How To Understand Kinepolis

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1 Kinepolis Group Annual Report

2 Key figures (in 000) Consolidated income statement Revenue EBITDA (1) REBITDA Gross profit (2) Operating profit (3) Net finance expense Profit before tax Profit for the period Current profit Annual growth percentages Revenue -3,9% 9,5% 0,5% 2,1% 6,6% EBITDA -7,3% 14,2% 1,8% 6,1% 9,6% REBITDA 10,3% Gross profit -9,6% 19,9% 0,2% 7,4% 11,0% Operating profit -19,6% 27,9% -5,1% 14,2% 10,8% Profit for the period -28,1% 80,6% 0,6% 3,1% 46,0% Current profit 34,1% Consolidated balance sheet Non-current assets Current assets TOTAL ASSETS Equity, including minority interests Provisions (current and non-current) and deferred tax liabilities Interest bearing loans and borrowings (non-current) Interest bearing loans and borrowings (current) and bank overdrafts Trade and other payables (current and non-current) Other TOTAL EQUITY AND LIABILITIES (1) EBITDA: Operating profit + depreciations + amortisations + impairments + provisions (2) Gross profit: Revenue Cost of acquisitions (3) Operating profit: Gross profit distribution expenses administrative expenses +/ other operating income and charges

3 Ratios PROFITABILITY RATIOS EBITDA / Revenue 22,9% 22,1% 23,1% 23,4% 24,2% 24,9% Gross profit / Revenue 22,8% 21,5% 23,5% 23,4% 24,6% 25,6% Operating profit (3) / Revenue 12,9% 10,8% 12,6% 11,8% 13,2% 13,8% Profit for the period / Revenue 5,6% 4,2% 6,9% 6,9% 7,0% 9,6% FINANCIAL STRUCTURE RATIOS Net financial debt (4) Net financial debt / Equity (5) 171,8% 155,9% 126,4% 122,3% 110,2% 67,4% Equity / Balance sheet total 25,2% 26,2% 30,8% 31,2% 33,3% 38,6% Current Ratio (6) 48,5% 49,3% 42,2% 55,3% 61,2% 48,8% ROCE (7) 8,7% 7,0% 9,0% 8,3% 9,6% 12,0% 25% 160% 24% 135% 23% 110% 22% 85% 21% % EBITDA / Revenue Net Financial Debt / Equity 13% 70% 11% 60% 9% 50% 7% 40% 5% % ROCE Current Ratio (3) Operating profit: Gross profit distribution expenses administrative expenses +/ other operating income and charges (4) Net financial debt: Financial debt after deduction of cash and cash equivalents (5) Equity, including non-controlling interests (6) Current ratio: Current assets / Current liabilities (7) ROCE: EBIT / (average non-current assets average deferred tax assets + average assets held for sale + average trace receivables + average inventory average trade payables)

4 Kinepolis: a unique experience thanks to enthusiastic staff members Ratio s en kerncijfers

5 Summary 01 Kinepolis at a glance 3 02 Kinepolis, the financial year Letter to shareholders 5 Key events in Management report 9 03 Kinepolis, corporate profile 21 Mission statement 21 Strategic highlights 22 Organisational structure 23 Innovation and customer experience 23 Human Resources 27 Sustainable enterprise Kinepolis, core businesses 31 Box office 31 In theater sales (ITS) 32 Business to business (B2B) 33 Movie distribution 34 Real Estate Kinepolis, Corporate Governance 39 Corporate Governance 39 Board of Directors and Special Committees 39 Executive Management 43 Insider Trading Policy 43 Remuneration Report 44 Description of the main characteristics of the internal audit and risk control system 49 Compliance with the Corporate Governance Code Information for the shareholders Financial statements 59 Consolidated income statement 59 Consolidated statement of realized and unrealized gains 61 Consolidated balance sheet 62 Consolidated Cash flow statement 64 Consolidated statement of changes in equity 66 Notes to the consolidated financial statements 68 Extract from the unconsolidated financial statements of Kinepolis Group nv, drawn up under Belgian accounting principles 120 Organizational structure 123 Inhoudstafel annual report

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7 01 Kinepolis at a glance Kinepolis Group is a source of relaxation and contemporary entertainment for all age groups through its network of movie theatres. The Kinepolis concept is characterised by constant innovation and focus on customers. In terms of technology, in past years this has resulted in the digitisation of the motion KINEPOLIS IN EUROPe COUNTRY MULTIPLEXES SCREENS EMPLOYEES (1) Belgium (2) France Spain Switzerland Poland (3) TOTAL (4) (1) average number of employee contracts in 2009, exclusive of temporary workers (2) including employees at headquarters (3) operated by the ITIT group (4) including temporary workers: staff members picture medium and the development of 3D cinema. In terms of content, Kinepolis now programmes an original mix of traditional movies and sports, cultural and social events. Since its formation in 1997 and initial public offering in 1998, Kinepolis has grown into market leader in Belgium and trendsetter in Europe. Kinepolis runs 23 multiplex cinemas in Belgium, France, Spain, Poland and Switzerland. Kinepolis employs people and welcomed 22 million customers in Revenue in 2009 was million. Kinepolis at a glance annual report

