corporate

Today, the meeting of the Board of Directors of Arnoldo Mondadori Editore S.p.A., chaired by Marina Berlusconi, reviewed the main consolidated results (unaudited) for the 2025 financial year, along with the 2026 guidance presented by CEO Antonio Porro.

In particular, the Mondadori Group’s preliminary results for 2025 showed revenues of € 931.5 million (-0.3% compared with € 934.7 million in 2024), Adjusted EBITDA of € 158.2 million (+0.4% compared with € 157.6 million in 2024) and a margin in line at 17%.

Strong cash generation was also confirmed for the 2025 financial year, with Ordinary Cash Flow of approximately € 65 million.

These figures, which reflect the Group’s overall stable performance compared with the previous year are broadly in line with the guidance previously provided for FY 2025. The only exception is the slight deviation in revenues, which are essentially stable compared with FY 2024 (-0.3%) versus prior guidance indicating low single-digit growth. This change is attributable to the contraction recorded in the book market in December, the most significant month of the year (-2.7%, source: Gfk, sell-out data at value) as well as to the trend in the Euro/Dollar exchange rate, the negative impact of which was greater than initially estimated at the beginning of the year.

With regard to FY 2026, also following the recent completion of the acquisition of Edilportale.com, the guidance approved today by the Board of Directors envisages low single-digit growth in both revenues and Adjusted EBITDA, as well as Ordinary Cash Flow in the € 65-70 million range, including a recurring contribution of approximately € 3 million from the newly acquired Edilportale.com.

The revised estimate – which places Ordinary Cash Flow in the € 65-70 million range, compared with the previous forecast of approximately € 70 million on average per year over the 2024-2026 three-year period on a like-for-like basis – reflects the impact of higher extraordinary publishing investments in the Education Books segment, driven by the alignment of school curricula with the new National Guidelines.

The Group has also launched a plan, to be fully implemented over a multi-year period, aimed at structural optimization, strengthening operational efficiency and supporting profitable growth and cash generation over the medium term.

The Mondadori Group further confirmed its current shareholder remuneration policy, as previously disclosed, in relation to the 2026 results. The policy provides for the distribution of the higher of 50% of Ordinary Cash Flow per share and the Divided Per Share distributed in the previous year, increased by 10% (corresponding to a Divided Yield of approximately 8%)^[1].

As previously communicated, the Board of Directors meeting to review and approve the draft financial statements and the consolidated financial statements is scheduled for 19 March 2026.

The Financial Reporting Manager – Alessandro Franzosi – hereby declares, pursuant to Article 154 bis, paragraph 2, of the Consolidated Finance Law, that the accounting information contained herein corresponds to the Company’s records, books and accounting entries. 

^[1] Based on market capitalisation as at 31/12/2025.

Below is Annex 3F regarding the purchase of Mondadori ordinary shares to service the ongoing Performance Share plans. These transactions were made under the authorization to purchase ordinary shares approved by the Shareholders’ Meeting of 16 April 2025.

As of today, Marco Sciuccati has been appointed Director of Human Resources and Organisation of the Mondadori Group, reporting directly to Chief Executive Officer and General Manager Antonio Porro.

Born in Castellanza (Varese) in 1965, Marco Sciuccati holds a degree in Economics and Business Administration from the Università Cattolica in Milan and is a certified Professional Counsellor specialising in corporate and organisational contexts.

After gaining initial professional experience at Accenture and DHL, in 1996 he joined The Coca-Cola Company in the Mediterranean area, working across management control, operational marketing and sales, and then in 2000 moved to Bain & Company. His career continues with significant roles in various multinational companies in Human Resources and Organisation. From 2003 to 2011, Sciuccati worked at Ferrero International S.A., where he held among other positions the role of HR & Organisation Director for selected Group functions. In 2011, he joined Pirelli, where he served as HR & Organisation Director for Europe, Group Organisation Director, and HR Director for Manufacturing and Technical Functions. In 2018, he moved to Candy Hoover Group as Global HR and Organisation Deputy Director, and from 2019 to 2022 he held leadership roles in Human Resources at Haier Europe, including HR Director Operations, Factories & Industrial Relations. In October 2022, Sciuccati was appointed Chief HR & Organisation Director of Lecta, a multinational company operating in the paper industry.

Daniele Sacco, who served as Director of Human Resources and Organisation of the Mondadori Group for over nine years, has decided to step away from operational responsibilities to focus on new personal and professional projects.

The Mondadori Group would like to thank Daniele Sacco for his expertise, professionalism and distinctive contribution during a period of significant transformation in the world of work and organisational models.

The Mondadori Group announces that, pursuant to the contract signed and disclosed to the market on 29 December 2025, Arnoldo Mondadori Editore S.p.A. has completed today the acquisition of a 58.84% stake in Edilportale.com S.p.A., a company with international operations in the development of content, services and platforms across the architecture, design and construction markets, including through the Archiproducts brand.

The consideration for the transaction – paid entirely in cash today – amounts to € 31.2 million and reflects an Enterprise Value (100%) of € 50 million and an average NFP that is currently estimated to be positive at € 3 million.

The acquisition of Edilportale.com – consolidated as of 1 January 2026 – also includes an earn-out of approximately € 2.9 million payable to the sellers conditional upon achievement of predefined profitability growth targets for the 2027 financial year.

As previously announced, under the terms of the agreement, in the course of 2027 the selling shareholders and the Mondadori Group will transfer their respective shareholdings in the company to Mondadori Digital S.p.A., which will consequently hold 100% of Edilportale.com.
Following these transactions, Arnoldo Mondadori Editore S.p.A.’s stake in Mondadori Digital is expected to be approximately 89% of the share capital, with the remaining 11% held by the founders of Edilportale.com, marking the first time that new shareholders have joined Mondadori Digital.

The acquisition of Edilportale.com forms part of a strategy to strengthen Mondadori Digital’s position as Italy’s leading publisher in social media and digital content and helps to extend leadership in the vertical segments with the greatest growth potential, such as food, wellness and lifestyle, as well as into the architecture and design sector, and to enhance the service offering with new products and innovative solutions, including those aimed at international market.

The transaction enables Edilportale.com to enter a new phase of growth, supported by significant synergies with Mondadori Digital’s assets, including:

• an acceleration in the development of AI-based services, also leveraging PLAI, the Mondadori Group’s artificial intelligence accelerator;
• an expansion of the range of services offered to design companies through collaborations with AdKaora and Mondadori Digital’s social agencies;
• a strengthening of its international presence in cooperation with AdKaora Iberia and GialloZafferano US.

As previously announced, including Edilportale.com’s activities, Mondadori Digital’s pro-forma revenues for 2025 would amount to approximately € 110 million, with an EBITDA margin of between 18% and 20%.

Under the terms of the agreement, Ferdinando Napoli, Marilde Longo, Vincenzo Maiorano and Maurizio Alfieri – who founded and have successfully managed Edilportale.com to date – will retain management responsibility for the company. In particular, Ferdinando Napoli has been confirmed as Managing Director and Andrea Santagata, Managing Director of Mondadori Digital, has been appointed Chairman.

The Mondadori Group announces that Arnoldo Mondadori Editore S.p.A. has signed today an agreement for the acquisition of a 58.84% stake in Edilportale.com S.p.A., a company operating internationally in the development of content, services and platforms across the architecture, design and construction markets.

