REG - Canal+ S.A - CANAL+ H1 2025 Results
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RNS Number : 8904S Canal+ S.A 29 July 2025
2025 HALF-YEAR INTERIM RESULTS
Issy-les-Moulineaux, 29 July 2025
CANAL+ (LSE: CAN, "the Company", the "Group"), the global media and
entertainment company, today released its unaudited half-year results for the
half-year ended 30 June 2025.
CANAL+ H1 2025 Results in Line with Upgraded Guidance
Strategic Ambitions on Track
MultiChoice Group Acquisition Process: Regulatory Path Cleared
Increased organic revenue
▪ Group revenue of €3,086M, up +0.9% organically 1 (-3.3% on a reported
basis as expected, due to termination of contracts and discontinued
activities)
EBITA 2 in line with expectations, significant year on year increase expected
in H2 25
▪ Delivered Group EBITA of €246M following termination of sublicensing
contract in Europe
▪ H1 25 EBITA lower than H1 24 EBITA as expected, due to a one-off positive
item related to the OCS acquisition in H1 24 and the end of the UEFA Champions
League sublicensing partnership
▪ Cost reduction initiatives in Europe on track to progressively deliver
material improvement to profitability
First positive outcome from cash optimisation plan
▪ Record CFFO of €416M due to to implementation of cash initiatives
▪ Solid FCF of €370M in H1 25
Inaugural Schuldschein loan successfully issued
▪ Issuance highly oversubscribed at 2.3x to reach €285M
▪ Attractive pricing, improving CANAL+ overall cost of funds
▪ Sets positive precedent ahead of expected Multichoice Group acquisition
Strengthened content value proposition
▪ Record viewership in cinema, series and live sport events across all
territories
▪ Extended Netflix partnership into 24 French-speaking African countries
▪ Studiocanal delivered global and local box-office hits including Bridget
Jones: Mad About the Boy and Colours of Times, and smash hit series A Widow's
Game
▪ Creation of labels to foster IP development: Paddington the Musical is
coming to theatres this Autumn
Enhanced distribution capabilities with upgraded CANAL+ App experience and new
partnerships
▪ Major user experience upgrade to flagship platform, the Canal+ App,
available now on all iOS devices in France, Poland and Africa and by end of
summer on all Android devices
▪ CANAL+ App available on all major manufacturers of connected TVs
▪ CANAL+ App on Renault, Alpine and BMW, MINI multimedia screens and CANAL+
content available to watch on Air France flights
▪ Produced the world's first immersive video documentary for Apple Vision
Pro, capturing the raw speed and adrenalin of MotoGP
New ESG strategy - underpinned by new governance
▪ Environment: Reducing carbon emissions across the value chain
▪ Social: Fostering the next generation of creative talent
▪ Societal: Enabling access to empowering and inspiring content
Regulatory path cleared for MultiChoice Group acquisition process: South
African Competition Tribunal approved the proposed Transaction on 23 July
2025
▪ Synergy plans in place: ready to begin integration on Day 1
▪ On track to close by 8 October 2025 as planned
On track for a successful first year as a listed business
▪ FY25 revenue in line with expectations
▪ FY25 EBITA expected at c.€515m in line with guidance
▪ FY25 CFFO anticipated above €500m as per guidance
▪ FY25 FCF expected above €370m
Maxime Saada, Chief Executive Officer of CANAL+, said:
"I am pleased with all we have accomplished at Canal+ since our listing. We
are on track to achieve organic revenue growth in 2025. Our focus on
profitability and cash has started delivering structural improvements, put us
in a strong position at the half year, and enabled us to confirm our upgraded
guidance for both EBITA and CFFO for 2025.
"Our strategy of bringing our in-house content together with content from the
world's best studios, sports competitions and streaming platforms, and
super-aggregating it all on our enhanced CANAL+ App for the benefit of our
customers, provides us with a unique value proposition. We are now taking
super-aggregation beyond Europe by extending our historic partnership with
Netflix to 24 French-speaking African countries, the first deal of its kind on
the continent.
"Finally, we were pleased to receive approval from the South African
Competition Tribunal for the proposed acquisition of MultiChoice. This
concludes the South African competition process and clears the way for us to
complete the transaction prior to 8 October 2025 as planned. We are excited to
begin implementing synergies as we start to combine our companies for the
benefit of our customers, and we are committed to increasing our support for
the cultural economies, sports and creative industries in each of our markets
in Africa. CANAL+ is progressing towards the start of a new chapter in its
history, with more than 40 million subscribers in 70 countries.
"I would like to thank my colleagues for all of their hard work, focus and
commitment."
FINANCIAL HEADLINES 3 AND STRATEGIC DEVELOPMENTS
SUBSCRIBER BASE
(in K subscribers) 30 June 2025 30 June 2024 Δ %
PER GEOGRAPHY
Europe 16,880 17,051 -1.0%
Africa / Asia 8,780 8,932 -1.7%
PER DISTRIBUTION CHANNEL
DtoC 19,190 19,161 +0.2%
Wholesale 6,470 6,823 -5.2%
TOTAL CANAL+ 25,660 25,984 -1.2%
CANAL+ aims to provide the best experience and content for its subscribers
while maintaining a constant focus on profitability. This leads CANAL+ to
focus on growing its high-value retail Direct-to-Consumer (DtoC) subscriber
base as a priority, while adopting a more selective approach on wholesale
distribution deals, with potential exits if the economics are not considered
optimal, as we have demonstrated.
In that context, CANAL+ recorded a net decrease of 353k wholesale subscribers
over the past twelve months. Meanwhile, CANAL+'s DtoC customer base increased
by 0.2%, despite non-renewal of L1 and Disney deals in France, still
benefiting from high customer loyalty and a successful new customer
acquisition strategy, which includes: (i) targeted and powerful offers for
under-penetrated segments like youth, and (ii) innovative distribution
agreements with ISPs, enabling direct-to-customer access and (iii) the
continued strengthening of our content value proposition. Overall, CANAL+'s
total subscriber base declined by -323k, bringing the total subscriber base to
25.7 million as of 30 June 2025.
REVENUE
Half-Year ended 30 June % reported % Organic growth 4 % LFL 5
(in millions of euros) 2025 2024
Europe 2,287 2,390 -4.3% +1.3% -4.9%
Africa & Asia 525 527 -0.5% -0.5% -0.3%
Content Production, Distribution and Other 324 333 -2.6% -2.6% -3.1%
Eliminations (49) (60)
REVENUE 3,086 3,190 -3.3% +0.9% -3.7%
For the first half of 2025, the Group's revenue amounted to €3,086 million,
up +0.9% organically 6 compared to the same period in 2024, demonstrating the
Group's solid underlying momentum, somewhat offset by some content calendar
effects in Africa and revenue cyclicity on Studiocanal production activity.
Taking into account discontinued contracts and activities (termination of
Disney contract, UEFA Champions League sublicensing partnership and closure of
C8 channel), revenue was down -3.3% on a reported basis.
ADJUSTED EBIT (EBITA) BEFORE EXCEPTIONAL ITEMS
Half-Year ended 30 June % reported % LFL 7
(in millions of euros) 2025 2024
Europe 111 179 -37.8% -37.1%
As a percentage of total consolidated revenues 4.9% 7.5%
Africa & Asia 105 114 -8.0% -9.2%
As a percentage of total consolidated revenues 20.0% 21.6%
Content Production, Distribution and Other 30 22 36.1% 37.9%
As a percentage of total consolidated revenues 9.3% 6.7%
ADJUSTED EBIT (EBITA) BEFORE EXCEPTIONAL ITEMS 246 315 -21.8% -21.6%
As a percentage of total consolidated revenues 8.0% 9.9%
Adjusted EBIT (EBITA) before exceptional items for the first half of 2025 was
€246 million, a €69 million year on year decrease (H1 24: €315 million).
The year on year decrease in EBITA was primarily due to the one-off impact of
the OCS acquisition in 2024 and the end of the UEFA Champions League
sublicensing partnership. In terms of operational performance, EBITA margin is
in line with expectations for the half year at 8.0%.
CASH GENERATION
Six months ended 30 June (unaudited)
(in millions of euros) 2025 2024 Change N vs N-1
Adjusted EBIT (EBITA) 162 312 (150)
Content investments, net 188 (58) 246
Acquisition paid (780) (887)
Consumption 968 829
Non-content investments, net 11 10 1
Others (including changes in net working capital) 55 (40) 95
Cash flow from operations (CFFO) 416 224 192
Cash generation: Cash flow from operations (CFFO)/Adjusted EBIT(EBITA) 256.9% 71.8%
Income tax (paid)/received, net (17) (57) 40
Interest paid, net (13) (18) 5
Other cash items related to financial activities (17) (20) 3
Free Cash-Flow (FCF) 370 128 242
For the first half of 2025, the Group generated very strong Cash Flow From
Operations (CFFO) of €416 million, driven by numerous cash optimisation
initiatives (on payment terms, inventories management and revenues collection)
and reversal effect of prepayments made during the second half of 2024. CFFO
remains expected above €500 million in 2025, partly driven by a one-off
improvement related to payment phasing optimisation. Although the Group does
not expect its one-off contract phasing update to structurally impact CFFO
beyond 2025, it is confident that the positive cash effects of its various
other initiatives will start ramping up in 2026.
Free Cash-Flow (FCF) 8 reached €370 million, benefiting from (i)
normalisation in tax payments, driven by the first positive impacts of
financial integration in France as well as (ii) a one-off positive tax refund
related to 2024.
ANNOUNCED NEW ESG STRATEGY
In line with the commitments made at the November 2024 Capital Markets Day,
CANAL+ has announced its inaugural ESG strategy. The Group views strategic,
credible and structured action on ESG as an imperative to create long-term
value, strengthen risk management, and enhance its competitive advantage.
The strategic framework reflects the business strategy and operations of
CANAL+. It is structured around four key pillars: Environment, Social,
Societal, and Governance. Key priorities and clear KPIs will underpin each
pillar. On Environment, the Group remains committed to reducing its carbon
footprint, with a particular focus on enabling impactful multi-stakeholder
action across all its markets. On Social, it prioritises investment in the
next generation of creative talent, a cornerstone of future growth. The
Societal impact of CANAL+ and its opportunity lies in fostering cultural
representation through authentic storytelling across our global footprint,
ensuring the accessibility of our content, while protecting against the risks
of screen overexposure and promoting healthy digital habits. Strong Governance
foundations support and enable the delivery of the Group's strategic
ambitions. The framework has been designed with flexibility to support the
integration of MultiChoice Group, following the proposed acquisition. Once
integration is underway, the Group will launch a detailed KPI target-setting
process. Progress will be reported in due course.
CREATED CANAL+ FOUNDATION
On 16 January 2025, CANAL+ announced the creation of its Foundation, the aim
of which is to promote access to culture for all. Building on the Group's
expertise, the Foundation will develop cultural and training initiatives
across the regions where CANAL+ operates, in line with existing programmes
such as "Create Joy," "CANAL+ University," and "Orphée".
H1 2025 SIGNIFICANT CORPORATE EVENTS
1. MULTICHOICE GROUP
▪ On 4 February 2025, CANAL+ and MultiChoice Group announced that they had
concluded their discussions regarding the intended post-transaction structure
of MultiChoice.
▪ On 4 March 2025, CANAL+ announced the extension of the Long Stop Date to 8
October 2025.
▪ On 21 May 2025, CANAL+ and MultiChoice Group announced that the South
African Competition Commission had recommended that the South African
Competition Tribunal approve the MultiChoice Offer, subject to conditions
relating to public interest considerations.
▪ On 23 July 2025, CANAL+ and MultiChoice Group announced that the South
African Competition Tribunal had approved the Proposed Transaction, subject to
agreed conditions which included the implementation of the structure announced
on 4 February 2025.
As was previously disclosed, the agreed conditions include a robust package of
guaranteed public interest commitments. The package supports the participation
of firms controlled by Historically Disadvantaged Persons ("HDPs") and Small,
Micro and Medium Enterprises ("SMMEs") in the audio-visual industry in South
Africa. This package will maintain funding for local South African general
entertainment and sports content, providing local content creators with a
strong foundation for future success.
2. CANAL+ SUCCESSFULLY LAUNCHED ITS FIRST SCHULDSCHEINDARLEHEN ISSUE
In July 2025, CANAL+ completed its inaugural debt facility since listing on
the London Stock Exchange in December 2024, issuing its first Schuldschein
loan (a private placement loan issued under German law), raising €285
million in financing.
The issuance was highly oversubscribed with an orderbook consisting of
high-quality French and international investors, demonstrating strong interest
and confidence of investors in the financial profile and strategic direction
of CANAL+. Due to the high level of demand, which facilitated pricing at the
tight end of the spread range, the total financing package was increased, from
an initial launch volume of €125 million to a final volume of €285
million. The attractive pricing and scale of the Schuldschein loan will
improve CANAL+'s overall cost of funds.
3. SIGNIFICANT AGREEMENTS REACHED
3.1 AGREEMENT REACHED WITH THE FRENCH CINEMA INDUSTRY
On 3 March 2025, the Group signed a new agreement with the French cinema
industry.
The agreement related to CANAL+ and CINE+ OCS. It secured their advantageous
and unique place in the movie release schedules in France ("chronologie des
médias"), allowing them to broadcast films as early as six months after their
theatrical release. It took effect retroactively from 1 January 2025 for a
period of 3 years, i.e. until 31 December 2027, and is tacitly renewable.
The Group's commitment amounts to a minimum of €480 million over the 3 years
of the agreement: €150 million in 2025, €160 million in 2026 and €170
million in 2027, down from €220 million in 2024.
3.2 AGREEMENT REACHED WITH THE CNC
On 6 June 2025, CANAL+ announced it had reached an agreement with the Centre
national du Cinéma et de l'Image animée ("CNC") regarding the rules
applicable to determining the tax basis of the French Tax on Television
Services, which settled the disputes relating to past fiscal years and removed
uncertainty regarding the possibility of a material additional disbursement.
As a result, the Group expects no impact on cash, with a one-off impact on its
income statement in H1 2025 in the form of exceptional items.
4. STRENGTHENED CONTENT VALUE PROPOSITION: CANAL+ AND NETFLIX EXTENDED THEIR
STRATEGIC PARTNERSHIP TO FRENCH SPEAKING AFRICA
On 6 June 2025, CANAL+ and Netflix strengthened their historic partnership,
forged in 2019 in France and Poland, by extending their strategic distribution
agreement to Sub-Saharan Africa. Under this agreement, CANAL+ became the first
operator to distribute Netflix as part of its offerings across 24 Sub-Saharan
African countries, marking a new step in access to premium content for African
subscribers.
CANAL+ already offers an unrivalled line-up with over 400 live channels,
including 28 produced for African audiences, and an enriched experience via
the CANAL+ App and connected set-top boxes. This partnership enriches our
offer, with iconic Netflix series like Stranger Things and Squid Game
available alongside internationally successful African productions such as
Blood & Water, Young Famous and African and Kings of Joburg.
This partnership marked an important milestone for both groups. This
agreement, which was Netflix's first in the region, provides entertainment
fans with more choice on how to access their favourite Netflix series and
films. Netflix is relying on CANAL+'s strength and extensive footprint on the
African continent to roll out its service. For CANAL+, this partnership offers
an opportunity to strengthen its position as the world's major content
aggregator, by enabling its African subscribers to enjoy content from the
world's leading streaming platform.
5. ENHANCED DISTRIBUTION CAPABILITIES WITH UPGRADED CANAL+ APP EXPERIENCE AND
NEW PARTNERSHIPS, PROVIDING EVEN MORE WAYS TO ACCESS CANAL+
5.1 ANNOUNCED MAJOR UPGRADE TO THE CANAL+ APP
On 11 June 2025, CANAL+ announced a major upgrade to its flagship platform,
the CANAL+ App, a true technological showcase for the Group. Committed to
supporting the evolving habits of its subscribers and being present wherever
content is consumed, CANAL+ continues to push the boundaries of entertainment
by partnering with companies that share its culture of innovation and
excellence. Backed by over €1 billion in annual technology spend and a
global team of more than 2,500 experts, the Group unveiled a redesigned CANAL+
App, offering a smoother, more intuitive and content-centered experience,
further strengthening its position as a leader in both entertainment and
technology.
5.2 CANAL+ STRENGTHENED ITS GLOBAL PARTNERSHIP WITH SAMSUNG
On 17 February 2025, CANAL+ and Samsung Electronics, the world's largest Smart
TV manufacturer, extended their strategic partnership to cover over 40
territories globally. This new extended partnership reinforces Samsung's
strategic relationship with CANAL+ which will include the distribution of
CANAL+ application on over 25 million Samsung Smart TVs.
5.3 AIR FRANCE AND CANAL+ ANNOUNCED UNPRECEDENTED PARTNERSHIP
On 24 April 2025, Air France and CANAL+ announced an unprecedented new
partnership.
Since 1 May 2025, the airline has offered privileged access to a selection of
CANAL+ programmes on all its long-haul flights. Customers are able to watch
CANAL+ Creation Originale series, must-see programmes, comedy shows,
documentaries and children's shows during their flight. All this content
enhances Air France's entertainment offer, which also includes a large number
of movies.
By teaming up with CANAL+, Air France continues to promote French savoir-faire
throughout the world. This is a strong commitment on the part of Air France,
which devotes 30% of its entertainment offer to French productions, with its
selection of films and TV series.
5.4 ANNOUNCED NEW PARTNERSHIPS IN CONNECTED CARS
On 11 June 2025, CANAL+ announced the CANAL+ App will be available in
connected cars from Renault and BMW.
▪ The CANAL+ App is the first video app available on board the Alpine A390:
available on Renault connected cars equipped with OpenR Link in France,
Switzerland and Poland since October 2024, the CANAL+ App will be the first
video application pre-installed by default in Alpine vehicles. CANAL+
subscribers now have access to CANAL+ content in Alpine cars, including the
A390, which will be launched at the end of the year.
▪ The CANAL+ App will be available onboard connected BMWs: CANAL+ and BMW
join forces to distribute and promote the CANAL+ App in the BMW store in
France, Poland and Switzerland.
6. REINFORCEMENT OF CANAL+ GLOBAL ORGANISATION
On 15 April 2025, CANAL+ announced a change in the scope of its Management
Board members, effective starting 1 March 2025.
To address the Group's development plans and strengthen the synergies between
the various CANAL+ regions, now operating in 52 countries, Maxime Saada, CEO
of CANAL+, chose to extend the missions of the Management Board.
Since 1 March 2025, Jacques du Puy, Amandine Ferré and Anna Marsh have taken
on new responsibilities:
▪ Jacques du Puy, Member of the Management Board, is now in charge of Global
PayTV, a new division bringing together all of CANAL+'s pay TV activities,
namely those in France, Poland, Central Europe (Belgium, the Netherlands,
Austria, the Czech Republic, Slovakia, Hungary and Romania), Africa and Asia.
This division steers the performance of the global PayTV activity and aims to
provide a transversal vision of all PayTV and telecommunication activities (in
the French Overseas Territories and in Africa), while leveraging the expertise
of the group's various PayTV teams.
▪ Amandine Ferré, Member of the Management Board, Chief Financial Officer
of CANAL+ and responsible for CSR, is now directly in charge of all the
financial functions of the Group and all its entities, which report directly
to her. This change has already been instrumental in upgrading cash management
processes and delivering strong H1 2025 cash numbers.
▪ Anna Marsh, Member of the Management Board, has been appointed Chief
Content Officer of CANAL+, in addition to her responsibilities as Deputy CEO
of CANAL+ and CEO of STUDIOCANAL. This new role has four objectives: i)
strengthen the deployment of a global content strategy at Group level; ii)
facilitate the integration of global content, while respecting the specifics
of each region; iii) optimise knowledge sharing between local and central
teams; and finally, iv) deepen understanding of key success factors for
acquisitions and productions based on CANAL+ data.
CONFIRMED 2025 OUTLOOK WITH MATERIAL ONE-OFF CASH IMPROVEMENT
CANAL+ confirms that 2025 performance and results are on track, with a higher
than initially expected cash level and in line with the press release dated 6
June 2025:
2025 revenue and EBITA 9 outlook confirmed, reflecting solid business
performance.
Mid-year, the Company is in a position to confirm its 2025 outlook on revenue
and EBITA, with a material 2025 one-off cash improvement and structural cash
improvements expected for the future.
As such, the Company confirms it is on track to deliver organic growth in
2025, more than offset by the termination of C8 channel and some contracts, as
expected.
As part of its ongoing cost optimisation assessment to deliver enhanced
operational leverage, and supported by the advanced transition to
profitability of its newly-integrated assets, CANAL+ anticipates 2025 Group
EBITA 10 to reach c. €515 million, in line with expectations.
Due to various initiatives, the Group expects its 2025 CFFO to exceed €500
million. Although the Group does not expect its one-off contract phasing
update to structurally impact CFFO beyond 2025, it is confident that the
positive cash effects of its various other initiatives will start ramping up
in 2026, including the renewed French cinema financing agreement, the decrease
in costs in France and the profitability improvement of its new assets - GVA
and Dailymotion.
The Group has announced it expects to deliver over €370 million FCF at FY25.
The exceptional level of expected FCF is due to the high CFFO and lower tax
levels this year, following tax integration, and tax refunds in H1 2025. Tax
payments are expected to normalise in H2 2025. Interest payments are
anticipated at a similar level in H2 2025 (excluding the MultiChoice Group
transaction).