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9 02 Kinepolis, the financial year 2009 Letter to shareholders Dear shareholder, 2009 was an extraordinary year for Kinepolis in more than one way. The continuing crisis and the economic uncertainties that plagued numerous companies left Kinepolis too facing some specific challenges. With a revenue increase of almost 7%, recurring profit 34% higher than in 2008 and a debt ratio at its lowest level ever ( 89.4 million at 31 December 2009), Kinepolis can look back on 2009 with satisfaction. Both the consumer market and the business to business segment more than held up in 2009, despite the impact of the economic stagnation on screen advertising. The strategic turnaround Kinepolis pushed through two years ago is paying dividends. Our strategic objectives to be the best cinema operator, the best marketer and the best property manager get across and we wish to perpetuate them in the future. The new way of working together and the smoother exchange of internal experience enabled Kinepolis to streamline its operating processes, which optimised daily management in all multiplexes and in the various operational segments. Accordingly, the improvement in our results is to a large degree due to the measures introduced in recent years, which were rolled out by our employees with great enthusiasm and dedication. We would like to warmly thank the entire Kinepolis team for their efforts. the financial year 2009 annual report

10 Eddy Duquenne, Philip Ghekiere and Joost Bert If we are to strengthen relations with our 22 million visitors, their satisfaction is crucial. For the near future, the main goal is to get to know our customers better and respond to their needs and expectations in targeted ways will be the year in which we listen to our customers even more than we have done in the past, to tailor the Kinepolis offering to the demands of the market to an even higher degree. That goes for movies and alternative programming as well as the full customer experience, in which the look and feel of our multiplexes, the customer-oriented welcome, the food range and the general experience of our visitors are decisive. Thanks to our efforts in property management, the valuation of our sites and buildings has been increased and improved. Now the strategic decisions taken in the past have started to pay dividends, Kinepolis wishes to continue along the same path. In the current economic circumstances 2010 will be a year of special challenges. We will continue to invest at a considered pace in the remodelling of our multiplexes, in digital, 3D and event technology, and in creating a unique customer experience. Kinepolis is a pioneer in all these areas and we will with great enthusiasm continue to live up 6 kinepolis group

11 to that reputation in It is our task to protect and nurture that positive development. Kinepolis would like to highlight the positive relations with all our stakeholders at the end of fiscal We owe our good performance in 2009 also to our employees, movie buffs, customers, suppliers and all other partners. We wish to share the success of our group with our shareholders, which is why we propose raising the dividend for 2009 by 39%. Above all, we would like to thank everyone for the confidence placed in Kinepolis this past year. Joost Bert Chief Executive Officer Eddy Duquenne Chief Executive Officer Philip Ghekiere Chairman of the Board of Directors the financial year 2009 annual report

12 Belangrijke gebeurtenissen May 2009: The General Meeting decided to pay out a gross dividend of 0.66 per share to shareholders. June 2009: Eddy Duquenne became a member of the Commission de Réflexion of the French cinema federation FNCF. With this move, Kinepolis hopes to contribute to the development of the cinema market in France. July 2009: Kinepolis sold its shareholding in CinemaxX AG. The transaction generated a profit for Kinepolis in fiscal 2009 equal to the sale price ( 3 million). April 2009: Kinepolis forwent the 50% option in Imagimons (Mons, Belgium), bringing time-consuming and expensive legal proceedings to an end. 1 May 2009: Henk Rogiers was appointed CFO. 4 May 2009: The Court of Appeal rejected the demand of the French multiplex chain UGC to suspend the decision of the Belgian Competition Authority of 1 October 2008 (1). The Authority s decision therefore remained in place until a judgement on the merits on 11 March 2010 (2) on the UGC s demand to have the decision annulled. May 2009: Professor Marion Debruyne (Marion Debruyne bvba), Associate Professor and Partner at the Competentiecentrum Marketing of the Vlerick Leuven Gent Management School and Mr Rafaël Decaluwé (Gobes Comm.V.), former CEO of Bekaert, were appointed independent directors. September 2009: Philippe Halhoute was appointed vice-country manager of Kinepolis France October 2009: Kinepolis decided to scrap the Médiacité cinema project in Liege, as a consequence of persistent proceedings based on points of competition law. November 2009: Carl Lenaerts was appointed vice-country manager Kinepolis Belgium. 26 November 2009: Kinepolis issued a Commercial Paper with a programme scale of 50 million, intended for short-term financing. The financing is supported by the syndicated credit, represents a diversification of the sources of finance drawn on by Kinepolis and lowers the interest costs. (1) According to the Authority s decision of 1 October 2008 the Authority s prior permission was no longer needed for the expansion, renovation or replacement of an existing Kinepolis multiplex by another cinema and the construction or acquisition (but not replacement) of an additional cinema in Belgium did have to been formally reported until 1 October (2) See Report of the Board of Directors / important events after the end of the fiscal year for more details. 8 kinepolis group