In line with the recent announcements concerning the newly-established Mondadori Digital and its mission to strengthen the Group’s strategy in the digital media sector, the agreements provide, in a second phase to take place during 2027, for the transfer to Mondadori Digital of 100% of the shareholding in Edilportale.com S.p.A. through contributions to Mondadori Digital itself of:

• the 58.84% stake acquired by Arnoldo Mondadori Editore S.p.A.;
• the 41.16% stake held by the current shareholders of Edilportale.com S.p.A..

Following these contributions, which will be made through reserved capital increases of Mondadori Digital, Arnoldo Mondadori Editore S.p.A.’s stake in Mondadori Digital will amount to approximately 89% of the share capital, while the remaining 11% will be held by the founding shareholders of Edilportale.com.

The consideration for the acquisition of 58.84% of Edilportale.com S.p.A. amounts to € 31.2 million and is based on a 100% Enterprise Value of € 50 million and an estimated average NFP, as of the closing date, of € 3 million (positive).
The agreement also provides for an earn-out of approximately € 2.9 million in favour of the current shareholders of Edilportale.com, to be paid upon the achievement of predefined targets for the financial year 2027. The acquisition of Edilportale.com, accompanied by the usual representations and warranties in favour of the purchaser, will be financed through existing credit facilities and settled in cash at closing by the end of January 2026.

With a solid and highly distinctive business model, Edilportale.com – whose key assets include Archiproducts.com, a globally recognised digital platform for professionals and companies in the sector – currently boasts over 4 million registered users across its multilingual websites, 5.5 million social media followers, in both Italian and English, and a catalogue featuring 3,500 design brands worldwide.
In the financial year 2024, Edilportale.com recorded revenue of € 26.7 million, 35% of which was generated in foreign markets, an EBITDA of € 7.1 million, of which € 1.4 million related to state and regional grants, and a positive NFP (cash) of € 1.3 million (figures according to Italian accounting standards).

Including the activities of Edilportale.com, the pro-forma 2025 revenue of Mondadori Digital would amount to approximately € 110 million, with an EBITDA margin between 18% and 20%.

“With this acquisition, which presents significant potential for further growth, we are entering the digital architecture and design sector as a leading player, while also strengthening our offering in international markets. This transaction also enables us to strengthen both the Group’s positioning and that of the newly-established Mondadori Digital as Italy’s leading publisher in social media and digital, a leader in the vertical segments with the greatest market potential, including food, wellness and lifestyle, while at the same time expanding our services with new products and innovative solutions,” said Antonio Porro, CEO of the Mondadori Group.

“The entry of the Mondadori Group into the share capital of Edilportale is a source of great pride for us and confirms the strength of the path we have built over the years. We share a long-term vision based on innovation, high-quality content and the strategic role of digital. This partnership with the Mondadori Group marks the beginning of a new phase of development that will allow us to accelerate the growth of Edilportale and further enhance the synergies with Archiproducts, while strengthening our dialogue with an international community of brands, architects and designers who rely on our platforms every day to stay informed, find inspiration and design. Together, we look to the future with ambition, with the aim of generating increasing value for the entire global architecture and design ecosystem,” said Ferdinando Napoli, CEO and co-founder of Edilportale.

Edilportale.com, founded in early 2000 by four founding partners, serving as directors and managers, Ferdinando Napoli (CEO), Marilde Longo, Vincenzo Maiorano and Maurizio Alfieri, today has a team of 160 professionals across editorial, marketing, sales, IT and operations.

The company offers businesses in the design, architecture and construction sectors a unique and specific range of digital and MarTech solutions, such as a multilingual online product catalogue, CRM systems and AI-based marketing intelligence tools. Edilportale.com also offers, on a global scale, the possibility to purchase design products online through proprietary e-commerce solutions. These services have enabled the company to pursue a continuous path of growth, establishing it as one of the leading global players in this category of solutions.

Mondadori Digital S.p.A., a new company fully owned by the parent group Arnoldo Mondadori Editore S.p.A., has been established. From 1 January 2026, all digital activities of Mondadori Media S.p.A. will be transferred to the new entity via an intra-group spin-off.
The aim is to drive further substantial growth for the Mondadori Group’s digital assets through a dedicated corporate vehicle designed to strengthen its leadership in the Italian digital market.

The new structure aligns with Mondadori Group’s corporate organisation, which maintains a distinct management perimeter for each business area: Trade Books, Education Books, Retail and, as of 1 January 2026 Media and, naturally, Digital.

Mondadori Digital’s assets establish it as the leading Italian publisher in social media and digital, boasting a portfolio of top brands in the highest-value verticals, a fanbase of 125 million people both in Italy and abroad, and over 33 million monthly active users.
Positioning itself as the publisher of Italian excellence, Mondadori Digital leads in sectors such as food, well-being and lifestyle, engaging targeted audiences thanks to multimedia content across all digital channels – including websites, social media, and connected TV. These audiences are accessible through advertising solutions such as video advertising, branded content, influencer marketing, and a wide range of innovative services (MarTech solutions).

“Mondadori Digital was created to further enhance our digital media assets and MarTech solutions, which have experienced significant and continuous growth in recent years and in which we will continue to invest,” said Mondadori Group CEO, Antonio Porro. “This strategic development aims to establish us as one of Italy’s most important digital media players, through a process of continuous innovation and the cultivation of talent and expertise,” concluded Porro.

Andrea Santagata will take on the role of CEO of Mondadori Digital, while continuing his responsibilities as Chief Innovation Officer of the Mondadori Group. Carlo Mandelli, Strategic Development Manager of the Mondadori Group and CEO of Mondadori Media S.p.A., will serve as Chairman of the newly-established company.

MONDADORI DIGITAL’S ASSETS

Specifically, Mondadori Digital will include assets and companies such as:

• leading brands in their respective sectors, including GialloZafferano, also present in the U.S. market, The Wom, MypersonalTrainer, Webboh, Studenti and NostroFiglio;
• the controlling stake in Fatto in Casa da Benedetta, which owns all intellectual property rights and the right to use the image of Benedetta Rossi, Italy’s leading food blogger;
• social agencies Zenzero and Power, which manage top food, wellness and lifestyle in the influencer marketing segment.
• the MarTech hub, consisting of AdKaora, which operates in Italy, Spain and Latin America, Hej!, specialised in mobile advertising and conversational marketing solutions, has recently expanded with an investment in the start-up AD cube, which focuses on artificial intelligence applied to advertising;
• Direct Channel, a leader in subscription service management, also offering database management and business intelligence solutions to the non-profit sector.

For the 2025 financial year (pro-forma figures), Mondadori Digital is expected to generate revenues of approximately € 85 million and an Adjusted EBITDA of over € 15 million, supported by a team of more than 300 professionals across publishing, marketing & sales, IT and operations.
The spin-off of Mondadori Media’s digital activities into Mondadori Digital will be implemented with continuity of accounting values and no impact on the consolidated financial statements, reflecting a net balance of € 38.7 million.

