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SanomaExtensive report4/12/2022 21:20Petri Gostowski 358 40 821 5982petri.gostowski@inderes.fiInderes corporate customerThis report is a summary translation of the report “Kansien sisällä vakautta ja voimaa” published on 4/12/2022 at 9:20 pm

Stability and strength in the booksStable, high-profitability learning business acts as a value driverAs a result of the inorganic growth of recent years, the learning business has become the main driver of Sanoma’searnings. Learning business that is more valuable, stable and highly profitable for investors form good 2/3 ofSanoma’s operating result. As a result of this change, the share of Media business in net sales has decreased, andthe attractiveness of content and advertising income have increased due to the increase in the relative share ofdigital income with higher profitability. We expect the shift in the focus of income flows to continue as inorganicgrowth still focuses on acquisitions in the learning business. Thus, we expect that the risk level of the business willcontinue its trend-like decline.Stable and prudent growthWe estimate that the organic growth potential of Sanoma's net sales is at 0-5% in the medium term. In the learningbusiness the growth rate is determined by the timing of curriculum reforms and in the Media business by steadilydeveloping subscription income and more cyclical advertising income. Considering this, we expect a mediumterm growth rate of about 2%. At the same time, we expect the company's profitability to increase slightly due tothe restructuring of its income, which will slightly improve the growth rate. As the integration of previousacquisitions has been completed, we expect Sanoma to become active on the acquisition front again within ayear. Due to good operational cash flow, the company's financial position easily allows allocation of the EUR 300400 million assets estimated by the company to growth while the company distributes growing dividends to itsshareholders. A key short-term risk we see is cost inflation, while longer-term key risks are in particular the usualrisks associated with acquisitions.Expected returns consists of dividend yield and estimated earnings growthWe feel Sanoma’s short-term earnings-based valuation is quite neutral (2022e P/E adj. 17x and EV/EBIT 16x) butwe expect the earnings growth in coming years to depress the valuation multiples to a moderate level in thelonger term. Our DCF model that focuses on long-term value creation indicates that the share is undervaluedwhile based on our sum of the parts model the share is correctly priced. We believe the value based on the sumof the parts model is depressed by the unjustifiably low valuations of Learning’s peers. As a whole, we considerthe valuation rather neutral, so the expected return for the next few years consists of the estimated nearly 5%dividend yield and moderate earnings growth. We expect Sanoma to continue value generation through inorganicgrowth in the learning business already in the short term of which the company has a good tr ck record in recentyears.RecommendationAccumulate(prev. Accumulate)EUR 14.00(prev. EUR 14.00 )Share price:12.24R iskBuyRecommendationWe reiterate our Accumulate recommendation and EUR 14.0 target price. The learning business generates good2/3 of Sanoma’s result, which makes a majority of income flows defensive and their risk level is low. We expectthese characteristics to strengthen in the future, as we expect the company to continue acquisition-driven growthin the learning business. We estimate that the expected return for the next few years consists of attractivedividend yield and moderate earnings growth. This, together with Sanoma’s low risk level creates in our view agood risk/return ratio.AccumulateReduceSellHighLowKey figuresRevenuegrowth-%EBIT adj. excl. PPAEBIT-% adj.Net IncomeEPS (adj.)2021125218%19715.8 %100.60.712022e12933%20215.6 %111.50.722023e13353%21516.1 %128.00.822024e13562%22216.4 %133.50.86P/E (adj.)P/BDividend yield-%EV/EBIT (adj.)EV/EBITDAEV/S19.13.14.0 % % % % InderesGuidance(Unchanged)In 2021, Sanoma expects the group’s reported net sales tobe EUR 1.25-1.3 billion (2021: 1.25) and operational EBIT %excluding PPA depreciation to be 15-16% (2020: 15.8%)