H1 FY25 RESULTS CONFERENCE CALL DETAILS
Speakers:
Maxime Saada
Chief Executive Officer
Amandine Ferré
Chief Financial Officer
Date: 29 July 2025 (9.30am GMT / 10.30am CET)
Online: the conference call can be followed online at
https://sparklive.lseg.com/CANALSA/events/8daf47db-4af1-494d-9269-1fa373adf152/canal-h1-fy25-results
Q&A: questions can be asked live via the online conference call or by
sending an email to ir@canal-plus.com (mailto:ir@canal-plus.com)
A replay of the conference call as well as the slides of the presentation will
be available following the conference call on the Company's website
www.canalplusgroup.com (http://www.canalplusgroup.com) .
Financial Calendar
Q3 FY25 release: 16 October 2025
For further enquiries please contact:
Alima Levy ir@canal-plus.com
Andrew Swailes andrew.swailes@canal-plus.com
About CANAL+
Founded as a French subscription-TV channel 40 years ago, CANAL+ is now a
global media and entertainment company. The group has 26.9 million
subscribers worldwide, over 400 million monthly active users on its video
streaming platforms, and a total of more than 9,000 employees. It generates
revenues in 195 countries and operates directly in 52 countries, with leading
positions in Pay-TV in 20 of them. CANAL+ operates across the entire
audio-visual value chain, including production, broadcast, distribution and
aggregation.
It is home to STUDIOCANAL, a leading film and television studio with worldwide
production and distribution capabilities; Dailymotion, major international
video platform powered by cutting-edge proprietary technology for video
delivery, advertising, and monetization; Thema, a production and distribution
company specialising in creating and distributing diverse content and
channels; and telecommunication services, through GVA in Africa and CANAL+
Telecom in the French overseas jurisdictions and territories. It also operates
the iconic performance venues L'Olympia and Théâtre de l'Œuvre in France.
CANAL+ has also significant equity stakes across Africa, Europe and Asia,
namely in MultiChoice (the Pay-TV leader in English and Portuguese-speaking
Africa), Viaplay (the Pay-TV leader in Scandinavia) and Viu (a leading AVOD
platform in Southern-Asia). canalplusgroup.com/en
(https://eur02.safelinks.protection.outlook.com/?url=https%3A%2F%2Fwww.canalplusgroup.com%2Fen&data=05%7C02%7Calima.levy%40canal-plus.com%7C5e075436a8614ee6cf8d08dda3719875%7Cbf5c5de16a544091a72f90e32801628c%7C0%7C0%7C638846430462709433%7CUnknown%7CTWFpbGZsb3d8eyJFbXB0eU1hcGkiOnRydWUsIlYiOiIwLjAuMDAwMCIsIlAiOiJXaW4zMiIsIkFOIjoiTWFpbCIsIldUIjoyfQ%3D%3D%7C0%7C%7C%7C&sdata=0x71t%2B4XByZ4ApJmKkenGVgLEF5nFEy273abY543qAA%3D&reserved=0)
IMPORTANT DISCLAIMERS
DISCLAIMER
The Company makes no representation or warranty as to the appropriateness,
accuracy, completeness or reliability of the information in this announcement
and accordingly neither the Company nor any of its directors accepts any
liability to any person in respect of this announcement or any information
contained within it.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This announcement contains certain statements that are or may be
forward-looking statements. Phrases such as "aim", "plan", "expect", "intend",
"anticipate", "believe", "estimate", "target", and similar expressions of a
future or forward-looking nature are intended to identify such forward-looking
statements. Forward-looking statements address our expected future business
and financial performance and financial condition, and by definition address
matters that are, to different degrees, uncertain. They are not historical
facts, nor are they guarantees of future performance; actual results may
differ materially from those expressed or implied by these forward-looking
statements. There are a number of factors that could cause actual results and
developments to differ materially from those expressed or implied by such
forward looking statements. These include, but are not limited to (i) the
general economic, business, political, regulatory and social conditions in the
key markets in which the Group operates, (ii) a significant event impacting
the Company's liquidity or ability to operate and deliver effectively in any
area of our business, (iii) significant change in regulation or legislation,
(iv) a significant change in demand for global content, and (v) a material
change in the Group strategy to respond to these and other factors. Certain of
these factors are discussed in more detail elsewhere in this announcement and
in the Company's Annual Report and Accounts published on 17 April 2025.
Forward-looking statements speak only as of the date they are made and, expect
as required by applicable law or regulation, CANAL+ undertakes no obligation
to update any forward-looking statements, whether written or oral, that may be
made from time to time, whether as a result of new information, future events
or otherwise.
FINANCIAL AND OPERATING REVIEW
This section contains a number of alternative performance measures (Non-GAAP
metrics) to report on the performance of the group's business. Alternative
performance measures exclude amounts that are included in, or include amounts
that are excluded from, the most directly comparable measure calculated and
presented in accordance with IFRS, or are calculated using financial measures
that are not calculated in accordance with IFRS. Alternative performance
measures may be considered in addition to, but not as a substitute for or
superior to, information presented in accordance with IFRS. The definition of
these alternative performance measures is included at the end of this section.
STATEMENT OF EARNINGS
Six months ended 30 June (unaudited) Change N vs. N-1
(in millions of euros, except per share amounts, euros) 2025 2024
REVENUES 3,086 3,190 (104)
Content costs (1,784) (1,909) 125
Technology, Selling, General, Administrative expenses & Others before (1,057) (967) (90)
exceptional items
ADJUSTED EBIT (EBITA) BEFORE EXCEPTIONAL ITEMS 246 315 (69)
As a percentage of total consolidated revenues 8.0% 9.9%
Exceptional items (84) (2) (82)
ADJUSTED EBIT (EBITA) 162 312 (150)
Amortisation and impairment losses on intangible assets acquired through (20) (24) 3
business combinations
OPERATING INCOME (EBIT) 142 289 (147)
Income (loss) from equity affiliates 42 (70) 112
Net financial income (loss) (64) (57) (7)
Income taxes (29) (107) 78
EARNINGS (LOSSES) 91 54 36
EARNINGS (LOSSES) ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT 70 23 47
Earnings (losses) attributable to non-controlling interests 21 31 (11)
ADJUSTED NET INCOME (ANI) 104 83 21
ANI per share 0.10 0.08
EARNINGS ANALYSIS
For the first half of 2025, Group revenues were €3,086 million compared to
€3,190 million for the same period in 2024, up +0.9% organically 11
(#_ftn11) .Taking into account discontinued contracts and activities
(termination of Disney contract, UEFA Champions League sublicensing
partnership and closure of C8 channel), revenue was down -3.3% on a reported
basis.
Content costs amounted to €1,784 million, down €125 million i.e. 6.6%.
Relative to PAY TV activities, CANAL+ continued to rationalise its content
portfolio, with a selective approach based on consumption data analysis. This
allowed the Group to discontinue Disney and Ligue 1 in France without any
notable impact on the subscriber base. Beyond PAY TV, content cost decreases
were also driven by the closure of the C8 channel, ramp-up of operational
efficiency initiatives, as well as lower variable costs at Studiocanal, in
line with lower revenues due to line-up effects.
Technology, Selling, General, Administrative expenses & Others before
exceptional items amounted to €1,057 million, up €90 million or +9.3%.
This 2025 increase was primarily due to (i) a positive one-off item in 2024
related to the OCS acquisition (bargain purchase gain), as well as (ii) higher
variable costs at GVA (correlated with sales growth) and (iii) costs related
to the Group's listing on the London Stock Exchange.
Adjusted EBIT (EBITA) for the first half of 2025 was €246 million, a €69
million year on year decrease (H1 24: €315 million). The year on year
decrease in EBITA was primarily due to the one-off positive impact of the OCS
acquisition in 2024. In terms of operational performance, EBITA margin is in
line with expectation for the half year at 8.0%.
Exceptional items were €84 million for the first half of 2025, compared to
€2 million for the same period in 2024. These costs mainly related to the
settlement of the 'French TST' litigation (Taxe sur les services de
television) with the Centre national du cinéma et de l'image animée (CNC)
regarding the rules applicable to determining the tax basis of the French TST.
The agreement, which is cash neutral for the Group, settled the disputes
relating to past fiscal years and removes the possibility of a material
additional disbursement.
Six months ended 30 June Change N vs. N-1 Change N vs. N-1 at constant currency and scope of consolidation % Change N vs. N-1 % Change N vs. N-1 at constant currency and scope of consolidation
(in millions of euros) 2025 2024
Revenues 3,086 3,190 (104) (118) -3.3% -3.7%
Europe 2,287 2,390 (103) (117) -4.3% -4.9%
Africa and Asia 525 527 (3) (2) -0.5% -0.3%
Content Production, Distribution and Other 324 333 (9) (10) -2.6% -3.1%
Eliminations (49) (60) 11 11
Adjusted EBIT (EBITA) before exceptional items 246 315 (69) (68) -21.8% -21.6%
As a percentage of total consolidated revenues 8.0% 9.9%
Exceptional items (84) (2) (82) (82)
Adjusted EBIT (EBITA) 162 312 (150) (150)
EUROPE
This operating segment encompasses the Group's subscription-TV,
advertising-supported television businesses, including content on OTT format
across France, French Overseas and adjacent Territories, Poland, and, through
Canal+ Benelux & Central Europe (which also includes the more
geographically diverse activities of SPI), certain Central European countries,
the Benelux countries, and the group's telecommunication business in the
French Overseas departments.
Overall, subscribers in the Europe segment slightly decreased, by 171 thousand
(from 17,051 thousand as of 30 June 2024 to 16,880 thousand as of 30 June
2025) mainly related to the termination of wholesale contracts, partially
offset by an increase in DtoC subscribers, with momentum remaining strong in
France despite non renewal of Disney and Ligue 1 contracts, demonstrating high
resilience in the customer base.
Revenue from the Europe segment amounted to €2,287 million, up +1.3%
organically 12 (#_ftn12) compared to the first half of 2024. Taking into
account the discontinued contracts and activities, revenue declined by -4.3%,
reflecting the impact of strategic decisions. Adjusted EBIT (EBITA) margin
before exceptional items continued to improve, reaching 4.9% compared to 4.6%
end of 2024 (and compared to 7.5% in H1 2024, which was positively impacted by
a one-off item related to the OCS acquisition).
Europe Six months ended 30 June Change N vs. N-1 Change N vs. N-1 at constant currency and scope of consolidation % change N vs. N-1 % Change N vs N-1 at constant currency and scope of consolidation
(in millions of euros) 2025 2024
Revenues 2,287 2,390 (103) (117) -4.3% -4.9%
Adjusted EBIT (EBITA) before exceptional items 111 179 (68) (66) -37.8% -37.1%
As a percentage of total consolidated revenues 4.9% 7.5%
In mainland France, the Group's focus on high-value customers continued to
drive DtoC subscription revenue growth, coming from both price increases and
portfolio. Wholesale and sublicensing revenues declined as a result of
discontinued contracts and activities (termination of Disney contract, UEFA
Champions League sublicensing partnership). The number of DtoC subscribers
continued to rise, despite content portfolio rationalisation, showing the
success of the customer acquisition strategy and the high customer loyalty.
Excluding the C8 channel closure, advertising revenue grew, supported by
strong performance of CNEWS, which recorded its largest-ever audience in June
2025 and delivered its highest level of revenues in the first half of 2025.
In the Overseas Territories, both portfolio and revenues decreased slightly,
due to natural disasters (in the Indian Ocean) and challenging market
conditions (mainly in the French West Indies), partially offset by broadband
subscriber growth.
In Poland, PayTV revenues continued to rise, driven by higher revenues from
subscriptions for OTT (both portfolio and price increase) and DTH business
(price increase), an increase in revenues generated by sports rights
sub-licences and a positive currency effect. The overall subscriber base
decreased, following the termination of a wholesale agreement in 2024.
In other European countries revenues saw a slight decrease, mainly driven by
the decline of DTH subscription which has not yet been offset by the growth of
OTT subscription.
Adjusted EBIT (EBITA) before exceptional items from the Europe segment
decreased to €111 million. The €68m year on year decrease was largely due
to the one-off gain from the OCS acquisition in H1 24 and the end of the UEFA
Champions League sublicensing partnership. The net improvement in 2025
primarily reflects stronger profitability in the French PayTV business, driven
by the ongoing rationalisation of the content portfolio (notably the
termination of Disney and Ligue 1 contracts) and the ramp-up of operational
efficiency initiatives.
AFRICA AND ASIA
This operating segment encompasses the Group's PayTV business outside of
Europe, in Africa and Asia. In Africa, the Group operates PayTV services in
more than 25 French-speaking countries and offers premium international
content across sports, films and series from majors, alongside local content
offerings tailored to African audiences. CANAL+ owns a distribution network
comprised of over 17,000 points of sale and over 300 distribution partners.
GVA, currently owned by Vivendi and expected to be transferred to the Group
subject to completion of certain conditions, offers broadband internet access
services through optical fibre networks and operates an expanding FTTH
network, currently in 14 cities in nine countries in Africa with the launch of
Benin in May, 2025. In Asia, the Group operates in Vietnam through K+, a
package of local and international channels jointly owned with Vietnamese
public television and Opal, a local shareholder. The group has also been
present in Myanmar for 6 years, where it operates under a joint venture
agreement with the Forever Group.
Overall, subscribers in the Africa and Asia segment decreased by 152 thousand
(from 8,932 thousand as of 30 June 2024 to 8,780 thousand as of 30 June 2025),
as a result of Asia activities (in particular the discontinuation of a
wholesale deal) whereas the subscriber base in Africa experienced slight
growth.
Revenues from the Africa and Asia segment amounted to €525 million, down
-0.5% compared to the first half of 2024, with a decrease in Adjusted EBIT
(EBITA) margin before exceptional items from 21.6% to 20.0%.
Africa & Asia Six months ended 30 June Change N vs. N-1 Change N vs. N-1 at constant currency and scope of consolidation % Change N vs. N-1 % Change N vs. N-1 at constant currency and scope of consolidation
(in millions of euros) 2025 2024
Revenues 525 527 (3) (2) -0.5%
-0.3%
Adjusted EBIT (EBITA) before exceptional items 105 114 (9) (11) -8.0% -9.2%
As a percentage of segment revenues 20.0% 21.6%
In Africa, commercial performance remained strong, with increased new customer
acquisitions compared to H1 24, excluding the effect of the AFCON 13
(#_ftn13) tournament in January 2024. The slight year on year decrease in
revenues was driven by the high advertising and subscription revenues
generated by AFCON in H1 24.
GVA continued to expand high-speed internet access in Africa, with equipped
customers increasing by over +53% year-over-year. GVA's strong growth resulted
from the expansion of its Fibre-to-the-Home (FTTH) network and from a strong
commercial performance, which increased penetration in eligible zones (in
particular Congo, Ivory Coast and Burkina Faso). As a result, GVA's revenue
continued to grow at a double-digit rate.
In Asia, the number of subscribers, as well as revenues, declined in Vietnam,
due to the termination of a wholesale contract and a decrease in DTH
television broadcasting.
Adjusted EBIT (EBITA) before exceptional items from the Africa and Asia
segment reached €105 million, decreasing by €9 million, leading to a 20.0%
adjusted EBIT (EBITA) margin before exceptional items, compared to 21.6% in
2024. This decline primarily reflects higher content costs, particularly
related to sports rights in Africa, signed mid 2024, partially offset by
improving margin at GVA. In Asia, the Vietnam business is being closely
assessed as its performance has been meaningfully affected by the market
environment.
CONTENT PRODUCTION, DISTRIBUTION AND OTHER
This operating segment includes:
▪ Studiocanal, a leading film and series studio with worldwide production
and distribution capabilities. It operates directly in ten major European
markets (including Austria, Belgium, France, Germany, Ireland, Luxembourg, the
Netherlands, Poland, Spain and the UK) as well as in Australia and New
Zealand, and has offices in the United States and China. Furthermore,
Studiocanal also includes Studiocanal Kids & Family Limited (formerly
known as Copyrights Group), which is notably developing and monetising the
'Paddington' brand.
▪ Dailymotion is an international proprietary ecosystem connecting creators,
publishers, brands and users, and a technology leader in short-form, branded
video creation. The Dailymotion's business consolidates around three core
pillars:
• Dailymotion.com & Apps: a community-driven social video
platform, aspiring to be Europe's ethical, privacy-forward alternative on the
global stage-combining content, creation, and conversation.
• Dailymotion Advertising: an advanced AI-powered marketing suite
that empowers brands to understand audience behavior and deliver high-impact,
measurable advertising experiences in a brand-safe, first party data
environment.
• DM Pro: a modular, end-to-end video solution tailored for
publishers and enterprises, supporting their streaming, engagement, marketing
and monetisation needs with flexible APIs and top notch customer support.
▪ Thema, a production and distribution company specialised in creating and
distributing diverse content and channels to cable, IPTV and DTH operators,
and for mobile packages and OTT.
▪ L'Olympia and Théâtre de L'Oeuvre, live entertainment venues in Paris.
Revenues from the Content Production, Distribution and Other segment amounted
to €324 million, down -2.6% compared to the first half of 2024.
Content Production, Distribution and Other Six months ended 30 June Change N vs. N-1 Change N vs. N-1 at constant currency and scope of consolidation % Change N vs. N-1 % Change N vs. N-1 at constant currency and scope of consolidation
(in millions of euros) 2025 2024
Revenues 324 333 (9) (10) -2.6% -3.1%
Adjusted EBIT (EBITA) before exceptional items 30 22 8 8 36.1% 37.9%
As a percentage of segment revenues 9.3% 6.7%
Studiocanal's revenues decreased compared to the first half of 2024, mainly
due to delivery phasing for international sales, with a smaller line-up
compared to major deliveries in 2024, such as Back to Black and Wicked Little
Letters. The decrease also reflects the timing effect of early TV sales in
2024 with no equivalent in 2025. These effects were partially offset by
successful theatrical releases during H1 25 such as Paddington in Peru,
Bridget Jones: Mad about the Boy, and We Live In Time, and significant series
distribution deals on Wild Lands.
Dailymotion sustained robust double-digit revenue growth in the first half of
2025, due to the expansion of its commercial reach, the continued expansion of
its programmatic network and ongoing enhancements to the user experience
across its owned and operated platforms. With a strategy focused on
international expansion and strict cost management, Dailymotion continues to
invest in technological development and AI powered innovations. In May 2025,
Dailymotion acquired Archery Inc., the developer of Mojo, a leading AI-powered
video creation and editing platform. Mojo's intuitive web and mobile apps
enable professional-grade social video production at scale, using AI features
such as animated templates, brand kit integration, and automatized edition.
This acquisition strengthens Dailymotion's creative ecosystem and positions
the company as a technology leader in AI powered video creation at scale.
Adjusted EBIT (EBITA) before exceptional items for the Content Production,
Distribution and Other segment amounted to €30 million, up +36.1% compared
to the first half of 2024 (+37.9% like-for-like), mostly coming from
Dailymotion which is now close to breakeven on a full year basis.
Amortisation and impairment losses on intangible assets acquired through
business combination amounted to €20 million for the first half of 2025,
compared to €24 million for the first half of 2024. These mainly included
the amortisation of assets acquired in Europe in recent years.
Income from equity affiliates amounted to an income of +€42 million for the
first half of 2025, compared to a loss of -€70 million for the first half of
2024, primarily due to the following:
▪ An income related to CANAL+'s participation in MultiChoice of +€32
million for the first half of 2025, which included -€12 million of
amortisation resulting from business combinations. This compares to a loss of
-€42 million for the first half of 2024, which included -€9 million of
amortisation resulting from business combinations. In response to the
challenging macro-economic environment that negatively impacted its 2024
results, MultiChoice implemented decisive measures across key areas under its
control. This included (i) maintaining a discipline of inflationary pricing
which enabled the group to offset the decline in subscriber volume pressures,
(ii) accelerating costs savings without unduly sacrificing the group's
customer value proposition. As a result, the group returned to a positive net
income through a combination of costs savings, the growth of new products
(DStv Internet, DStv Stream and Extra Stream), stabilization in currencies,
and the accounting gain on the sale of 60% of the group's shareholding in its
insurance business (NMSIS) to Sanlam. As of 30 June 2025, held 45.20% of
MultiChoice's share capital, representing an increase of +10.6% of average
interest rate year-over-year.
▪ A loss related to CANAL+'s participation in Viu of -€17 million for the
first half of 2025, compared to -€18 million in the same period of 2024. As
of 30 June 2025, CANAL+ held 37.32% of Viu's share capital, representing a
+6.9% year-on-year increase in its average economic interest over the first
half of 2025.
▪ An income related to CANAL+'s share capital in Viaplay of +€4 million
for the first half of 2025 compared to -€11 million for the first half of
2024 (participation accounted for under the equity method as from 9th February
2024). This result includes CANAL+'s share of VIAPLAY's net income, amounting
to -€5 million, as well as favorable impacts related to the purchase price
allocation from business combinations, for +€9 million. Although VIAPLAY
recorded a net loss of -SEK174 million as of June 30, the Group continues its
transformation. This is notably reflected in a positive EBIT of SEK126 million
for the period, showing growth over the past two consecutive quarters.
▪ An income related to MC Vision for €22 million following the additional
acquisition over the period due to the revaluation at fair value of the shares
previously held in accordance with IFRS3 'Business Combinations'
For the first half of 2025, net financial income (loss) represented a charge
of €64 million, compared to a charge of €57 million for the first half of
2024, composed of:
▪ €13 million of net interest charges including interest charges on
external financing (term loan facility, Bridge facility and Revolving credit
facility) settled in the context of the separation from Vivendi and the
mandatory tender offer on MultiChoice shares and interest incomes on cash
equivalents for the first half of 2025, compared to €18 million of net
interest charges for the first half of 2024 mostly linked to current accounts
with Vivendi.