THE MONDADORI DIGITAL ORGANISATIONAL MODEL

The new structure will be organised around two main areas of expertise:

• the first focused on the management and development of publishing and social media brands, social agencies and Fatto in Casa da Benedetta with the goal of supporting the growth of brands and their social communities by pooling expertise and innovation levers, extending brand presence across all channels, and combining a strong focus on people, with AI-driven innovation.
• the second centred on the MarTech Hub, comprising AdKaora, Hej and Direct Channel and aimed at further strengthen continuous innovation, making AI the key driver of transformation, and delivering increasingly targeted and effective marketing and advertising solutions to investors in Italy and beyond.

Today, the meeting of the Board of Directors of Arnoldo Mondadori Editore S.p.A., chaired by Marina Berlusconi, reviewed and approved the Interim Management Statement at 30 September 2025 presented by Chief Executive Officer Antonio Porro.

“During the first nine months of 2025, the Mondadori Group recorded results in line with forecasts due to the effect of the significant growth of the book market, which, as expected, took concrete form during the third quarter”, declared Antonio Porro, Chief Executive Officer and General Manager of the Mondadori Group. “In this context, Trade Books clearly outperformed the market with a sell-out in the third quarter, rising by 7.5%, thanks to the success of numerous new publications released by our publishing houses, with positive effects that ran through equally in October. The sector’s dynamism was also reflected in the results of our network of bookstores, which will be strengthened, inter alia, with the acquisition of a further ten directly managed stores. As regards Education Books, our publishing houses have confirmed their leadership position, recording a slight increase in the adoptions portion. In the Media area, the growth of the digital component continued, which today accounts for around 50% of the Area’s revenue and margins. These results allow us to confirm achievement of the targets defined for FY 2025”, Mr Porro concluded.

PERFORMANCE AT 30 SEPTEMBER 2025

During the first nine months of FY 2025, consolidated revenue stood at € 704.5 million, showing substantial stability compared to the previous year (€ 705.8 million in the same period of 2024).
Like-for-like, revenue declined slightly, equal to 1%.

Adjusted EBITDA, equal to € 128.6 million, showed a decline of € 4.7 million compared to the € 133.3 million of the same period of 2024, mainly due to the impact in the Trade Books area of the end of the Colosseum concession in April 2024 and the failure to repeat the commercial transaction of Star Comics, which was implemented in January 2024.

The Group’s reported EBITDA for the first nine months of 2025 amounted to € 126.3 million, showing a decrease of around € 8 million compared to the same period of the previous year, which had benefited from lower non-recurring expense and the release of certain provisions in the Media area that had originally been set aside for potential liabilities which ultimately did not materialise.

Mondadori Group EBIT is positive for € 78.3 million: the downturn, equal to € 10 million compared with the same period of FY 2024, is due not only to the factors that determined a decline in EBITDA, but also to greater amortisation/depreciation for a total of € 2.2 million recorded during the period under review and concentrated particularly on the Trade Books area and the Retail area as a consequence of the development of directly owned stores.

Neutralising the extraordinary items and the amortisation deriving from the allocation of the price for the companies acquired in the last five years (PPA), adjusted EBIT for the first nine months of FY 2025 would stand at € 87.1 million, compared with the € 93.6 million of the same period of the previous year, thereby limiting the decline to approximately € 6.5 million.

The consolidated result before tax is positive for € 72.2 million, down by approximately € 10 million compared to the € 82.4 million of 30 September 2024, due to an increase of € 0.6 million in financial expense; by contrast, a higher contribution of approximately € 0.4 million was made by associates.

Tax costs for the first nine months of 2025 totalled € 20.3 million, a reduction compared with the € 21.6 million at 30 September 2024 due to the lower pre-tax result.

The Group’s net profit at 30 September 2025, after minority interests, was positive at € 51.7 million, down compared to the € 59.3 million recorded in the first nine months of FY 2024; minority interest profits were lower compared to the same period of the previous year due to the increase – with a view to consolidation – in the stakes held in ALI (+25%) and in Edizioni Star Comics (+24.5%).

Adjusted net Profit, neutralised of all non-recurring items and amortisation deriving from the price purchase allocation (PPA) for the companies acquired in the last five years, net of the related tax effect, would be € 58.1 million compared to € 63.1 million for the same period of the previous year.

The Net Financial Position excluding IFRS 16 at 30 September 2025 was € -155 million (net debt), a slight increase compared to the € -150.9 million at 30 September 2024.
The relevant business cash generation made it possible to finance the acquisition of Fatto in Casa da Benedetta as well as the growing remuneration of shareholders without substantially increasing the Group’s financial exposure.
The Net Financial Position IFRS 16 at 30 September 2025, equal to € -233.3 million (net debt), grew by approximately € 4 million from the € -229.7 million at 30 September 2024.

Cash flow from ordinary operations (i.e. after cash-out for financial expense and tax) for the twelve months preceding 30 September 2025 amounted to approximately € 62 million, enabling to continue financing the development strategy without compromising the Group’s financial soundness and further strengthening.
As at 30 September 2025, extraordinary cash flow was negative by approximately € 28 million, mainly due to cash-out related to net balance of acquisitions and disposals for around € 15 million, restructuring costs of around € 4 million and the costs relating to the renovation of the Segrate headquarters of around € 4 million.

As a result, Free Cash Flow as at 30 September 2025 was positive at € 34.5 million, confirming the Group’s ability to self-finance its inorganic growth strategy and to increasingly remunerate its shareholders.

The Group has in fact booked shareholder dividends of € 36.5 million (of which 50% was distributed in May, while the remainder, as already disclosed to the market, will be paid on 26 November 2025 with ex-dividend date of 24 November and record date of 25 November 2025).

OUTLOOK FOR THE YEAR

The economic-financial data achieved in the first nine months of the year are in line with forecasts, which considered an overall weakness of the book market for the whole of the first half of 2025 (-5%^[1]) and a gradual recovery during the second part of the year compared with the previous year, as effectively was seen in the third quarter of 2025 (+3.9%).
Accordingly, the Mondadori Group confirms the guidance for FY 2025.

Income Statement:

• low single-digit revenue growth;
• low single-digit growth of Adjusted EBITDA and, therefore, margins stable at around 17%.

Cash Flow and Net Financial Position:

• the Group is expected to confirm its significant capacity to generate cash, despite a different scheduling of the publishing plan of the Trade Books area that should result in a partial postponing of collections from late 2025 to early 2026;
• the Group’s Net Financial Debt (IFRS 16) is expected to come in, at end FY 2025, as 0x adjusted EBITDA (from 1.1x at end 2024), while NFP (no IFRS 16) is expected to improve to 0.5x adjusted EBITDA (no IFRS 16).

PERFORMANCE OF BUSINESS AREAS

TRADE BOOKS AREA

The first half of 2025 saw a negative trend in the Book market, with a value downturn, in the first six months of the current year, of 5%, largely due to the replacement of the “APP18” with the Carte della Cultura e del Merito  (Culture and Merit Cards) and the program of new publications released by the publishers during the half year. The third quarter of 2025, by contrast, showed a clear reversal of trend with market growth of around 4% compared to the same quarter of 2024. Overall, the first nine months of the year have revealed a slight downturn for the market (-2%) compared to the previous year; in terms of quantities, the copies of books sold have declined by 2.7% compared to the same period of last year.