Share priceRevenue and EBIT %18.0EPS and dividend16.0 %1293125216.01335135614.0 %91310.0 %12.08.0 %10.06.0 e2024e4.0 %8.06.010/190.7112.0 %106214.00.822.0 %4/2010/20Sanoma4/210.0 %10/2120192020OMXHCAP2021RevenueSource: Thomson ReutersEBIT-% (adj.)Source: InderesRisk factorsValue drivers20192022e 2023e 2024e20202021EPS (adjusted)Dividend / shareSource: InderesValuationShare priceNumber of shares, millions2022e2023e2024e12.312.312.3162.9162.9162.9 Growth in digital income and services Acceleration in the drop in print mediaMarket cap199719971997 Improved cost efficiency and net salesstructure Weakening competitive position especiallyagainst global competitorsEV254124562375P/E (adj.)17.014.914.3Strengthening cash flow and financial positionenables significantly sized acquisitions thatcreate value Typical risks associated with 2.62.5P/S1.51.51.5EV/Sales2.01.81.8 Synergy benefits from completed acquisitions Cyclical risksPolitical risks and risks related to regulationsEV/EBITDA7.06.46.1EV/EBIT (adj.)15.613.612.6Payout ratio (%)84.7 %76.4 %75.6 %Dividend yield-%4.7 %4.9 %5.1 %Source: Inderes

ContentsCompany description and business model5-9Strategy10-12Sector review – Learning13-14Learning15-17Sector review – Media Finland18-21Media Finland22-25Financial position26-27Group level estimates28-29Investment profile30-31Valuation32-33Tables34-38Disclaimer and recommendation history394

Sanoma in briefSanoma is a Group consisting of twoindependent business units and one of theleading learning material and solutions providerin Europe and the leading media company inFinland. Business focus,divestments of nonsynergistic businesses Extensive programs toimprove business andadministration efficiency 2022-2020-20212016-2019Profitability makes a clearupturnCash flow improves,gearing decreases andbalance sheet strengthensconsiderably Business focus will shiftmore strongly to Learningfollowing the Santillanaacquisition Back to normal operatingenvironment with moderateorganic growthexpectations Regional media businessacquisition and Oikotiedivestment Previous acquisitions havebeen integrated The pandemic hurts theMedia business, but itrecovers quickly andprofitability remains at agood levelEUR 300-400 millionleeway for acquisitionsenables continuedinorganic growthEUR 1,252 million16%Net sales 20212378237615.8%14%208312%1902Operational EBIT-% excluding PPA depreciation, 2021171710%1639132751% / 68% Learning's share of net sales and operational8%13151252EBIT excluding PPA depreciation, 20216%10629134%20%2%Share of advertising income in net sales, 20210%201120122013201420152016Net salesSource: Inderes, Sanoma20172018Adj. EBIT %201920202021

Sanoma’s business model 1/3Sanoma’s business structure, 2021Sanoma GroupLearning solutions and media businessSanoma is a learning and media industry group thatconsists of two independent business areas;Learning and Media Finland. The company haslearning business in 11 countries while mediabusiness focuses on Finland.The Group's net sales from continuing operationstotaled EUR 1,252 million in 2021. Operational EBITexcluding PPA depreciations (hereinafter operationalEBIT) was EUR 197 million or 15.8% of net sales.Similarly, reported EBIT for 2021 was EUR 142 million,which corresponds to a 11.4% EBIT margin.Sanoma has a leading market position on the Dutch,Spanish, Polish, Finnish and Belgian learningmaterials and solutions markets and on the Finnishmedia market. The company's well-known domesticmedia brands and products include, e.g., HelsinginSanomat, Iltasanomat, Nelonen, Ruutu, RadioSuomipop and Aku Ankka. All in all, Sanoma’sportfolio comprises dozens of leading media, digitalservice and learning brands.Two independent business unitsThe Learning business comprises the income ofprinted, digital, as well as blended learning materialsand solutions. In 2021, the business constituted 51%of the Group’s net sales and 68% of its operationalEBIT.Sanoma’s other business unit, Media Finland, is theleading media company in Finland. The segment’sincome primarily comprises subscription, contentand advertising income of the newspaper, news andmagazine media, advertising and subscriptionincome of TV, radio and related online services. Italso includes other service income comprising, e.g.,festivals, events, marketing services, eventmarketing, corporate publications, books andprinting services. Media Finland’s share in Group netsales was 49% and 32% of operational EBIT in 2021.Under the Other operations segment the companyalso reports the Group’s other expenses notallocated to business segments.Four income componentsSanoma’s business can is divided into four maincomponents by income type, which differ from eachother in terms of the recurrence of income, customertype and cyclicality.1)Learning income (2021: 51% of net sales) consistfully of the income from the Learning segment'sdigital and printed learning materials (incl.distribution) and digital learning platforms. Thecustomer target group for learning income ismainly the public sector, and in particularprimary schools, upper secondary schools andvocational schools (K12). Learning income is nottied to the general economic development inthe short term but is subject to changes inschool semesters and curricula. Annual Learningincome concentrates on Q2 and especially onQ3, which also results in strong seasonalfluctuation in Sanoma Group’s net sales andoperating result. Moreover, Learning incomemay annually vary considerably from country tocountry. This is based on the demand forlearning solutions, typically driven by curriculumreforms in individual education markets every 510 years.Net sales EUR 1,252 millionEBIT (adjusted excl. PPA) EUR 197 millionMedia FinlandLearningNet sales 615 MEUREBIT* EUR 74 millionEBIT % 11.9%Net sales 637 MEUREBIT* EUR 134 millionEBIT % 21.0% NewspapersOnline mediaTV & RadioMagazinesFestivalsOther services Learning materials Digital learningplatforms Learning materialdistributionNet sales distribution, 2021Media Finland49%Net sales1,252Learning51%MEUREBIT* distribution 2021Media Finland32%OperationalEBIT197Learning68%MEUR* Operational EBIT excl. PPA depreciations6