▪ €51 million of other financial charges and income, including various
fees, interest on lease liabilities, foreign exchange impacts, discounting
effect on financial instruments and one-off items related to the MultiChoice
tender offer (guarantee fees, foreign exchange hedging instrument) compared to
€40m for the first half of 2024. The increase compared to the first half of
2024 results mostly from higher financial guarantees related to the ongoing
offer over MultiChoice and negative foreign exchange impacts.
For the first half of 2025, provision for income taxes was a net charge of
€29 million, compared to €107 million for the first half of 2024,
representing a decrease of €78 million. Beyond the decline in pre-tax profit
in 2025 (in line with Adjusted EBIT evolution), the decrease of income tax was
also driven by the benefit of tax Group consolidation in France (set-up in
2025). the set-up of a Tax group consolidation in France in 2025.
Earnings attributable to non-controlling interests amounted to €21 million
for the first half of 2025, compared to €31 million for the first half of
2024, down by €11 million.
Taking into account all of these items, the net result attributable to the
Group increased by €47 million to €70 million.
Adjusted Net Income amounted to €104 million for the first half of 2025,
compared to €83 million for the first half of 2024. The decline in operating
profit due to the combined effects of a one-off item in 2024 for €71 million
and exceptional items in 2025 for €84 million was offset by an improvement
of the income from equity affiliates (in particular MultiChoice) and lower
income taxes due to the set-up of a Tax group consolidation in France in 2025.
Six months ended 30 June 2025 Six months ended 30 June 2024
(in millions of euros) Consolidated earnings Adjustments Adjusted net income Consolidated earnings Adjustments Adjusted net income Change N vs. N-1
Adjusted EBIT (EBITA) before exceptional items 246 - 246 315 - 315 (69)
Exceptional items (84) - (84) (2) - (2) (82)
Adjusted EBIT (EBITA) 162 - 162 312 - 312 (150)
Amortisation and impairment losses on intangible assets acquired through a (20) 20 - (24) 24 - -
business combinations
Operating income (EBIT) 142 20 162 289 24 312 (150)
Income (loss) from equity affiliates b 42 (18) 24 (70) 7 (63) 87
Net financial income (loss) c (64) 51 (13) (57) 40 (17) 4
Income taxes d (29) (17) (46) (107) (14) (121) 76
Non-controlling interests e (21) (2) (23) (31) 4 (27) 4
Earnings (losses) attributable to equity holders of the parent 70 34 104 23 60 83 21
a. €20 million (half-year 2024: €24 million) adjustment
relates to amortisation of intangible assets and impairment of Goodwill
acquired through business combinations and through other catalogues of rights
acquired by the group's content production businesses.
b. -€18 million (half-year 2024: +€7 million) adjustment
relates to amortisation of intangible assets acquired through business
combinations related to investments in equity affiliates and the income
related to MC Vision for €22 million following the additional acquisition
over the period due to the revaluation at fair value of the shares previously
held in accordance with IFRS3 'Business Combinations'
c. €51 million (half-year 2024: €40 million) adjustment
relates to other financial charges and income. The ANI includes only interest
expense on borrowings net of interest income earned on cash and cash
equivalents, and income from investments (including dividends and interest
received from unconsolidated companies).
d. Tax adjustments relate to tax effects of the previous
adjustments made to reconcile the earnings before income taxes to ANI.
e. Adjustments attributable to non-controlling interests.
For a detailed reconciliation of ANI to earnings (losses) attributable to
equity holders of the parent the half years ended 30 June 2025 and 2024,
please refer to definition in section Definitions of alternative performance
measures.
CASH GENERATION
Cash Flow From Operations is defined as the sum of (i) net cash provided by
operating activities before income tax paid, (ii) dividends received from
equity affiliates and unconsolidated companies, (iii) cash payments for the
principal of lease liabilities and related interest expenses and (iv) cash
used for capital expenditures, net of proceeds from sales of property and
equipment, and intangible assets (see reconciliation table at the end of this
section).
Six months ended 30 June (unaudited)
(in millions of euros) 2025 2024 Change N vs N-1
Adjusted EBIT (EBITA) 162 312 (150)
Content investments, net 188 (58) 246
Acquisition paid (780) (887)
Consumption 968 829
Non-content investments, net 11 10 1
Others (including changes in net working capital) 55 (40) 95
Cash flow from operations (CFFO) 416 224 192
Cash generation: Cash flow from operations (CFFO)/Adjusted EBIT(EBITA) 256.9% 71.8%
Income tax (paid)/received, net (17) (57) 40
Interest paid, net (13) (18) 5
Other cash items related to financial activities (17) (20) 3
Free Cash-Flow (FCF) 370 128 242
For the first half of 2025, the Group generated a very strong Cash Flow From
Operations (CFFO) of €416 million, driven by numerous cash optimisation
initiatives (on payment terms, inventories management and revenues collection)
and reversal effect of prepayments made during the second half of 2024. CFFO
remains expected above €500 million in 2025, partly driven by a one-off
improvement related to payment phasing optimisation. Although the Group does
not expect its one-off contract phasing update to structurally impact CFFO
beyond 2025, it is confident that the positive cash effects of its various
other initiatives will start ramping up in 2026, including the renewed French
cinema financing agreement, the decrease in costs in France and the
profitability improvement of its new assets - GVA and Dailymotion.
Free Cash-Flow (FCF, formerly CFAIT, please refer to definitions of
alternative performance measures) reached €370 million, benefiting from a
significant reduction in tax payments. This improvement reflected the first
impacts of Tax group consolidation set-up in France as well as a one-off
positive tax reimbursement related to 2024.
Below Free Cash-Flow, Group net debt variation was also impacted by €42
million of M&A investments (mainly increase of shares in MC Vision and
Mojo) as well as €20 million of dividends paid to shareholders.
LIQUIDITY AND CAPITAL RESOURCES
Six months ended 30 June (unaudited) Year ended 31 December
(in millions of euros) 2025 2024 Change N vs N-1 % Change N vs N-1
Cash Position 579 376 203 53.9%
Total Borrowings at amortised cost (603) (731) 128 -17.5%
Financial Net Debt (24) (355) 331 -93.2%
As of 30 June 2025, net debt was €24 million, including cash and cash
equivalent of €579 million and borrowings of €603 million.
In the context of the separation from Vivendi, in July 2024, Groupe CANAL+ SA
entered into the Facilities Agreement which initially comprised a €400
million term loan facility which was reduced to €335 million on 31 May 2025
and a €750 million revolving credit facility.
The term loan facility will mature in July 2029 and will be repaid in five
annual instalments.
The revolving credit facility with an initial maturity in July 2029 was
extended to July 2030 in June 2025. The revolving credit facility is available
for drawings until its termination date.
In addition, in the context of the mandatory tender offer for the MultiChoice
shares that it does not already own, in April 2024 Groupe CANAL+ SA entered
into a credit facility (Bridge Facility Agreement), which may be utilised by
way of drawing of loans and issue of a letter of credit, up to a maximum
amount of €1,900 million which will mature in January 2026 following the
exercise of one of the two six-month extension options available to the Group.
As of 30 June 2025, the group had approximately €1,329 million in total
liquidity immediately available from cash and its undrawn facilities maturing
in July 2030.
In July 2025, CANAL+ issued its first Schuldschein loan. Due to the high level
of demand, which facilitated pricing at the tight end of the spread range, the
total financing package was increased, from an initial launch volume of €125
million to a final volume of €285 million. The attractive pricing and scale
of the Schuldschein loan will improve CANAL+'s overall cost of funds.
DEFINITIONS OF ALTERNATIVE PERFORMANCE MEASURES
Non-GAAP measures should be considered in addition to, and not as a substitute
for, other GAAP measures of operating and financial performance as presented
in the Consolidated Financial Statements and the related Notes, or as
described in this financial review. The group considers these to be relevant
indicators for the group's operating and financial performance.
ADJUSTED EBIT (EBITA) BEFORE EXCEPTIONAL ITEMS
Adjusted EBIT (EBITA) before exceptional items enables the group to compare
the performance of operating segments regardless of whether their performance
is driven by the operating segment's organic growth or by acquisitions.
To calculate Adjusted EBIT (EBITA) before exceptional items, the accounting
impact of the following items is excluded from Operating income (EBIT):
• The amortisation of intangible assets acquired through business
combinations as well as of other rights catalogues acquired.
• Impairment of goodwill, other intangibles acquired through
business combinations and other rights catalogues.
• Exceptional items.
Exceptional items are items of financial performance which have been
determined by management as being material by their size or incidence and not
relevant to an understanding of the group's underlying business performance.
Exceptional items for the current and prior year include restructuring costs
and certain expenses and provision for contingencies.
Reconciliation of Adjusted EBIT (EBITA) before exceptional items to EBIT is
provided in the introductory table of Earnings analysis.
ADJUSTED NET INCOME (ANI)
ANI includes the following items: adjusted EBIT (EBITA); income (losses) from
equity affiliates; interest (corresponding to interest expense on borrowings
net of interest income earned on cash and cash equivalents); income from
investments (including dividends and interest received from unconsolidated
companies); and taxes and non-controlling interests related to these items. It
does not include the following items: amortisation of intangible assets
acquired through business combinations and through other catalogues of rights
acquired by the group's content production businesses; impairment of goodwill
and other intangible assets acquired through business combinations and through
the other catalogues of rights acquired by the group's content production
businesses; other financial charges and income; provisions for income taxes
and adjustments attributable to non-controlling interests; and non-recurring
tax items.
Reconciliation of earnings (losses) attributable to equity holders to ANI :
Six months ended 30 June (unaudited)
(in millions of euros) 2025 2024 Change N vs N-1
Earnings (losses) attributable to equity holders of the parent 70 23 47
Adjustments
Impairment losses on intangible assets acquired through business combinations - - -
Amortization of intangible assets acquired through business combinations 20 23 (3)
Amortization of intangible assets acquired through business combinations (18) 7 (25)
related to investments in equity affiliates and others impacts related to
business combinations*
Other financial charges and income 51 40 11
Provision for income taxes on adjustements (17) (14) (2)
Non-controlling interests in adjustments (2) 4 (7)
Adjusted net income (ANI) 104 83 21
*Including income related to MC Vision for €22 million following the
additional acquisition over the period due to the revaluation at fair value of
the shares previously held in accordance with IFRS3 'Business Combinations'
MEASURES AT CONSTANT CURRENCY AND SCOPE OF CONSOLIDATION
Revenues and adjusted EBIT (EBITA) before exceptional items at constant
currency and scope of consolidation: the group presents changes in revenue and
adjusted EBIT (EBITA) before exceptional items on a reported basis, on a
constant currency basis and at constant scope of consolidation, and this
constitutes an alternative performance measure. Figures presented on a
constant currency and constant scope of consolidation basis eliminate the
impacts of: (i) changes in foreign currency exchange rates (such that the
foreign currency exchange rate in the current period is applied to the prior
period results) and (ii) changes to the scope of consolidation resulting from
acquisitions and disposals (such that the revenues and adjusted EBIT (EBITA)
before exceptional items of the prior period are adjusted to reflect the
acquisitions and disposals of the current period). The calculation is made by
adjusting the prior period using the business scope and foreign exchange
conversion rate of the current period. The group uses these adjusted figures
both for internal analysis and for external communication, as it believes they
provide means to analyse and explain variations from one period to another
based on comparable exchange rates and scope of consolidation.
Six months ended 30 June (unaudited)
(in millions of euros) 2025 2024 Change N vs. N-1 % Change N vs. N-1
Revenues 3,086 3,190 (104) -3.3%
Constant currency adjustement - 5
Constant scope of consolidated adjustement - 9
Revenues at constant currency and scope of consolidation 3,086 3,204 (118) -3.7%
Six months ended 30 June (unaudited)
(in millions of euros) 2025 2024 Change N vs N-1 % Change N vs N-1
Adjusted EBIT (EBITA) before exceptional items 246 315 (69) -21.8%
Constant currency adjustement - 2
Constant scope of consolidated adjustement - (3)
Adjusted EBIT (EBITA) before exceptional items at constant currency and scope 246 314 (68) -21.6%
of consolidation
CASH FLOW FROM OPERATIONS (CFFO)
CFFO is calculated as the sum of:
(i) net cash provided by operating activities before income tax paid, as
presented in the consolidated statement of cash flows
(ii) dividends received from equity affiliates and unconsolidated companies
(iii) cash payments for the principal of lease liabilities and related
interest expenses, which are presented as financing activities in the
consolidated statement of cash flows
(iv) cash used for capital expenditures, net of proceeds from sales of
property and equipment, and intangible assets, which are presented as
investing activities in the consolidated statement of cash flows
Six months ended 30 June (unaudited)
(in millions of euros) 2025 2024 Change N vs. N-1 % Change N vs. N-1
Net cash provided by operating activities before income tax paid 567 373 194 52.0%
Capital expenditures, net of proceeds from sales of property, plant, equipment (127) (126) (1)
and intangible assets
Repayment of lease liabilities and related interest expenses (25) (23) (1)
Dividends received from equity affiliates - - -
Dividends received from unconsolidated companies - - -
Cash flow from operations (CFFO) 416 224 192 85.5%
FREE CASH-FLOW (FCF)
FCF (formerly cash flow from operations after interest and income tax paid
CFAIT) is calculated as the sum of:
(i) net cash provided by operating activities, as presented in the
consolidated statement of cash flows
(ii) dividends received from equity affiliates and unconsolidated companies
(iii) cash payments for the principal of lease liabilities and related
interest expenses
(iv) interest paid and other cash items related to financial activities that
are presented as financing activities in the consolidated statement of cash
flows. It also includes cash used for capital expenditures, net of proceeds
from sales of property and equipment, and intangible assets that are presented
as investing activities in the consolidated statement of cash flows
During the period, the Group renamed the alternative performance measure
previously referred to as "Cash-Flow from operations After Interests and
income tax paid" ("CFAIT") to "Free Cash-Flow" ("FCF") in order to be aligned
with market practice and increase accounts readability. The calculation
methodology remains unchanged
Six months ended 30 June (unaudited)
(in millions of euros) 2025 2024 Change N vs. N-1 Change N vs. N-1
Net cash provided by operating activities 551 315 235 0,7x
Capital expenditures, net of proceeds from sales of property, plant, equipment (127) (126) (1)
and intangible assets
Repayment of lease liabilities and related interest expenses (25) (23) (1)
Dividends received from equity affiliates - - -
Dividends received from unconsolidated companies - - -
Interest paid, net (13) (18) 4
Other cash items related to financial activities (17) (20) 3
Free Cash-Flow (FCF) 370 128 242 1,9x
FINANCIAL NET DEBT
Financial net debt (or Net Cash Position) is calculated by adding together:
(i) cash and cash equivalents, as reported in the consolidated
statement of financial position
(ii) cash management financial assets, included in the consolidated
statement of financial position under "financial assets", relating to
financial investments, which do not meet the criteria for classification as
cash equivalents set forth in IAS 7.
(iii) less: the value of borrowings at amortised cost.
PRINCIPAL RISKS
CANAL+ has established a robust risk management and internal control
framework, incorporating the three lines of defense model, which enhances its
strategic resilience. This model delineates clear roles and responsibilities
across the organisation, ensuring a comprehensive approach to risk oversight
and control.
Our risk management framework includes regular assessments, continuous
monitoring and real-time risk reporting provides the business with the tools
to identify, assess, manage and continually review our risks. The Audit and
Sustainability Committee and the Management Board as a whole have performed a
robust assessment of these principal and emerging risks and uncertainties
faced by the Group. Based on this changes to the principal risks and
uncertainties stated on pages 42 to 48 of our Annual Report and Accounts for
the year ended 31 December 2024 ('the 2024 ARA') have been made, as follows:
▪ Closing of the legal risk regarding French tax on television services as
CANAL+ has reached on 5th June 2025 an agreement with the CNC regarding the
rules applicable to determining the tax basis of the French TST, which settles
the disputes relating to past fiscal years and removes uncertainty regarding
the possibility of a material additional disbursement.
Other identified risks remain continuously monitored to track their evolution
and ensure that they are being addressed adequately by those responsible for
managing the relevant risk.
The principal risks and their trajectory, compared to what was disclosed in
the 2024 ARA, are summarised below to highlight any changes:
Strategic risks Trend
Content access and costs Static
External growth Static
Competition and disintermediation Trending up
Operational risks
Piracy Trending up
Cyber risk Trending up
IT operational resilience Static
Financial risks
Margin compression Trending down
Financing Trending down
Legal risks
French VAT Static
Refer to our 2024 ARA for further detail on our Risk Management and Principal
Risks, available at https://www.canalplusgroup.com/en/results-and-publications
RESPONSIBILITY STATEMENT OF THE MANAGEMENT BOARD MEMBERS
The members of the Management Board are responsible for preparing the
Half-yearly Financial Report in accordance with applicable law and
regulations.
Each of the members of the Management Board confirms that, to the best of
their knowledge the condensed consolidated interim financial statements, which
have been prepared in accordance with the applicable set of accounting
standards and the Disclosure, Guidance and Transparency Rules sourcebook of
the UK's Financial Conduct Authority ("DTR"), give a true and fair view of the
assets, liabilities, financial position and profit or loss of the Company and
the undertakings included in the consolidation taken as a whole; and
▪ the Interim Management Report includes a fair review of the information
required by DTR 4.2.7R (indication of important events that have occurred
during the first six months and description of the principal risks and
uncertainties for the remaining six months of the financial year); and
▪ the Interim Management Report includes a fair review of the information
required by DTR 4.2.8R (disclosure of material related-party transactions and
any changes therein).
The members of the Management Board are listed in the Annual Report for the
year ended 31 December 2024 and available to view on the Canal+ SA website,
www.canalplusgroup.com
For and on behalf of the Management Board:
Maxime Saada
Chairman of the Management Board,
Chief Executive Officer of CANAL+ SA
Amandine Ferré
Member of the Management Board of CANAL+ SA,
Chief Financial Officer of CANAL+
28 July 2025
UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS AS OF AND FOR THE
HALF-YEAR ENDED 30 JUNE 2025
STATUTORY AUDITORS' REPORT ON REVIEW OF CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS AS OF AND FOR THE SIX-MONTH PERIOD ENDED JUNE 30, 2025
To the Chairman of the Management Board of CANAL+,
Introduction
In our capacity as statutory auditors of CANAL+ (the "Company") and at your
request, we have reviewed the accompanying condensed consolidated interim
statement of financial position of Company and its subsidiaries (the "Group")
as of June 30, 2025 and the related condensed consolidated interim statement
of earnings, condensed consolidated interim statement of comprehensive income,
condensed consolidated interim statement of cash flows and condensed
consolidated interim statement of changes in equity for the six-month period
then ended, and the related condensed notes, including material accounting
policy information (together, the "Condensed Consolidated Interim Financial
Statements").
Management is responsible for the preparation and presentation of these
Condensed Consolidated Interim Financial Statements in accordance with IAS 34
- standard of the IFRSs applicable to interim financial information, as
adopted by the European Union and published by the International Accounting
Standards Board (IASB).
These Condensed Consolidated Interim Financial Statements are prepared under
the responsibility of the Management Board and reviewed by the Supervisory
Board.
Our responsibility is to express a conclusion on the Condensed Consolidated
Interim Financial Statements based on our review.
Scope of Review
We conducted our review in accordance with International Standard on Review
Engagements 2410, Review of Interim Financial Information Performed by the
Independent Auditor of the Entity. A review of interim financial information
consists of making inquiries, primarily of persons responsible for financial
and accounting matters, and applying analytical and other review procedures. A
review is substantially less in scope than an audit conducted in accordance
with International Standards on Auditing and consequently does not enable us
to obtain assurance that we would become aware of all significant matters that
might be identified in an audit. Accordingly, we do not express an audit
opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to
believe that the accompanying Condensed Consolidated Interim Financial
Statements are not prepared, in all material respects, in accordance with IAS
34 - standard of the IFRSs applicable to interim financial information, as
adopted by the European Union and published by the IASB.
This report is governed by French law. The courts of France (within the
jurisdiction of the Cour d'Appel de Paris) shall have exclusive jurisdiction
in relation to any claim, dispute or difference concerning this report and any
matter arising from it. Each party irrevocably waives any right it may have to
object to an action being brought in those courts, to claim that the action
has been brought in an inconvenient forum, or to claim that those courts do
not have jurisdiction.