13 Management report In 2009 Kinepolis Group generated million in revenues, 6.6% more than the preceding year. This resulted in a rise in recurring (1) EBITDA (2) of 10.3% to 58.1 million. The non-recurring profit rose by 34% to 20.4 million. The group reported a free cash flow (3) of 39.9 million (+316%). At 31 December 2009 the net financial debt was 89.4 million. Revenues The revenues of million were almost 7% higher than in 2008 and break down as follows: Belgium 52%, France 27%, Spain 19% and Switzerland/Poland 2%. Box office income (income from ticket sales) rose by 8% in Kinepolis Group welcomed 22.0 million paying customers in 2009, 0.5% more than in Good visitor figures were posted in all countries, thanks to the strong movie offering, especially in the summer and the second half of the year. In spite of the tough economic conditions, growth was achieved in France and Spain. Belgium experienced a limited fall. The success of Flemish movie Loft (2008) was not equalled in (1) After elimination of non-recurring transactions. (2) EBITDA is not a recognised IFRS term. Kinepolis has defined the concept by adding depreciations, amortisations, impairments and provisions to the operating profit, and subtracting any reversals or uses of the same items. (3) Kinepolis Group defines the free cash flow as the cash flow generated from operating profits less the investments in intangible assets and property, plant and equipment and investment property, paid interest charges, purchase of own shares and dividend payments, including the sales of property, plant and equipment and other financial assets. Revenues by country Revenues by activity Spain 19% Switzerland/ Poland 2% Real estate 4% B2B 14% Movie distribution 1% Belgium 52% In theatre sales 21% Box office 60% France 27% the financial year 2009 annual report

14 Visitors (in millions) Visitors Belgium France Spain Switzerland Total Number of multiplexes (1) % change -1.4% 2.3% 1.8% -2.2% 0.5% (1) exclusive of Cinema City Poznan, operated by the ITIT group In theatre sales (ITS, income from the sale of drinks, snacks and retail in the cinema) rose by 5% compared with Thanks to the success of the new self-service shop (Mega Candy), which offers cinemagoers a broader range and greater convenience, ITS revenues per visitor continued to rise (especially in Belgium), in spite of the economic crisis. Business to business revenues (B2B) performed better, rising 3% compared with Events such as conferences and corporate parties performed well (+8%). Screen advertising on the other hand was affected by the economic crisis (-13%). In 2009 the turnover of Kinepolis Film Distribution (KFD) rose to 3.5 million. De Helaasheid der Dingen by Felix van Groeningen, Dossier K. by Jan Verheyen and the Studio 100 productions Het Geheim van Mega Mindy and Plop en de Kabouterbaby were the highlights. The distribution of non-flemish movies such as the musical Fame, the teenage comedy 17 Again and the lowbudget horror Paranormal Activity was also a success. Lastly, property income experienced positive growth thanks to efforts to drive up occupancy of business spaces and various campaigns to valorise property potential. Recurring EBITDA (REBITDA) In 2009 recurring EBITDA was 58.1 million, a rise of 10% compared with 2008 ( 52.7 million). This can be explained on the one hand by the favourable turnover growth, steps to increase the margin (product mix, Mega Candy investments, B2B) and cost controls. Efficiency improvements compensated for the effect of inflation adjustments on payroll costs. 10 kinepolis group

15 Profit for the period Profit for 2009 was 22.2 million, compared with 15.2 million in 2008, a rise of 46%. After elimination of non-recurring transactions, the recurring profit for 2009 ( 20.4 million) was still significantly better that the recurring profit for 2008 ( 15.2 million). This is mainly attributable to a rise in the operating profit and a decrease in the financial costs. The non-recurring items were: 3 million generated on the sale of the participation in CinemaxX, a provision for uncollectable invoices of -1.7 million (Screenvision), costs of restructuring of -1.2 million, the withdrawal of service of not fully depreciated equipment of -0.5 million, the write-down on the halted Mediacité multiplex project in Liege of -0.5 million, the rectification of VAT provisions of 1.5 million and taxes of 1.1 million. Current cash flow and net financial debt The current cash flow was 39.9 million in 2009 compared with 9.6 million in This strong cash flow generation was the consequence of the growth in profit, the decrease in paid interest charges and the improved management of the working capital. There were also some one-off items, including 3.0 million generated on the sale of CinemaxX and one-off improvements in the working capital ( 12.0 million). The trade payables rose as a consequence of the timing of a number of investments and the management of the payment terms. The other payables rose among other things due to received advances from real estate projects, increase in activities, higher movie distribution royalties, prepaid sales and capital subsidies in France. In 2009 an 18.8 million investment was made in new property, plant and machinery, a rise of 4.6 million compared with the previous year ( 14.2 million). The conservative financial policy was continued, oriented to a further strengthening of the balance sheet by reducing debt. The net financial debt of Kinepolis fell by 30% from million at the end of 2008 to 89.4 million at 31 December The NFD/EBITDA ratio of 1.6 was accordingly at its lowest ever level. Kinepolis has access to a syndicated loan that runs until In 2009 Kinepolis took up 30 million less than in Futhermore, at the end of 2009 a first tranche of 9.5 million of the Commercial Paper programme (launched in the autumn of 2009) was issued. This programme was launched with a view to the further optimisation of the financial costs and diversification of the sources of finance. the financial year 2009 annual report