Sanoma’s business model 2/3Due to the growth and geographical expansion ofLearning, the income fluctuation from year to year ismoderate for the entire business, as the curriculumreforms of the countries do not occur in the sameyears.2) Media’s content income (2021: 23% of Sanoma’snet sales) comprises subscription and single-copysales income of printed newspapers and magazines(e.g. HS and Aku Ankka), as well as online news andentertainment media services (e.g. and Ruutu ).Content income net sales comprises recurringsubscription income that represents some 20% ofSanoma’s net sales, and the correspondingpercentage of single-copy sales is close on 3%. Theprimary customer target group for content income isconsumer customers.3) Media’s advertising income (2021: 20% of netsales) consists of advertising income fromnewspapers and magazines, TV and radio channelsand related online services. We estimate that theshare of digital media as well as TV & radioadvertising in advertising income was good 75% in2021 and thus plays a clearly bigger role than printmedia. The main customer target group foradvertising income is corporate customers.Advertising income is cyclical by nature becausecompanies’ advertising investments are typicallystrongly dependent on general economicdevelopment.4) Other income (2021: 6% of the net sales) consist ofFinnish festival operations, marketing services,corporate publications, as well as books and printingservices. Although the main customer target groupfor other income is businesses, most of the incomefrom the festival business that typically forms some40% (in 2019, so before the COVID pandemic) ofother income comes from consumers. Other incomewas lower than typical in 2021 due to the COVIDpandemic. During 2021, Sanoma increased itsholding in the festival and event organizer NelonenMedia Live Oy from 60% to 100%.Sanoma’s net sales distribution 2021Advertising36%Structural trends also affect the growth of Learningand other income, but their effect is lower thanmedia’s. Last year, Sanoma restructured the focus ofits business considerably with M&A transactions.Especially due to significant growth in the learningbusiness, the effect of structural trends on thecompany’s business has changed and the share ofincome types from regressing print media hasdecreased tentStructural trends affect income flowsIn addition to normal demand drivers, Sanoma’sincome development is guided by several structuraltrends of different magnitude. The structural trendthat most affects Sanoma is the regression of printmedia resulting from the digitalization of mediaconsumption that strongly affects both thedevelopment of print media content income and,especially, print media advertising. The share of printmedia income of Sanoma’s net sales is 25% (2021).An opposing trend to that of print media is thestructural growth of digital media income. Theincome share of other media than print media (incl.linear TV and radio) in Sanoma’s net sales was lity2021Estimated effect of trends on Sanoma’sincomeIncome typeLearning incomeImpact of trends onincomeReasonable growth 2–5% p.a.Clear growth in digitalcontent 5-10% p.a.Content incomeAdvertisingSlight drop in traditionalcontent -0-3% p.a.Clear growth in digitaladvertising 5-10% p.a.Clear decline in printedadvertising 510% p.a.Other incomeSource: InderesStable /-2% p.a.7

