Financial Press Releases

Press Release in accordance with CONSOB Regulation No. 11971/1999 and subsequent modifications


2008 RESULTS APPROVED:

CONSOLIDATED REVENUES AT EURO 170.2 MLN, GROWTH ON 2007

EBITDA* AND ADJUSTED EBIT** EURO 28.9 MLN (+23%) AND EURO 18.7 MLN (+10%) RESPECTIVELY

ADJUSTED NET PROFIT** OF EURO 11.7 MLN, 7% OF CONSOLIDATED REVENUES

SHAREHOLDERS' MEETING CALLED FOR APPROVAL OF 2008 ACCOUNTS, APPOINTMENT OF DIRECTORS AND STATUTORY AUDITORS AND AUTHORISATION FOR PURCHASE AND SALE OF TREASURY SHARES




Florence, March 13, 2009 -- The Board of Directors of Dada (MTA STAR: DA.MI), chaired by Paolo Barberis, today unanimously approved the Parent Company and Consolidated Financial Statements of the Dada Group for the year ended December 31, 2008.

In 2008, the consumer sector was marked by the launch in Italy of "Dada - The Music Movement" (www.dada.it), a ground-breaking offer in the social music community relying on strategic partnerships with the leading major and independent labels worldwide, including Sony Music Entertainment, Warner Music Group, EMI and Universal, providing over 2.2 million high quality licensed MP3 tracks which are downloadable DRM-free. Dada expanded its international drive of community and entertainment products and services via web and mobile into the Asian Pacific area.

In professional services, Dada maintained growth in its domain registration and hosting activities strengthening its leadership at European level to 430 thousand business clients and 1.3 million domains under management, principally in Italy, the UK, France, Spain, Portugal and Ireland. Web and mobile advertising performance was also positive and will be further strengthened with the creation of Simply, the new Group advertising platform developed entirely in-house which, through a simple and accessible interface, will also permit small and medium-size businesses to plan their advertising campaigns efficiently with marketing tools for target selection and results analysis.

Group performance in 2008

Dada Group Consolidated revenues in 2008 amounted to Euro 170.2 million, growth of 7% on the previous year, +10% on like-for-like exchange rates, which had a negative effect on revenues of Euro 3.4 million. Total revenues in 2008 from the Joint Venture Dada Entertainment LLC with Sony Music (hereafter also the "JV"), not consolidated as the investment is accounted under the equity method, amounted to Euro 53.2 million.

The Dada.net division's contribution to consolidated revenues was Euro 93.4 million (54% of Group revenues vs. 68% in 2007) while the Dada.pro division contributed Euro 81.0 million (46% of Group revenues vs. 32% in 2007), growth of 53%.
The division performances were impacted by a change in the consolidation scope and particularly by the conferment of the VAS activities in the USA to the Joint Venture from October 1, 2007 and revenue contributions of Namesco and Amen Group.

International activities accounted for 48% of consolidated revenues compared to 47% in 2007. Changes in the consolidation scope also affected this figure. This increases to 55% if the Group share of revenues from the JV is considered. International growth was principally driven by the domain and hosting professional activities, with entry into new markets - assisted by the acquisition of the Amen Group - and customer expansion in areas in which the Group already operates, with international customers now accounting for approx. 72% (from the UK, France, Spain, Portugal and Ireland).

EBITDA grew by 23%, amounting to Euro 28.9 million (compared to Euro 23.4 million in 2007), with growth in margins to 17.0% (14.8% in 2007), thanks to the reduction in the service costs as a percentage on consolidated revenues from 73% to 69%.

In 2008, this result was also affected by the change in exchange rates, in particular Sterling, for a total amount of Euro 0.7 million. EBITDA growth would have been over 26% on like-for-like exchange rates.

The EBIT was adjusted for non-cash extraordinary costs amounting to Euro 4.1 million relating to the write-down of the goodwill of Upoc Networks (Euro 0.6 million) and of Tipic (Euro 3.5 million), based on the impairment tests carried out, and following which, in view of the current macroeconomic environment and expectations for 2009, the recovery of the investments incurred are today considered uncertain.

The Group adjusted EBIT*** for the year amounted to Euro 18.7 million - 11% of consolidated revenues (Euro 17 million in 2007). Amortisation and depreciation in the year amounted to Euro 8.3 million (Euro 5.4 million in 2007) and write-downs and non-recurring charges amounted to Euro 1.8 million (Euro 1.0 million in 2007): the increase in amortisation is due to investments in technology made for the development of new products and proprietary platforms necessary for expansion in new countries and the provision of new services, in particular the Music Movement in the Dada.net division and the Simply project in the Dada.pro division.

