Tiscali 2009 Annual Report Download - page 24

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7.4 Significant events during the financial year
2009 was predominantly characterised by activities carried out by company management aimed at
restructuring the Group’s debt and guaranteeing its long-term economic and financial equilibrium. These
activities, which fall within the general framework of the Restructuring Plan and launched with standstill
request dated 6 March, led to a series of agreements with Senior Lenders (Framework Agreement) and
culminated in the sale of subsidiary Ti Net on 26 May 2009, the sale of assets in the UK completed on 6
July 2009 and shareholders’ meeting resolutions of 30 June 2009.
The Restructuring Plan was finally completed with the execution of the share capital increase
resolved on 30 June 2009 and launched on 12 October 2009, concluded with almost 100%
of subscriptions from the market and shareholder Renato Soru on 11 November 2009. These
activities were combined with a recovery in efficiency at the end of 2008 at the level of
subsidiary Tiscali Italia, which laid the foundations for the commercial strengthening carried out
in the second half of 2009, which provides the basis for reinforcing the industrial structure in
2010.
The end of the year also saw the appointment of members of the Board of Directors and the Chairman of
the Board of Statutory Auditors.
As part of the equity and financial restructuring process undertaken by the Tiscali Group, the sale of assets
belonging to Tiscali UK and the Ti Net Group involved a significant reduction in the Group’s perimeter of
operations, now essentially attributable solely to Italian activities.
The main events during the year are listed below in chronological order. However, for ease of interpretation,
firstly we’ll analyse the events related to the Restructuring Plan.
Launch of the company Restructuring Plan and activities carried out at the date of preparation of this
annual report
Situation at the date of approval of the financial statements for year ended at 31 December 2008
During preparation of the Financial Statements for year ended at 31 December 2008, having acknowledged
the Group’s economic, equity and financial position, and in light of the deterioration of the macroeconomic
conditions and worsening of the competitive context in the sector, already highlighted in the results for the
year and the business outlook based on the current trends in the first few months of 2009, the Board of
Directors assessed the need to prepare a new Business Plan and an associated Financial Plan which will
allow the Tiscali Group to launch a process aimed at restructuring the debt and guaranteeing financial
balance over the long-term.
On said date, the Board of Directors, while highlighting existing uncertainties regarding the company’s
business continuity, deemed it appropriate to draw up the financial statements at 31 December 2008 on the
basis of the assumption of the business as a going-concern, in particular, believing there to be a reasonable
probability of achieving a restructuring of the Tiscali Group’s financial debt consistent with cash flows and
able to support the new Business Plan. In relation to said financial statements, auditing firm Ernst & Young
declared it impossible to express an opinion due to the uncertainties expressed regarding the assumption
of the business as a going-concern. However, this decision was in contrast to the clear position of the Board
of Statutory Auditors in favour of the assumption of the business as a going-concern.
Report on operations