Sanoma’s business model 3/3At the same time, the dependency of businessincome on general economic development, i.e.,cyclicality has decreased.Overall risk profile of Sanoma’s business model ismoderateIn our opinion, the overall risk profile of Sanoma’sbusiness model is moderate (see graph on thenext page). The business model’s risk level isspecifically reduced by the moderate share ofcyclical income, high percentage of recurring andpredictable income, strong market position, as wellas predictable and strong operational cash flow.The business model’s risk level is primarilyincreased by factors related to the revolution of themedia sector that strongly reduces the demand forprint media, undermine Sanoma’s pricing power,and reduce the scalability advantages of printmedia operations.High share of easily predictable revenuesThe share of income from recurring order flows inSanoma’s net sales was some 71% in 2021, andthey comprise very stable and predictableLearning income and media content subscriptionsales. The share of advertising income that isheavily dependent on consumer demand andeconomic cycles, has decreased markedly ofSanoma’s net sales because of the restructuring inrecent years.While the share of advertising income hasdecreased, content income based on recurringsubscription sales has taken foothold andgenerated 20% of net sale in 2021. Thanks tosubscription sales and Learning’s income, about3/4 of income are of a continuous and highlypredictable nature. As a result of this development,the share of non-recurring content income (singlecopy) has dropped very low, to some 3%. It shouldbe noted that COVID was heavily reflected in therelative income shares and especially in terms ofadvertising income and other income in 2020 andthe operating environment was still unusual in2021. For example, only about half of the festivalsand events in the repertoire were organized during2021.Global competition and regression of print mediareduce pricing powerSanoma holds a strong market position in its ownfields of specialization, especially on the Finnishmedia market. Traditionally, this has guaranteedSanoma very strong pricing power. However,reduced coverage of print media, fragmentation ofmedia consumption, as well as the competitivepressure introduced to a large degree by Googleand Facebook, have weakened the advertisingpricing power of local media companies.According to our estimate, the speed of changehas leveled out, with larger media companiesimproving their technological solutions andwinning market share from small domesticoperators. We believe that this change in thecompetitive situation on the local market has beenstrengthened by the COVID pandemic, after whichthe relative winners will be larger players.Print media’s economies of scale declining butdigital offers high benefits of scaleMost of Sanoma’s cost structure is fixed, as istypical for newspaper, magazine, and learningmaterial publication. As a result of the regressionof print media, Sanoma’s economies of scale have,in our opinion, decreased in print media, whichmeans the company has had to constantly cut itsfixed costs and improve operational efficiency. Webelieve that Sanoma abandoned the Savonewspaper printing business in early 2022 as aresult of this regression.The economies of scale are much higher andrelative profitability is better in strongly growingdigital income, which compensates for printmedia’s diminishing profitability potential.Strong operational cash flow and modestinvestment needsOverall, the ability of Sanoma’s business units togenerate cash flow is excellent as:1) contentincome’s cash flows are typically very front-heavyand they contain a lot of advance payments; 2) theGroup’s net working capital is typically negative atthe end of the year; 3) organic business growthtypically ties up a low level of capital; and 4) thereis little need to invest in tangible and intangibleassets, apart from program rights and productdevelopment investments.8

Risk profile of Sanoma’s business model4CAPITAL STRUCTUREPROFITABILITY2NET SALES1OPERATINGLANDSCAPEAssessment of Sanoma’s overall business riskChange rate inthe industry1Company’sdevelopmentstageFollowing a major structural change, Sanoma hasagain entered a stable development stage andmarket position; share of Learning business is high1MarketcyclicalityThe share of cyclical advertising income is relativelylow, 20%. Learning’s income flow (51%) andsubscription income (20%) are stable in nature.2Net salesdiversificationand continuityA highly dispersed business and customer portfolioand a high share of recurring income.2Scalability ofcostsPrint media’s economies of scale are declining butdigital operations are highly scalable and supportoverall profitability.3Strong operational cash flow and clearly negativenet working capital.4CapitalintensitySource: InderesA strong market position in core operations, but thedigital revolution of the media industry, as well asglobal competition reduce pricing power.3Pricing powerOperational cashflowThe industry is going through constant changedriven by digitalization and technologicaldevelopment.4LOW RISK LEVELHIGH RISK LEVELLow working capital investments. Investmentsmainly in intangible rights and capitalization relatedto TV, newspapers and learning materials, andgoodwill from acquisitions.9