In this context, the Mondadori Group publishing houses recorded significant third quarter growth (+7.5%), which led to a reduction of sell-out during the first nine months of the year to 1.8%.

This important result, easily outperforming the market, was achieved also thanks to a publishing plan that saw the publication of bestsellers in September, including: “L’ultimo segreto” (The Secret of Secrets), Dan Brown’s latest novel (Rizzoli), which, after 8 years of nothing, in just four weeks sold more than 150 thousand copies, and “Il cerchio dei giorni” (Circle of Days), the latest work by Ken Follett (Mondadori).
The Mondadori Group has therefore maintained its national leadership with a market share of 28.1% at September 2025, stable compared with the same period of the previous year.
As evidence of the quality of its publications, the Mondadori Group has, during the first nine months, positioned three titles in the classification of the period’s top 5 bestsellers, including, in particular, “L’ultimo segreto” (The Secret of Secrets) by Dan Brown (Rizzoli), in first place, “Spera. L’autobiografia” (Hope) by Pope Francis (Mondadori) and “Verrà l’alba, starai bene” by Gianluca Gotto (Mondadori).

During the first nine months of FY 2025, the Trade Books area’s revenue amounted to € 279 million, a slight decrease versus the prior year (-1%).

Adjusted EBITDA came to € 37.1 million, showing a decline of around € 5 million due to the lesser margin deriving from the end, in April 2024, of the concession related to operations in the Colosseum area and the commercial transaction of the publisher Star Comics, which was implemented during the early months of 2024. It is stressed that in the third quarter of 2025 alone, the Area’s Adjusted EBITDA grew by around € 2 million compared with the same period of 2024.

EDUCATION BOOKS AREA

The Mondadori Group publishing houses involved in School textbooks have confirmed their market leadership position with a portion (adoptions) of 32.5%^[2], a slight increase on the figure recorded the previous year, as a result of more marked growth in the primary school segment and essential stability in secondary schools.

During the first nine months of 2025, the Education Books area business recorded total revenue for € 213.8 million, showing essential stability compared to the same period of 2024 (€ 213.9 million). Revenue performance was impacted by the bringing forward of restocking in the first half of the year, above all for wholesalers and key accounts.

Adjusted EBITDA for the first nine months of FY 2025 came to € 74 million, slightly better than the € 73.8 million of the same period of 2024.

RETAIL AREA

As previously stated, there was a 2% decline in the book market in Italy in the first nine months of the year compared to 2024, with substantial stability of the physical channel (-0.2%) and a negative trend in the online channel (decline estimated at around 5%).

In this context, Mondadori Retail showed generally excellent resilience, clearly outperforming the market: the Area recorded significant growth in terms of sell-out, equal to +3% in the first nine months of the year and +7.4% in the third quarter alone.  

Consequently, the market share of Mondadori Retail came to 14% (+0.7% compared with the first nine months of last year), showing further progress thanks to the contribution made by directly-managed stores and franchises, whose market share on the physical channel approached 20%.

In the first nine months of 2025, the Retail area – including revenue from comics and the e-commerce website of Star Shop Retail, consolidated as of 1 February 2024 – recorded total revenue (book and non-book) for € 148 million, changing by € 4.2 million (equivalent to growth of 2.9% compared to the previous year).

Organic revenue growth (excluding revenue from Star Shop Retail) came to +2.4%, and would have been even stronger and at 3.5% without the negative impact (approximately € 1.5 million in the first half of 2025) of the temporary closure of the Rizzoli bookshop in Milan due to the refurbishment works.

The Retail Area presented adjusted EBITDA of € 10.2 million, growth by approximately € 0.7 million versus the same period of the prior year. This result confirms a continued upward trajectory and steady improvement in performance over recent years, achieved despite the negative impact (€ 0.5 million) resulting from the temporary closure for refurbishment of the Rizzoli bookshop in Milan.

MEDIA AREA

During the first nine months of 2025, the Media area recorded revenue of € 104.7 million, showing a slight decline of 1.6% compared to the same period of the previous year, as a result of the structural downturn of traditional business, almost entirely offset by the strong growth in the Digital component. The third quarter was characterised by a general slowing of the advertising market^[3].

In particular:

• digital assets, which account for approximately 50% of total area revenue, showed, in FY 2025, growth of 2% (approximately +4% like-for-like), deriving, in particular, from the positive performance of the MarTech segment (approximately +6%) and the excellent results recorded by the social agency, as well as the contribution made by Fatto in casa da Benedetta (+9%);
• the traditional print business declined by 9% approximately, due to the structural drop in add-on sales and readership during the period under review.

Adjusted EBITDA for the Media area came to € 14.4 million in the first nine months of FY 2025, showing growth of approximately 12% compared with the previous year, a growth due to both the digital and traditional business segments. In particular:

• in the print area, despite the reduction in circulation revenue, the greater income deriving from government contributions have successfully improved the margin by approximately € 0.7 million;
• in the digital area, Adjusted EBITDA was up by around € 0.8 million compared to the same period in the previous year, thanks to the higher revenue recorded during the period, as well as the contribution made by the activities in connection with the brand Fatto in Casa da Benedetta.

CONSOLIDATED FINANCIAL HIGHLIGHTS OF THIRD QUARTER 2025

The consolidated revenue of the third quarter of 2025 came to € 314.9 million, showing, compared with the same quarter of the previous year, a decline of around € 4 million, deriving for approximately € 8 million from the advance of revenues in the first half of 2025 for restocking of key accounts, net of which revenue would have shown growth of 1.3%.

The recovery trend recorded by the book market during the third quarter had a positive impact on the Trade Books and Retail areas during the quarter under review:

• revenue of Trade Books recorded a significant 6% increase, with sell-out up by 7.5% thanks to the excellent performance of new publications;
• revenue posted by the Retail area improved by 3% compared with the same period of the previous year, thanks to growth of almost 6% in book revenue.

Adjusted EBITDA for the third quarter of 2025 came to € 88.1 million, down € 4.3 million compared with the same quarter of 2024, entirely due to the advance of the margin recorded during the first half of 2025 by the Education Books area for approximately € 4.5 million.

START OF SHARE BUYBACK PROGRAM TO SERVICE THE 2025-2027, 2024-2026 AND 2023-2025 PERFORMANCE SHARE PLANS  

The Board of Directors approved the start of a share buyback program, under Article 5 of Regulation (EU) no. 596/2014, to be executed in accordance with the terms and conditions, already disclosed to the public, resolved by the Ordinary Shareholders’ Meeting of 16 April 2025 which, among other things, authorized:

• the purchase of treasury shares for a maximum amount of up to 0.32% of the share capital, which is intended to provide the Company with maximum no. 836,710 shares required over the three-year period to meet the obligations under the 2025-2027 Performance Share Plan established by the same Shareholders’ Meeting, pursuant to Article 114-bis of the TUF;
• the continuation of the share buyback program to be allocated to serve the latest stock option plans in place, in particular the 2024-2026 Performance Share Plan and the 2023-2025 Performance Share Plan.

All in the manner described in the relevant Plan Regulations.

Pursuant to Delegated Regulation (EU) 2016/1052, details of the buyback program are shown below:

• Purpose of the progam

The sole purpose of the program is the buyback of Arnoldo Mondadori Editore S.p.A. treasury shares to service the current Performance Share Plan and referring to the three-year periods 2025-2027, 2024-2026 and 2023-2025.