Neuilly-sur-Seine and Paris-La Défense, July 28, 2025
The Statutory Auditors,
Grant Thornton
French member of Grant Thornton International
Jean-François Baloteaud
Deloitte & Associés
Jean Paul Seguret Frédéric Souliard
UNAUDITED CONSOLIDATED CONDENSED STATEMENT OF EARNINGS
Six months ended 30 June (unaudited)
(in millions of euros, except per share amounts, euros) Note 2025 2024
Revenues 4 3,086 3,190
Content costs (1,784) (1,909)
Technology, selling, general, administrative costs & others (1,135) (967)
Restructuring costs (6) (2)
Impairment losses on intangible assets acquired through business combinations - -
Amortisation of intangible assets acquired through business combinations (20) (23)
Operating income (EBIT) 4 142 289
Income (loss) from equity affiliates 12 42 (70)
Net financial income (loss) 5 (64) (57)
Interest expenses 5 (13) (18)
Income from investments - 1
Other financial income 5 15 1
Other financial expenses 5 (66) (41)
Earnings before income taxes 120 162
Income taxes 6 (29) (107)
Earnings 91 54
Of which
Earnings attributable to equity holders of the parent 70 23
Earnings attributable to non-controlling interests 21 31
Earnings per share (in euros) 7
Basic, earnings for the period attributable to equity holders of the parent 0.07 0.02
Diluted earnings for the period attributable to equity holders of the parent 0.07 0.02
UNAUDITED CONSOLIDATED CONDENSED STATEMENT OF COMPREHENSIVE INCOME
Six months ended 30 June (unaudited)
(in millions of euros) Note 2025 2024
Earnings (losses) 91 54
Actuarial gains/(losses) related to employee defined benefit plans, net of tax 8 1 -
Financial assets at fair value through other comprehensive income, net of tax 8 - -
Items not subsequently reclassified to profit or loss 1 -
Foreign currency translation adjustments 8 4
Unrealised gains/(losses), net of tax 5 2
Comprehensive income (loss) from equity affiliates, net of tax 12 (17) 16
Items to be subsequently reclassified to profit or loss (4) 22
Charges and income directly recognised in equity 8 (3) 23
Total comprehensive income 88 77
Of which
Total comprehensive income (loss) attributable to equity holders of the parent 58 50
Total comprehensive income (loss) attributable to non-controlling interests 30 27
UNAUDITED CONSOLIDATED CONDENSED STATEMENT OF FINANCIAL POSITION
(in millions of euros) Note 30 June 2025 (unaudited) 31 December 2024
ASSETS
Goodwill 9 2,535 2,462
Non-current content assets 10 482 535
Other Intangible assets 662 669
Property and equipment 571 609
Rights-of-use relating to leases 11 160 176
Investments in equity affiliates 12 1,481 1,482
Non-current financial assets 256 249
Other non-current assets 93 104
Deferred tax assets 140 141
Non current assets 6,381 6,427
Inventories 56 66
Current tax receivables 56 41
Current content assets 10 669 964
Trade and other receivables 1,148 1,467
Other current financial assets 3 31
Cash and cash equivalent 13 579 376
Current Assets 2,511 2,944
TOTAL ASSETS 8,892 9,370
EQUITY AND LIABILITIES
Share Capital 14 248 248
Share Premium 14 6,583 6,603
Retained earnings and other reserves (2,000) (2,060)
Total equity attributable to shareholders of the parent 4,831 4,791
Non-controlling interests 14 264 255
Total equity 5,096 5,046
Non-current provisions 15 194 241
Long-term borrowings and other financial liabilities 16 313 420
Deferred tax liabilities 179 178
Long-term lease liabilities 11 173 171
Other non-current liabilities 11 11
Non-current liabilities 870 1,021
Current provisions 15 270 294
Short-term borrowings and other financial liabilities 16 347 345
Trade and other payables 2,225 2,587
Short-term lease liabilities 11 22 41
Current tax payables 63 36
Current liabilities 2,926 3,303
TOTAL LIABILITIES 3,796 4,324
TOTAL EQUITY AND LIABILITIES 8,892 9,370
UNAUDITED CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
Six months ended 30 June (unaudited)
(in millions of euros) Note 2025 2024
Operating activities
Operating income (EBIT) 142 289
Adjustments 17 123 137
Content investments, net 10 188 (58)
Acquisition paid (780) (887)
Consumption 968 829
Gross cash provided by operating activities before income tax paid and other 453 367
changes in net working capital
Other changes in net working capital 115 5
Net cash provided by operating activities before income tax paid 567 373
Income tax (paid)/received, net (17) (57)
Net cash provided by operating activities 551 315
Investing activities
Capital expenditures (140) (132)
Purchases of consolidated companies, after acquired cash (46) (9)
Investments in equity affiliates 12 - (495)
Purchase of financial assets (6) (57)
Investments (192) (693)
Proceeds from sales of property, plant, equipment and intangible assets 13 6
Proceeds from sales of consolidated companies, after divested cash - -
Proceeds from sale of financial assets 25 14
Divestitures 37 20
Dividends received from equity affiliates - -
Dividends received from unconsolidated companies - -
Net cash provided by (used for) investing activities (154) (673)
Financing activities
Acquisition of non-controlling interests - -
Dividends paid by consolidated companies to their non-controlling interests - -
Distributions to Canal+ Group's equity holders 14 (20) -
Transactions with equity holders (20) -
Proceeds from long-term borrowings and other financial liabilities - 1
Repayments on long-term borrowings and other long-term financial liabilities 16 (130) (6)
Repayments on short-term borrowings 16 (15) -
Proceeds from short-term borrowings and other financial liabilities 16 13 441
Interest paid, net 5 (13) (18)
Other cash items related to financial activities (17) (20)
Transactions on borrowings and other financial liabilities (162) 398
Repayment of lease liabilities and related interest expenses 11 (25) (23)
Net cash provided by/(used for) financing activities (207) 375
Foreign currency translation adjustments 13 1
Change in cash and cash equivalents 203 17
Cash and cash equivalents
At beginning of the period 13 376 334
At end of the period 13 579 350
UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF CHANGES IN EQUITY
Six months ended 30 June 2025
(in millions of euros except number of shares) Note Nomber of shares Share capital Share premium Retained earnings and other reserves Share- Non-controlling interest Total equity
holders' equity
Year ended 31 December 2024 991,959,494 248 6,603 (2,060) 4,791 255 5,046
Earnings (losses) - - - 70 70 21 91
Charges and income directly recognised in equity 8 - - - (12) (12) 9 (3)
Total comprehensive income - - - 58 58 30 88
Other transactions with Vivendi Group - - - (3) (3) - (3)
Share-based compensation plans - - - 2 2 - 2
Sales/(purchases) of treasury shares - - - - - - -
Other - - - 3 3 3 6
Dividends paid - - (20) - (20) (23) (43)
Total changes over the period - - - 40 40 9 50
Six months ended 30 June 2025 991,959,494 248 6,583 (2,000) 4,831 264 5,096
Six months ended 30 June 2024
(in millions of euros) Retained earnings and other reserves CANAL+ Group' owners' net investment(1) Non-controlling interests Total equity
Year ended 31 December 2023 894 894 246 1,140
Earnings (losses) 23 23 31 54
Charges and income directly recognised in equity 27 27 (4) 23
Total comprehensive income 50 50 27 77
Contributions by owners 3,400 3,400 - 3,400
Dividends paid - - (32) (32)
Other 16 16 (8) 8
Total changes over the period 3,466 3,466 (13) 3,453
Six months ended 30 June 2024 4,360 4,360 234 4,594
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
The accompanying notes are an integral part of the consolidated financial
statements.
As used herein, 'the Group' refers to CANAL+ SA and all the companies included
in the scope
of consolidation. 'CANAL+ SA' refers only to the parent company of the Group.
Financial figures are rounded to the nearest million, hence small differences
may result in the totals.
NOTE 1 BASIS OF PREPARATION
NOTE 2 MAJOR EVENTS
NOTE 3 SEGMENT DATA
NOTE 4 OPERATING INCOME (EBIT)
NOTE 5 NET FINANCIAL INCOME (LOSS)
NOTE 6 INCOME TAXES
NOTE 7 EARNINGS PER SHARE
NOTE 8 CHARGES AND INCOME DIRECTLY RECOGNISED IN EQUITY
NOTE 9 GOODWILL
NOTE 10 CONTENT ASSETS AND COMMITMENTS
NOTE 11 LEASES
NOTE 12 INVESTMENTS IN EQUITY AFFILIATES
NOTE 13 CASH AND CASH EQUIVALENTS
NOTE 14 EQUITY
NOTE 15 PROVISIONS
NOTE 16 BORROWINGS AND OTHER FINANCIAL LIABILITIES
NOTE 17 CASH FLOW STATEMENT
NOTE 18 RELATED PARTIES
NOTE 19 CONTRACTUAL OBLIGATIONS AND OTHER COMMITMENTS
NOTE 20 LITIGATION
NOTE 21 LIST OF MAIN CONSOLIDATED ENTITIES
NOTE 22 SUBSEQUENT EVENTS
NOTE 1 BASIS OF PREPARATION
BACKGROUND
CANAL+ SA (the 'Company'), is a public company with limited liability
(Société Anonyme, SA) incorporated under French law and listed on the Main
Market of the London Stock Exchange (LSE) under the ticker symbol 'CAN'. Its
registered office is located at:
50 Rue Camille Desmoulins, 92863 Issy-Les-Moulineaux Cedex 9, France.
1.1 STATEMENT OF COMPLIANCE
These unaudited condensed consolidated interim financial statements are in
compliance with IAS 34 'Interim Financial Reporting', as adopted by the
European Union (EU) and issued by the IASB, and do not include all the
information and disclosures required in the Group's annual financial
statements, and should be read in conjunction with the annual consolidated
financial statements for the year ended 31 December 2024. These unaudited
condensed consolidated interim financial statements were approved and
authorised for issuance by the Group's Management Board which took place on 24
July 2025 and examined by the Supervisory Board on 28 July 2025.
The accounting policies adopted in the preparation of the Condensed
consolidated interim financial statements are consistent with those followed
in the preparation of the Group's annual consolidated financial statements for
the year ended 31 December 2024 (please refer to Note 2 "Accounting policies
and valuation methods" to the Consolidated Financial Statements for the year
ended 31 December 2024), except for the adoption of new or amended standards
and interpretations effective for annual periods beginning on or after 1
January 2025 mentioned in paragraph 1.2 below.
Furthermore, the following provisions were applied:
▪ provisions for income taxes have been calculated on the basis of the
estimated effective annual tax rate applied to pre-tax earnings. The
assessment of the annual effective tax rate notably takes into consideration
the recognition of anticipated deferred tax assets for the full year which
were not previously recognised.
▪ employee benefits and profit-sharing have been included on a pro-rata
basis of the estimated cost for the year, adjusted, if necessary, for any
non-recurring events which occurred over the period.
Key judgement and estimates
The preparation of the Condensed Consolidated Interim Financial Statements in
compliance with IFRS Accounting Standards requires the Group's management to
make certain estimates and assumptions which it considers reasonable and
realistic. Although these estimates and assumptions are regularly reviewed,
based in particular on past or anticipated achievements, facts and
circumstances may lead to changes in these estimates and assumptions which
could have an impact on the reported amount of the Group's assets,
liabilities, equity or earnings. Additional detail on the judgements applied
by management are set out in the Note 2.3 Principles governing the preparation
of the Consolidated Financial Statements of the Group's Consolidated Financial
Statements as of and for the year ended 31 December 2024.
Seasonality
Revenues from subscriptions are traditionally impacted by seasonal factors,
with higher sales in September after the return from summer vacation and
during the end-of-year holidays. International or local sports events can also
influence sales volumes and therefore seasonality. Other sources of Revenue
are impacted by underlying economic conditions, the cyclical demand for
advertising, seasonality of program sales, significant licensing deals and the
timing of delivery of STUDIOCANAL programmes. Major events, including sporting
events, will impact the seasonality of schedule costs and the mix of
programmes spend between sport and films & television. Other than the
aforementioned factor, the interim results are not materially impacted by
seasonality or cyclical trends.
1.2 NEW IFRS STANDARDS AND IFRS IC INTERPRETATIONS APPLICABLE AS FROM 1
JANUARY 2025
Amendments to IFRS standards and IFRS IC interpretations issued by the
IASB/IFRS IC applicable as from 1 January 2025, had no material impact on the
Group's Condensed Consolidated Interim Financial Statements.
1.3 GOING CONCERN
As part of the implementation of its strategic plan and the management of its
operations, and considering its current balance sheet position, the principal
and emerging risks which could impact its performance, the Group evaluates,
integrates, and tests scenarios that it considers plausible. The Group defines
its level of indebtedness and continuously measures its liquidity needs to be
able to seize opportunities when they arise and meet its contractual
obligations.
As at 30 June 2025, the Group's net debt amounted to €24 million and
included gross borrowings totaling €603 million which was offset by €579
million in cash and cash equivalents (Details on cash position and borrowings
and other financial liabilities are described in notes 13 and 16 of the
condensed consolidated interim financial statements, respectively). In the
context of the separation from Vivendi, in July 2024, the Group entered into
the Facilities Agreement which comprises a €400 million term loan facility
which was reduced to €335 million on 31 May 2025 and a €750 million
revolving credit facility, both initially maturing in July 2029 (noting that
the revolving credit facility is subject to two twelve-months extension
options available to the borrower, the first option was activated in June 2025
extending the revolving credit facility maturity to July 2030), which were
undrawn for €750 million by the end of June 2025. Therefore, the Group had
nearly €1,329 million in liquidity.
The Facilities Agreement includes a leverage covenant that requires the Group
to maintain a covenant net debt to covenant EBITDA ratio below 3.5x, confirmed
as at 31 December of each year.
In addition, in the context of the mandatory tender offer for the MultiChoice,
in April 2024 the Group entered into a credit facility (Bridge facility
agreement) for the purposes of financing the offer made by Groupe CANAL+ SA to
all the shareholders of MultiChoice to acquire all of its issued and to be
issued shares not already owned by it, which may be utilised by way of drawing
of loans and issue of a letter of credit, up to a maximum amount of €1,900
million which will mature in July 2025 with two six-months extension options
available to the borrower. In June 2025, the Bridge facility agreement was
extended until 2 January 2026.
In July 2025, CANAL+ completed its inaugural debt facility since listing on
the London Stock Exchange in December 2024, issuing its first Schuldschein
loan (a private placement loan issued under German law), raising €285
million in financing.
The issuance was highly oversubscribed with an orderbook consisting of
high-quality French and international investors, demonstrating strong interest
and confidence of investors in the financial profile and strategic direction
of CANAL+. Due to the high level of demand, which facilitated pricing at the
tight end of the spread range, the total financing package was increased, from
an initial launch volume of €125 million to a final volume of €285
million. The attractive pricing and scale of the Schuldschein loan will
improve CANAL+'s overall cost of funds.
As of the date of approval of these condensed consolidated interim financial
statements, the tests implemented by management, which incorporate the key
assumptions the Group is likely to face in the scenarios, demonstrate a
satisfactory level of financial resources and cash generation, thus enabling
the financing of its ongoing operations, including its contractual and
commercial commitments, investment expenditures, and the management of its
identified risks despite the current economic outlook.
Therefore, the management is satisfied that the Group has sufficient resources
to continue in operation for the foreseeable future, a period of not less than
twelve months from the date of this report and, accordingly, adopt the going
concern basis in preparing the consolidated financial statements.
1.4 COMPARATIVE INFORMATION
The comparative information for the period ended 30 June 2024, is derived from
the Unaudited Combined Condensed Financial Statements as of and for the
Half-Year ended 30 June 2024 of the Group as included in the Prospectus.
Balances relating to transactions that occurred prior to the completion of the
separation from Vivendi, between entities within the combined scope of the
Group and other entities in the Vivendi Group, have been presented in the
Statement of Financial Position as third-party assets or liabilities.
NOTE 2 MAJOR EVENTS
2.1 INVESTMENT IN MULTICHOICE GROUP
During fiscal year 2020, Groupe CANAL+ SA ('GCP') started investing in
MultiChoice Group Ltd ('MultiChoice'), a South African incorporated company
that is listed on the Johannesburg Stock Exchange ('JSE'), and the leading
pay-TV operator in English- and Portuguese-speaking sub-Saharan Africa.
As of 31 December 2022, GCP held 128.9 million shares in MultiChoice,
representing 29.13% of MultiChoice's share capital. South African regulations
prohibit any foreign investor from holding a direct or indirect financial
interest of more than 20% of the voting rights or controlling a company that
is the holder of a pay-tv commercial broadcasting licence. MultiChoice's
memorandum of incorporation, therefore, limits the voting rights of all of
MultiChoice's foreign shareholders to 20% in aggregate with, if necessary, a
proportional reduction of their voting capacity (a 'scale back' mechanism) at
each shareholder meeting. During fiscal year 2022, GCP became the largest
shareholder of MultiChoice and qualified as a "material shareholder" by
MultiChoice. Since 1 January 2022, the Group has accounted for its interest in
MultiChoice under the equity method in accordance with IAS 28 - Investments in
Associates and Joint Ventures.
As of 31 December 2023, GCP held 149.4 million shares in MultiChoice,
representing 33.76% of MultiChoice's share capital of MultiChoice. As of that
date, the purchase price of CANAL+'s interest in MultiChoice amounted to
€936 million (ZAR113.82 per share in average).
In 2024, GCP continued its purchases of shares on the market operated by the
JSE and crossed the threshold of 35% of the capital of MultiChoice. In a
decision dated 28 February 2024, the Takeover Regulation Panel ('TRP') ruled
that GCP should, in view of the crossing of said threshold, launch a mandatory
public tender offer for the shares of MultiChoice that it did not already
hold, for the benefit of the other shareholders of MultiChoice.
Following the issuance of such a decision, GCP and MultiChoice confirmed their
intention to mutually cooperate in this process by signing an exclusive
cooperation agreement on 7 April 2024 and jointly published a firm intention
announcement ('FIA') on 8 April 2024.
On 4 June 2024, GCP and MultiChoice issued a combined circular to MultiChoice
shareholders regarding the mandatory offer by GCP to acquire the MultiChoice
shares that it does not already own for a consideration of ZAR125 per share,
representing an aggregate consideration of ZAR35,373 million, fully financed
from funds available to the Group.
In accordance with South African takeover regulations, GCP provided the
Takeover Regulation Panel (TRP) with a bank guarantee issued by a South
African bank on behalf of GCP. Under such bank guarantee, the guarantor has
agreed to pay up to a maximum amount equal to ZAR35,373 million in relation to
the mandatory offer, upon the offer becoming operative and being implemented.
Simultaneously, to cover the bank guarantee, GCP entered into a credit
facility, which may be utilised by way of the drawing of loans and the issue
of a letter of credit, up to a maximum amount of €1,900 million. Vivendi
acted as guarantor (caution solidaire) in respect of GCP obligations under the
credit facility, GCP being the primary obligor (see Note 16.3).
In addition, GCP set up a derivative financial instrument to hedge its EUR-ZAR
foreign currency risk for a notional amount up to a maximum of €1,200
million.
On 30 September 2024, GCP and MultiChoice made a joint merger control filing
pertaining to the Offer to the Competition Commission as required by the
Competition Act, No. 89 of 1998. CANAL+ and MultiChoice are also engaging with
the Independent Communications Authority of South Africa ('ICASA') and other
regulatory authorities. In terms of the Competition Act, the transaction is
classified as a 'large merger' which requires approval by the Competition
Tribunal.
The Group announced on 4 February 2025, with MultiChoice Group Limited, that
the MultiChoice Group will be restructured so that the current holder of the
broadcasting licence in South Africa and the entity which contracts with South
African subscribers, MultiChoice (Pty) Ltd, will be carved out of the
MultiChoice Group and will become an independent entity. The remainder of the
Group's video entertainment assets will remain part of the MultiChoice Group.
MultiChoice (Pty) Ltd will continue to hold the subscription broadcasting
licence in South Africa. It will continue to contract with MultiChoice's South
African subscribers. MultiChoice (Pty) Ltd will be majority owned by
Historically Disadvantaged Persons (HDPs): (i) Phuthuma Nathi, which will
ultimately hold a 27% economic interest in MultiChoice (Pty) Ltd; (ii) two
well-established black-owned and managed companies, Identity Partners Itai
Consortium and Afrifund Consortium, whose highly experienced leaders bring
with them great commercial and industry knowledge; and (iii) a Workers' Trust
(ESOP). MultiChoice Group's shareholding in MultiChoice (Pty) Ltd will
ultimately give it a 49% economic interest and 20% share of voting rights.
MultiChoice Group will also retain its existing 75% direct interest in
MultiChoice South Africa, which will exclude MultiChoice (Pty) Ltd. Phuthuma
Nathi will similarly retain its existing 25% interest in MultiChoice South
Africa. MultiChoice (Pty) Ltd will enter into various commercial agreements
with MultiChoice Group subsidiaries in relation to the services currently
provided to MultiChoice (Pty) Ltd by other MultiChoice Group entities. These
relate to, among other things, the provision of content, technology,
subscriber management and support and other functions. The MultiChoice (Pty)
Ltd structure described above was submitted to the South African Competition
Commission as part of the filings made on 30 September 2024.
The mandatory offer by GCP and its implementation is subject to the fulfilment
or, where permitted, waiver of various regulatory conditions by the Long Stop
Date of 8 April 2025. As per the Offer circular, GCP may, at its sole
discretion, extend this date on up to two occasions for a period of six months
each, and both GCP and MultiChoice may further extend it by mutual agreement,
subject to prior consultation with the Takeover Regulation Panel (TRP) and in
accordance with applicable laws.
On 4 March 2025, after consultation with the TRP and in accordance with the
terms of the Offer as contained in the Combined Circular, the Group extended
the Long Stop Date for the fulfilment of the Conditions to 8 October 2025.
Except for this extension, the terms of the Offer remain unchanged.
On 21 May 2025, the South African Competition Commission recommended that
the South African Competition Tribunal approve the MultiChoice Offer, subject
to conditions relating to public interest considerations. The conditions
include a package of guaranteed public interest commitments proposed by the
parties. The package supports the participation of firms controlled by
Historically Disadvantaged Persons and Small, Micro and Medium Enterprises in
the audio-visual industry in South Africa. This package will maintain funding
for local South African general entertainment and sport content, providing
local content creators with a strong foundation for future success. As at 30
June 2025, the MultiChoice Offer was due to be considered by the Tribunal. The
approval of the Tribunal and the fulfilment of the remaining conditions are
required for the MultiChoice Offer to become unconditional.
The MultiChoice Offer consideration of ZAR125 per share represents a 66.66%
premium compared to the MultiChoice last closing price for MultiChoice shares
on the last trading day prior to the announcement of the early February
non-binding intention to make an offer and a 63.96% premium compared to the
30-day volume weighted average price (VWAP) prior to the announcement of the
early February non-binding intention to make an offer.
Following its listing on the London Stock Exchange, the Group would be
considering the possibility of a secondary listing on the JSE, which would
enable South African investors to become shareholders of the combined Group.