Sanoma’s strategyNo specific group-level strategySanoma has not announced a group-level strategy;its strategy comprises the individual strategies of itsindependent business units. In our view, it is naturalnot to have a group-level strategy as the businessmodels, markets and competitive fields ofSanoma’s businesses are drastically different fromeach other, with synergies only in terms of groupadministration. Furthermore, in the rapidly evolvingmedia sector, rigid long-term group-level strategiescould, in our opinion, even impair Sanoma’scompetitiveness.Group-level development trendsOver the past few years, the development ofSanoma Group has been steered by developmenttrends comparable to strategic goals. In 2018–2020, the company completed a significantrestructuring stage that started in 2015 duringwhich Sanoma focused on core operations that areleading in their respective markets, simplified itsbusiness structure, and carried out extensive costsaving and efficiency programs. Despite aconsiderable decrease in net sales, therestructuring can be seen as successful as it clearlyimproved the company’s profitability and cash flow.Therefore, the company has also been able toallocate capital into investments that shape thebusiness structure, and especially into Learning.This has increased recurring net sales, which hasclearly lowered the risk profile of the business anddependency on economic development.In our opinion, Sanoma’s strategic focus in the nextfew years will be on organic growth that utilizes thescalability of its core businesses, cost management,and improving cash flow. In the case of completedacquisitions, the company has completed theintegration and cost synergies have largely beenachieved, which means that they focus on theutilization of increased resources and achievingsales synergies. At the same time, we expect thatgrowth will also be boosted by inorganic growth,which will lead to further integration processes.Acquisitions an important part of the strategyAcquisitions are an important part of Sanoma’sstrategy, as they are needed to increase net sales,reinforce the value chain, ensure continuousearnings growth and economies of scale, and toreplace the fading income from print media.Divestments have been used to steer capital tomore efficient use.The company has assessed that it has EUR 300400 million to spend on acquisitions. Sanoma hasalso said it has a relatively clear view of potentialacquisition targets.We expect that in the next few years, acquisitionswill focus on the Learning segment, where the aimis to penetrate new markets both geographicallyand in terms of services, as well as improveeconomies of scale and the market position. Weestimate that Media Finland will be active in thenext few years in small-scale acquisitions that willstrengthen the value chain and economies of scale.1. Leverage: The ratio of net debt to adjustedEBITDA below 3.0x.2. Solvency: Equity ratio 35–45%.3. Dividend policy: Growing dividendcorresponding to 40–60% of annual free cash flow.Considering the latest reported figures (Q4’21),leverage (2.4x) and solvency (41%) are within thecompany’s long-term financial target levels. Ourestimates expect the company to reach thetargeted levels also at the end of the year.In its dividend policy, Sanoma has emphasizeddividend growth, which is tied to the developmentof free cash flow. We expect the company to stickto this target also in the long term. We believe thefactor driving the dividend is the objective toincrease the dividend every year as was seen in2021. The dividend distributed for 2021 is 55% offree cash flow adjusted by a non-recurring item.All in all, we consider Sanoma’s financial targets tobe justified with emphasis on stable development.They are a good fit with Sanoma’s current businessprofile, where the regressing traditional media stillgenerates strong cash flow and acquisitions,growing digital income, and efficiency measuresgenerate earnings growth. The company has alsoset financial targets for the segments, which arediscussed in separate segment-specific sections.Financial objectivesSanoma’s long-term financial targets and dividendpolicy updated in 2020:10

Sanoma’s acquisitions in 2017-2022 and segments’ M&A estivaaliClickEduSantillanaSpainNelonenMedia Live(100%)AlmaregionalnewspapersFour women’smagazinesSource: SanomaLearningKieskeurig.nl2021Savon painoMediaNetherlandsLindaMedia FinlandDiscontinued businessesBusiness activities’ M&A strategyLearningMedia Finland Importance of M&A transactions high Importance of M&A transactions is complementing Acquisition target areas include basic educationlearning solutions (K12) and related markets Focus of M&A transactions in complementing thevalue chain and strengthening growth Increasing economies of scale and market sharein the markets of current core businesses Mainly small complementing acquisitions in areaswhere synergies with core businesses is high Expansion in the value chain in current marketareas Partnerships and consolidation possible ifopportunities appear Geographical expansion into new countries inEurope Small divestments can be made to develop theportfolioSource: Inderes11