16 Since 2008, to hedge the interest risk Kinepolis mainly uses derivative financial instruments for which the movement in fair value runs directly over equity and so has no impact on the profit for the fiscal year (cash flow hedge accounting). In 2009 the impact on equity was 0.1 million compared with -3.3 million in 2008, due to the strong fall in the interest rate. land and buildings (including those available for sale and property investment) with a carrying value of million. At 31 December 2009 equity was million or 38.6% of the balance sheet total, a 5.4% improvement compared with solvency at the end of Balance sheet Property, plant and equipment (including those available for sale) of million accounted for 87% of the balance sheet total at 31 December This includes Line-up 2010, which began with Avatar, is expected to be a strong movie year with various major sequels, including Toy Story 3, Shrek 4, Harry Potter and the Deathly Hallows (Part 1), The Twilight Saga: Eclipse, The Chronicles of Narnia: The Voyage of the Dawn Treader and Step Up 3. Other international highlights are Alice in Wonderland, Inception and Prince of Persia. The movie year is characterised by major 3D movies, such as Toy Story 3, Shrek 4, Step Up 3, Harry Potter and the Deathly Hallows (Part 1) and Alice in Wonderland. Many local movies are also scheduled for release in 2010, including Zot van A (Belgium), L Arnacoeur (France) and Torrente 4 (Spain). In 2010 Kinepolis launched many new initiatives in the domain of sport, music, TV series and documentaries. The UEFA football presentations in Belgium in association with EXQI Sport (Alfacam) provided a taste of sporting things to come. 12 kinepolis group

17 Key events after the end of the fiscal year Screenvision Belgium nv Kinepolis is deliberating whether to acquire Screenvision Belgium. The conditions required for this acquisition are not yet met. Kinepolis remains committed to keeping the Belgian cinema advertising market united, which is in the interests of all stakeholders. Court of Appeal annuls Belgian Competition Authority s decision of 1 October 2008 and arrives at its own judgement The Court of Appeal annulled in the ruling of 11 March 2010 the decision of the Belgian Competition Authority of 1 October 2008 (1) and then arrives at the same judgement as the Authority, except that the conditions imposed on Kinepolis in 1997 will not automatically expire on the end date (1 October 2011), but rather will be automatically renewed unless a decision to the contrary of the Belgian Competition Authority in response to a request by Kinepolis. Research and development Kinepolis does not conduct any research and development. Capital Authorised capital at 31 December 2009 was , represented by shares without nominal value, all of which give the same rights to holders. The authority of the Board of Directors to increase the authorised capital in one or more instalments by up to was renewed by the Extraordinary General Meeting of 18 May 2007 for a term of 5 years, ending on 7 June The authority to increase the authorised capital after the announcement of a public acquisition bid was also renewed by the Extraordinary General Meeting of 18 May 2007 for a term of three years, commencing on the date of the publication of the deed of amendment to the articles of association and ending on 17 May Shareholder structure at 31 March 2010 (2) Shareholder Number of shares Kinohold BIS and Mr Joost Bert Kinepolis Group n.v Free Float of which: % - Axa SA Axa Investment Managers (1) According to the Authority s decision of 1 October 2008 the Authority s prior permission was no longer needed for the expansion, renovation or replacement of an existing Kinepolis multiplex by another cinema and the construction or acquisition (but not replacement) of an additional cinema in Belgium did have to been formally reported until 1 October (2) As resulting from the transparency declarations. - Petercam sa + Petercam Mgt. Services sa Bestinver Gestion Quaeroq CVBA TOTAL the financial year 2009 annual report

18 Statements under Belgium s acquisitions legislation Relevant information Share buybacks In 2009 a total number of shares were purchased for a total price of in application of the discretionary power granted by the Board of Directors to Bank Degroof under the conditions of transitional stipulation # 2 of the articles of association to cover the options to be issued under the Share Option Plan as approved by the Board of Directors on 5 November No shares were sold. At 31 December 2009 Kinepolis Group nv held a total of of its own shares, representing 4% of the total number of shares and with a capital value of Rights to nominate candidates for a seat on the Board of Directors The articles of association state that eight directors are to be appointed from the candidates nominated by Kinohold Bis, a limited liability company governed by the law of Luxembourg. This rule applies insofar as Kinohold Bis or its successors, as well as all entities directly or indirectly controlled by any of them or any of their successors (in the sense of Article 11 of the Companies Code) holds, individually or collectively, no less than 35% of the company s shares at the time of nomination or appointment by the General Meeting. If Kinohold Bis or its successors, as well as all entities directly or indirectly controlled by any of them or any of their successors (in the sense of Article 11 of the Companies Code) represents less that 35% of the company s capital, Kinohold Bis or its successors shall only be entitled to nominate candidates for a seat on the Board of Directors for each tranche of shares representing 5% of the company s capital. If the above condition with regard to shareholding is met, the General Meeting must appoint candidates to the corresponding number of seats on the Board of Directors that are on the list of candidates nominated by Kinohold Bis sa, in accordance with the above stipulations. Shareholder agreements The company is not aware of any shareholder agreements that could restrict the transfer of securities or 14 kinepolis group