The contribution of the associated companies, valued at equity, is highlighted - in particular the share of the net result from the Dada Entertainment JV of Euro 0.6 million.

The tax rate, with a total tax charge of Euro 4.2 million, on the pre-tax profit is impacted by non-recurring and non deductible costs relating to the above-mentioned write-down of goodwill.

Consolidated adjusted Net Profit****, after minorities of Euro 0.8 million, amounted to Euro 11.7 million (7% of consolidated revenues) compared to Euro 13.7 million in 2007.

Balance sheet and financial situation of the Group in 2008

The Net Debt at December 31, 2008 amounted to Euro 31.4 million compared to Euro 16.8 million at December 31, 2007 and Euro 32 million at September 30, 2008: the increase is principally due to Group investment activities relating to the purchase of 100% of the Amen Group totalling Euro 17.5 million, a further 40% of E-Box for Euro 1.6 million and 10% of the Giglio Group for Euro 0.75 million. The change in the consolidation scope increased Net Debt by Euro 1.7 million compared to year-end 2007. Operating activities in the year generated cash flow of Euro 18.2 million. Contributing to the Group cash flow in 2008 was an inflow from the exercise of the last tranche of the Stock option plan approved by the BoD on June 20, 2005: the number of options exercised was 112,990 and the financial contribution was Euro 1.2 million.
Group employees at the end of 2008 numbered 563 compared to 474 at December 31, 2007.

Parent Company Financial Statements

The Parent Company Dada S.p.A. recorded revenues of Euro 50.0 million compared to Euro 106.4 million in 2007. This result is a consequence of the corporate reorganisation during the year, which saw the conferment of the business units Dada.net Italia and Dada.Adv respectively into the subsidiaries Dada Net S.p.A. and Register.it S.p.A.. EBITDA amounted to Euro 2.5 million (Euro 8.2 million in 2007) while the Ebit was a loss of Euro 1.0 million (profit of Euro 4.0 million in 2007). The net result was a net loss of Euro 1.7 million, compared to a profit of Euro 1.0 million in 2007.
The short-term Net Financial Position is Euro 2.8 million from Euro 10.1 million at December 31, 2007.
The Board will propose to the Shareholders' Meeting to carry forward the loss for the year of Euro 1,746,000.

Consolidation scope

The changes in the consolidation scope in 2008 were as follows:

- in the first quarter of 2007 Softec S.p.A. was fully consolidated and subsequently sold in April 2007. The company was therefore not included in the consolidation scope in 2008;
- in the first nine months of 2007, the activities of the company Dada USA Inc. relating to the VAS activities on the American market were still included. These activities were conferred effective as of October 1, 2007 into the Joint Venture and therefore they did not contribute to revenues in 2008;
- for the entire year 2008, the company Namesco Ltd, acquired in July 2007, was fully consolidated and therefore only contributed to revenues in the second half of 2007;
- from July 1, 2008, the Amen Group and E-Box Srl, not included in the consolidation scope of the previous year, were fully consolidated;
- from July 1, 2008, due to the effect of the contractual agreements related to the acquisition of a 10% stake on July 9, together with put/call options to increase the shareholding up to 100% within two years from the closing date at the sole discretion of Dada, and in accordance with IAS/IFRS, the Giglio Group, owner of the Music Box channel, was fully consolidated.

The total effect on consolidated revenues deriving from the above changes on the consolidation scope of the Dada Group was Euro 4.3 million.

Significant events in 2008

The extraordinary transactions carried out by the Group are reported below:

- On January 30, 2008, Register.it S.p.A., in accordance with the purchase contract, completed the acquisition of Nominalia S.I., acquiring from the founding shareholders the remaining 25% of the share capital, for an amount of Euro 1.3 million, of which Euro 650 thousand paid on closing and the remaining part in two instalments - the first on March 31, 2008 and the second on June 30, 2008;
- On May 9, 2008, the Board of Directors of Dada S.p.A. approved, in order to rationalise the corporate holdings in line with the current organisational structure, the conferment of a business unit related to the Dada.net service (web and mobile community services) currently offered to the public by Dada.net S.p.A. and the business unit Dada.Adv (web advertising and mobile services) respectively into the wholly owned subsidiaries Dada Net S.p.A. and Register.it S.p.A.. The effects of this reorganisation, whose operations resulted in a neutral fiscal effect and did not result in any gain or loss in Dada S.p.A., were effective as of July 1, 2008;
- On July 3, 2008, the Dada Group acquired a further 40% stake in E-Box S.r.l. (owner of Blogo), increasing its shareholding to 70%;
- On July 9, 2008, the Group acquired 10% of the share capital of Giglio Group S.p.A., owner of Music Box, together with put/call options to increase its shareholding up to 100%. Music Box is the Italian leader for music television channels on satellite platforms;
- On July 16, the Group acquired 100% of the Amen Group, a leading European provider of professional domain and hosting services in France, Spain and Portugal, and also present in the British, Dutch and Italian markets.

