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Schibsted acquires selected assets of Trader Classified Media

Schibsted acquires selected assets of Trader Classified Media. Kjell Aamot CEO. Trond Berger CFO Sverre Munck EVP Schibsted International Didier Breton COO Trader Classified Media. Schibsted acquires selected assets of Trader Classified Media.

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Schibsted acquires selected assets of Trader Classified Media

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  1. Schibsted acquires selected assets of Trader Classified Media Kjell Aamot CEO Trond Berger CFO Sverre Munck EVP Schibsted International Didier Breton COO Trader Classified Media

  2. Schibsted acquires selected assets of Trader Classified Media • Acquisition of selected assets in Spain (incl. Latin America), France, Italy and Switzerland for EUR 580 million • Leading positions within on- and offline classifieds – particularly in Spain, France and Italy • Attractive online position in Spain – strong brands acquired • Schibsted has leading edge competence within classifieds online • Acquired assets provide solid platform for further growth – development of new media concepts in core markets • Consistent with Schibsted’s strategy to become a leading player within classifieds in Europe

  3. Transaction summary • Schibsted acquires Trader Western European assets • Spain (including Infojobs and Latin America), Italy, Switzerland and France • Purchase price of EUR 580 million on a debt-free, cash-free basis • All cash transaction funded by debt at Schibsted level • Transaction closing conditional upon approval from Spanish competition authorities and Trader shareholder vote • Closing expected around mid-July • There is a strong financial rationale for the acquisition • Increases Schibsted revenue and EBITDA growth • Positive financial impact: EPS accretive over time, positive impact on margins • Pro forma net debt / EBITDA of 3.5x LTM based on Q1 Note: Overview over assets acquired at page 25 in the appendix

  4. Trader Western European assets are attractive to Schibsted Key Facts • Main presence in Spain, France and Italy – smaller operations in Switzerland and Latin America • Classifieds within vehicle, real estate, recruitment and general merchandise on print and internet • 209 publications and 27 websites – 5.5 million unique visitors per month¹ • Operating revenues of EUR 186 million and operating profit (EBITDA) of EUR 40 million in 2005 • Y-on-y revenue growth of 10% of which 9% organic growth in Q1 2006 • Over 2,200 employees by year-end 2005 • Strong brands and strong positions in emerging online market space • Business in transition from offline to online • Free niche products on print less vulnerable to online migration • Profitable and well-run companies • Large sales forces and established advertiser relations Our view ¹ As of March, 2006 Source: Nielsen Netrating

  5. Schibsted has leading edge competence within classifieds • Strong position both offline and online in Norway • Successfullymigrated from offline to online • Maintained cash flows offline within key segments • Acquired and successfully managed online players in Sweden • Launched online classifieds in Spain, France and Austria with success • Strong products both within verticals (vehicle, real estate, recruitment) and general merchandise • Experienced in both business-to-consumer and consumer-to-consumer • Experience and organisation in place for transferring our Scandinavian competence abroad

  6. Schibsted’s online classifieds • #1 in Norway - clear leader in recruitment, real estate, vehicles and general merchandise • Revenues of NOK 267 million and operating profit (EBITA) of NOK 114 million in 2005 • Blocket - #1 in general merchandise in Sweden – BytBil leading within vehicles • Revenues of NOK 178 million and operating profit (EBITA) of NOK 73 million in 2005 • #2 in general merchandise in Spain • Started in March 2005 – strong development in unique visitors • General merchandise in France • Started in April 2006 - development according to plan • General merchandise, recruitment, cars and real estate in Austria • Started in January 2006 - development according to plan

  7. This is the optimal time to expand into Europe ..online advertising is still to take off (online advertising per capita in EUR) Online household penetration in continental Europe is behind the Nordic region (%)… • Online advertising is still in an early stage – important lessons from Scandinavia could be transferred • Leading online positions to be taken in key markets – print assets of Trader Western Europe a good starting point Sweden Norway France Spain Timing is now Source: Jupiter Research, IRM Note: Online advertising is per capita (2004)

  8. Revenue distribution of acquired assets 2005 figures, 100% = EUR 186 million Latin America Circulation Italy and Switzerland Online Offline ads France Spain • Main presence in Spain and France • Schibsted has strong knowledge of media markets in Spain and France • Less dependent on circulation revenues • Online part of revenues significant