The Group and MultiChoice recognise that the economic transformation of South
Africa and 'Broad-Based Black Economic Empowerment' ('BBBEE') are imperatives
both in the broader context and for MultiChoice. The Group is fully committed
to maintaining MultiChoice's BBBEE credentials and acknowledges the key role
played by Phuthuma Nathi in this regard.
Through successive share purchases, the Group reached 45.20% of
MultiChoice's share capital (i.e. 200.0 million shares) on 10 May 2024. As of
30 June 2025, the Group interest remains unchanged at 45.20%, the purchase
price of GCP's interest in MultiChoice amounted to €1,221 million (ZAR113.95
per share on average) (see Note 12 for the net carrying amount of equity
affiliates).
Considering the number of shares already held by the Group, the amount of the
bank guarantee was revised to a maximum amount equal to ZAR30,630 million in
relation to the mandatory offer (please refer to Note 16).
2.2 SETTLEMENT OF THE 'FRENCH TST' LITIGATION (TAXE SUR LES SERVICES DE
TELEVISION)
On 5 June 2025, Société d'Edition de Canal Plus and Groupe Canal+ reached an
agreement with the Centre national du cinéma et de l'image animée (CNC)
regarding the rules applicable to determining the tax basis of the French TST,
which settle the disputes relating to past fiscal years and removes
uncertainty regarding the possibility of a material additional disbursement.
As a result, the Group expects no impact on cash, with a one-off impact on its
income statement in the form of exceptional items (see note 3.1).
2.3 OTHER EVENTS
▪ On 12 May 2025, Dailymotion completed the acquisition of 100% of Archery
Inc., the developer behind Mojo, a leading AI-powered video creation and
editing application. Archery Inc. is fully consolidated. The purchase price
allocation is ongoing as of 30 June 2025. The provisional goodwill which
corresponds to the difference between the acquisition price and the
consolidated net assets before purchase price allocation amounts to €32
million. The final allocation of the purchase price will be finalised in the
first half of 2026 at the latest.
▪ At the end of April 2025, the Group increased its 37.06% interest in MC
Vision (pay-TV operator in Mauritius) to 75%. Following this transaction, MC
Vision previously accounted for under the equity method is fully consolidated
since 1 May 2025. In accordance with IFRS3 'Business combinations', shares
previously held were revaluated at fair value through income statement on the
date of control acquisition. This revaluation, performed under the partial
goodwill method, has an impact of €22 million on Income statement (under the
line 'Income (loss) from equity affiliates'). The purchase price allocation is
ongoing as of 30 June 2025. The provisional goodwill which corresponds to the
difference between the acquisition price and the consolidated net assets
before purchase price allocation amounts to €46 million. The final
allocation of the purchase price will be finalised in the first half of 2026
at the latest.
▪ Following the decision of ARCOM to revoke C8's broadcast licence, C8
ceased to broadcast on 28 February 2025. In addition, as announced in early
December 2024, Canal+ has withdrawn its pay-TV channels from DTT. Therefore,
starting from June 2025, only two of its free-to-air channels (CNEWS and CSTAR
channels) are broadcasted through DTT.
▪ On 3 March 2025, the Group signed a new agreement with French Cinema
organisations (BLIC, BLOC and ARP). This agreement concerns CANAL+ and CINE+
OCS, allowing them to broadcast films as early as 6 months after their
theatrical release. It takes effect retroactively from 1 January 2025 for a
period of 3 years, i.e. until 31 December 2027, and is tacitly renewable. In
terms of investment, the Group's commitment amounts to a minimum of €480
million over the 3 years of the agreement: €150 million in 2025, €160
million in 2026 and €170 million in 2027.
NOTE 3 SEGMENT DATA
The Group's Management Board, who is regarded as the chief operating
decision-maker, evaluates the performance of its business segments and
allocates necessary resources to them based on certain operating performance
indicators (segment earnings). Adjusted EBIT (EBITA) before exceptional items
reflects the earnings of each business segment and it is considered by the
management to be a relevant indicator of the Group's operating performance.
The Group's Management Board use this non-IFRS measurement basis as it
excludes the effect of transactions that could distort the understanding of
the Group's performance for the year and comparability between periods.
To calculate Adjusted EBIT (EBITA) before exceptional items, the accounting
impact of the following items is excluded from operating income (EBIT):
▪ the amortisation of intangible assets acquired through business
combinations as well as of other rights catalogues acquired
▪ impairment of goodwill, other intangibles acquired through business
combinations and other rights catalogues acquired
▪ Exceptional items
Exceptional items are items of financial performance which have been
determined by management as being material by their size or incidence and not
relevant to an understanding of the Group's underlying business performance.
Exceptional items for the current and prior year include restructuring costs
and certain provision for contingencies.
The operating segments presented below are identical to the information given
to the Group's Management Board. These segments are business units that are
managed separately as each business requires different strategies to adapt to
local demands, regulation and resources.
The Group's main businesses are consolidated within the following operating
segments:
▪ Europe: This operating segment encompasses the Group's subscription-TV,
advertising-based television businesses, including content on OTT format
across France, the Overseas Territories, Poland and also Central Europe and
the Benelux through CANAL+ Luxembourg (formerly M7 and as successor of CDS
Topco BV) (which also includes the more geographically diverse activities of
SPI), and the Group's FttH (Fiber-to-the-home) telecommunication business in
the French Overseas departments
▪ Africa & Asia: This operating segment encompasses the Group's
subscription-TV, advertising-based television, OTT and FttH businesses across
Africa & Asia. In Africa, the Group operates in more than 25 countries.
Group Vivendi Africa (GVA) offers broadband internet access services through
optical fibre networks and operates an expanding FttH network, currently in 14
cities in nine countries in Africa. In Asia, the Group operates in Vietnam
through K+, a package of local and international channels jointly owned with
Vietnamese public television and Opal, a local shareholder. In Myanmar, the
group has been present for 6 years. It operates under a joint venture
agreement with the Forever Group.
▪ Content Production, Distribution and Other: This operating segment
includes:
▪ STUDIOCANAL, a leading film and series studio with worldwide production
and distribution capabilities. It operates directly in nine major European
markets (including Germany, Benelux, Spain, France, Poland and the UK) as well
as in Australia and New Zealand, and offices in the United States and China;
it derives its revenue from the sale of its in-house productions and the
distribution of films and series acquired from third parties
▪ Dailymotion is an international proprietary ecosystem connecting creators,
publishers, brands and users, as well as a technology leader in short-form,
branded video creation. The Dailymotion's business consolidates around three
core pillars:
• Dailymotion.com & Apps: a community-driven social video
platform, aspiring to be Europe's ethical, privacy-forward alternative on the
global stage-combining content, creation, and conversation.
• Dailymotion Advertising: An advanced AI-powered marketing suite
that empowers brands to understand audience behavior and deliver high-impact,
measurable advertising experiences in a brand-safe, first party data
• DM Pro: A modular, end-to-end video solution tailored for
publishers and enterprises, supporting their streaming, engagement, marketing
and monetisation needs with flexible APIs and top notch customer support
▪ Thema, a production and distribution company specialising in creating and
distributing diverse content and channels to cable, IPTV (Internet Protocol
Television) and DTH (Direct-to-home) operators, and for mobile packages and
OTT
▪ L'Olympia and Théâtre de L'Œuvre, live entertainment venues in Paris.
Intersegment commercial transactions are conducted on an arm's-length basis on
terms and conditions similar to those that would be offered by third parties.
3.1 STATEMENT OF EARNINGS BY BUSINESS SEGMENT
Six months ended 30 June 2025
(in millions of euros) Europe Africa & Asia Content Production, Distribution and Other Eliminations Total
Revenues 2,287 525 324 (49) 3,086
Adjusted EBIT (EBITA) before exceptional items 111 105 30 - 246
Six months ended 30 June 2024
(in millions of euros) Europe Africa & Asia Content Production, Distribution and Other Eliminations Total
Revenues 2,390 527 333 (60) 3,190
Adjusted EBIT (EBITA) before exceptional items 179 114 22 - 315
The following table provides a reconciliation of Adjusted EBIT (EBITA) before
exceptional items to operating income (EBIT):
Six months ended 30 June
(in millions of euros) 2025 2024
Adjusted EBIT (EBITA) before exceptional items 246 315
Exceptional items (84) (2)
Amortisation of intangible assets acquired through business combinations (20) (23)
Impairment losses on intangible assets acquired through business combinations - -
Operating income (EBIT) 142 289
EXCEPTIONAL ITEMS
Six months ended 30 June
(in millions of euros) 2025 2024
Restructuring costs (6) (2)
Exceptional charges and provisions (78) -
Total (84) (2)
Restructuring costs were €6 million for the half year 2025, compared to €2
million for the half year 2024.
For the half year 2025, €78 million was recorded as an exceptional item
mainly related to the resolution of the 'French TST' dispute (see Note 2.2)
and recognised under the line "Technology, selling, general, administrative
costs & others" in the consolidated statement of earnings (nil for the
half year 2024).
NOTE 4 OPERATING INCOME (EBIT)
4.1 REVENUES
BY ACTIVITY
Six months ended 30 June
(in millions of euros) 2025 2024
Subscriptions 2,582 2,600
Advertising, content sales and other 504 590
Revenues 3,086 3,190
BY GEOGRAPHIC AREA
Revenues are broken down by customer location.
Six months ended 30 June
(in millions of euros) 2025 2024
France 1,789 58.0% 1,912 59.9%
Rest of the world 1,298 42.0% 1,278 40.1%
Revenues 3,086 100% 3,190 100%
4.2 PERSONNEL COSTS AND AVERAGE EMPLOYEE NUMBERS
Six months ended 30 June
(in millions of euros) 2025 2024
Salaries 260 247
Social security and other employment charges 92 89
Capitalised personnel costs (14) (14)
Wages and expenses 338 322
Share-based compensation plans 2 2
Employee benefit plans 2 2
Other 21 19
Personnel costs 363 346
Annual average number of full-time equivalent employee (in thousands) 8,960 9,011
NOTE 5 NET FINANCIAL INCOME (LOSS)
Six months ended 30 June
2025 2024
(in millions of euros) Income Charges Net Income Charges Net
Interest expense on borrowings - (18) (18) - (1) (1)
Interest expense on borrowings from Vivendi SE - - - - (24) (24)
Interest income from loans to Vivendi SE - - - 5 - 5
Interest income from cash, cash equivalents and investments 5 - 5 1 - 1
Interest (a) 5 (18) (13) 7 (25) (18)
Income from investments - - - 1 - 1
Income from investments - - - - - -
Upside & downside on financial investments 4 (4) - - - -
Interest expenses on lease liabilities - (3) (3) - (3) (3)
Foreign exchange income or loss 1 (15) (14) - (11) (11)
Effect of undiscounting assets and liabilities - (1) (1) - (3) (3)
Other (b) 1 (28) (27) 1 (18) (17)
Change in value of derivative instruments (c) 9 (15) (7) - (7) (7)
Other financial charges and income 15 (66) (51) 2 (42) (40)
Net financial income (loss) 20 (84) (64) 10 (67) (57)
a. For the first half of 2025, interest was a charge of €13
million, compared to a charge of €18 million for the first half of 2024.
This favourable change of €5 million is due to:
(i) interest income from cash, cash equivalents and investments
increased by €4 million, from €1 million for the first half of 2024 to
€5 million for the first half of 2025.
(ii) interest expense on borrowings from Vivendi decreased by €24
million, from €24 million for the first half of 2024 to €0 million for the
first half of 2025. This change is primarily due to the conversion of
borrowings from Vivendi into equity for an aggregated amount of €4,657
million, including €3,400 million on 16 April 2024, and €1,257 million
between 23 July and 30 September 2024
(iii) interest expense on borrowings increased by €17 million, from
€1 million for the first half of 2024 to €18 million for the first half of
2025. The main reason for this increase is the impact of the financing
arrangement (term loan facility, Bridge facility and Revolving credit
facility) the Group entered into as part of its separation from Vivendi and
the mandatory tender offer on MultiChoice shares.
b. mainly included (i) securities' acquisition fees, (ii)
Vivendi and bank guarantee for the first half of 2024 and for the first half
of 2025 paid in relation to the Bridge Facility entered into to secure
financing of the ongoing mandatory tender offer for MultiChoice shares, (iii)
other fees and expenses incurred in relation with bank transactions
c. mainly explained for the first half of 2024 and the first
half of 2025 by the unfavourable change in fair value of the options entered
into to mitigate the EUR-ZAR foreign exchange risk in relation of the bank
guarantee provided to the TRP in the context of the Mandatory offer for
MultiChoice shares
NOTE 6 INCOME TAXES
6.1 PROVISION FOR INCOME TAXES
The income tax expense for the first half of 2025 decreased by €78 million
to an income tax expense of €29 million from an income tax expense of €107
million in the corresponding period of the previous year, driven by (i) the
decrease of €154 million of Earnings before taxes and loss from equity
affiliates in the same period and (ii) the set-up of a Tax group consolidation
in France in 2025.
Group Canal has determined that the impact for Pillar Two in the first half of
2025 is not material.
6.2 TAX LITIGATION
VAT TAX REASSESSMENTS IN FRANCE AND FRENCH TST CHALLENGE
FRENCH VAT
The French tax authorities are claiming substantial amounts from the Group in
respect of alleged unpaid value-added tax (VAT), which the Group is
contesting. If the outcome of this dispute results in an unfavourable outcome
for the Group this could have a material impact on the Group's financial
condition and ability to implement the Group's strategy.
▪ the French tax authorities have challenged the right of the Group to
benefit from super reduced VAT rates (2.1% and 5.5%) with respect to a portion
of the revenues of its offers of television services with added options over
the 2016-2019 period while not disputing the 10% VAT rate applied to
television services (resulting in a €131 million proposed tax adjustment),
and
▪ with respect to the 2020 and 2021 fiscal years, allege that the Group is
not entitled to the 10% VAT applicable to television services but instead must
apply the standard 20% rate to the entire revenue, based on an allegation that
the Group does not provide television services, resulting in a €457.8
million proposed tax adjustment. For Groupe CANAL+SA only, a separate
adjustment has been proposed for the period from 1 May 2019 through 31
December 2019 resulting in a €66.8 million proposed tax adjustment.
The Group vigorously contests the proposed tax adjustments, in particular the
20% VAT rate application, since it considers that the French tax authorities
have provided no legal evidence that the 2021 change in VAT law can apply
retroactively to prior periods or that CANAL+ is no longer providing
television services. The Group considers that taking the position that CANAL+
is no longer providing television services conflicts with the exact opposite
position of the French National Centre of Cinema (CNC) which is a public
administrative institution responsible for conceiving and implementing
government policy in the fields of cinema and other arts and industries
related to animated images, namely audiovisual, video, digital creation and
video games. Administrative appeal are ongoing in 2025.
The French tax authorities issued collection notices dated 27 November 2024
for the 2016-2019 period to collect the €131 million described above. The
companies have filed claims before the French tax authorities to contest those
adjustments. In the meantime, the companies applied for deferment of payment
so that the tax adjustment of €131 million has not been paid and a financial
guarantee has been granted by the Group.
Société d'Edition de Canal Plus and Groupe CANAL+ received audit notices
related to VAT for the 2022 fiscal year dated 17 December 2024. The tax audit
started in February 2025 and is still in course.
Furthermore, in the absence of a favourable resolution of the pending debate
on the nature of the services provided by the Group, such reassessment could
extend to subsequent fiscal years.
Besides on the VAT tax reassessments, it should be noted that, in a decision
rendered on 26 March 2024, the first level Tax Court of Paris ruled in favour
of OCS, a wholly owned subsidiary of CANAL+ in a case similar to the CANAL+
case. The French tax authorities appealed the first level Tax Court decision.
The Appeals Court rendered a decision on 22 November 2024 reversing the first
level Tax Court decision. An appeal before the French Tax Supreme Court has
been filed. A decision from the Supreme Court could be expected in 2026.
FRENCH TAX ON TELEVISION SERVICES
See Note 2.2.
TAX REASSESSMENTS REGARDING CANAL+ LUXEMBOURG
CANAL+ Luxembourg (formerly M7 and as successor of CDS Topco BV) has been
subject to a withholding tax reassessment by the Dutch tax authorities with
respect to dividend distributions made by CDS Topco BV to one of its
shareholder over the 2015-2017 period, as well as a reassessment relating to
the deductibility of interest expenses for fiscal years 2017 and 2018.
▪ With respect to dividend withholding tax, Dutch tax authorities argue that
the shareholder which received the dividends was not eligible for a
withholding tax exemption, based on abuse of law, arguing that the shareholder
did not have the required substance and that the beneficial owner of the
dividends was outside the European Union. The total reassessment (including
interest and penalties) amounts to €20.3 million. CANAL+ Luxembourg has
contested the tax reassessment before the Dutch courts. The lower court ruled
against CANAL+ Luxembourg but CANAL+ Luxembourg has appealed the decision; the
case is now pending before the court of appeals. The payment is suspended
meanwhile. In parallel, CANAL+ filed a recourse claim before the Dutch civil
courts in order to obtain a refund of taxes, costs and fees borne in relation
to the Dutch tax reassessment. The lower court dismissed CANAL+'s arguments.
CANAL+ appealed the decision. The court of appeals ruled against Canal+
Luxembourg on 1st April 2025. After in-depth legal analysis, filing an
appeal with the Dutch Supreme court was not possible. Therefore, this civil
litigation is now over.
▪ With respect to interest deductibility, Dutch tax authorities challenge
the way the Company has computed the interest deduction limitation ratio for
both fiscal years (on different grounds for each of the two years). The total
reassessment (including interest and penalties) amounts to €11.3 million.
The Company has contested the tax reassessment in front of the lower Dutch tax
court. This lower court denied Canal+ requests on 27th May 2025. Canal+
appealed this judgement on 7(th) July 2025. The payment is suspended
meanwhile.
Tax audits, tax reassessments and procedures in several African jurisdictions
The Group is regularly subject to tax audits, proposed tax adjustments and
other tax procedures in the African jurisdictions where it operates. Several
jurisdictions and several tax matters (e.g. corporate income tax, VAT,
turnover taxes, withholding tax) are concerned. The Group maintains and
regularly updates a provision in its consolidated financial statements that
reflects its best estimate of the actual tax risk, considering its prior
history of resolution of the procedures.
NOTE 7 EARNINGS PER SHARE
Six months ended 30 June Year ended 31 December 2024
2025 2024
Net profit attributable to equity holders of the parent (in million euros) 70 23 (147)
Weighted average number of shares outstanding during the year 991,959,494 991,959,494 991,959,494
Potential dilutive effects related to share-based compensation - - -
Diluted weighted average number of shares 991,959,494 991,959,494 991,959,494
Earnings per share (in euros)
Basic earnings per share 0.07 0.02 (0.15)
Diluted earnings per share 0.07 0.02 (0.15)
Until the separation from Vivendi's effective date (i.e. 13 December 2024),
the Group was not legally constituted as a Group under CANAL+ SA and its
shares were not traded in a public market. To provide a comparative earnings
per share figure and in line with IAS 33, the management calculated the
weighted average numbers of ordinary shares used for the basic and diluted
earnings per share for the Six months ended June 2024 and Year ended 31
December 2024 based on the number of shares outstanding as of the listing date
(991,959,494 shares).
NOTE 8 CHARGES AND INCOME DIRECTLY RECOGNISED IN EQUITY
DETAILS OF CHANGES IN EQUITY RELATED TO OTHER COMPREHENSIVE INCOME (OCI)
Items not subsequently reclassified to profit or loss Items to be subsequently reclassified to profit or loss
Actuarial gains/(losses) related to employee defined benefit plans (a) Financial assets at fair value through OCI Unrealised gains/(losses) Foreign currency translation adjustments OCI from equity affiliates, net OCI
(in millions of euros) Hedging instruments
Year ended 31 December 2024 12 11 (3) (11) 68 77
Charges and income directly recognised in equity 1 - 7 8 (17) (1)
Tax effect - - (2) - - (2)
Six months ended 30 June 2025 14 11 3 (3) 50 75
Items not subsequently reclassified to profit or loss Items to be subsequently reclassified to profit or loss
Actuarial gains/(losses) related to employee defined benefit plans (a) Financial assets at fair value through OCI Unrealised gains/(losses) Foreign currency translation adjustments OCI from equity affiliates, net OCI
(in millions of euros) Hedging instruments
Balance as of December 31, 2023 12 11 - (31) 48 40
Charges and income directly recognised in equity - - 3 4 16 23
Tax effect - - - - - -
Balance as of June 30, 2024 12 11 2 (27) 64 63
NOTE 9 GOODWILL
(in millions of euros) Six months ended 30 June 2025 Year ended 31 December 2024
Goodwill, Gross 2,543 2,472
Impairment losses (8) (10)
Goodwill, Net 2,535 2,462
9.1 CHANGES IN GOODWILL
(in millions of euros) Year ended 31 December 2024 Impairment losses Business combinations Divestitures in progress Foreign currency translation adjustments and other Six months ended 30 June 2025
Europe 1,645 - 46 - (1) 1,691
Africa and Asia 381 - - - (2) 379
Content Production, Distribution and Other 436 - 32 - (2) 466
Total 2,462 - 78 - (5) 2,535
Over the first half of 2025, changes in goodwill mainly relate to the
acquisitions of Archery Inc (Mojo) and MC Vision (see note 2.3).
9.2 IMPAIRMENT TEST OF GOODWILL
As of 31 December 2024, Canal+ Group performed an impairment test of its
groups of Cash-Generating Units (CGU) to determine whether their recoverable
amount was greater than their carrying value. The Group's Management concluded
that the recoverable amount of groups of CGU was at least equal to their net
carrying amount. These recoverable amounts were determined using standard
valuation methods:
▪ for Pay-TV and Free-to-air TV, on the basis of market data (as determined
using multiples observed on stock markets or in recent mergers/acquisitions of
about twenty similar companies, financial parameters consistent with those of
previous years (an EBITDA multiple for Pay-TV and revenues multiple for Free
-to -air TV)) and
▪ for Content Production, Distribution and Other, the value in use (as
determined using the discounted value of future cash flows).