19 the exercise of voting rights in the context of a public acquisition bid. Change of control Pursuant to the Term and Revolving Facilities Agreement concluded by Kinepolis Group nv and a syndicate of financial institutions on 26 November 2004 and amended on 10 February 2006 and 13 July 2007 a participating financial institution may end its participation in this agreement, if natural or corporate persons other than Kinohold Bis and Stichting Administratiekantoor Kinohold acquire control of Kinepolis Group nv. In this event, the corresponding part of the loan is immediately due and payable. Received statements Pursuant to Article 74 of the Public Acquisitions Bids Act of 1 April 2007, on 26 August 2009 Kinepolis Group nv received statements from the following persons acting by mutual agreement (either because they are affiliated persons in the sense of Article 11 of the Companies Code or they otherwise act in mutual agreement) and collectively holding more than 30% of the voting shares of Kinepolis Group nv: Kinepolis Group nv, Kinohold Bis sa, Stichting Administratiekantoor Kinohold, Marie- Suzanne Bert-Vereecke, Joost Bert, Koenraad Bert, Geert Bert and Peter Bert. According to these statements: Kinohold Bis sa held shares or 35.12% of the shares of the company compared with 34.41% at 1 September Kinohold Bis sa is controlled by Stichting Administratiekantoor Kinohold under Dutch law, which in turn is jointly controlled by the following natural persons (in their capacity as directors of Stichting Administratiekantoor): Marie-Suzanne Bert-Vereecke, Joost Bert, Koenraad Bert, Geert Bert and Peter Bert. Kinohold Bis sa also acts in mutual agreement with Joost Bert. the financial year 2009 annual report

20 Kinepolis Group nv, controlled by Kinohold Bis sa, held or 4% of the shares of the company compared with 0.45% at 1 September There were no changes to the shareholding of Joost Bert, who acts in mutual agreement with Kinohold Bis sa. He retains shares or 0.6% of the shares of the company. Conflict of interests policy The Board of Directors took two decisions on 18 February 2009 pursuant to Article 523 of the Companies Code of Belgium. These decisions relate to the following: The award to executive management of the variable part of the remuneration of per year, considering the fulfilment in fiscal 2008 of the quantitative and qualitative management targets as set by the Board of Directors. The establishment of the maximum variable remuneration for the members of executive management for fiscal 2009 of , up to of which was awarded on the basis of quantitative targets and on the basis of qualitative targets. An outperformance bonus pool of may also be allocated for performance above the quantitative management targets. The relevant excerpt from the minutes was included in the report of the board of directors on the unconsolidated financial statements. The Board of Directors decided on 31 March 2010 to apply Article 523 of the Belgian Company Code to increase the outperformance bonus pool for 2009 to because performance was substantially above the quantitative management targets. 16 kinepolis group

21 A number of risks and uncertainties relevant to the company are described in brief below. Market risks and financial instruments As a multinational, Kinepolis is exposed to various types of financial risk, including exchange rate risk and interest rate risk. Kinepolis endeavours to minimise the negative impact on financial profit by using financial instruments to hedge risks as part of a global risk management strategy. Application of the Act of 17 December 2008 for the establishment of an Audit Committee The composition of the Audit Committee complies with the obligations included in the Act. Pursuant to Article 526bis of the Companies Code the Audit Committee is composed of two independent members of the Board of Directors with the appropriate expertise and professional experience in accounting and auditing bearing in mind their previous and/or current business activities. Kinepolis manages its debts by combining short-, medium- and long-term borrowings. The mix of debts with fixed and floating interest is established at group level. At the end of December 2009 he group s net financial debt was 89.4 million. Kinepolis has concluded interest swaps and interest options to manage the risk of interest fluctuations. These interest hedges totalled million on 31 December The Audit Committee is composed as follows: Mr. Geert Vanderstappen Mr. Rafaël Decaluwé Principal risks and uncertainties The company took appropriate steps to ensure the most efficient control of risks without being able to provide certainty that these steps will control these risks in full in all circumstances. the financial year 2009 annual report

