the Kinepolis Group. Kinepolis does not hedge this risk. Financing of Kinepolis Group companies other than in local currencies is hedged using future foreign exchange contracts or swaps. Interest rate risk Kinepolis Group manages its debt with a combination of short, medium and long-term borrowings. The mix of fixed and floating rate debt is established at Group level. At the end of December 2005 the group had net financial debt outstanding of 149.6m. Kinepolis Group has concluded interest rate swaps and options to manage its interest rate risk by converting a part of the floating-rate debt into fixed-rate debt. At 31 December 2005, 108 million of debt was covered in this way, with maturities of between 1 and 6 years. During 2005, pursuant to the Market Management Agreement with brokerage house Delta Lloyd Securities NV and/or under transitional provision no. 2 of the company s by-laws, a total of 33,026 own shares were bought in an amount of 846, and 30,106 shares were sold. At 31 December 2005 Kinepolis Group NV held 102,618 or 1.48 % of all issued shares, with a capital value of 702,446. Amendments to the By-Laws The Extraordinary General Meeting of 20 May 2005: renewed the authorization of the Board of Directors to acquire own shares or profi t-sharing certifi cates of the company in accordance with article 620 of the Companies Code. simplifi ed the convening and operation of the Board of Directors. Research and development In 2005 the Group invested further in updating the ERP software and in further development of the new ticketing platform. 21 Board of Director s Report

25 22 Board of Director s Report Main risks and uncertainties The company believes that the annual report provides a true and fair view of the development and position of the company and that no specifi c risks and uncertainties specifi c to the company need to be mentioned. The company s business environment is typifi ed, though, by uncertainty factors such as the quality and local character of fi lms on offer, the effect of cultural specifi city on cinema visiting and weather conditions in various countries. Kinepolis Group has no direct infl uence on these factors, but has their consequences under control through operating effi ciency and fl exibility in terms of manning levels, activities mix, etc. Guidance 2006 promises to be a good fi lm year with a better spread of blockbusters. For 2006 Kinepolis Group is expecting substantial growth in terms of both global admissions and net profi t. Kinepolis Bruges (Belgium) will be opening its doors on July 6 with 8 screens and 1,609 seats. In December 2005 Kinepolis Group applied for a building permit for its construction project in Ostend (Belgium). Other tasks undertaken by the statutory auditor BCV Klynveld Peat Marwick Goerdeler Bedrijfsrevisoren, represented by Mr Ludo Ruysen, was appointed Statutory Auditor of Kinepolis Group nv. In addition to its remuneration for its auditing mandate, the statutory auditor or persons with which it has professional cooperation arrangements invoiced during the fi nancial year 113,666 to Kinepolis Group in respect of additional auditing assignments and 85,518 in respect of tax advisory services. Kinepolis Group 2005

26 23 Board of Director s Report

27 G E N E R A L M A R K E T O V E R V I E W Kinepolis Group 2005

28 General market overview 25 Belgium General market overview Disappointing admissions figures In terms of admission fi gures, 2005 was a decidedly less good year for the entire cinema sector, and Kinepolis Belgium was no exception. The reasons lie primarily in the signifi cantly weaker fi lm line-up compared with 2004, resulting in lower visitor fi gures in the fi rst three quarters, with a particularly negative second quarter. Not until near the end of the year did visitors begin to return in large numbers. Market position maintained Kinepolis Belgium succeeded in maintaining its market share. On the other hand this can be attributed to the diversified programming, with the Cinémanie programme claiming a constantly growing portion of total admissions. Also the greater attention on screening films and other content via its digital platform is convincing more and more cinema-goers of the distinct quality difference and the new possibilities of this recent technology. Earnings maintained Despite falling admissions, Kinepolis Belgium maintained its operating profit. The organisational restructuring at both corporate and national level and the intensive effort to reduce indirect costs in the complexes, resulted in a significant fall in general operating costs. General market overview