As of 30 June 2025, Canal+ Group had reviewed the items that may indicate a
decrease in the recoverable amount of groups of CGU during the first half of
2025. In particular, the Group analysed the performance of groups of CGU in
comparison with forecasts (particularly budgets and market data) and business
plans and financial parameters (discount rate and long-term growth rate) used
at year end 2024 for Content Production, Distribution and Other.
Notwithstanding the current macroeconomic uncertainties, Canal+ Group's
Management concluded that, as of 30 June 2025, there were no triggering events
indicating a decrease in the recoverable amount of groups of CGU compared to
31 December 2024. In addition, during the fourth quarter of 2025, The Group
intends to perform an annual impairment test of the carrying value of goodwill
and other intangible.
PRESENTATION OF CGU OR GROUPS OF CGUS
Operating segments Cash-generating units (CGU) CGU or groups of CGUs tested (a)
Europe Pay-TV in France and in the Rest of Europe Europe
Free-to-air TV in France
Africa & Asia Pay-TV in Africa and Asia Africa & Asia
Group Vivendi Africa
Venues in Africa
Content Production, Distribution and Other STUDIOCANAL Content Production, Distribution and Other
DAILYMOTION
Venues in France
a. Relates to the level of monitoring return on investments.
NOTE 10 CONTENT ASSETS AND COMMITMENTS
10.1 CONTENT ASSETS
(in millions of euros) 30 June 2025 31 December 2024
Film and television costs 904 984
Sports rights 247 515
Content assets 1,152 1,499
Deduction of current content assets (669) (964)
Non-current content assets 482 535
10.2 CHANGES IN CONTENT ASSETS
(in millions of euros) Total
Year ended 31 December 2023 1,447
Acquisitions 2,216
Decreases (consumptions) (a) (2,028)
Amortisation and impairment losses (12)
Business combinations 46
Foreign currency translation adjustments and other (171)
Year ended 31 December 2024 1,499
Acquisitions 682
Decreases (consumptions) (a) (860)
Amortisation and impairment losses (114)
Business combinations -
Foreign currency translation adjustments and other (56)
Six months ended 30 June 2025 1,152
a. Includes €5 million related to
the disposal of content asset
Acquisitions paid on content investment include increase in content
investments as mentioned above for the years ended 30 June 2025 and 31
December 2024, respectively, less increase/(decrease) in payables on
audiovisual rights, production and programming costs of €(97) million and
€(5) million for the years ended 30 June 2025 and 31 December 2024,
respectively.
10.3 CONTRACTUAL CONTENT COMMITMENTS
COMMITMENTS GIVEN RECORDED IN THE CONSOLIDATED STATEMENT OF FINANCIAL
POSITION: CONTENT LIABILITIES
Content liabilities are mainly recorded in 'Trade accounts payable and other'
or in 'Other non-current liabilities' whether they are current or non-current,
as applicable.
Minimum future payments as of 30 June 2025 Year ended 31 December 2024
Total Payments due in
(in millions of euros) 2026 2027-2030 After 2030
Film and television rights 132 132 - - 241
Sports rights 64 64 - - 164
Content liabilities 196 196 - - 405
OFF-BALANCE-SHEET COMMITMENTS GIVEN/(RECEIVED)
Minimum future payments as of 30 June 2025 Year ended 31 December 2024
Payments due in
(in millions of euros) Total 2026 2027-2030 After 2030
Film and television rights (a) 3,039 870 2,166 3 3,502
Sports rights (b) 3,248 961 1,995 292 3,426
Other - - - - -
Given commitments 6,287 1,831 4,161 295 6,929
Film and television rights (a) (241) (130) (111) - (346)
Sports rights (19) (9) (9) - (24)
Other - - - - -
Received commitments (260) (139) (120) - (371)
Net total 6,027 1,691 4,041 295 6,558
a. Mainly includes multi-year contracts
for movies and TV production broadcasting rights (primarily exclusivity
contracts with major US studios), pre-purchases of rights in the French cinema
industry, STUDIOCANAL's film production and co-production commitments (given
and received), and CANAL+ multi-channel digital TV package broadcasting
rights. These are recorded as content assets when the broadcast is available
for initial release or after the initial significant payment.
In addition, these amounts do not include commitments under contracts for
channel diffusion rights and non-exclusive distribution of channels, in
respect of which CANAL+ did not grant or receive minimum guaranteed amounts.
The variable amount of these commitments cannot be reliably determined and is
not reported in either the consolidated statement of financial position or in
the commitments and is instead recorded as a content cost and/or a revenue
when applicable, for the period in which it was incurred. Based on an estimate
of the future subscriber base at CANAL+ in consistency with our business plan,
net commitments received amounted to €779 million as of 30 June 2025 due to
the renewal of multi-year contracts (compared to €856 million as of 31
December 2024).
On 3 March 2025, CANAL+ and film organisations, represented by BLIC, BLOC and
ARP, announced the signing of a new agreement which replaced the 2 December
2021 agreement, and extended the partnership between CANAL+ and the French
film industry until the end of 2027, being specified this agreement is
renewable annually unless terminated earlier by any of the parties.
Among other things, the agreement provides for:
• a guaranteed investment of over €480 million in French
and European movies by CANAL+ and Ciné+OCS from 2025 to 2027.
• an unchanged CANAL+'s position in the media chronology
six months after theatre release, confirming its status as the leading
contributor to French and European film production.
• a minimum nine-month period of exclusive broadcast
rights for CANAL+, and as much as 16 months including the second window.
• a better exposure and circulation of works on CANAL+'s
movie channels and on the CANAL+ App
In the event of termination of this agreement, CANAL+ SA's investment
obligations in the cinematographic production would be directly in line with
guidelines stated under Decree No. 2021-1924 of 30 December 2021.
The 2022 media chronology agreement has been renewed on the same terms on 6
February 2025 and extended to the entire sector on 13 February 2025 for 3
years.
Only the films for which an agreement in principle has been reached with the
producers are recognised as off-balance-sheet commitments, as it is not
possible to make a reasonably reliable estimate of the total and future
obligations under agreements with the professional cinema organisations and
the producers' and authors' organisations.
With respect to the obligations governing investments in audiovisual
production, under Decree No. 2021-1924 of 30 December 2021, the CANAL+ channel
must dedicate at least 4.2% of its total net revenue for the previous year to
"heritage works" (drama, animation, creative documentaries, music videos and
actual footage or reenactments of live performances). A portion of this
investment (representing at least 2.8% of net revenue) is allocated to the
development of independent production.
b. Mainly includes broadcasting rights held
by CANAL+ to the following sporting events:
• UEFA Club Competitions: exclusive rights from the
2024/2025 to the 2026/2027 season for the Champions League, Europa League and
Europa Conference League, in France and Myanmar, Champions League in Poland
and selected matches in Austria and Sub Saharan French speaking Africa.
• Premier League: exclusive rights until the end of the
2027/2028 season in France, Czech Republic, Slovakia, Poland, Sub Saharan
French speaking Africa, Vietnam and Myanmar.
• French National Rugby Competitions (TOP 14 and PRO D2):
exclusive rights until the end of the 2031/2032 season in France, Czech
Republic, Slovakia, and Sub Saharan French speaking Africa.
• Formula 1: exclusive rights until the end of the 2029
season in France, Sub Saharan French speaking Africa, Vietnam and Myanmar.
• MotoGP™: exclusive rights until the 2029 season in
France and Sub Saharan French speaking Africa.
These commitments are accounted for in the consolidated statement of financial
position either upon the start of every season or upon an initial significant
payment.
NOTE 11 LEASES
11.1 RIGHTS-OF-USE RELATING TO LEASES
As of 30 June 2025, the rights-of-use relating to leases amounted to
€283 million (compared to €280 million as of 31 December 2024) less the
accumulated depreciation and impairment losses of €123 million as of 30 June
2025 (compared to €104 million as of 31 December 2024). These rights-of-use
relate to real estate leases.
CHANGES IN THE RIGHTS-OF-USE
(in millions of euros) Six months ended 30 June 2025 Year ended 31 December 2024
Opening 176 184
Depreciation (19) (41)
Acquisition/increase 2 22
Sales/decrease (1) -
Business combinations 2 -
Divestitures in progress - -
Foreign currency translation adjustments and other - 12
Closing 160 176
11.2 LEASE LIABILITIES
(in millions of euros) Six months ended 30 June 2025 Year ended 31 December 2024
Opening Balance 212 223
Lease payments (25) (52)
Interest expense 3 5
Acquisitions/increase 2 23
Sales/decrease - -
Business combinations 2 -
Divestitures in progress - -
Foreign currency translation adjustments and other 1 14
Closing Balance 195 212
MATURITY OF LEASE LIABILITIES
There has been no significant change to the structure of the lease
liabilities. The maturity of future flows remains unchanged compared to the
year ended 31 December 2024 (please refer to note 14.2 of the Annual
Consolidated Financial Statements as of and for the year ended 31 December
2024).
11.3 LEASE-RELATED EXPENSES
Lease-related expenses (consisting of depreciation of right-of-use assets and
interest expenses on lease liabilities) recorded in the consolidated statement
of earnings amounted to €22 million in the first half of 2025 (compared to
€23 million in the first half of 2024).
NOTE 12 INVESTMENTS IN EQUITY AFFILIATES
12.1 THE GROUP'S MAIN INVESTMENTS IN EQUITY AFFILIATES
As of 30 June 2025, the main companies accounted for by the Group using the
equity method are as follows:
▪ MultiChoice: the leading subscription-TV operator in English- and
Portuguese-speaking sub-Saharan Africa, whose head office is located in
Johannesburg (South Africa), listed on the JSE
▪ Viu: a leading streaming platform in Asia, whose head office is located in
Hong Kong
▪ Viaplay: the leader in pay-TV in the Nordic countries, whose head office
is located in Stockholm, listed on Nasdaq Stockholm (Sweden)
Ownership interest as of Voting interest Net carrying amount of equity affiliates as of
as of
(in millions of euros) 30 June 2025 31 December 2024 30 June 2025 31 December 2024 30 June 2025 31 December 2024
MultiChoice 45.20% 45.20% (a) (a) 1,135 1,115
Viu 37.32% 37.18% 37.32% 37.18% 197 225
Viaplay 29.33% 29.33% 29.30% 29.29% 112 106
Other 37 36
1,481 1,482
a. As of 30 June 2025, the Group held 200 million shares in
MultiChoice Group Ltd ('MultiChoice', representing 45.20% of MultiChoice's
share capital. As of that date, the purchase price of the Group's interest in
MultiChoice amounted to €1,221 million (ZAR113.95 per share on average).
South African regulations prohibit any foreign investor (excluding countries
in the African Union that entered into bilateral agreements) from holding a
direct or indirect financial interest of more than 20% of the voting rights or
controlling a company holding commercial television broadcasting licensing.
MultiChoice's memorandum of incorporation limits the voting rights of all of
MultiChoice's foreign shareholders to 20% with, if necessary, a proportional
reduction of their voting rights (a 'scale back' mechanism). As a reminder,
CANAL+ SA is the largest shareholder of MultiChoice, qualified as a "material
shareholder" by MultiChoice, which is accounted for under the equity method by
the Group as from 1 January 2022 (please refer to Note 2.1). As of 30 June
2025, the stock market price of MultiChoice ordinary shares was closed to the
average purchase price paid by the Group and the value of MultiChoice shares
accounted for under the equity method. As of 31 December 2024, the Group
implemented an impairment test of its MultiChoice interest to determine
whether its recoverable amount was at least equal to its carrying value. As of
30 June 2025, the Group ensured that there were no indicators that would
suggest that the recoverable amount of its interest in MultiChoice had
decreased during the first half of 2025. The Group's Management concluded that
there was no evidence of a decrease in the value of its interest in
MultiChoice compared to 31 December 2024.
b. On 26 February 2024, the Group announced that it held 30% of
Viu International Limited's share capital ('Viu'). On 20 June 2024, the Group
announced that it held 36.8% of Viu's share capital, which increased to 37.32%
on 6 June 2025 due to subsequent contractual adjustments. The Group also holds
an option to increase its ownership interest in Viu to 51%. After assessment
of facts and circumstances, management concluded that the Group did not have
control over Viu. As of 31 December 2024, the Group implemented an impairment
test of its Viu interest to determine whether its recoverable amount was at
least equal to its carrying value. As of 30 June 2025, The Group ensured that
there were no indicators that would suggest that the recoverable amount of its
interest in Viu had decreased during the first half of 2025.
c. On 20 July 2023, the Group announced that it had acquired a
12% interest in Viaplay Group AB ('Viaplay'), a leader in pay-TV in the Nordic
countries. On 9 February 2024, following completion of the recapitalisation,
the Group announced that it had increased its interest in Viaplay to 29.29%,
confirming its position as the largest shareholder. The Group exercises a
significant influence over Viaplay, which is accounted for under the equity
method since 9 February 2024. As of 30 June 2025, the Group held 29.32% of
Viaplay's share capital and 29.30% of the Company's voting rights. As of 31
December 2024, the Group implemented an impairment test of its Viaplay
interest to determine whether its recoverable amount was at least equal to its
carrying value. As of 30 June 2025, The Group ensured that there were no
indicators that would suggest that the recoverable amount of its interest in
Viaplay had decreased during the first half of 2025.
CHANGE IN VALUE OF INVESTMENTS IN EQUITY AFFILIATES
(in millions of euros) 30 June 2025 31 December 2024
Opening Balance 1,482 1,103
Acquisitions/Increase - 498
Reclassification from financial investments - 4
Sales/decrease (21) -
Income (loss) from equity affiliates a 42 (158)
Other comprehensive income (30) 27
Dividends received (1) -
Other 8 8
Closing Balance 1,481 1,482
a. For the first half of 2025, this line mainly included the
Group's share of the net income (loss) from MultiChoice €32 million, Viu
-€17 million, Viaplay +€4 million and an income related to MC Vision for
€22 million following the additional acquisition over the period due to the
revaluation at fair value of the shares previously held in accordance with
IFRS3 'Business Combinations.'
12.2 FINANCIAL INFORMATION DATA
The main financial items in the Consolidated Financial Statements, as publicly
disclosed by MultiChoice Group Ltd ("MultiChoice"), were as follows:
STATEMENT OF FINANCIAL POSITION
MultiChoice
(in millions of euros) Year ended 31 March 2025 Six month ended 30 September 2024
Date of publication: June 11, 2025 November 12, 2024
Non-current assets 1,065 1,053
Current assets 829 1,159
Total assets 1,895 2,212
Total equity 77 (145)
Non-current liabilities 978 1,199
Current liabilities 840 1,158
Total liabilities 1,895 2,212
STATEMENT OF EARNINGS
MultiChoice
(in millions of euros) Year ended 31 March 2025 Six month ended 30 September 2024
Date of publication: June 11, 2025 November 12, 2024
Revenues 2,521 1,246
Loss for the period attributable to Equity holders of the group 60 (90)
of which continuing operations 60 (90)
discontinued operations - -
Canal+ Group's share of net earnings 32 (100)
Comprehensive income (13) 23
Given the respective publication dates of the Group and MultiChoice's
financial statements, the Group accounts for its share of MultiChoice's net
earnings with a three-month reporting lag. The Consolidated Financial
Statements of the Group for the fiscal year ended 30 June 2025 include the
Group share of MultiChoice's net earnings based on: (i) consolidated annual
financial statements of MultiChoice for the year ended 31 March 2025, reduced
by (ii) consolidated interim financial statements of MultiChoice for the
half-year ended 30 September 2024.
The Consolidated statement of financial position and the consolidated
statement of earnings were translated into euros using EUR/ZAR exchange rates
of 20.71 and 19.82, respectively.
The Group's share of net earnings includes amortisation of assets related to
the purchase price allocation.
Regarding Viaplay, the financials items integrated as part of the change in
value the Investment in Equity Affiliate correspond to the financial
statements published by Viaplay on 17 July 2025.
Regarding Viu, the main financial items in the Consolidated Financial
Statements were not publicly disclosed as of 30 June 2025.
NOTE 13 CASH AND CASH EQUIVALENTS
(in millions of euros) Six months ended 30 June 2025 Year ended 31 December 2024
Cash management financial assets
Cash 368 327
Term deposits and current accounts 211 49
Cash and cash equivalent 579 376
13.1 LIQUIDITY RISK
The Group considers that cash flows generated by its operating activities,
cash surpluses, net of cash used to reduce its loss, as well as cash available
through undrawn bank credit facilities (please refer to Note 16.3) will be
sufficient to cover its operating expenses and investments, debt service,
payment of income taxes, as well as its investment projects, for the next 12
months.
In addition, in the context of the mandatory tender offer for the MultiChoice
shares that it does not already own, in April 2024 Groupe CANAL+ SA entered
into a credit facility (Bridge Facility Agreement), which may be utilised by
way of drawing of loans and issue of a letter of credit, up to a maximum
amount of €1,900 million which will mature in January 2026 following the
exercise of one of the two six-month extension options available to the Group.
Vivendi SE is guarantor (caution solidaire) in respect of CANAL+ obligations
under the credit facility, CANAL+ being the primary obligor. Following the
Vivendi Spin-Off, Vivendi SE will cease to be a guarantor if Moody's or
S&P assigns a rating of at least (i) Baa3 by Moody's or (ii) BBB- by
S&P to the Company or any new parent.
As of 30 June 2025, the Company was not rated; therefore, Vivendi remains the
guarantor of the Group's credit facilities.
NOTE 14 EQUITY
14.1 SHARE BUYBACK PROGRAMME
At the Annual General Meeting held on 6 June 2025, the Company received a
general authority from shareholders to repurchase shares, up to a maximum of
10% of the issued share capital of the Company. On 30 June 2025, the Company
announced its intention to commence a share buyback programme, effective as of
1 July 2025, for up to GBP £18.7 million (excluding associated costs), for
the purposes of satisfying share awards to employees and corporate officers
under its share-based incentive plans.
As of 30 June 2025, the Group has not purchased any shares pursuant to this
share buyback programme and holds no shares in treasury.
14.2 NON-CONTROLLING INTERESTS
NCI represents the share of non-wholly-owned subsidiaries' net assets that are
not directly attributable to the shareholders of the Group. The following
table presents the main NCIs :
(in millions of euros) 30 June 2025 31 December 2024
Canal+ Polska 209 219
Canal+ Antilles 116 108
VSTV (Vietnam Satellite Digital Television Company JSC) (93) (97)
Other 33 26
Non-controlling interests 264 255
14.3 ORDINARY CASH DIVIDEND DISTRIBUTION TO SHAREHOLDERS
On 28 February 2025 (the date of CANAL+ SA Management Board Meeting which
approved the Consolidated Financial Statements for the year ended 31 December
2024), the Management Board decided to propose to shareholders the payment of
an ordinary dividend in cash of €0.02 per share representing a total
distribution of €20 million. This proposal was presented to, and approved
by, CANAL+ SA Supervisory Board at its meeting held on 3 March 2025, and was
approved by the General Shareholders' Meeting held on 6 June 2025. The
payment, in cash and by deduction from share premiums, was made on 27 June
2025, following the ex-dividend date on 19 June 2025.
NOTE 15 PROVISIONS
(in millions of euros) Note 30 June 2025 31 December 2024
Employee benefits (a) 22 19
Restructuring costs 80 83
Litigations 20 266 327
Losses on onerous contracts 69 81
Other (b 27 25
Provisions 464 535
Deduction of Current provisions (270) (294)
Non-current provisions 194 241
a. Includes deferred employee compensation as well as
provisions for employee defined plans but excludes employee termination
reserves recorded under restructuring costs (please refer for the latter to
Note 3.1).
b. Notably includes litigation provisions for which the amount
and nature are not disclosed because such disclosure could be prejudicial to
the Group.
15.1 CHANGE IN PROVISIONS
(in millions of euros) Six months ended 30 June 2025 Year ended 31 December 2024
Opening 535 398
Addition 11 160
Utilisation (58) (103)
Reversal (25) (45)
Business combinations - 127
Foreign currency translation adjustments and other - (3)
Closing 464 535
NOTE 16 BORROWINGS AND OTHER FINANCIAL LIABILITIES
30 June 2025 31 December 2024
(in millions of euros) Total Long-term Short-term Total Long-term Short-term
Bank credit facilities 602 269 332 734 399 334
Short-term marketable securities - - -
Bank overdrafts 7 - 7 3 - 3
Accrued interest to be paid - - -
Cumulative effect of amortised cost (8) (3) (5) (9) (3) (6)
Other borrowings 3 3 - 3 3 -
Borrowings at amortized cost 603 269 334 731 399 332
Commitments to purchase non-controlling interests 21 18 3 22 19 3
Derivative financial instruments 36 26 10 12 3 10
Borrowings and other financial liabilities 660 313 347 765 420 345
Leases liabilities 195 173 22 212 171 41
Total 855 486 368 977 591 386
16.1 CARRYING VALUE VS. FAIR MARKET VALUE OF BORROWINGS AND OTHER FINANCIAL
LIABILITIES
Six months ended 30 June Year ended 31 December
2025 2024
(in millions of euros) Carrying amount Fair market value Level Carrying amount Fair market value Level
(a) (a)
Nominal value of borrowings 611 - - 740 - -
Cumulative effect of amortized cost (8) - - (9) - -
Borrowings at amortised cost 603 603 na 731 731 na
Commitments to purchase non-controlling interests 21 21 3 22 22 3
Derivative financial instruments 36 36 2 12 12 2
Borrowings and other financial liabilities 660 660 - 765 765 -
na: not applicable.
a. The three classification levels for the measurement of
financial liabilities at fair value are set out in Note 2.3.6.7 of the Annual
Consolidated Financial Statements as of and for the year ended 31 December
2024.