  9. Strong sales and EBITDA growth for acquired assets – especially online Figures in EUR million CAGR 2003–2005 Total: +17.3% Sales Online: +63.5% Print: +10.0% Total: +14.4% EBITDA Online: +70.3% Print: -2.7% Print Online Note: Includes acquisitions over time, InfoJobs acquired in 2004

  10. Low cover price/free circulation More advertising – including brand Colour, photos – also for upsale Increasingly niche titles Specialised print assets less vulnerable to online migration • Trader Western European print assets have strong positions within niche segments • Internet puts pressure on circulation – dependent on internet maturity • Generalist titles most vulnerable – pure marketplace function • Niche titles more stable – more valued as entertainment

  11. Key brands and products acquired

  12. Schibsted becomes leading player within classifieds in Spain and France • Clear market leader within recruitment online • #1 general merchandise online • Over 700,000 unique visitors in March 2006 Spain • #1 general merchandise on print • Free ads and paid circulation • Mostly C2C • Leading in vehicles offline - #2 online • Paid ads and paid circulation for paper edition • Both C2C and B2C • General merchandise both offline and online • Free ads and paid circulation • Mostly C2C France • #1 in boats offline and online • Paid ads and paid/free circulation • Mostly B2C Source: Trader Information, Nielsen Netrating

  13. - leading recruitment site in Spain • “Top of Mind” career site for job seekers and advertisers in Spain • 1.2 million unique visitors in April 2006 • The 4th most visited commercial online recruitment property in Europe in March 2006 • Operating revenues of EUR 12.6 million in 2005 and operating profit (EBITDA) of EUR 4.7 million in 2005 – EBITDA margin of 37.5% • Y-on-y revenue growth of 142% and y-on-y growth in EBITDA of 227% in 2005 • Among most popular search words on Google Spain • 160,000 employment offers, 62,000 employers offering jobs and 3.1 million CVs¹ • 60% stake acquired by Trader in 2004 – call option on the remainder capped at EUR 25 million Source: Company Information, Nielsen Netrating, ComScore ¹ As of June 2nd, 2006

  14. Resulting strong online position in Spain Percentage reach of unique visitors online monthly • Nielsen Netrating, March 2006. Home panel for Spain, Home & Work for France and Italy. • Unduplicated monthly reach and unique visitors

  15. Schibsted strengthened after the acquisition • Leading pan-European player within classifieds - strong positions in Spain and France • Operations in 18 countries • Approx. 7,500 employees – over 5,000 outside Norway • Pro forma combined revenues in 2005 of NOK 11.3 billion and EBITDA of NOK 1.4 billion • Increased revenue growth (pro forma 2005) • Online share of revenues increases from 8.7% to 10.4% (pro forma 2005) • Online share of EBITDA increases from 18% to 23% (pro forma 2005) • EBITDA-margin increases from 11.4% to 12.7% (pro forma 2005) • Expected positive effect on EPS, operating margins and revenue growth going forward

  16. Geographical revenue distribution 2005 figures, percent Pre acquisition 100% = NOK 9 832 million Post acquisition 100% = NOK 11 287 million International International Sweden Norway Sweden Norway Exchange rate: EUR 1 = NOK 7.80

  17. EBITDA margins increase after the acquisition 2005 figures, percent Schibsted Acquired assets Pro forma combined Offline Online Total

  18. Pro forma combined Income Statement

  19. Capital structure and intangible assets The acquisition will be financed through a new loan facility from DnB NOR and Nordea Note: EUR 1 = NOK 7.80. EBITDA including income from associated companies. The excess of the purchase price above the net assets acquired is allocated to goodwill and other intangible assets.

