Subsidiaries with Material Non-Controlling Interests

In the Group’s view, material non-controlling interests relate to RTL Group and the publishing group Penguin Random House. The proportion of ownership interests held by non-controlling interests in RTL Group based in Luxembourg, Luxembourg, is 24.3 percent after treasury shares (previous year: 24.3 percent). At RTL Group itself, material non-controlling interests relate to the subsidiary Groupe M6 based in Paris, France. The Bertelsmann Group has a 48.3 percent interest (previous year: 48.4 percent) in Groupe M6. Of the noncontrolling interests of RTL Group, €437 million (previous year: €428 million) is attributable to Groupe M6. The publishing group Penguin Random House, formed due to the merger of Random House and Penguin as of July 1, 2013, consists of the two legal groups Penguin Random House LLC, based in Wilmington, Delaware, United States, which bundles all of the publishing units in the United States, and Penguin Random House Limited, based in London, United Kingdom, comprising all other publishing units. To better reflect the substance of the Bertelsmann Group’s investment in the two groups, both groups are considered as a single entity. The proportion of ownership interests held by non-controlling interests in Penguin Random House is 25.0 percent (previous year: 47.0 percent).

On October 5, 2017, Bertelsmann acquired another 22 percent of the shares in Penguin Random House, the world’s largest trade book publisher, from Pearson, the British media and education company, in addition to its existing 53 percent interest. The remaining 25 percent of the shares in the company, which was created by the combination of the Random House and Penguin Group book publishing companies on July 1, 2013, will remain with Pearson. By securing a strategic threequarters majority, Bertelsmann gains greater governance rights at Penguin Random House and will thus in the future, among other things, appoint the chairman of the trade book publisher’s board of directors. The purchase price payment for the 22 percent interest amounted to €505 million. In addition, transaction-related costs amounted to €4 million, which were recognized directly in equity. The transaction was accounted for as an equity transaction in accordance with IFRS 10. The difference between the purchase price including transactionrelated costs in the amount of €509 million and the carrying amount of the acquired non-controlling interests was recognized in equity. The transaction resulted in a reduction of the equity attributable to the Bertelsmann shareholders of €275 million and the equity attributable to the non-controlling interests in the amount of €233 million.

In addition to the shareholding increase, dividend distribution agreements for the Penguin Random House shareholders were made. Under these agreements, a special dividend distribution of €430 million relates to Pearson, of which €373 million was paid in the financial year 2017 and a further €57 million is payable in the financial year 2018.

Change in Bertelsmann Shareholders’ Equity

in € millionsChange in Bertelsmann
shareholders’ equity
Carrying amount of interests acquired233
Purchase price for non-controlling interests(505)
Transaction-related costs(4)
Other effects1
Decrease in Bertelsmann shareholders’ equity(275)
– thereof decrease in retained earnings(327)
– thereof increase in the currency translation reserve51
– thereof increase of share of other comprehensive income of investments accounted for using the equity method1

The following table shows summarized financial information on RTL Group and Penguin Random House, including the interests in their subsidiaries, joint ventures and associates. The information disclosed shows the amounts before intercompany eliminations.

Financial Information for Subsidiaries with Material Non-Controlling Interests

RTL GroupPenguin Random House
in € millions12/31/201712/31/201612/31/201712/31/2016
Non-current assets6,6726,6721,7591,910
Current assets3,3303,7341,8531,787
Non-current liabilities1,3151,210860239
Current liabilities3,1553,5331,7041,198
Bertelsmann shareholders’ equity4,4364,5278921,407
Non-controlling interests1,0961,136156853
 
in € millions2017201620172016
Revenues6,3736,2373,0753,059
Profit or loss836814365374
– thereof of non-controlling interests277270143176
Total comprehensive income683845214339
– thereof of non-controlling interests23827794166
    
Dividends to non-controlling interests222224506149
    
Cash flow from operating activities1,0191,107322435
Cash flow from investing activities(134)(295)(89)(26)
Cash flow from financing activities(1,041)(827)(132)(353)
Increase/(decrease) in cash and cash equivalents(156)(15)10156

Investments Accounted for Using the Equity Method

The investments accounted for using the equity method relate to joint ventures in the amount of €46 million (previous year: €44 million) and to associates in the amount of €906 million (previous year: €997 million).

Investments in Joint Ventures

As of December 31, 2017, investments in 28 (previous year: 26) individually immaterial joint ventures were accounted for in the Consolidated Financial Statements. The following table shows summarized financial information on these joint ventures. The information given represents in each case the Bertelsmann Group’s interest.