As of 30 June 2025, the carrying value of the Group's bank facilities was
representative of their fair value.
The fair value of derivatives is based on observable market data and commonly
used valuation models, such as the market approach and the income approach.
The commitments to purchase NCIs interests is recognised at the present value
of the estimated redemption amount usually depending on future performance of
the related subsidiary. The present value is usually assessed using a
third-party valuation report and/or discounted cash flows valuation model.
As of 30 June 2025, there were no transfers between the different levels of
fair value hierarchy.
16.2 BORROWINGS BY MATURITY
(in millions of euros) 30 June 2025 31 December 2024
Maturity
<1 year 334 333
Between 1 and 2 years 68 67
Between 2 and 3 years 67 67
Between 3 and 4 years 67 67
Between 4 and 5 years 67 197
>5 years - -
Nominal value of borrowings 603 731
16.3 AVAILABLE FACILITIES
In the context of the separation from Vivendi, in July 2024, Groupe CANAL+ SA
entered into the Facilities Agreement which comprises initially a €400
million term loan facility which was reduced to €335 million on 31 May 2025
and a €750 million revolving credit facility.
The term loan facility will mature in July 2029 and will be repaid in five
annual instalments.
The revolving credit facility with an initial maturity in July 2029 was
extended to July 2030 in June 2025. The revolving credit facility is available
for drawings until its termination date.
In addition, in the context of the mandatory tender offer for the MultiChoice
shares that it does not already own, in April 2024 Groupe CANAL+ SA entered
into a credit facility (Bridge Facility Agreement) (please refer to Note
13.1).
The interest rate on each loan drawn under the credit lines described above is
floating. It is based on an EURIBOR rate (with a floor at zero) plus a margin.
This margin is adjusted: (i) upwards over the term of the Bridge Facility
Agreement, and (ii) for both the Bridge Facility and Facilities Agreement, if
certain rating events occur for Group or Vivendi.
As of 30 June 2025, €750 million of the Group's credit facilities were
available.
As of 31 December 2024, €685 million of the Group's credit facilities were
available.
FINANCIAL COVENANTS
The Facilities Agreement includes a leverage covenant that requires the Group
to maintain a covenant net debt 14 to covenant EBITDA 15 (as defined below)
ratio below 3.5x, confirmed as at 31 December of each year.
16.4 INTEREST RATE RISK MANAGEMENT
The Group's interest rate risk management seeks to reduce its net exposure to
interest rate increases. Therefore, to the extent needed, the Group uses
interest rate swaps. These instruments enable the Group to manage and reduce
the volatility of future cash flows related to interest payments on
borrowings.
As of 30 June 2025, the nominal value of borrowings at fixed interest rate
amounted to €4 million (compared to €5 million as of 31 December 2024) and
the nominal value of borrowings at floating interest rate amounted to €599
million (compared to €726 million as of 31 December 2024).
As of 30 June 2025, the Group had not entered into any interest rate swaps.
NOTE 17 CASH FLOW STATEMENT
17.1 ADJUSTMENTS
(in millions of euros) 30 June 2025 30 June 2024
Non-cash items from operating activities
Amortisation and depreciation of intangible asset and property and equipment 183 180
Change in provision, net (71) (49)
Other non-cash items from Operating income (EBIT) 10 (1)
Other
Impairment loss - -
Proceeds from sales of property, plant, equipment and intangible assets 1 7
Adjustments 123 137
NOTE 18 RELATED PARTIES
▪ The Group's related parties are corporate officers, members of CANAL+ SA
('CANAL+') Supervisory and Management Boards, as well as other related
parties, including:
▪ companies fully consolidated by CANAL+. The transactions between these
companies have been eliminated for the preparation of the Consolidated
Financial Statements
▪ companies over which the Group exercises a significant influence
▪ companies in which key executive managers or their close relatives hold
significant voting rights
▪ minority shareholders exercising a significant influence over the Group's
subsidiaries
▪ Groups exercising significant influence over the Group as well as their
related parties
18.1 CORPORATE OFFICERS
SUPERVISORY BOARD
As a result of the Partial Demerger, which became effective on 13 December
2024, CANAL+ SA became the consolidating entity of the Group.
Prior to CANAL+ SA becoming the Group's consolidating entity, the aggregate
gross amount of the attendance fees referred to members of the Supervisory
Board of Groupe CANAL+ SA.
MANAGEMENT BOARD
Their aggregate compensation for the six months ended 30 June 2025 and the
fiscal year ended 31 December 2024 is presented in the table below.
(in thousands of euros) Six months ended 30 June 2025 Year ended 31 December 2024
Short-term employee benefits 6,000 8,070
Post-employment benefits 2,360 1,860
Other long-term benefits - -
Termination benefits - -
Share-based payments 1,070 800
Management Board compensation 9,430 10,730
18.2 GUARANTEES GRANTED BY VIVENDI ON BEHALF OF THE GROUP
As of 30 June 2025, Vivendi has granted guarantees in various forms to third
parties or financial institutions on behalf of the Group in the course of its
operations:
Commitments by type of operations
(in millions of euros) 30 June 2025 31 December 2024
Sports broadcasting rights 765 1,000
Satellite transponders 169 174
Financing and cash management arrangements (a) 2,985 3,050
Security deposit on leases and other 241 267
Total 4,160 4,491
(a) Of which the guarantees granted by Vivendi for (i) €1,900 million
related to the financing of the mandatory tender offer of MultiChoice shares
(please refer to Note 2.1) and (ii) Facilities Agreement of €1,085 million
entered into in the context of the separation from Vivendi (please refer to
Note 16.3).
18.3 OTHER RELATED-PARTY TRANSACTIONS
(in millions of euros) Six months ended 30 June 2025
Shareholders* Associates Other Total
Statement of financial position
Assets
Non-current financial assets - 3 - 3
Other non-current assets - - - -
Net-Content - - - -
Trade accounts receivable 7 7 16 30
Liabilities
Trade and other payables 20 2 30 51
Statement of profit or loss
Revenues 6 7 46 59
Operating expenses (50) (46) (39) (134)
Interest expenses - - - -
Other financial charges and income (5) - - (5)
*In addition, the Group has recognised a liability of €66 million towards
Vivendi in relation to the acquisition of GVA.
(in millions of euros) Year ended 31 December 2024
Shareholders * Associates Other Total
Statement of financial position
Assets
Non-current financial assets - 3 - 3
Other non-current assets - - - -
Net Content - - - -
Trade accounts receivable 3 9 3 15
Liabilities
Trade and other payables 21 1 1 23
Statement of profit or loss
Revenues 2 24 8 33
Operating expenses (83) (73) (13) (169)
Interest expenses (26) - - (26)
Other financial charges and income (7) - - (7)
*In addition, the Group has recognised a liability of €66 million towards
Vivendi in relation to the acquisition of GVA.
NOTE 19 CONTRACTUAL OBLIGATIONS AND OTHER COMMITMENTS
The Group's material contractual obligations and contingent assets and
liabilities include:
▪ certain contractual obligations relating to the Group's business
operations, such as content commitments (please refer to Note 10.3),
contractual obligations and commercial commitments recorded in the combined
statement of financial position, including leases and off-balance-sheet
commercial commitments, such as long-term service contracts and purchase or
investment commitments
▪ commitments related to the Group's consolidation scope made in connection
with acquisitions or divestitures such as share purchase or sale commitments,
contingent assets and liabilities subsequent to given or received commitments
related to the divestiture or acquisition of shares, commitments under
shareholders' agreements and collateral and pledges granted to third parties
over Vivendi's assets
▪ commitments related to the Group's financing: undrawn confirmed bank
credit facilities as well as the management of interest rate (Note 16.4),
foreign currency and liquidity risks (Note 13.1)
▪ contingent assets and liabilities resulting from legal proceedings in
which the Group and/or its subsidiaries are either plaintiff or defendant
(please refer to Note 20)
19.1 CONTRACTUAL OBLIGATIONS AND COMMERCIAL COMMITMENTS
Minimum future payments as of 30 June 2025 (unaudited) Year ended 31 December 2024
Due in
(in millions of euros) Total 2026 2027 - 2030 After 2030
Contractual content commitments 6,027 1,691 4,041 295 6,558
Commercial commitments 964 279 517 168 756
Net off-balance sheet commitments 6,991 1,970 4,557 463 7,314
As of 30 June 2025, other commitments relating to operations amounted to
€3 million (€4 million as of 31 December 2024).
19.2 SHARE PURCHASE AND SALE COMMITMENTS
In connection with the purchase or sale of operations and financial assets,
the Group has granted or received commitments to purchase or sell securities.
In addition, the Group and its subsidiaries granted or received put or call
options on shares in equity affiliates and unconsolidated investments.
On 20 June 2024, the Group announced that it held 36.8% of Viu's share capital
(increased to 37.18% on 8 October 2024 and to 37.32% on 6 June 2025 due to
subsequent contractual adjustments). The Group has an option to increase its
ownership interest in Viu to 51%.
On 7 April 2024, the Group and MultiChoice confirmed their intention to
mutually cooperate by signing an exclusive cooperation agreement and jointly
publishing a firm intention announcement (FIA) on 8 April 2024 (for a detailed
description of the transaction, please refer to Note 2.1).
19.3 OTHER CONTINGENT ASSETS AND LIABILITIES
Several guarantees received or given during prior years in connection with
asset acquisitions or disposals have expired. However, the time periods or
statutes of limitation of certain guarantees relating to, among other things,
employees, environment and tax liabilities, in consideration of share
ownership, or given notably in connection with the winding-up of certain
businesses or the dissolution of entities are still in effect. To the best of
the Group's knowledge, no material claims for indemnification against such
liabilities have been made to date.
In addition, when settling disputes and litigation, the Group regularly
delivers commitments for damages to third parties that are customary for
transactions of this nature.
As of 30 June 2025, the Group is not subject to guarantees clauses under the
terms of disposal agreements between the Group and the acquirer of certain
assets (including shares ownership).
As of 31 December 2024, to its best knowledge, the Group is not aware of
material claims for indemnification against liabilities in connection with the
winding-up or dissolution of certain businesses.
19.4 SHAREHOLDERS' AGREEMENTS
Under existing shareholders' or investors' agreements, the Group and its
subsidiaries hold certain rights (e.g.), pre-emptive rights and rights of
first offer) that give it control over the capital structure of its
consolidated companies having minority shareholders. Conversely, the Group has
granted similar rights to these other shareholders in the event that it sells
its interests to third parties.
Moreover, pursuant to other shareholders' agreements or the bylaws of other
consolidated entities, equity affiliates or unconsolidated interests, the
Group or its subsidiaries have given or received certain rights (pre-emptive
and other rights) entitling them to maintain their shareholders' rights.
In addition, certain rights and obligations of the Group under existing
shareholders' agreements may be amended or terminated in the event of a change
of control of the Group.
These shareholders' agreements are subject to confidentiality provisions.
19.5 COLLATERALS AND PLEDGES
As of 30 June 2025, no material asset in the consolidated statement of
financial position was subject to a pledge or mortgage for the benefit of
third parties.
NOTE 20 LITIGATION
In the course of its ordinary activities, the Group may be involved in legal,
arbitration, administrative or regulatory proceedings, including disputes with
its suppliers, competitors and employees, as well as audiovisual and tax
authorities and similar bodies. At the date of this document, the Group is not
aware of any governmental, legal or arbitration proceedings, including any
proceedings which are ongoing or with which it is threatened, other than those
mentioned below.
Expenses resulting from any governmental, legal or arbitration proceedings are
recognised as provisions only when they are likely to be incurred and the
financial obligation resulting from such proceedings can be reasonably
quantified or estimated. In such case, the provision amount represents the
Group's best estimate of the risk resulting from such proceedings, based on a
case-by-case assessment of the risk level. The Group may reassess this risk at
any time if new events occur during the proceedings. As of 30 June 2025, the
Group's total provision for contingencies and expenses amounted to €464
million (please refer to Note 15).
PARABOLE RÉUNION
Following the acquisition by the Group of the TPS channels, notably TPS Foot,
which were previously distributed by Parabole Réunion, Parabole Réunion
initiated several legal proceedings against the Group before the Paris
Tribunal de Grande Instance (the Paris Court of First Instance): in 2007,
Parabole Réunion requested that the Court order the Group to make available,
on an exclusive basis, several channels with a level of attractiveness similar
to that of the former TPS channels licensed to Parabole Réunion prior to 2007
and pay damages to it, and in 2012, Parabole requested that the Court rule
that the Group (and more specifically CANAL+ France, Groupe CANAL+ SA and
CANAL+ Distribution) failed to fulfil their contractual obligations to
Parabole Réunion and their commitments to the Ministry of Economy, pursuant
to which they had undertaken to make available a number of channels to
Parabole Réunion.
In 2014, the Paris Court of First Instance partially admitted Parabole
Réunion's claim related to the attractiveness of the channels with respect to
the period following 19 June 2008 and concluded that the Group was liable
pursuant to its contract with Parabole Réunion on the grounds of the
deterioration of the quality of certain channels made available to Parabole
Réunion, and ordered an expert report in respect of the amount of damages
suffered by Parabole Réunion.
In June 2016, the Paris Court of Appeals upheld the 2014 decision of the Paris
Court of First Instance.
In January 2017, the Paris Court of First Instance ordered the Group to pay to
Parabole Réunion damages in an amount of €37,720,000, which was paid in
full by the Group. The amount of damages thus granted by the Court was far
below Parabole Reunion's claims and the amount set forth by the
Court-appointed expert. As a result, Parabole Réunion appealed this decision.
Further to additional claims and challenges by Parabole Réunion, in February
2022 and following a second expertise ordered at Parabole Réunion's request,
the Paris Court of Appeals upheld the January 2017 decision in its entirety,
except for the amount of damages awarded for operating losses suffered by
Parabole Réunion, which was then set by the Paris Court of Appeals at
€48.55 million for the period 2008-2012 (which amount was increased to
€49.3 million further to the issuance by the Court of an amended decision in
March 2024 and paid in full by the Group), and at €29.5 million for the
period 2013-2016, all of which were to be capitalised at an interest rate of
11% for the period from 1 January 2013 to 31 December 2016 (which
capitalisation was subsequently extended to the period 2008-2012 by decisions
of the Paris Court of Appeals of April 2022 and May 2022). It also ordered the
Group to pay €1 million in damages for reputational harm and €500,000 in
moral damages.
Further to appeals by the Group and by Parabole Réunion, the French Supreme
Court (Cour de cassation) upheld the principal amount of the damages awarded
by the Paris Court of Appeal on 11 February 2022, but reversed the provisions
of the judicial decision ordering the Group to pay interest to Parabole
Réunion at the capitalisation rate of 11% and remanded the case to the Paris
Court of Appeal.
In connection with the pending procedure before the Paris Court of Appeals,
Parabole Réunion seeks payment for compensatory damages and interest,
including (i) interest capitalised at 11% for the period 2008 to 2012
estimated at €7 million, (ii) an additional amount of €190 million of
damages in respect of 2013, and (iii) interest capitalised at the regulatory
rates applied by the Autorité de régulation des communications
électroniques, des postes et de la distribution de la presse (Arcep) and/or
Vivendi's weighted average cost of capital for the period starting after 2014,
estimated at €43 million. It also seeks publication of the decision and
€12.5 million in compensation for the reimbursement of legal fees and
expenses disbursed by it pursuant to Article 700 of the French Code of Civil
Procedure.
By decision dated 20 January 2025, the Paris Court of Appeal dismissed
Parabole Réunion's claim to receive €190 million of damages for 2013,
considering that this request was not admissible.
Regarding Parabole Réunion's other requests, the Paris Court of Appeal
decided to reopen the discussions and scheduled a hearing on 20 February 2025
to hear the parties regarding the opportunity to settle the pending demands on
an amicable basis.
By decision dated 16 June 2025, the Paris Court of Appeal rejected Parabole
Réunion's request for benefiting compensatory interest capitalized at 11% or
interest capitalized at the regulatory rates applied by the Autorité de
régulation des communication électroniques, des postes et de la distribution
de la presse (Arcep) and/or Vivendi's weighted average cost of capital, for
the operating losses it had suffered.
The Paris Court of Appeal upheld the Group's request to allocate Parabole
Réunion only compensatory interest capitalized at the legal rate on the
damages GCP was sentenced to pay as well as to take into account the
progressive nature of the operating losses suffered by Parabole Réunion since
2008. Therefore, the Group is required to pay to Parabole Réunion interest
capitalized at the legal rate, on an actualized basis, on the successive
amount of damages awarded for operating losses suffered by Parabole Réunion
up to the date of the decisions fixing those damages.
The Court also ordered the Group to pay moratory interest, at the legal rate,
calculated on the Group's condemnations from the date of the decisions fixing
the amount of damages awarded to Parabole Réunion up to the dates of payment
of those damages by the Group.
Remaining claims of Parabole Réunion for compensatory interests as well as
for the decision to be published were dismissed by the Court.
As regards procedural costs, the Paris Court of Appeal ordered the Group to
pay Parabole Réunion 450,000 euros to cover the costs of the first instance
proceedings and the appeal proceedings prior to the Supreme Court ruling,
while condemning Parabole Réunion to pay the costs of the proceedings that
led to the decision. Parabole Réunion may lodge an appeal against this
decision before the French Supreme Court.
As of 30 June 2025, the Group has recorded a provision for some but not all of
the claims raised by Parabole Réunion, including because part of these claims
relate to amounts not admissible under res judicata (claim preclusion).
ARCOM
The Group's free-to-air channels C8 and CNEWS have been the subject of
monetary sanctions (i.e. fines) by the French Broadcasting Authority (Conseil
Supérieur de l'Audiovisuel or 'CSA') or its successor, the Regulatory
Authority for Audiovisual and Digital Communication (Autorité de régulation
de la communication audiovisuelle et numérique or "Arcom") from 2017 to 2024,
relating in particular to segments of the show 'TPMP' broadcast on the C8
channel and segments broadcast on CNEWS. These sanctions were imposed for
various regulatory violations. The Company appealed most of such sanction
decisions to the French Council of State (Conseil d'État), certain of these
appeals were successful. There are currently a couple of similar matters
pending with ARCOM and a number of others were closed by ARCOM without any
sanction.
CANAL+ POLSKA
On 8 January 2024, the Polish Office of Competition and Consumer Protection
(UOKiK) rendered a sanction decision against CANAL+ POLSKA, considering that a
number of sales practices implemented by CANAL+ POLSKA's external service
providers seeking to conclude contracts over phone calls were detrimental to
the collective interests of consumers.
The fine imposed on CANAL+ POLSKA was 46,557,853 zlotys (€10.6 million).
The UOKiK also ordered CANAL+ POLSKA to compensate customers affected by these
practices by: (i) repaying the amount of the contractual termination penalty
paid by customers who entered into subscription contracts with the Company
between 10 October 2019 and 22 April 2022, and exercised their termination
right before the end of the contract's validity period and (ii) refunding
subscription fees paid by customers who, between 10 October 2019 until 29
December 2023, submitted a complaint regarding irregularities in subscription
offers made by the Company, and who did not receive a full refund in
connection with the submitted complaint. UOKiK stated in its decision that
these repayments/refunds were required to occur by the end of a two-month
period following the request made by the concerned consumers. In accordance
with Polish law, the UOKiK's decisions are not binding and cannot be regarded
as enforceable if a party mentioned in the decision files an appeal against
it. CANAL+ POLSKA lodged an appeal against this decision on 29 January 2024
with Warsaw's Commercial Court. The proceeding is still ongoing.
CANAL+AGAINST MEDIAPRO
On 18 September 2020, the Group filed a claim against Mediapro before the
Nanterre Commercial Court for unequal treatment and discriminatory practices
in the context of discussions that had taken place between the two companies
regarding the distribution of the Telefoot channel, which has since been
discontinued. On 2 October 2020, the Nanterre Commercial Court referred the
case to the Paris Commercial Court.
On 20 November 2020, Mediapro filed counter-claims against the Group,
alleging: (i) abuse of dominant position and unfair practices in the Telefoot
distribution contract negotiations and (ii) disparaging statements
constituting unfair competition. The two cases were subsequently joined and
Mediapro entered into liquidation proceedings in France.
The Group subsequently sought damages for the 2018 bids whereby Mediapro
obtained the broadcasting rights (see above) based on bids that are deemed by
the Group both exorbitant and lacking economic rationality, while Mediapro
increased its claims to €369 million for alleged operational damages, €185
million for alleged loss of future income and €35 million for cessation of
activity.
On 16 June 2022, the Group filed a request for forced intervention against
Mediapro International, a division of the Mediapro Group, on the grounds that
it participated in the 2018 wrongful bids. In October 2022, the Paris
Commercial Court decided that the question of the admissibility of Mediapro
International's intervention should be joined with the case on the merits.
On 31 January 2023, the Paris Commercial Court dismissed all of the parties'
respective claims. On 30 March 2023, Mediapro appealed against the Paris
Commercial Court's decision. The appeal is pending before the Paris Court of
Appeals.