• Maximum amount in cash allocated to the program

Buybacks will be made at a minimum unit price not lower than the official Stock Exchange price on the day before the purchase transaction, reduced by 20%, and at a maximum unit price not higher than the official Stock Exchange price on the day before the purchase transaction, increased by 10%. The volumes and unit purchase prices will, however, be defined in accordance with the conditions governed by Article 3 of EU Delegated Regulation 2016/1052. Specifically, no shares may be purchased at a price higher than the higher between the price of the last independent trade and the price of the highest current independent bid on the trading venue where the purchase is carried out. In terms of volumes, daily purchase amounts will not exceed 25% of the daily average volume of Mondadori shares traded over the 20 trading days before the dates of purchase.

• Maximum number of shares to purchase

Purchases will regard a maximum of no. 700,000 ordinary shares (equal to 0.267%) of the share capital, taking account of the treasury shares already held in the Company’s portfolio, to service the aforementioned Performance Share Plans.
The maximum total amount of shares under the program is therefore within the limits of 10% of the share capital indicated by the Shareholders’ Meeting of 16 April 2025, taking account also of the no. 760,697 treasury shares, equal to 0.290% of the share capital, already held by the Company to date.

• Duration of the program

The buyback program runs from 7 January 2026. The conclusion of the program, in any case by the Shareholders’ Meeting convened to approve the financial statements at 31 December 2025, the date on which authorisation to purchase treasury shares resolved by the Shareholders’ Meeting of 16 April 2025 expires, will be disclosed to the market.
The buyback program may be renewed upon further authorization by the shareholders.

• Buyback procedures

The buyback program will be coordinated and executed by an authorized intermediary, who will make the purchases independently, with no influence from Arnoldo Mondadori Editore S.p.A. as regards the timing of the purchases.
Buybacks will be made pursuant to the combined provisions of Article 132 of Legislative Decree no. 58/1998, of Article 5 of Regulation (EU) 596/2014, Article 144-bis paragraph 1 letter b) of the Issuers’ Regulation, and the EU and national legislation on market abuse (including Delegated Regulation (EU) 2016/1052), in accordance with the resolutions of the above Shareholders’ Meeting of 16 April 2025.

The transactions made will be disclosed to the market in the manners and within the time limits of applicable law. Any subsequent changes to the buyback program will be promptly disclosed by the Company.
For information on the above Performance Share Plans, reference should be made to the information documents prepared pursuant to Article 84-bis of CONSOB Regulation no. 1197/1999 and available on the website www.mondadorigroup.com (Governance section) and at the authorised storage mechanism 1Info (www.1Info.it).

The Interim Management Statement at 30 September 2025 is made available, by today’s date, at the registered office, on the website www.mondadorigroup.com (Investor section) and via the authorised storage mechanism 1Info (www.1info.it).

The presentation of the results at 30 September 2025, approved today by the Board of Directors, is available on www.1info.it and on www.mondadorigroup.com (Investors section). A Q&A session will be held in conference call mode at 4.00 p.m. for the financial community, attended by the CEO of the Mondadori Group, Antonio Porro, and the CFO, Alessandro Franzosi. Journalists will be able to follow the meeting in listening mode only, by connecting to the following phone number +39.02.8020927 or via web at: https://hditalia.choruscall.com/?calltype=2&info=company. 

The Financial Reporting Manager – Alessandro Franzosi – hereby declares, pursuant to Article 154 bis, paragraph 2, of the Consolidated Finance Law, that the accounting information contained herein corresponds to the Company’s records, books and accounting entries. 

Annexes (in the complete pdf): 

1. Consolidated Statements of Financial Position
2. Consolidated Income Statement
3. Consolidated income statement – III quarter
4. Group cash flow
5. Glossary of terms and alternative performance measures used

^[1] Source: GfK, value data, sell-out.
^[2] Source: AIE, November 2025 (adopted first-year sections)
^[3] Source: Nielsen, September.

Arnoldo Mondadori Editore S.p.A. hereby informs that the Half-Year Financial Report at 30 June 2025, comprising the Independent Auditors’ report, is now available at the Company’s registered office, at the authorized storage mechanism 1info (www.1info.it) and on the website www.gruppomondadori.it (Investors section).

Today, the meeting of the Board of Directors of Arnoldo Mondadori Editore S.p.A., chaired by Marina Berlusconi, reviewed and approved the Half-Year Report at 30 June 2025 presented by CEO Antonio Porro.

“The results we have achieved during the first half of the year are in line with expectations and confirm our forecasts”, declared Antonio Porro, Chief Executive Officer and General Manager of the Mondadori Group. “This data reflects the general weakness recorded and expected on the trade book market in Italy, also due to the period publication, by all publishers, of fewer new successes than in the first six months of 2024”, Mr Porro, stressed. “We now look optimistically towards the second part of the year, during which we confirm our expectations for a progressive improvement in the scenario, already suggested by the market trend recorded in the four weeks of July, with growth of almost two percentage points compared with the same period of the previous year, such growth being driven by the performance of the Mondadori Group publishing houses”, Mr Porro concluded.

PERFORMANCE AT 30 JUNE 2025

During the first half of 2025 consolidated revenue came to € 389.5 million, highlighting slight growth (+0.6%) compared with the first half of the previous year (€ 387.2 million at 30 June 2024).
Like-for-like, due to the inclusion of Star Shop Distribuzione (from 1 February 2024), Chelsea Green Publishing (from 1 May 2024) and Fatto in casa da Benedetta (from 1 October 2024), the revenue declined slightly (-0.8%).

Adjusted EBITDA, equal to € 40.5 million, revealed substantial stability compared with the € 40.9 million at 30 June 2024, also thanks to the early restocking of Education Books top accounts.

The Group’s reported EBITDA amounted to € 39.2 million, down € 3.2 million compared to the first half of 2024, which had benefited, from lower restructuring costs and the release of some provisions for risks in the Media area, allocated against contingent liabilities that did not materialise.

The Mondadori Group’s EBIT for the first six months of 2025, positive for € 8 million, has shown a downturn of € 4.7 million compared with the same period of FY 2024, also due, in addition to what has already been described, to higher amortisation totalling € 1.5 million booked during the period under review, and concentrated in particular in the Trade Books area and Corporate area.
Neutralising the extraordinary items and the amortisation deriving from the allocation of the price for the companies acquired in the last five years (PPA), Adjusted EBIT for the first half of FY 2025 would stand at € 13.6 million, compared with the € 15.4 million of the same period of 2024.

The consolidated result before tax is positive for € 4.1 million, down by approximately € 5 million compared with the € 9.4 million at 30 June 2024: the downturn to EBIT in fact comes in addition to an increase of € 0.6 million in financial charges. By contrast, a higher contribution of approximately € 0.2 million was made by associates.

Tax costs in the first half of 2025 totalled € 0.6 million, a reduction compared with the € 1.4 million at 30 June 2024 due to the lower pre-tax result.

The Group’s net profit at 30 June 2025, after minority interests, amounted to € 3.5 million, down € 3.6 million compared with the € 7.1 million of the first half of 2024, despite a lesser portion of minority interests.

