Tiscali 2008 Annual Report Download - page 109

108
CONSOLIDATED FINANCIAL STATEMENTS AND EXPLANATORY NOTES
Non-recurrent significant events and transactions
2008 saw the continuation of the integration and reorganization
of the Pipex division acquired in September 2007. Business
restructuring activities involved costs of around EUR 32 million
Furthermore, on 22 December 2008 the Board of Directors
approved the restructuring plan for the Italian companies.
Positions and transactions deriving from atypical
and/or unusual operations
There were no positions or transactions deriving from atypical
and/or unusual operations during 2008.
Significant events to be reported after the end
of the year
Luca Scano appointed as General Manager of Tiscali Italia
On 19 January 2009, the Company announced the appointment
of Luca Scano as General Manager of Tiscali Italia S.p.A, reporting
directly to Mario Rosso, Chief Executive Officer of Tiscali Italia and
the parent company Tiscali S.p.A.. Luca Scano is also responsible
for the role of Finance Director of the Italian subsidiary.
Reduction of the interest holding by Management & Capitali
On 21 January 2009, M&C informed Consob that it had reduced its
interest holding in Tiscali S.p.A.’s capital under the threshold of 2%.
Renewal of the voluntary incentive redundancy programme
On 27 January 2009, the Trade Union Organizations SLC-CGIL,
FISTel-CISL and UILCOM-UIL renewed the agreement signed
with the Company at the end of December, with the aim of
achieving a further 60 incentive redundancies by the end of 2009.
Furthermore, as a result of transactions for internalizing activities,
the Company has planned the re-location of 70 workers by means
of professional mobility processes.
As of the date of approval of the financial statements, the initiative
had led to the termination of another 47 permanent employment
contracts (by means of voluntary incentive redundancy) for a
total of 96 terminations and 36 collaboration agreements.
Agreement for the disposal of Tiscali International Network (TiNet)
On 3 February 2009, Tiscali, BS Private Equity SpA and BS
Investimenti SGR announced that they had agreed the sale of the
activities held by Tiscali International Network BV, a company
controlled by Tiscali S.p.A., for a total Enterprise Value of around
EUR 47 million, inclusive of a potential earn-out of EUR 7 million.
Also subsequent to the acquisition, TiNet will continue to be the IP
services supplier for the Tiscali Group.
Launch of the financial debt renegotiation process
Following examination of the main preliminary results for 2008
and the Group’s financial position, as well as in light of the
deterioration of the macro-economic conditions and the worsening
of the competitive context in the sector, the Board of Directors
assessed the need to prepare a new Business Plan and an
associated Financial Plan which will permit the Group to launch
a process aimed at restructuring the debt and guaranteeing
financial balance over the long-term. In consideration of this and
for the purpose of being able to avail of the timescale necessary
for the preparation of said Plans, the Company requested the
leading financing institutions to grant of period of suspension for
the payment of interest, principal and financial covenants
(standstill). In light of this request, on 10 March 2009, the
Company suspended said payments, including those falling due
in the same month. The Company has also specified that the
route taken has the aim of renegotiating the financial debt with
leading lending institutions, who are willing to negotiate, and that
the business activities in Italy and the UK are proceeding regularly
vis-à-vis both customers and suppliers.