29 26 General market overview Cornerstones for shall be a good fi lm year, though this has still to express itself in higher admissions fi gures. The cost savings programme put into place in 2005 will be continued and should continue to pay off. The opening of the new Bruges complex will be a new milestone in the history of Kinepolis Group, with the group again underlining its pioneer role on the Belgian market with its open foyer concept. Programming and ticket sales Ticket sales down In terms of ticket sales, 2005 was a rather disappointing year. On an annual basis admissions fi gures in Kinepolis s Belgian cinemas fell by 8 percent, with a very negative second quarter (some 30 percent fewer visitors). Poor film line-up The weak fi rst half fi gures are due primarily to a number of major releases failing to live up to expectations, a phenomenon commented on elsewhere in the world. In 2004 the situation had been exactly the opposite, with the fi rst half producing an atypically large portion of annual ticket sales. The absence of any major French-language success also impacted admissions at the Brussels, Braine l Alleud and Liège complexes. The second half of 2005 appeared to get off to a good start, but only the fi nal weeks of the year were clearly stronger than the year before, with heavyweights like Harry Potter and the Goblet of Fire, King Kong and The Chronicles of Narnia. Cinémanie a bright spot One bright spot was the admissions figure for the Cinémanie project launched in In 2005 some 750,000 visitors over 7% of total admissions were attracted by this other film niche. Outstanding performers here included Der Untergang, Sin City, The Brothers Grimm and A History of Violence. Digital cinema The digital platform gained increasing prominence in 2005 with the showing of a dozen or so full-length fi lms, including the blockbusters Star Wars 3, Madagascar, Harry Potter and the Goblet of Fire and Chronicles of Narnia. The offering of socalled alternative content also grew, with popular showings including a festival edition of FC De Kampioenen and a live concert by Sioen. Prospects for 2006 Kinepolis Group 2005

30 The film line-up for 2006 looks set to be much better than in The first half should be particularly strong with the releases of Mission Impossible 3 and The Da Vinci Code. The second half looks equally promising, with Pirates of the Carribean 2 and Garfield 2 due to be released in the summer period, the new James Bond, Eragon in the autumn and the belgian production Windkracht 10 at the end of the year. Food & Beverage Tasty results Following a wide-ranging reorganisation Kinepolis Belgium can look back with satisfaction on its F&B performance and earnings in Regular, tightly controlled sales support initiatives, good category management, strong infrastructure backing and an optimal price policy enabled the F&B division together with the Belgian complexes to increase per visitor income and margin. The fastest growing products were water, coke light, nachos and loose sweets. 27 Partnerdeals Our ongoing cooperation agreements with Coca Cola and Ferrero were extended in Multi-annual partnerships were again concluded with Ola, Inbev, Nestlé and Masterfoods. Major newcomers to the product range were Croky and Chaudfontaine. Cornerstones for 2006 On the bill for 2006 the new or revamped self-service concepts, the relaunch of the roadshow with the Crazy Coke & Popcorn Machine to support popcorn sales. Along with a new sales concept the new Bruges complex will be diversifying its product range to include pizza, soup, rolls and yoghurt products. General market overview

31 28 General market overview Media & Events Booming B-to-C Kinepolis visitors were again pampered in every possible way in 2005: families experienced magic moments during the Happy Sundays, the number of student cards passed the 100,000 mark, and over 130,000 school pupils enjoyed a mixture of educational and entertainment programmes. The new loyalty formula received a very enthusiastic reaction, with some 36, Days tickets sold. Emotion there was, both at St Valentine s and Halloween events and during a number of blockbuster actions, like the Star Wars night, the animated sneak previews of King Kong and Madagascar, the Belgacom Movies Sundays, the Fortis Film Days, and the Piet Piraat roadshow etc also focused on technical excellence with THX and HDDC (High Definition Digital Cinema). Visitors found what they wanted in the growing offering of Cinémanie the alternative film programme started in 2004 and which steadily continued its advance during the past year. B-to-B: new parters Prospecting and optimizing services to the B-to-B market were high on the agenda in Partnership contracts with Proximus, Peugeot, Ola, Inbev, Masterfoods and Nestlé were extended, and two new partners/ products, Croky and Chaudfontaine, were added. The expansion of external points of sale continued. Today Kinepolis tickets are sold in post offices, in Jet petrol stations and new since 2005 in Presshop outlets. Winning website! Once again was nominated by Clickx magazine as the best professional site of the year, earning a bronze award for Belgium s leading cinematographic site. The income from and the diversity of communication channels continued to grow: revenue from the internet site doubled, and the internal network, recently extended with plasma screens and trailer corners, proved a growing success. Kinepolis Group 2005