Adjusted net profit, net of all non-recurring items, would amount to € 7.6 million, compared to € 9 million in the first half of the previous financial year.

The Net Financial Position gross of IFRS 16 as at 30 June 2025, stood at € -218.8 million (net debt), showing a slight increase compared with the -211.9 million at 30 June 2024; the strong cash generation of the business enabled the financing of the acquisition of Fatto in casa da Benedetta, as well as the increased remuneration of shareholders, without significantly raising the Group’s financial exposure.

The Net Financial Position IFRS 16 at 30 June 2025, equal to € -300.1 million (net debt), grew by approximately € 7 million from the € -293.3 million at 30 June 2024.

Cash flow from ordinary operations (i.e. after the cash-out for financial charges and tax) of the last twelve months prior to 30 June 2025 stood at € 64 million, confirming the Group’s capacity to continue to finance its development policy.

As at 30 June 2025, extraordinary cash flow was negative by approximately € 30 million, mainly due to net cash-out related to M&As for around € 14 million, restructuring costs of around € 4 million and the costs relating to the renovation of the Segrate headquarters of around € 6 million.

Consequently, Free Cash Flow at 30 June 2025, positive for € 33.8 million, confirms the capacity to increasingly remunerate shareholders, without compromising the solidity and continued financial strengthening of the company.

The Group has, in fact, fully booked the dividends allocated to its shareholders of € 36.5 million (of which 50% was distributed in May, while the remainder will be distributed in November 2025).

OUTLOOK FOR THE YEAR

The economic and financial figures for the first half of the year were in line with the relevant forecasts, which estimated, albeit to a more limited extent than actually proved to be the case, an overall weakness in the book market for the entire first half of 2025 compared to the previous year.
Therefore, the Group believes that it can confirm the guidance disclosed previously for FY 2025, which reflects the expectation of an improvement in the market context during the second part of the year and an even more marked improvement in the Group’s performance.

As a consequence of the foregoing, the guidance confirms:

Income Statement:

• low single-digit revenue growth;
• low single-digit growth of Adjusted EBITDA and, therefore, margins stable at around 17%.

Cash Flow and Net Financial Position

• Even in a context that was generally difficult, the Group is expected to confirm its significant capacity to generate cash, despite a scheduling of the publishing plan of the Trade Books area that may result in a partial postponing of collections from late 2025 to early 2026;
• the Group’s Net Financial Debt (IFRS 16) is expected to come in, at end FY 2025, as 1.0x adjusted EBITDA (from 1.1x at end 2024), while NFP (no IFRS 16) is expected to improve to 0.5x adjusted EBITDA (no IFRS 16).

PERFORMANCE OF BUSINESS AREAS

TRADE BOOKS AREA

During the first half of the year, 2025 saw a negative trend of the book market, which in the first six months of the current year revealed a downturn of 5% in value^[1].

This decline is due on the one hand to the replacement of APP18 by the Carte della Cultura e del Merito (Culture and Merit Cards, the effects of which on the market were noted through to April) and on the other, to the publication by most publishers of fewer new successes.

In this context, revenue from the Trade Books area in the first half of 2025 came to € 180 million, down 4.5% compared with the previous year, or 3% excluding the impact of the end of the concession relative to the Roman archaeological area of the Coliseum.

Adjusted EBITDA, equal to € 20.7 million, showed a decline of around € 7 million due to the lesser margin deriving from the reduction in publishing revenue of both paper and digital products, to the end, in April 2024, of the concession related to the Coliseum area activities and the failure to repeat a commercial operation run by the publisher Star Comics, which had been implemented during the early months of 2024, with a positive impact on the Area’s profitability.

EDUCATION BOOKS AREA

School textbooks were characterised by the typical seasonal performance of the business that sees sales squeezed in the second half of the year following the adoption campaign.

In the first half of 2025, the School business recorded total revenue of € 69.8 million, up 14.2% compared to the € 61.1 million reported in the first half of 2024. This positive change is exclusively attributable to the bringing forward of restocking by top accounts.

Adjusted EBITDA for the Education Books area in the first half of FY 2025, came to € 7.3 million, an improvement compared with the € 1.9 million recorded during the first six months of 2024, almost entirely due to the above-specified bringing forward of restocking by top accounts, mainly concentrated in higher profit segments.

RETAIL AREA

In a context characterised by a downturn of the book market and a more generalised decline in consumption, the Retail area has shown slight growth (+0.5% in terms of sell-out at value) and has continued to record considerably better performance than otherwise seen on the market.

Consequently, thanks to the contribution made by directly-managed stores and franchises, Mondadori Retail holds a 13.4% share of the market (+0.7% compared with the first half of last year), which becomes almost 20% in the physical channel alone.

During the first half of FY 2025, the Retail area (including revenue from comics and the e-commerce website of Star Shop Retail, consolidated since 1 February 2024), recorded total revenue (book and non-book) for € 93.4 million, thereby showing an increase of 2.1% compared with the previous year.

At an organic level (excluding the revenue of Star Shop Retail), revenue was up 1.2%; the increase would have been even greater, equal to 2.9%, without the negative impact (approximately € 1.5 million during the first half of 2025) deriving from the temporary closure, for renovation, of the Rizzoli book shop in Milan, which reopened to the public in May.

An analysis of the sales by channel reveals, compared with the first half of 2024:

• further growth in revenue of direct bookstores (+5.3%);
• the continuous improvement of franchisee bookstores (+2.7%);
• the decline of the on-line channel (-1%) due to the transition from the current e-commerce website to the new omnichannel platform;
• the positive impact of revenue deriving from the management of Star Shop comics and e-commerce website, consolidated starting 1 February 2024.

The Retail area presented Adjusted EBITDA of € 5.4 million in the first six months of FY 2025, slightly up compared with the same half of the previous year. This result, achieved despite the negative impact (€ 0.5 million) of the specified temporary closure of the Rizzoli Milan book shop for renovation, confirms the constant progressive improvement in the Area’s performance.

MEDIA AREA

In H1 2025, revenue in the Media area amounted to € 72.6 million, showing an increase of approximately 1% compared with the same period of the previous year, stemming from the strong growth in the Digital component, which more than offset the structural downturn of the component linked to print activities.

The digital business, which accounts for approximately 48% of the area’s total revenue, has shown growth of 13% (approximately +8% like-for-like), deriving in particular from the positive performance of the MarTech segment (around +11%) and the excellent results recorded by the social agencies, while the print business was down by approximately 8%, due to the structural decline of circulation and joint sales recorded in the period under review.

Adjusted EBITDA for the Media area came to € 12.4 million in H1 2025, showing growth of approximately 23% compared with the previous year, mainly due to the print business segment.

The presentation of the results at 30 June 2025, approved today by the Board of Directors, is available on www.1info.it and on www.mondadorigroup.com (Investors section). A Q&A session will be held in conference call mode at 4.30 pm for the financial community, attended by the CEO of the Mondadori Group, Antonio Porro, and the CFO, Alessandro Franzosi. Journalists will be able to follow the meeting in listening mode only, by connecting to the following phone number +39.02.8020927 or via web at: https://hditalia.choruscall.com/?calltype=2&info=company. 