22 Operating risks The business environment in which the company operates is characterised by uncertain factors such as the quality and local character of the movie offering, the individual cultural character of cinema visits, the trends in the media and entertainment sector, and the weather in the various countries. Kinepolis has no direct impact on these factors, but does manage their consequences through operational efficiency and flexibility in terms of staffing and mix of activities among other things. Various risks In addition to the traditional risks facing all companies and in the context of full transparency, the company wishes to state that with regard to the cancelled urban development permit on 30 September 2008 for the Kinepolis multiplex in Ostend, Ostend municipality is working with due speed on the draft of a municipal spatial execution plan (GRUP) and an environmental impact report for the area in question, after which a new urban development permit may be issued to normalise the existing situation of Kinepolis Ostend. Kinepolis also has complete confidence in the favourable outcome of the civil restoration claim brought before the court of first instance in Bruges by an owners association of a neighbouring apartment block. Lastly, the company has taken note of the planned development and repurposing of the Heysel plateau by the municipality of Brussels. Profit appropriation and dividend In its proposal to the General Meeting concerning the appropriation of profit and payment of dividend the Board of Directors took various factors into consideration, including the company s financial situation, operating profits, current and expected cash flows and expansion plans. Based on a payout ratio of 30% calculated on recurring profit as from fiscal 2009, it is proposed to pay out a gross dividend of 0.92 per share for fiscal Subject to the approval of the General Meeting, the Board of Directors has decided to make the dividend 18 kinepolis group

23 available to shareholders through a financial institution of their choosing on 2 June 2010 upon presentation of coupon 10. From the unconsolidated annual financial statements: Profit from fiscal year for appropriation Profit carrying forward from previous fiscal year Unconsolidated annual financial statements of Kinepolis Group nv The full version of the unconsolidated annual financial statements as well as additional reports can be read at and be requested from investorrelations@kinepolis.com free of charge. Addition to equity: - To the legal reserve To other reserves Profit to be carried forward Dividend Declaration with regard to the information contained in this annual report Undersigned declare that to the best of their knowledge: The annual financial statements, prepared in accordance with the applicable standards for annual financial statements, provide a true and faithful picture of the equity, the financial situation and the results of Kinepolis and the companies included in the consolidation; The management report provides a true and faithful picture of the development and the position of Kinepolis and the companies included in the consolidation, as well as a description of the primary risks and uncertainties they face. Eddy Duquenne, CEO Joost Bert, CEO the financial year 2009 annual report

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25 03 Kinepolis, corporate profile Mission statement Kinepolis Group believes in a world of cinema, entertainment and experience in which individuals can choose when, where, how and with whom they enjoy themselves. Kinepolis endeavours to provide its customers with original relaxation activities and high-quality business experiences, aiming for collective experiences exclusive to the Kinepolis environment. To achieve this, Kinepolis explores innovation in many different fields to meet the changing needs of its customers. Kinepolis endeavours to manage, expand and increase the value of its unique property position. Kinepolis targets profitable growth in markets it has or aspires to a leading position. corporate profile annual report

26 Strategic highlights The unique position of Kinepolis has been supported since 2008 by three strategic highlights, which are a source of great strength for the company and ensure it is ready for a future in which creativity, dynamism and dialogue will be key to establishing a long-time relationship with the contemporary public. Kinepolis wants to be: the best cinema operator; the best marketer; the best cinema property manager. The implementation of this strategic vision over the next few years will be basis for the creation of sustainable shareholder value. The Hollywood model has had its day and succumbed to the need for a new, contemporary approach, oriented to all age groups and diverse cultural styles and interests. Kinepolis has all the know-how and the motivated team to meet these challenges. The group will do everything within its power over the next few years to implement this philosophy and claim a leading role in the various business segments it operates in. The best cinema operator Cinema continues to be one of the more visible core businesses of Kinepolis. With this in mind, Kinepolis wants to earn a reputation as the best cinema operator. This goal relates both to the technical aspects of the offering, especially striking here is the far-reaching digitisation, and its content. Traditional movies are increasingly complemented with presentations of another cultural dimension, such as sporting or musical events, which appeals to a new audience. 22 kinepolis group

27 The best marketer Kinepolis wants to establish a personal relationship with its target groups. The anonymous relationship with past cinema audiences must make way for more intensive interaction with visitors, before, during and after presentations. Through the development and maintenance of its customer relations Kinepolis wants to take its traditional marketing efforts to a new level, which will form the foundation for a more personal approach and dialogue between Kinepolis and its visitors. The best cinema property manager The unique position held by Kinepolis also has its origins in the group s specific property management. Kinepolis controls the vast majority of its properties, which means it has great flexibility to utilise the available spaces to the good of the group s global strategy and make optimal use of the infrastructure to achieve its strategic goals. Organisation Kinepolis is organised on a geographical basis. The most important geographical markets are Belgium, France and Spain. The organisation serves to improve customer orientation, raise operational efficiency and optimise property utilisation and management. It is characterised by shorter lines, allowing decisions to be taken faster, and a clear division of responsibilities and goals. Activities are now streamlined into five units. Cinema Operations takes care of activities in the multiplexes. Real Estate is responsible for property management and utilisation. Kinepolis Film Distribution (KFD) looks after movie distribution. Digital Cinema Services (DCS) delivers technological support. The Shared Services Center is occupied with admin services and support. Local, national and international permanent and ad hoc committees are established as needed to study specific issues. They are tasked with ensuring that information is shared between the various parts of the group and potential synergies are generated. Innovation and customer experience Alternative content Alternative content is the digital programming of events screened in Kinepolis cinemas live or otherwise. That includes premieres of TV series ahead of broadcast, musical highlights such as rock and pop concerts and corporate profile annual report