CANAL+ AGAINST THE FRENCH PROFESSIONAL FOOTBALL LEAGUE
The Group initiated proceedings against the LFP following the call for tenders
launched by the LFP on 19 January 2021 for the sale of the League 1 rights
returned by Mediapro and the award of those rights to Amazon for an amount of
€250 million per season. Those rights had been acquired by Mediapro in the
2018 LFP call for tenders in respect of the 2020-2021 to 2023-2024 seasons,
while the Group had acquired from beIN Sports other broadcasting rights (Lot
3) obtained by beIN pursuant to that same call for tenders for an amount of
€332 million per season. These proceedings involve claims by the Group to
obtain: (i) the annulment of the 2021 LFP call for tenders, (ii) the request
that the LFP launch a new call for tender of all of League 1 broadcasting
rights for the period concerned by the 2021 LFP call for tenders, (iii) the
annulment of the contract relating to Lot 3 acquired by the Group, (iv) the
suspension of the agreement entered into between the LFP and Amazon, and the
reallocation of the lots attributed to Amazon for the 2022-2023 and 2023-2024
seasons, and (v) the repayment of the difference between the price paid by the
Group for the acquisition of Lot 3 and the current economic value of such
rights further to the award of the rights returned by Mediapro to Amazon.
These proceedings are described in further detail below. Two of them are
pending before the French Supreme Court (Cour de cassation) and one is pending
before the Paris Court of Appeals.
First, on 22 January 2021, the Group brought fast-track proceedings against
the LFP before the Paris Commercial Court, seeking, among other things, the
annulment of the 2021 call for tenders and of any subsequent contract and an
injunction against the LFP to launch a new call for tenders for all of League
1 broadcasting rights. In March 2021, the Paris Commercial Court dismissed all
the Group's claims and ordered it to pay €50,000 to the LFP for legal fees.
In April 2021, the Group appealed against this decision before the Paris Court
of Appeals, which upheld the lower court's decision in a decision rendered on
3 February 2023. On 10 March 2023, the Group appealed against this decision to
the French Supreme Court (Cour de cassation). On 25 September 2024, the French
Supreme Court (Cour de cassation) overturned the Paris Court of Appeals'
decision and sent the case back to the Paris Court of Appeals. The hearing
before the Paris Court of Appeals is expected to take place on 12 November
2025.
Second, in January 2021, the Group also filed a claim and a request for
interim measures against the LFP before the French Competition Authority,
demanding in particular that the LFP organise a new call for tenders for all
League 1 broadcasting rights for the broadcasting period concerned. The French
Competition Authority denied the Group's claim and request for interim
measures for lack of sufficiently probationary evidence on 11 June 2021. The
Group appealed against this decision, and such appeal was dismissed on 30 June
2022. On 28 July 2022, the Group appealed this dismissal to the French Supreme
Court (Cour de cassation). On 25 September 2024, the French Supreme Court
(Cour de cassation) dismissed the Group's appeal. As a result, the decision of
the French Competition Authority of 11 June 2021 became final.
Third, in July 2021, beIN Sports, the original licencee of Lot 3, which
sub-licensed such Lot 3 to the Group, filed a claim against the LFP before the
Paris Civil Court requesting that the Court declare the contract relating to
Lot 3 null and void or, alternatively, terminate it on grounds of hardship. On
19 September 2023, the Paris Civil Court dismissed all of beIN Sports' and the
Group's claims. The Group and beIN Sports appealed against this decision in
October and November 2023, respectively. The proceedings before the Paris
Court of Appeals are still pending. The hearing before the Paris Court of
Appeals is expected to take place on 19 November 2025.
BEIN SPORTS AGAINST THE GROUP
As part of the 2018 call for tenders for the rights to broadcast the League 1
football Championship for the 2020-2021 to 2023-2024 seasons, beIN Sports was
awarded Lot 3 and subsequently sub-licensed these rights to the Group.
Following the return of the League 1 Championship rights for Lots 1, 2, 4, 5
and 7 by Mediapro in January 2021, the French Professional Football League
(LFP) subsequently awarded these rights to Amazon on 11 June 2021, for an
amount of €250 million (compared to the €780 million paid for these same
lots when they were awarded to Mediapro). Considering the price paid by the
Group for the rights to broadcast the Lot 3 matches compared to the price of
the matches sold to Amazon, the Group believes that it was subject to serious
unequal treatment and discriminatory practices. Accordingly, it notified the
LFP that it would no longer broadcast this Lot 3 once the Championship resumed
in August 2021.
In parallel, the Group, in its capacity as sub-licencee of the rights to Lot
3, enjoined beIN Sports to take all legal measures to have the agreement
relating to Lot 3, signed between beIN Sports and the LFP, declared null and
void, and to refer the matter to the French Competition Authority on the
grounds of discriminatory practices and distortion of competition. Faced with
beIN Sports' inaction, in July 2021, the Group notified beIN Sports that it
was suspending the performance of its obligations under the sub-licence
agreement, considering that beIN Sports had failed to fulfil its essential
obligation to take the abovementioned legal actions.
Considering that the suspension of the performance of the sub-licence
agreement constituted a manifestly unlawful disturbance and exposed beIN
Sports to imminent damages vis-à-vis the LFP, beIN Sports requested an
interim injunction against the Group to produce, broadcast and pay for the
matches in Lot 3 of the French League 1 Championship. On 23 July 2021, the
Nanterre Commercial Court dismissed beIN Sports' requests. Such decision was
appealed by beIN Sports. On 31 March 2022, the appeal was rejected by the
Versailles Court of Appeals and on 13 December 2023, a subsequent appeal was
dismissed by the French Supreme Court (Cour de cassation).
On 24 July 2021, the Group terminated the sub-licence agreement with beIN
Sports on the grounds that its refusal to take legal actions against the LFP
irremediably compromised the Group's rights. As a result, on 29 July 2021,
beIN Sports requested another interim injunction against the Group seeking
specific performance of the Group's obligations under the sub-licence
agreement, which resulted in the Nanterre Commercial Court issuing an interim
order, on 5 August 2021, enjoining the Group to fulfil all of its obligations
under the sub-licence agreement pending a decision on the merits regarding the
validity of the termination of the agreement by the Group. Such decision was
appealed by the Group but, pursuant to the injunction, the Group continued to
broadcast these matches and to pay the contractual amounts to BeIN Sports. On
31 March 2022, the appeal was rejected by the Versailles Court of Appeals,
thereby ordering the Group to continue to perform the agreement relating to
Lot 3. On 13 December 2023, a subsequent appeal was also dismissed by the
French Supreme Court (Cour de cassation).
In addition, on 2 February 2022, beIN Sports brought proceedings on the merits
against the Group before the Paris Commercial Court, challenging the
termination of the sub-licence by the Group and thus seeking a final
injunction against the Group to perform its obligations under the sub-licence
agreement. On 5 July 2022, the Paris Commercial Court ruled that the
termination clause was valid, but that the Group was not entitled to terminate
the sub-licence agreement with beIN Sports. Following an appeal against this
decision, on 31 May 2024, the Paris Court of Appeals considered that the
termination clause did not meet the French Civil Code's requirements and thus
dismissed the Group claims. On September 2024, the Group appealed to the
French Supreme Court (Cour de Cassation).
UFC-QUE CHOISIR AGAINST CANAL+ GROUP AND SOCIÉTÉ D'EDITION DE CANAL PLUS
On 20 April 2018, the Departmental Directorate for the Protection of the
Populations of the Hauts-de-Seine (Direction départementale de la protection
des populations des Hauts-de-Seine) ('DDPP92') issued an injunction against
the Group to stop switching its customers to more expensive subscription
plans, a practice which the DDPP92 alleges to be an 'unordered sale'. At the
same time, DDPP92 informed the Group that it had referred the case to the
office of the Nanterre public prosecutor along with a statement that it
deemed the Group to have committed the offence of forced sale of services,
which is prohibited under the French Consumer Code (Code de la consommation).
On 8 July 2020, the Nanterre Judicial Court approved a plea bargain agreement
between the Group and the deputy public prosecutor of Nanterre.
On 27 April 2021, the Federal Union of Consumers (UFC Que Choisir) filed a
claim against Société d'Edition de Canal Plus and the Group before the
Nanterre Judicial Court as part of a group action seeking reimbursement of
amounts overpaid by subscribers.
In an order dated 25 November 2022, later confirmed by a decision of the Paris
Court of Appeal issued on 14 November 2023, the pre-trial judge denied the
Group's motions to dismiss. The proceedings on the merits are still ongoing.
The Parties have entered into mediation and have reached an agreement in order
to allocate a flat-rate compensation to subscribers who will claim such
compensation. The agreement was submitted to the Nanterre Judicial Court for
approval and was approved on 17 June 2025. Pursuant to such agreement,
consumers will have up to 6 months to claim their flat-rate compensation,
which is between 20 and 75 euros, depending on their status (active
subscribers or former subscribers) and their subscription plan in 2018.
LABOUR DISPUTES
The Group faces individual disputes related to dismissals on personal grounds
as well as individual disputes in the ordinary course of its business. In this
respect, the Group is currently subject to several procedures before the
relevant labour courts (Conseil de Prud'hommes) regarding claims of dismissal
without real and serious cause, claims of dismissal being null and void, or
requests for temporary employment contracts or service contracts to be
reclassified as permanent contracts. The Group is also the subject of
proceedings before the Labor Court concerning the recognition of an alleged
discrimination on the part of certain employees, and consequent compensation
for the corresponding losses. Furthermore, appeal proceedings relating to the
claims made by several employees of the Group's call centres located in Saint
Denis, demanding the annulment of their dismissal on the grounds that the
implemented job protection plan was discriminatory, which were dismissed by
the Bobigny Labor Court in 2021, are currently ongoing.
CANAL+ AGAINST TECHNICOLOR
In December 2016, the Group and Technicolor entered into an agreement to
manufacture and deliver G9 (for mainland France) and G9 Light (for Poland)
set-top boxes. In 2017, Technicolor challenged the prices agreed with the
Group and ultimately decided to terminate this agreement at the end of 2017.
As a result, the Group brought summary proceedings against Technicolor before
the Nanterre Commercial Court for breach of contract. On 15 December 2017, the
Group's claim was dismissed. However, on 6 December 2018, the Versailles Court
of Appeals ruled in favour of the Group, recognising the wrongful nature of
the termination of the agreement by Technicolor. Technicolor filed an appeal
before the French Supreme Court (Cour de cassation), which was dismissed on 24
June 2020.
In parallel, on 2 September 2019, the Group filed a claim before the Paris
Commercial Court against Technicolor for breach of its contractual
commitments. In its claim, the Group alleged that Technicolor failed to
deliver the G9 and G9 Light set-top boxes in accordance with the manufacturing
and delivery agreements entered into between the two companies. The Group
demanded reimbursement of additional costs incurred, alternative
transportation costs, late payment penalties and the payment of damages. In
turn, on 9 October 2019, Technicolor filed a claim for unpaid invoices against
the Group, CANAL+ Réunion, CANAL+ Antilles and CANAL+ Caledonia before the
Nanterre Commercial Court. On 2 September 2020, the Paris Commercial Court
referred the case to the Nanterre Commercial Court. On 22 October 2021, the
Nanterre Commercial Court issued a decision in which it recognised the
wrongful nature of Technicolor's termination of the agreement and its requests
for a price increase. The Court also ordered an expert appraisal to calculate
the amounts of damages claimed by the Group in this dispute. Technicolor
appealed against this decision and such appeal was dismissed in a decision
rendered in March 2022. The proceedings before the Nanterre Commercial Court
are continuing with respect to the expert appraisal that was ordered.
The final report and hearing are expected before the end of the year and by
early 2026 at the latest.
SAGEMCOM AGAINST CANAL+
Sagemcom provides the Group with several hardware products, including the
Global One (G11) set-top box.
Sagemcom has made several claims against the Group relating to the set-top box
orders that the Group should have allegedly placed and is seeking payment of
sums past due. The Group has disputed all claims made by Sagemcom.
On 30 July 2024, Sagemcom filed a claim against CANAL+ before the Commercial
Court of Paris, alleging that the Group was in breach of its contractual
obligations and had abruptly terminated the commercial relations between the
two groups. Sagemcom is seeking to obtain (i) €5,076,715.50 on a principal
basis for alleged breach of the agreement (or €3,984,015.41 subsidiarily by
alleging that some provisions created a significant imbalance between the
parties) and (ii) €3,139,000 for abrupt termination of established
commercial relations which is prohibited under section L. 442-1, II of the
French Commercial Code.
The next hearing of the case will take place on 25 February 2026.
SKY AGAINST CANAL+ LUXEMBOURG
On 20 June 2014, Sky filed a claim before the Luxembourg District Court
seeking an injunction against CANAL+ Luxembourg banning the use of the
'Skylink' trademark or any other sign containing the word 'Sky' and the
payment of damages.
On 5 July 2019, the Luxembourg District Court rejected Sky's request, and such
decision was appealed by Sky before the Court of Appeal of Luxembourg on 23
December 2019. The proceedings are still pending.
NOTE 21 LIST OF MAIN CONSOLIDATED ENTITIES
30 June 2025 31 December 2024
Country Accounting method Voting interest Ownership interest Accounting method Voting interest Ownership interest
Canal+ SA France C 100.0% 100.0% C 100.0% 100.0%
Groupe Canal+ SA France C 100.0% -% C 100.0% 100.0%
Société d'Edition de Canal Plus France C 100.0% 100.0% C 100.0% 100.0%
Canal + Thématiques SAS France C 100.0% 100.0% C 100.0% 100.0%
Canal + International SAS France C 100.0% 100.0% C 100.0% 100.0%
C8 France C 100.0% 100.0% C 100.0% 100.0%
Studiocanal SAS France C 100.0% 100.0% C 100.0% 100.0%
M7/Canal + Luxembourg Luxembourg C 100.0% 100.0% C 100.0% 100.0%
Canal + Polska SA Poland C 51.0% 51.0% C 51.0% 51.0%
VSTV Vietnam C 49.0% 49.0% C 49.0% 49.0%
MultiChoice Group South Africa E na 45.2% E na 45.2%
Viu Hong Kong E 37.3% 37.3% E 37.2% 37.2%
ViaPlay Sweden E 29.3% 29.3% E 29.3% 29.3%
Dailymotion France C 100.0% 100.0% C 100.0% 100.0%
Group Vivendi Africa France C 100.0% 100.0% C 100.0% 100.0%
Canal Olympia France C 100.0% 100.0% C 100.0% 100.0%
Théâtre de l'Œuvre ("UBU") France C 80.0% 80.0% C 80.0% 80.0%
L'Olympia France C 100.0% 100.0% C 100.0% 100.0%
C: consolidated; E: equity affiliates.
na: not applicable.
NOTE 22 SUBSEQUENT EVENTS
CANAL+ SUCCESSFULLY LAUNCHED ITS FIRST SCHULDSCHEINDARLEHEN ISSUE
In July 2025, CANAL+ completed its inaugural debt facility since listing on
the London Stock Exchange in December 2024, issuing its first Schuldschein
loan (a private placement loan issued under German law), raising €285
million in financing.
The issuance was highly oversubscribed with an orderbook consisting of
high-quality French and international investors, demonstrating strong interest
and confidence of investors in the financial profile and strategic direction
of CANAL+. Due to the high level of demand, which facilitated pricing at the
tight end of the spread range, the total financing package was increased, from
an initial launch volume of €125 million to a final volume of €285
million. The attractive pricing and scale of the Schuldschein loan will
improve CANAL+'s overall cost of funds.
MULTICHOICE
The Group announced on 23 July 2025, with MultiChoice Group Limited, that the
South African Competition Tribunal approved the proposed Mandatory Takeover of
MultiChoice by Canal+ Group, subject to the agreed implementation the
structure announced on 4 February 2025 and specific public interest
commitments previously disclosed (please refer to note 2) .
These commitments notably include (i) support for firms owned by Historically
Disadvantaged Persons (HDPs) and Small, Medium, and Micro Enterprises (SMMEs)
operating in the South African audiovisual sector and, (ii) maintaining
funding for local South African general entertainment and sports content.
The approval follows the positive recommendation from the South African
Competition Commission dated 21 May 2025, and concludes the completion of the
competition review process in South Africa.
OTHER INFORMATION
GLOSSARY
Adjusted EBIT (EBITA) before exceptional items Adjusted EBIT (EBITA) before
exceptional items enables the Group to compare the performance of operating
segments regardless of whether their performance is driven by the operating
segment's organic growth or by acquisitions. To calculate Adjusted EBIT
(EBITA) before exceptional items, the accounting impact of the following items
is excluded from Operating income (EBIT): (i) the amortisation of intangible
assets acquired through business combinations as well as of other rights
catalogues acquired; (ii) impairment of goodwill, other intangibles acquired
through business combinations and other rights catalogues acquired; and (iii)
exceptional items.
Exceptional items Exceptional items are items of financial performance which
have been determined by management as being material by their size or
incidence and not relevant to an understanding of the group's underlying
business performance. Exceptional items for the current and prior year include
restructuring costs and certain expenses and provision for contingencies.
Cash flow from operations (CFFO) The Group considers cash flow from operations
("CFFO"), an alternative performance measure, to be a relevant measure to
assess the Group's operating and financial performance. CFFO is calculated as
the sum of net cash provided by operating activities before income tax paid,
as presented in the combined statement of cash flows, dividends received from
equity affiliates and unconsolidated companies, as well as cash payments for
the principal of lease liabilities and related interest expenses, which are
presented as financing activities in the combined statement of cash flows. It
also includes cash used for capital expenditures, net of proceeds from sales
of property and equipment, and intangible assets, which are presented as
investing activities in the combined statement of cash flows.
Free Cash Flow (FCF) During the period, the Group renamed the alternative
performance measure previously referred to as "Cash-Flow from operations After
Interests and income tax paid" ("CFAIT") to "Free Cash-Flow" ("FCF"). The
calculation methodology remains unchanged. FCF is calculated as the sum of:
(i) net cash provided by operating activities, as presented in the
consolidated statement of cash flows (ii) dividends received from equity
affiliates and unconsolidated companies (iii) cash payments for the principal
of lease liabilities and related interest expenses (iv) interest paid and
other cash items related to financial activities that are presented as
financing activities in the consolidated statement of cash flows. It also
includes cash used for capital expenditures, net of proceeds from sales of
property and equipment, and intangible assets that are presented as investing
activities in the consolidated statement of cash flows.
AFCON African Cup of Nations;
CNC the French National Centre of Cinema;
DTH Direct-To-Home;
DtoC Direct-to-Consumer; Self-distributed Consumer
DTT Digital Terrestrial Television; TV broadcasting technology using
groundbased antennas to deliver digital content.
ESG Environmental, Social, and Governance;
CANAL+ Foundation the CANAL+ corporate foundation established by the Group in
2024;
MultiChoice Offer MultiChoice Offer refers to the offer made by the Group to
all the shareholders of MultiChoice to acquire all of its issued and to be
issued shares not already owned by it;
Like-for-Like (LFL) Like-for-like comparisons are calculated as follows:
current year, constant currency actual results (which include acquisitions
from the relevant date of completion) are compared with prior year, constant
currency actual results from continuing operations, adjusted to include the
results of acquisitions and disposals for the commensurate period in the prior
year.
OCS Orange Cinéma Séries;
Organic growth Reported H1 2025 Group revenue growth (vs H1 2024), excluding
the impact of discontinued contracts and activities (termination of Disney
contract, UEFA Champions League sublicensing partnership and closure of C8
channel);
OTT Over-The-Top; Media services delivered directly to viewers via internet.
Pay-TV television services, usually with a linear component, for which users
pay a fee through a closed, managed platform;
Schuldschein loan A private placement loan issued under German law.
1 Organic growth: Reported H1 2025 Group revenue growth (vs H1 2024),
excluding the impact of discontinued contracts and activities (termination of
Disney contract, UEFA Champions League sublicensing partnership and closure of
C8 channel).
2 Before exceptional items.
. 3
Figures are rounded to the nearest million, hence small differences may
result in the totals.
4 Organic growth: Reported H1 2025 Group revenue growth (vs H1 2024),
excluding the impact of discontinued contracts and activities (termination of
Disney contract, UEFA Champions League sublicensing partnership and closure of
C8 channel).
5 Like-for-Like: H1 2025 Group revenue growth (vs H1 2024), at constant
scope and currency.
6 Organic growth: Reported H1 2025 Group revenue growth (vs H1 2024),
excluding the impact of discontinued contracts and activities (termination of
Disney contract, UEFA Champions League sublicensing partnership and closure of
C8 channel).
7 Like-for-Like: H1 2025 Group revenue growth (vs H1 2024), at constant
scope and currency.
8 During the period, the Group renamed the alternative performance measure
previously referred to as "Cash-Flow from operations After Interests and
income tax paid" ("CFAIT") to "Free Cash-Flow" ("FCF") in order to be aligned
with market practice and increase accounts readability. The calculation
methodology remains unchanged.
9 At constant scope of consolidation and excluding non-recurring items
10 Adjusted earnings before interest and income taxes, at constant scope of
consolidation and excluding non-recurring items
11 Organic growth: Reported H1 2025 Group revenue growth (vs H1 2024),
excluding the impact of discontinued contracts and activities (termination of
Disney contract, UEFA Champions League sublicensing partnership and closure of
C8 channel).
12 Organic growth: Reported H1 2025 Group revenue growth (vs H1 2024),
excluding the impact of discontinued contracts and activities (termination of
Disney contract, UEFA Champions League sublicensing partnership and closure of
C8 channel).
13 Africa Cup of Nations
14 The covenant net debt refers to the sum of borrowing and other financial
liabilities (excluding lease liabilities) less cash and cash equivalents as
reported in the consolidated financial statements.
15 The covenant EBITDA refers to the earnings before interest and income
taxes (EBIT) of the Group as reported in the consolidated financial
statements, adding back any amortisation, depreciation and impairment of any
goodwill or any intangible or fixed assets. The covenant EBITDA neutralises
the impact of IFRS 16 on lease liabilities.
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