The Financial Reporting Manager – Alessandro Franzosi – hereby declares, pursuant to Article 154 bis, paragraph 2, of the Consolidated Finance Law, that the accounting information contained herein corresponds to the Company’s records, books and accounting entries. 

Annexes (in the complete pdf): 

1. Consolidated Statements of Financial Position
2. Consolidated Income Statement
3. Consolidated income statement – II quarter
4. Group cash flow
5. Glossary of terms and alternative performance measures used

^{[1] Source: GfK, June 2025}

Today, the meeting of the Board of Directors of Arnoldo Mondadori Editore S.p.A., chaired by Marina Berlusconi, reviewed and approved the Interim Management Statement at 31 March 2025 presented by Chief Executive Officer Antonio Porro.

“The economic and financial figures achieved by our Group during the first quarter of the year are in line with our forecasts: they reflect the overall weakness that characterised the book market in the first quarter, and which we estimate will continue throughout the first half of the year. During the course of the year, we expect to see a recovery in the market environment and a positive effect on the Group’s performance as a result of the increased richness of the publishing offerings of our publishing houses. This allows us to confirm the targets set for 2025”, said Antonio Porro, Chief Executive Officer and General Manager of the Mondadori Group.

In the first quarter of 2025, consolidated revenue totalled € 164.4 million, down 1% versus € 166.1 million in the first quarter of 2024.

Adjusted EBITDA was € 1.8 million, down from € 4.8 million in the same period of 2024, due to the performance of the Trade Books segment.

The Group’s reported EBITDA amounted to € 1.3 million, showing a decrease of € 4.4 million compared to the first quarter of 2024, which had benefited, in addition to the dynamics of the management components, from lower restructuring costs and the release of some provisions for risks in the Media area, allocated against contingent liabilities that did not materialise.

EBIT for the first three months of 2025 was negative by € 13.9 million, a decrease of € 5.2 million compared to the first quarter of 2024, which is attributable, in addition to what has already been described, to the higher depreciation and amortisation recognised in the period under review for a total of € 0.8 million, concentrated in particular in the Trade Books area. Neutralising the extraordinary items and the amortisation deriving from the allocation of the price for the companies acquired (Purchase Price Allocation), Adjusted EBIT would stand at € -11.4 million, compared with the € -7.7 million of the same period of the previous year.

The consolidated pre-tax result was a loss of € -16.4 million, down by approximately € 6 million compared to a loss of € -10.2 million as of 31 March 2024, due to the additional effect of the lower contribution (by about € 0.5 million) of the result of the associate companies and higher financial expenses, which increased by a total of € 0.6 million, mainly due to higher bank interest on the financing lines, as a result of the higher cost of debt and higher average debt as well as the increase in IFRS 16 debt.

The Group’s net profit at 31 March 2025, after minority interests, was a loss of € 13 million, down by about € 6 million compared to a loss of € -7.1 million in the first quarter of 2024, despite a lower share of the result attributable to minority interests resulting from the acquisitions of minority interests completed in the current year (the remaining 25% of the share capital of ALI as well as a further 24.5% stake in Edizioni Star Comics).

Tax income for the first quarter of the financial year 2025 was a positive € 3.5 million, compared to € 4.1 million as at 31 March 2024, despite a lower pre-tax result: this figure is the result of a different tax treatment of the contributions recognised to the Media area.

The adjusted net result after neutralising all non-recurring items, would be € -11.2 million, compared to € -6.4 million in the first quarter of the previous year.

The Net Financial Position gross of IFRS 16 as at 31 March 2025, stood at € -134.1 million (net debt), essentially stable compared with the € -133.3 million at 31 March 2024; The strong cash generation of the business enabled the financing of the acquisitions of Chelsea Green Publishing and Fatto in casa da Benedetta, as well as the increased remuneration of shareholders, without significantly raising the Group’s financial exposure.

Net Financial Position gross of IFRS 16 at 31 March 2025 stood at € -212.8 million (net debt), up by approximately € 7 million from € -205.5 million at 31 March 2024, due to a larger IFRS 16 debt component of approximately € 6 million as a result of the renovation and development of the network of directly-managed book stores in the Retail area.

Cash flow from ordinary operations (i.e. after cash-out for financial expense and tax) in the fist quarter 2025 amounted to over € 68 million and makes it possible to finance the Group’s development policy and increasingly remunerate shareholders without compromising solidity and the further financial strengthening of the Group.

Extraordinary cash flow was negative by approximately € 34 million, mainly due to cash-out related to acquisitions, for around € 18 million, restructuring costs, of around € 5 million and the costs relating to the renovation of the Segrate headquarters of around € 6 million.

As a result, the Free Cash Flow at 31 March 2025 was positive by € 34.2 million. Lastly, the Group recorded dividends to its shareholders of € 31.3 million in the last twelve months.

PERFORMANCE OF BUSINESS AREAS

TRADE BOOKS AREA

2025 saw a negative start to the year for the book market, which declined in value terms in the first quarter of the current financial year by 3.4%^[1]. The replacement of the APP18 (FY 2024 benefited from the use of dedicated funds until 30 April) by the Culture and Merit Cards and the different timing of the Easter holidays are among the main reasons for this decline.

In this context, the Mondadori Group’s publishing houses recorded a 7.2% fall in sell-out during the quarter, a less positive result than the market performance due to a publishing plan that will see the release of the most important new titles in the second half of the year and a slowdown in catalogue book sales.
During the reporting period, the Mondadori Group still maintained its national leadership with a market share of 26.2% as of March 2025.

Testifying to the quality of their editorial offerings, the Mondadori Group’s publishing houses placed four titles in the top ten bestsellers list during the first quarter, including, in particular, the second position of “Spera. L’autobiografia” (Hope: The Autobiography) of Pope Francis for Mondadori, currently in first place.

Revenues for the first quarter of 2025 amounted to € 86.7 million, down 4.4% compared to the first quarter of 2024, mainly attributable to a commercial transaction at Star Comics that was implemented in early 2024 and residually due to the termination in April 2024 of the Coliseum concession managed by Electa.

Adjusted EBITDA of the Trade Books area for the first quarter of 2025 amounted to € 9.6 million, a decrease of approximately € 5 million, attributable to the lower margin resulting from the drop in revenues for the period, both for print and digital products. Furthermore, as with revenues, the decline in margins in the quarter was largely attributable to Star Comics.

EDUCATION BOOKS AREA

School textbook publishing experiences a typical seasonal performance that sees sales squeezed in the second half of the year following the adoption campaign: as a result, the relating market shares for 2025 are unavailable at this time.

Total revenues recorded in the first quarter of 2025 amounted to € 8.7 million, down by 5.7% compared to the first quarter of 2024 (€ 9.2 million), with a negative change attributable to the timing of supplies to management customers.

Adjusted EBITDA in the first quarter of FY 2025 for the Education Books area stood at € -13.2 million, an improvement compared with the € -13.8 million recorded in the same period of 2024, as a result of lesser operating and structural costs. Note that this result is not significant as it stems from the aforementioned seasonality of the business, with the costs of the operational structure and development of the textbooks marketed during the adoption campaign completed at the end of the month of May being recorded during the first quarter.

RETAIL AREA

As already mentioned, the book market in Italy at the end of March recorded a drop of 3.4% compared to 2024; in particular, there was a slight decrease in value in the physical channel (-1.3%) and a more marked negative trend in the online channel (estimated at -6.8%).