Outlook for the current year

In the first months of the new year, an already difficult economic scenario deteriorated further, which, in addition to intensifying pressure on operating results, strongly reduced the visibility of the Group's outlook for the current year.
In particular, the complexity of predicting trends in the principal business variables, characteristic of some activities of the Group continues, particularly considering our strong international exposure, and a greater uncertainty remain concerning the decisions and timing of some new initiatives planned for the year.
The Company's response to the current situation is on the one hand through operating a portfolio policy aimed at maximising the risk/return profile of its activities and on the other through implementing actions to optimise operating costs - measures also aimed at seeking to benefit to a greater extent from opportunities which may arise when the market overcomes the current general crisis.

Subsequent events after the end of the year

On January 9, 2009, the Shareholders' Meeting approved in ordinary session the stock option incentive plan for the period 2009-2011 (the "2009-2011 Top Manager Plan" or the "Plan") proposed by the Board of Directors for directors holding particular positions, as well as general managers and/or executives and/or Division managers of Dada and/or or its Subsidiary Companies, whether employees or professional consultants.

The Shareholders' Meeting, in extraordinary session, then approved the delegation of the powers to the Board of Directors, in accordance with article 2443 of the civil code - to be exercised within 5 years from the date of the shareholders' meeting resolution - to implement a paid-in share capital increase with the exclusion of the rights option - including in several tranches - to service the 2009-2011 Top Manager Plan, for a maximum nominal amount of Euro 85,000.00, through the issue of a maximum of 500,000 ordinary shares of Dada of a nominal value of Euro 0.17 each.

The Dada S.p.A. Board meeting of February 24, 2009, on the proposal of the Remuneration Committee of the Company and in accordance with the delegated powers received, approved the regulations of the Plan and assigned 410,000 options to five Top Managers of the Dada Group for the subscription of the same number of Dada ordinary shares to be subscribed during predetermined periods of the year, subsequent to the approval of the annual accounts for the year ended December 31, 2011 by the Shareholders' Meeting, and not beyond November 11, 2015, and thus approved a share capital increase for a maximum nominal amount of Euro 69,700.00 to service the above-mentioned options at the subscription price of Euro 6.05 per share.

Other resolutions

The Board of Directors also reviewed and approved the 2008 Corporate Governance report of the Company and called the AGM for April 23, 2009 in first call and for April 24, 2009 in second call, for the approval of the financial statements for the year ended December 31, 2008, the appointment of the members of the Board of Directors and of the Board of Statutory Auditors, with both boards' mandate expiring on the approval of the 2008 accounts, as well as the renewal of the authorisation to purchase and sell treasury shares within 18 months of the date of the authorisation.
This authorisation, up to a maximum number of ordinary shares representing one-tenth of the share capital, in order to give the Company an important tool of strategic and operational flexibility which allows the Company to have treasury shares at its disposal and to carry out purchase/sale, share swaps and conferment operations and also to acquire investments.
According to the Board's proposal, the purchase price of Company shares shall not be less than 20% and more than 10% of the official Stock Exchange price of the share on the day before each purchase, and the acquisitions will be executed under the laws and regulations of the Italian Stock Exchange managed by Borsa Italiana S.p.A., for which the regulator does not allow the direct transaction between the predetermined proposal to sell and the predetermined proposal to buy. The Company at present does not hold any treasury shares in portfolio.

Declaration of the executive responsible for the preparation of the accounting documents

The executive responsible for the preparation of the corporate accounting documents of Dada S.p.A., Mr. Federico Bronzi, declares, in accordance with article 154 bis, paragraph 2, of the Consolidated Finance Act, that the accounting information contained in the present press release correspond to the underlying accounting documents, records and accounting entries.

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* EBITDA: before write-downs and extraordinary items
** 2008 EBIT and Net Profit were adjusted for non-cash extraordinary items. In particular the EBIT and Net profit were adjusted for an amount of Euro 4.1 million relating to impairment on intangible fixed assets (principally goodwill)
*** The EBIT in the 2008 Consolidated Financial Statements amounted to Euro 14.6 million
**** The Group Net Profit in the 2008 Consolidated Financial Statements amounted to Euro 7.6 million


Enclosed:
    - Financial Statements 2008