Tiscali 2014 Annual Report Download - page 198

Independent auditors’ report
pursuant to Articles 14 and 16 of Italian Legislative Decree No. 39 dated 27 January 2010
To the shareholders of
Tiscali S.p.A.
1. We have carried out an audit on the statutory financial statements, comprising the income statement,
statement of comprehensive income and financial position, the statement of changes in shareholders’
equity, the cash flow statement and the related explanatory notes, of Tiscali S.p.A. as of and for the year
ended  December . Tiscali S.p.A.’s directors are responsible for drafting the financial statements
in compliance with the International Financial Reporting Standards adopted by the European Union, as
well as the provisions issued by way of implementation of Article 9 of Italian Legislative Decree No.
38/2005. We are responsible for the professional opinion expressed on the annual financial
statements, based on our audit.
2. Our audit was made in accordance with the audit standards and criteria recommended by Consob. In
accordance with such standards we planned and performed our audit to obtain every element
necessary in order to determine whether the statutory financial statements are materially misstated
and if such financial statements, taken as a whole, may be relied upon. An audit includes examining, on
a test basis, evidence supporting the balances and disclosures in the financial statements, as well as
assessing the appropriateness and suitability of the accounting standards applied and the
reasonableness of the estimates made by the directors. We believe that our audit provides a
reasonable basis for our professional opinion.
For the opinion on the previous year’s annual financial statements, whose balances are presented for
comparative purposes, please refer to our report dated 26 June 2014.
3. In our opinion, the annual financial statements of Tiscali S.p.A. at 31 December 2014 are compliant
with the International Financial Reporting Standards adopted by the European Union, as well as the
provisions issued by way of implementation of Article 9 of Italian Legislative Decree No. 38/2005; they
have therefore been prepared clearly in all the material aspects and provide a true and fair view of the
financial and equity position, the economic result and the cash flows of Tiscali S.p.A. for the year ended
as of that date.
4. By way of disclosure, the following aspects are pointed out, more fully dealt with in the explanatory
notes:
a. as indicated in the section Assessment of the business as a going-concern and business
outlook, Tiscali S.p.A. closed its financial statements with a profit of EUR . million and
shareholders’ equity of EUR . million; it is the parent company of a Group the Tiscali
Group or Group which closed the year with a consolidated loss of EUR . million and a
consolidated equity deficit of EUR 168.8 million; furthermore, at 31 December 2014, the
Tiscali Group had a gross financial debt of EUR 204.3 million and current liabilities greater
than current assets (non-financial) for EUR 108.9 million. The Directors describe the factors
which indicate the continuation of significant uncertainties linked to a situation of equity,
economic and financial imbalance into which the Group is headed, in the presence of gross
financial debt which is significant, subject to covenants and other contractual obligations.
In this context, the Directors reveal that during 2014, the Tiscali Group:
 finalised agreements with the financing institutions for the restructuring of the loan
agreement known as the Group Facility Agreement the Restructuring