  20. Pro forma combined Balance Sheet

  21. Key focus going forward • Key focus to become leading player online • Maintain cash flows from offline business while transferring positions online • Synergies with 20 Minutes operations mainly related to cooperation within classifieds online • Cooperation and joint further development in Spain and France • Brand development and marketing • Technical platform and product development • Cooperation between Schibsted International Classified & Search and local management • Strong local management crucial to build long term positions

  22. Effect on Schibsted’s strategy • The acquisition will lead to reduced spending on organic growth • Classifieds international make up approx. 30% of estimated spending on organic growth – few new projects after acquisition • Maintained estimate of NOK 300-400 million in negative EBITDA from organic growth in 2006 • Lower costs to organic growth in 2007 • General business development in Scandinavia will not be affected by acquisition • Focus on editorial products as strong as ever – acquired assets a platform for new editorial concepts

  23. Schibsted acquires selected assets of Trader Classified Media • Acquisition of selected assets in Spain (incl. Latin America), France, Italy and Switzerland for EUR 580 million • Leading positions within on- and offline classifieds – particularly in Spain, France and Italy • Attractive online position in Spain – strong brands acquired • Schibsted has leading edge competence within classifieds online • Acquired assets provide solid platform for further growth – development of new media concepts in core markets • Consistent with Schibsted’s strategy to become a leading player within classifieds in Europe

  24. Appendices • Details on Trader Western Europe • Overview acquired assets • Income statement and balance sheet Q1 2006 and 2005 • Overview – market presence • Key assets on print and online • Spain • France • Italy and Switzerland • Latin America

  25. Assets acquired • Spain and Latin America: 84% stake in Anuntis Segundamano Holdings – Assets of Anuntis Segundamano Holdings include • Spanish operations (including Segundamano) • 60% stake in Infojobs (including EUR 25 million call-option for the remaining 40%) • Operations in Latin America: Argentina, Brazil, Columbia, Mexico, Venezuela • France: 100% ownership in Trader Classified Media France • La Centrale and Les Annonces du Bateau • 50% joint-venture with Multimedia Communication MMC (J’Annonce) • Italy & Switzerland: 100% stake in Editoriale Secondamano and Trader Classified Media Switzerland

  26. Income statement and Balance Sheet Trader Western Europe

  27. Trader Western Europe has leading classified operations in several countries Spain Revenue EUR 82.8m EBITDA EUR 17.7m Publications 149 Websites 7 Infojobs Revenue EUR12.6m EBITDA EUR 4.7m Websites 1 Latin America1 9% Italy &Switzerland 18% Spain 51% France 22% France Revenue EUR 40.4m EBITDA EUR 10.7m Publications 5 Websites 3 Italy Revenue EUR 32.0m EBITDA EUR 3.6m Publications 32 Websites 4 2005A revenue by geography (EUR 186 million) Online 22% Switzerland Revenue EUR 2.0m EBITDA EUR 0.4m Publications 3 Websites 1 Latin America¹ Revenue EUR 16.7m EBITDA EUR 2.8m Publications 20 Websites 11 Print ex circulation 60% Circulation 18% 2005A revenue: Online vs. Print (EUR 186 million) Note: Financials for FY 2005 1. Includes operations in Argentina, Brazil, Colombia, Venezuela and Mexico

  28. Print publications in Spain Trader information as of 2005 Source: Trader information

  29. Online classifieds landscape – Spain Assets in pink are Trader Western European assets – asset in blue owned by Schibsted Source: Nielsen Netratings

  30. Infojobs is the clear leader in Spain More people go to Infojobs… Market share Page views (monthly) 60,113 7,488 6,999 1,227 1,472 … and they spend more time on infojob website Time spent per person Number of sessions per person 18 min 41 sec 4.22 3.18 2.46 8 min 4 sec 7 min 43 sec 1.74 1.29 2 min 15 sec 1 min 15 sec Source: Trader information

  31. Print publications in France Trader information as of 2005 Source: Trader information

  32. Online classifieds landscape – France Assets in pink are Trader Western European assets – asset in blue owned by Schibsted Source: Nielsen Netratings

  33. Print publications in Italy and Switzerland Trader information as of 2005 Source: Trader information

  34. Online classifieds landscape – Italy Assets in pink are Trader Western European assets Source: Nielsen Netratings

  35. Overview Latin America • Managed out of Spain • Main brands: • Segundamano in Mexico & Argentina • Real estate vertical in Colombia • Car publication in Argentina Mexico 4 Publications 3 Websites Colombia 9 Publications 2 Websites Argentina 3 Publications 3 Websites Venezuela 3 Publications 1 Websites Brazil 1 Publications 2 Websites Total 20 Publications 11 Websites Source: Trader information, as of March 2006

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