32 Cornerstones for 2006 Women, children and families will play a major role in 2006 with Kinepolis guaranteeing unforgettable moments with its the movies -programme and an updated Magic Sundays concept. Prospecting for new partners and further development of the company facilities are the main cornerstones of the B-to-B programme. And customers will certainly appreciate the total makeover of the website. France General Market overview French market not spared from falling visitor numbers At 176 million, 10% fewer tickets were sold sold in French cinemas in 2005 than in 2004, a strong fi lm year. The reason lies in a much weaker offering of both French and American fi lm titles. The opening of 10 new multiplexes also positively impacted the French cinema market. New complex at Nancy At the end of September 2005 Kinepolis opened its new generation 10-screen cinema complex at Nancy, making Kinepolis the absolute market leader in north-east France. 29 The innovative sales points, postering technologies, entertainment zones and graphic codes will be extended in 2006 and 2007 to all other French Kinepolis complexes. Digital Projection (HDDC) 2005 saw the roll-out of HDDC in all Kinepolis France complexes, making Kinepolis a trailblazer in digital projection, and enabling Kinepolis France to increase its share of each local market. An intensive advertising General market overview

33 campaign was undertaken to convince customers of this new technology. Programming and ticket sales Down on strong 2004 In 2005 Kinepolis France sold 6 million tickets down 7% (without Nancy) on the very strong 2004 In December both complexes hit all-time sales records of 311,878 and 138,785 tickets respectively. Kinepolis Metz was down 10% on Kinepolis Thionville and Mulhouse fell more strongly than the French market as a whole, but still less than the local competition, which for example fell in Thionville by 156%. 30 General market overview First half The fi rst half saw a fall of 14% compared with the strong fi rst half of 2004, which had included the French fi lms Podium and Les Choristes, along with international successes The day after tomorrow, Shrek II and Harry Potter III. The fi rst half of 2005 saw just one strong French fi lm, Brice de Nice and one international blockbuster, Star Wars III. Second half With a concentration of blockbusters in December, the second half ended down -3% on the second half of The top 5 from July through December were La guerre des mondes, Charlie and the Chocolate Factory, Harry Potter, Narnia and King Kong. Kinepolis outperforms local markets Kinepolis s increased its share of each of its local markets. At Kinepolis Lomme (Lille) admissions were down just 6%, whilst the direct competition was 10% below Kinepolis Nîmes also outperformed the market with a fall of 8%. Food & Beverage F&B offerings in all complexes were slightly adapted to local markets, and sales prices raised by an average 2%. Average F&B revenue per cinema visitor rose by 4%. Shop In Nancy a new POS concept was launched, combining ticket sales with an extensive F&B range, plus a retail selection of CDs, DVDs, books, posters etc. This sharply reduced operating costs, in particular during afternoons. Further optimization and adaptation of the product offering should triple the retail revenue in Kinepolis Group 2005