28 operas, sports events and much more. This innovative event-based programming sometimes combined with traditional movie screenings is experiencing exciting growth as more and more customers are hooked. The new cinema experiences are the result of continual investments by the group in innovation. Opera in the Cinema was a frontrunner in this respect in The opera season, which opened with Tosca in October, was a smash hit. Live opera in association with the New York Metropolitan Opera (Kinepolis Belgium, Kinepolis France), Opéra Comique de Paris (Kinepolis France) and various opera houses in Italy and Spain (Kinepolis Spain) attracted more than opera lovers to Kinepolis in the various countries in Opera in the Cinema is well worth a repeat. A new, bumper opera season will launch in 2010 and some operas will be beamed live and repeated at a later time. In October Robbie Williams performed at the Roundhouse in London in the opening concert in the BBC Electric Proms In partnership with the BBC, the event was beamed live in high definition by satellite to a European cinema network, including 19 Kinepolis Group cinemas, to the delight of Robbie Williams fans who attended the comeback show at Kinepolis. Iron Maiden also attracted their fans to Kinepolis with Flight 666, a unique, global date for Maiden fans. Voice Mail, Julien Clerc and many other performers also brought music to the cinema. The programme was also enhanced with live theatre (Theater in the Cinema in association with the National Theatre in London) and live ballet (Diaghilev s Ballets in association with Opéra Garnier in Paris). Such popular TV series as Flikken and De Kampioenen (Belgium) were also shown on the big screen. To top it all, Kinepolis Spain beamed the final of the French Open live and in 3D by satellite to the big screen in June 2009 in a very successful pilot project. 24 kinepolis group

29 The digitisation of screens goes hand in hand with the development of an ICT network in cinemas for movie distribution and screen monitoring. Every multiplex is equipped with a hi-def satellite receiver system for the presentation of alternative content. Events are regularly screened in crystal-clear definition and 5.1 surround sound. Digital is now the ideal platform for tailored public and private screenings. Leadership in technology Digital cinema Kinepolis has gone digital, with digital projectors and movies, on the one hand, and a string of digital signage, advertising, programming and information screens, on the other. Network-controlled flat screens provide customers with up-to-the-minute information on screenings, seat availability and special offers. Audiences lapped up the 3D showings of Ice Age 3, Up and Avatar. The sturdy Dolby 3D specs and powerful Barco projectors ensure that every 3D showing is a unique experience. A string of high-profile 3D movies are set for release in 2010, including Toy Story 3, Shrek 4, Step Up 3, Harry Potter and the Deathly Hallows (Part I) and Alice in Wonderland. Ticketing Moviegoers can select their own seat when buying a ticket at virtually every Kinepolis multiplex. The ticketing software automatically identifies the most central Kinepolis continued to open new digital screens to meet increasing demand for digital movies. In Belgium the share of digital screens at the end of 2009 was 80%, in France 74% and in Spain 39%. In Belgium 20% of the digital auditoriums are equipped with 3D systems. In France and Spain the share is 25%. The high performance and high-tech character has led many directors and distributors to select Kinepolis to host their movie premiere in the presence of cast and crew. corporate profile annual report

30 available seat, but customers can also choose a seat themselves. Various payment methods are available. The ICT approach to ticketing is integrated and centralised to guarantee optimal service at all Kinepolis points of sale. Developed in-house, this ticket and sales platform, which incorporates all sales channels and the entire back office in a single IT solution not only allows Kinepolis to provide a fast and specific response to the wishes of visitors; it also ensures optimal operational efficiency. ICT is responsible for the installation and management of the point-of-sale infrastructure, including payment options, weighing equipment and voucher processing in local languages and in accordance with local customs and laws. Research Kinepolis participates in innovation projects, including new sales channels, payment methods and broadening customer experience, in association with centres and partners at home and abroad. For example, ICT supports the introduction of new voucher formulas and there are investments in mobile ticketing and interactive systems projects. interiors, retail and entertainment facilities with a view to further improving customer perception and service. Central tenets in this strategy are: Automatic box office ( self ticketing ) in contemporary design. Low-energy edge-light poster frames, which highlight the movie programme on a poster wall; Self-service shops (Mega Candy) with wider selection and greater convenience for customers; High-quality seat modernisation. In 2009 four Belgian and two French multiplexes were given a full makeover. Kinepolis Madrid and Kinepolis Valencia were also renovated. An ambitious programme is also planned for Refresh & Remodelling Numerous innovative applications are introduced in the Kinepolis multiplexes and the interiors are also being refurbished. The Refresh & Remodelling department is rejuvenating and updating interiors at Kinepolis at a fast rate, as well as developing new concepts in the field of 26 kinepolis group