In this scenario, the Retail area remained stable (+0.1%) and continued to outperform the market; as a result, Mondadori Retail’s market share stood at 12.8% (+0.5% compared with the first quarter of the previous year) thanks to the contribution of direct stores and franchising, as well as a good performance in the online channel.

In the first quarter of FY 2025, the Retail area recorded total revenues (book and non-book) of € 47.1 million, an increase of € 1.7 million (+3.7%) compared to the previous year.

The organic revenue growth (excluding Star Shop’s retail business revenues) of 1.5% (€ +0.7 million) would have been even more significant at 3.8% without the negative impact (of approximately € 1 million in Q1 2025) resulting from the temporary closure of the new Rizzoli bookstore in Milan, which reopened to the public on 9 May after renovation work following the new concession granted by Milan City Council.

Adjusted EBITDA amounted to € 2.3 million, essentially stable compared to the same quarter of the previous year. This result confirms a progression and constant improvement in performance, which has been going on for several years, and was achieved despite the negative impact (amounting to € 0.25 million) resulting from the temporary closure of the Rizzoli Milan bookstore, mentioned above.

MEDIA AREA

In Q1 2025, revenue in the Media area amounted to € 33.6 million, and posted an increase of 5% compared with the same period of the previous year, stemming from the strong growth (+19%) in the Digital component, which more than offset the structural downturn of the component linked to traditional activities.

Adjusted EBITDA came to € 5.4 million, showing growth of approximately 72% compared with the previous year, mainly due to the print segment.

OUTLOOK FOR THE YEAR

The economic and financial figures for the first quarter of the year were in line with the relevant forecasts, which estimated an overall weakness in the book market for the entire first half of the year compared to the previous year.

Therefore, the Group believes that it can confirm the guidance disclosed previously for FY 2025, which reflects the expectation of a recovery in the market environment during the year and a more marked improvement in the Group’s performance.

Income Statement

• low single-digit revenue growth;
• low single-digit growth in Adjusted EBITDA and therefore stable margins at around 17%, despite the increase in some cost components, thanks to targeted pricing policies on the book product as well as continuous efficiency gains affecting all business areas.

Cash Flow and Net Financial Position

• The Group is expected to confirm its significant cash generation capacity, which, in terms of Ordinary Cash Flow, is expected to be in the region of € 70 million. It should be noted that, with reference to the current year, due to the different scheduling of the publishing plan for the Trade Books area, which has seen the publication of the highest-selling titles concentrated in the first half of 2024 and the second half of 2025, respectively, the current year could experience a partial postponement of part of the receipts from the end of 2025 to the start of 2026;
• the Group’s Net Financial Debt (IFRS 16) is expected to come in, at end FY 2025, as 0x adjusted EBITDA (from 1.1x at end 2024), while the Net Financial Position excluding IFRS 16 is expected to improve to 0.5x Adjusted EBITDA (excl. IFRS 16).

2025-2027 PERFORMANCE SHARE PLAN: ASSIGNMENT OF RIGHTS

The Board of Directors, having heard the Remuneration Committee, resolved on the assignments to the beneficiaries of the rights relating to the 2025-2027 Performance Share Plan, established by resolution of the Shareholders’ Meeting of 16 April 2025.

The rights granted will be exercisable at the end of the three-year reference period, subject to the achievement of the performance targets underlying the Plan.

Information regarding the beneficiaries and the number of rights assigned are shown – by name, for the beneficiaries who are members of the Board of Directors, and in aggregate form for the other beneficiaries – in the table attached, prepared in compliance with Box 1, Schedule no. 7 of Annex 3A of the Issuer Regulation. The detailed terms and conditions of the Plan are set out in the Directors’ Explanatory Report to the Shareholders’ Meeting of 16 April 2025 and in the Information Document prepared pursuant to Article 84-bis, paragraph 1 of the Issuers’ Regulation, available on the website www.mondadorigroup.com Governance/Shareholders’ Meeting section and on the storage mechanism 1info (www.1info.it) to the contents of which reference should be made.

DETERMINATION OF SHARES ATTRIBUTABLE TO THE 2024 SHORT-TERM INCENTIVE PLAN (MBO)

The Board of Directors, having consulted with the Remuneration Committee, has – after verifying the achievement of the relevant individual and Group performance targets – determined the number of Mondadori shares attributable to the beneficiaries of the Short-Term Incentive Plan (MBO) for the year 2024, established by resolution of the Shareholders’ Meeting of 24 April 2024.

In particular, the Plan envisages a voluntary mechanism for the conversion into Mondadori shares of a percentage component equal to 15% or 30% of the Variable Remuneration (MBO) accrued in connection with FY 2024, as well as the disbursement of an additional “bonus” component in shares, equal to the number of shares resulting from the conversion.

In accordance with the rules of the Plan, the actual allocation to the beneficiaries of the total share component will take place in May 2027, following a 24-month deferral period from the vesting date of the 2024 MBO.
The detailed terms and conditions of the 2024 Short-Term Incentive Plan (MBO) are set out in the Directors’ Explanatory Report to the Shareholders’ Meeting of 24 April 2024 and in the Information Document prepared pursuant to Article 84-bis, paragraph 1 of the Issuers’ Regulation, available on the website www.mondadorigroup.com Governance/Shareholders’ Meeting section and on the storage mechanism 1info (www.1info.it) to the contents of which reference should be made.
Information regarding the beneficiaries and the number of Mondadori rights attributable to them are shown – by name, for the beneficiaries who are members of the Board of Directors, and in aggregate form for the other beneficiaries – in the table attached, prepared in compliance with Box 1, Schedule no. 7 of Annex 3A of the Issuer Regulation.

The Interim Management Statement at 31 March 2025 is made available by today through the authorised storage mechanism 1Info (www.1Info.it), on the website www.mondadorigroup.com (Investors section) and at the registered office.

The presentation of the results at 31 March 2025, approved today by the Board of Directors, is available on www.1info.it and on www.gruppomondadori.it (Investors section). A Q&A session will be held in conference call mode at 3.30 p.m. for the financial community, attended by the CEO of the Mondadori Group, Antonio Porro, and the CFO, Alessandro Franzosi. Journalists will be able to follow the meeting in listening mode only, by connecting to the following phone number +39.02.8020927 or via web at: https://hditalia.choruscall.com/?calltype=2&info=company

The Financial Reporting Manager – Alessandro Franzosi – hereby declares, pursuant to Article 154 bis, paragraph 2, of the Consolidated Finance Law, that the accounting information contained herein corresponds to the Company’s records, books and accounting entries.

Annexes (in the complete pdf):

1. Consolidated Statements of Financial Position
2. Consolidated Income Statement
3. Group cash flow
4. Glossary of terms and alternative performance measures used
5. Information pursuant to Schedule 7 of Annex 3a to CONSOB Regulation no. 11971/1999 – Remuneration plans based on financial instruments: 2025-2027 Performance Share Plan
6. Information pursuant to Schedule 7 of Annex 3a to CONSOB Regulation no. 11971/1999 – Remuneration plans based on financial instruments: 2024 Incentive Plan MBO

^[1] Source: GfK, March 2025