Sanoma’s strategic development20172019202020212022-Stabilization of core operations andbecoming active in M&A transactionsStable profitability, strong cash flowand synergistic acquisitionsCapital allocation to acquisitions Divestment of non-core, non- synergisticbusinesses Core businesses in a stable development phase,despite the pandemic Stable profitability and strong cash flow Restructuring of financing Divestment of Oikotie Structural revolution of media continues Focus on improving profitability and cash flow Iddink and other complementing acquisitions inLearning Structural revolution of media continued, and thepandemic accelerated the growth of digital mediawhile strengthening the decline in print Geographic expansion and expansion of theproduct and service portfolio in Learning Learning implemented the ”High Five” program toimprove efficiency Capital allocation on acquisitions and growingdividend Santillana acquisition in the Learning business andacquisition of Alma Media's regional newspaperbusiness in the Media business Stable development in core businesses Developing the digital offering in Media Accelerating the conversion of Learning’s netsales to the order modelStrategic development trendsImplementedNear future, 1-2 yearsLong-term Lighter, more focused and more profitable businessstructure Festival business recovers from the pandemic andgrowth in entertainment services will level off Net sales decreased significantly due to therestructuring, but acquisitions were quite successful Organic net sales growth is moderate due tostructural change in media and the differentstages of the curricula in different countries Managing the structural change in media andgradually strengthening profitability asconsumption continues to shift from print todigital Profitability improved to good levels in all businesses(2015: adj. EBIT% approx. 5% - 2021: adj. EBIT-%close to 13%) Acquisitions push overall reported net sales toclear growth The company’s balance sheet decreased clearly,intangible assets shrunk Profitability strengthening as the relative share ofLearning increases Thanks to the improved cash flow and result, dividendper share increased from EUR 0.10 to EUR 0.54 Gradual improvement of cash flow and businessefficiencySource: Inderes Learning, digital services and acquisitions asgrowth drivers We estimate that Sanoma strives for a clearlyhigher market share than the current 13% in theEUR 4-5 billion European learning markets (K12) Option to expand beyond Europe in Learning12

Sector review – Learning 1/2Structural, educational reform and efficiencyimprovement linked demand driversIn our view, the learning sector’s outlook and demandare influenced by three key drivers: the structuralchange of demand driven by digitalization, theongoing curriculum and education system reforms, aswell as the need to improve in learning results andmake teaching more efficient.The structural change of demand driven bydigitalization has also affected the learning market forquite some time but due to the slow rate of overallchange in the curricula and education systems, thechange has been significantly slower, morepredictable and controlled than on the media market.Digitalization is reflected in the learning marketprimarily in the declining use of printed learningmaterials and, at the same time, the higher demand fordigital learning solutions, new business and pricingmodels, as well as competitors offering new purelydigital solutions.The key driver of the learning market are still countryspecific curriculum and education system reforms thattypically occur every 5–10-years. While the changes inthese cycles dramatically affect demand in the shortterm, long-term trend growth is slow.The third driver that steers and increases demand inthe learning market in the long term is the increasingneed to improve learning results and, especially, theneed of the private education sector to improve theefficiency of education investments. This provideslearning companies with new business expansionopportunities both in basic education and digitallearning platforms.Key trends of the learning marketIn our opinion, the key trends affecting the learningmarket are:Key trends of the learning market The market share of combined printed and digitallearning materials and purely digital learningsolutions is growing. Individual learning and continuous assessment oflearning are becoming more commonplace, whichshapes the demand for learning solutions andincreases the demand for digital services,specifically. The requirements for educational methodsincrease, and the rate of change becomes faster,increasing the need for solutions that supportteaching. Professional learning solutions become digitalizedand efficiency requirements increase. The number of competitors increases with newdigital operators, and the consolidation oftraditional operators continues. The sector will adopt recurring subscription feebased business models.We believe, the switch to distance learning driven bythe COVID pandemic has increased the demand fordigital learning solutions, contributing to the gradualgrowth of digitalization. The rat

Sector review -Media Finland 18-21 Media Finland 22-25 Financial position 26-27 Group level estimates 28-29 . media brands and products include, e.g., Helsingin Sanomat, Iltasanomat, Nelonen, Ruutu, Radio Suomipop and Aku Ankka. All in all, Sanoma's . Sanoma Media 2022. 12--2022 - - 14 .

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