31 The refurbishment activities are paying dividends. The self-service formula for drinks, snacks and retail articles have been a success, enabling Kinepolis to achieve the targeted increase in turnover per visitor to the level of in-theatre sales, while improving efficiency and reducing operating costs. Human Resources Kinepolis is aware that its success is largely dependent on the talent and commitment of its employees. Including temporary staff members, people are concerned. The group is accordingly always looking to create a working atmosphere in which all employees, regardless of the type or duration of their labour contract, are able to make optimal use of their individual talents. By creating a solid human resources policy Kinepolis aims to create a culture in which initiative and personal development are valued. Education and training Human resources policy is characterised by great attention for such aspects as sustainable quality, efficiency and flexibility. These criteria are not only employed when hiring new employees; they are also encouraged during the employee s career. Kinepolis invests more than ever in its internal training systems. The Kinepolis Academy is taking shape and part of the training is offered digitally, as Kinepolis moves a step closer to e-learning. Evaluation The new job evaluation system introduced in the course of the previous year has already started paying dividends. The system combines financial and quality aspects and forms the cornerstone of the group s international bonus system. The new way of working increases the involvement and responsibility of all employees and the sense of responsibility of all employees, as well as being a practical tool for monitoring and achieving the individual goals and strategic policy lines of the group. Internal communication The internal communication is undergoing continued streamlining. It is important that high-quality internal communication stimulates internal learning processes, too. By enabling experience sharing, often across countries and departments, Kinepolis is well on the way to becoming a self-learning organisation. corporate profile annual report

32 Sustainable enterprise In contemporary business management, the company s economic role is often linked to broader social goals. The pursuit of a way of doing business that is socially, ecologically or culturally responsible is the basis of sustainable enterprise, which takes account of the company s overall social role and its impact on all possible interest groups. Minimising waste Environmental concern is a permanent point for attention in the day-to-day operations of Kinepolis. Waste prevention and sorting is an important ongoing project that also actively involves Kinepolis visitors. Signage in the multiplexes and large-scale awareness campaigns prior to the main presentation help ensure the various types of waste, primarily from the sale of refreshments and snacks, are disposed of in the right receptacle. Kinepolis also has contracts with specialised waste processing and disposal firms. Digitisation The continuing digitisation of the audiovisual productions, which has accelerated in recent years, ensures that Kinepolis is able to make a positive contribution to waste prevention and the limitation of CO 2 emissions. With digital movie distribution, rolls of film no longer need to be transported. This also limits the use of traditional film, which requires chemical processing. The rate of digitisation in Belgium now exceeds 80%. Energy The joint project with Siemens Building Technologies to install low-energy air conditioning in the auditoria was rolled out further in The intelligent, centralised control of air conditioning systems has enabled Kinepolis to achieve a significant saving on its energy bill. Energy consumption is also given appropriate attention in renovation and new-build projects. Such factors as climatologic conditions and ambient heat play an important role in the conceptualisation of the Kinepolis multiplexes. Support projects such as the use of low-energy lighting and optimal thermal insulation ensure that energy consumption is minimised in all circumstances. Cultural and social integration In our ever-changing, multicultural societies Kinepolis plays an active role in the integration of new population groups. With that goal in mind, the expectations of minorities 28 kinepolis group

33 are also addressed in the programming of spaces. Turkish cinema for one has established itself in the programming of Kinepolis in Belgium and similar projects are running in other countries. The success of this formula is shown by the high attendances and visitor numbers that traditionally could only be expected for blockbusters. Kinepolis also works hard to improve the participation of other population groups in film. Improved access for wheelchair users and special efforts for visitors with a handicap are expected to ensure that all visitors are guaranteed the unique Kinepolis experience. Social engagement Kinepolis wishes to assume its social responsibility and fulfil its social role in other ways too. KineScola is an educational programme through which Kinepolis reaches out to schools. In the year under review the group supported numerous other initiatives, including a solidarity project of Child Focus and Missing Children Europe, a Unicef child rights tour, a donation for the victims of the Haitian earthquake and awareness campaigns based on movies with an ecological message, such as Home, The Age of Stupid and Dance for the Climat. Based on a world-friendly desire, Kinepolis wishes to focus public attention on a selection of topical issues, addressed in movies, documentaries and total events. Social-, cultural- and ecological-inspired movie presentations are awarded the Kinepolis World label. corporate profile annual report

34 30 kinepolis group

35 04 Kinepolis, core businesses Box office Kinepolis Group welcomed 22.0 million paying customers in 2009, which was a 0.5% rise on the 2008 figure. Good visitor figures were posted in all countries, thanks to the strong movie offering, especially in the summer and the second half of the year. In spite of the tough economic conditions, growth was achieved in France and Spain. Belgium experienced a limited fall. The level of success achieved in 2008 by Flemish movie Loft was not reproduced in 2009, however. A number of blockbusters did nevertheless perform outstandingly. Ice Age 3: Dawn of the Dinosaurs, Harry Potter and the Half-Blood Prince, Avatar (a success in the last two weeks of December), Up and 2012 had the most successful runs. Local movies like De Helaasheid der Dingen (Belgium), Le Petit Nicolas (France) and Agora (Spain) also performed well. Alternative content in 3D is taking on an increasingly important role in the programme. 3D (Ice Age 3, Up, Avatar) has been welcomed with enthusiasm and culture and core businesses annual report

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