34 the other complexes. Prospects for 2006 The planned introduction of shops at Thionville and Nice in 2006 should increase the F&Brevenues and provide tighter control of operating costs. The existing sales structure will also be overhauled in 2006 at Media & Events Sneak previews Compared to 2004 Kinepolis France doubled to 34 the number of sneak previews with actors present (Luc Besson, Catherine Deneuve, Djamel Debouzze,...). This dimension of the film experience has also secured Kinepolis s reputation on local markets as the Temple du Septième Art (Temple of the Seventh Art). B-to-C Successful Summer Ticket campaign For the third year in succession Kinepolis France organised its Summer Ticket campaign aimed at increasing visitor frequency during the summer months. During this period 11% of visitors returned within the week. B-to-CE (Business to Comité d Entreprise) As well as revenue from cinema visits arranged through enterprise works councils, a proactive promotion campaign was launched in 2005 around company events. Revenue during the Christmas period rose considerably. Screen advertising Screen advertising revenue rose by 12% or 8% on a comparable basis (without Kinepolis Nancy). 31 General market overview

35 Kinepolis Granada leads the market In 2005, Kinepolis Granada, opened in 2004, took lead position in its local market. The opening of Carrefour, Mediamarket and other large retail stores on the Kinepolis site in December 2005 made it into Granada s commercial hot spot and provided additional market growth. Programming and ticket sales 32 Spain General Market overview Rising box office margin In 2005 Kinepolis Spain hosted 5.4 million visitors. Top fi lms were Star Wars Episode III, Harry Potter and the Goblet of Fire and Sorrente 3, a Spanish production. The average ticket price and the box offi ce margin were both up on General market overview Kinepolis outperforms the market In 2005 Spain s cinemas drew 13% fewer visitors than in 2004, primarily due to the weaker fi lm offering during the fi rst nine months of the year. Kinepolis outperformed the market both in Madrid (- 9%) and Valencia (-11%), despite recent new cinema openings in both markets. This continuing success was achieved by maintaining its infrastructural advantages and its strong customer-focused approach. Numerous promotions and marketing initiatives ensured that there was always something special to experience in Spain s Kinepolis cinemas. New tramline to Kinepolis Madrid Work started in the middle of 2005 on a new tramline which will link a number of suburbs in western Madrid to Madrid s city centre metro network. This tramline will be ready in mid-2007, with a stop right in front of Kinepolis Madrid, the world s most successful cinema. As in Belgium, France, Poland and Switzerland, Kinepolis Spain paid particular attention to local and author s fi lms. Striking a good balance between commercial blockbusters and artistic pearls remains the best guarantee of lasting success. Kinepolis Group 2005

36 Star Wars goes Digital The digital release of Star Wars Episode III was undoubtedly the fi lm event of Large groups of fans travelled to Kinepolis cinemas from across Spain to view the fi lm in perfect conditions: high-defi nition digital images and digital sound to the stringent THX standards. Food en Beverage Sharp revenue increase Changes in the product offering, a new positioning of the combi-menus and a price increase produced an increase in revenue per cinema visitor. Water sales have been a striking and increasing success. seeing the traditional Christmas lunch being increasingly replaced by a cinema trip with the whole (corporate) family, sponsored by the employer. International film world present In 2005 Kinepolis Madrid was again proud to welcome a number of national and international fi lm stars. Colin Farrell, Keanu Reeves, Oliver Stone, Morgan Freeman and Viggo Mortensen are just some of the big names who visited Kinepolis Madrid in 2005 to present their latest films. The reasons for choosing Kinepolis are clear: comfort, superior sound and image technology and the Kinepolis team s professional approach can be counted on to guarantee a successful première. 33 Media & Events Successful events Good cooperation with both independent and international fi lm distributors enabled Kinepolis Spain to successfully organize many attractive film-related promotions and competitions. More than 20,000 prizes were distributed, from film merchandising, journeys and cars to a walk-on role in the next film by Spain s most successful producer. These initiatives were supported by radio, TV, newspaper and new media advertising. Successful screenings In 2005 Spain s business world confi rmed its interest in Kinepolis as a venue for corporate events, with a steadily growing number of private screenings for companies. We are also General market overview

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