Financial Information on Individually Immaterial Joint Ventures

in € millions12/31/201712/31/2016
Non-current assets6160
Current assets5757
Non-current liabilities89
Current liabilities5859
 
in € millions20172016
Earnings after taxes from continuing operations3027
Earnings after taxes from discontinued operations
Other comprehensive income-2
Total comprehensive income3025

Investments in Associates

As of December 31, 2017, investments in 63 (previous year: 52) associates were accounted for in the Consolidated Financial Statements. As in the previous year, the investment of RTL Group in Atresmedia, based in San Sebastián de los Reyes, Spain, is individually material for the Group. As of December 31, 2017, the ownership is 18.7 percent after treasury shares (previous year: 18.7 percent). On December 31, 2017, the stock market value of Atresmedia, which is listed on the Madrid Stock Exchange, amounted to €1,964 million (previous year: €2,345 million). As of December 31, 2017, the fair value of the Bertelsmann Group’s interest in Atresmedia amounted to €366 million (previous year: €437 million).

The following table shows summarized financial information on Atresmedia. The information shows the amounts included in the financial statements of Atresmedia plus adjustments for using the equity method and not the Bertelsmann Group’s share of these amounts.

Financial Information on Individually Material Associates

 Atresmedia
in € millions12/31/201712/31/2016
Non-current assets631621
Current assets718689
Non-current liabilities226141
Current liabilities677652
Equity446517
 
in € millions20172016
Revenues1,0521,021
Earnings after taxes from continuing operations142129
Earnings after taxes from discontinued operations
Other comprehensive income(4)2
Total comprehensive income138131
Dividends received from the associate3917

Reconciliation of the summarized financial information shown to the carrying amount of the interest in Atresmedia in the Consolidated Financial Statements is shown in the following table:

Reconciliation to Carrying Amount

in € millions12/31/201712/31/2016
Equity446517
Proportionate equity8397
Goodwill166166
Carrying amount249263

The following table shows summarized financial information on associates that management considers individually immaterial. The information given represents in each case the Bertelsmann Group’s interest.

Financial Information on Individually Immaterial Associates

in € millions12/31/201712/31/2016
Non-current assets687663
Current assets339309
Non-current liabilities6752
Current liabilities229177
 
in € millions20172016
Earnings after taxes from continuing operations7(22)
Earnings after taxes from discontinued operations
Other comprehensive income(8)
Total comprehensive income(1)(22)

The total carrying amount of the investments in all individually immaterial associates amounts to €657 million (previous year: €734 million) as of December 31, 2017. Of this, €126 million was attributable to the investment in the online education platform HotChalk (previous year: €192 million) and €111 million was attributable to the investment in the online learning provider Udacity (previous year: €134 million). Although at 18.6 percent (previous year: 18.6 percent) the interest is less than 20 percent, the Bertelsmann Group exercises a significant influence in Udacity due to the representation within the board of directors. In the financial year 2017, the share of earnings attributable to HotChalk amounted to €-16 million and to Udacity €-8 million. Both investments were tested for Impairment  as of December 31, 2017. Taking into account current growth targets, recognition of an impairment loss was not required for Udacity. An adjustment of the growth targets in connection with a realignment of the business model for the associate HotChalk, which belongs to Bertelsmann Education Group, resulted in an impairment loss of €29 million. The recoverable amount was determined using the fair value less costs of disposal on the basis of the discounted cash flow method with a long-term growth rate of 1.0 percent and a discount rate of 11.8 percent. The achievement of the growth targets is continually monitored and assessed. In addition, due to the ongoing difficult economic situation in Brazil, an impairment loss of €10 million was recognized for the associate Editora Schwarcz S.A., which belongs to Penguin Random House. The recoverable amount was determined using the fair value less costs of disposal on the basis of the discounted cash flow method with a long-term growth rate of 6.0 percent and a discount rate of 13.8 percent due to the business activities in the Brazilian market.

Of the total carrying amount of the investments in all individually immaterial associates, an additional €84 million (previous year: €68 million) is attributable to the three University Venture Funds, which invest in high-growth companies in the education sector. Bertelsmann holds between 47.3 percent and 100 percent of the shares in these funds. As operational management and investment decisions in particular are the responsibilities of the respective fund managers, there is significant influence, but control as defined by IFRS 10 does not exist despite an ownership interest of over 50 percent in some cases.

Results from Investments Accounted for Using the Equity Method

in € millions20172016
Income from investments accounted for using the equity method11990
– joint ventures3330
– associates8660
Expenses from investments accounted for using the equity method(56)(61)
– joint ventures(2)(3)
– associates(54)(58)
Results from investments accounted for using the equity method6329
– joint ventures3127
– associates322