Odeon & UCI Finco plc

1

Q1 2012 Investor Presentation29 May 2012

Disclaimer

DISCLAIMERTHIS DOCUMENT HAS BEEN PREPARED BY ODEON & UCI FINCO PLC (“ODEON”). BY REVIEWING THIS

DOCUMENT OR PARTICIPATING IN THE CONFERENCE CALL THAT PRESENTS IT, YOU AGREE TO BE BOUND BY THE FOLLOWING CONDITIONS.

THIS DOCUMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY SECURITIES IN ODEON. FURTHERMORE, IT DOES NOT CONSTITUTE A RECOMMENDATION BY ODEON OR ANY OTHER PARTY TO SELL OR BUY SECURITIES IN ODEON OR ANY OTHER SECURITIES. ALL WRITTEN OR ORAL FORWARD-LOOKING STATEMENTS ATTRIBUTABLE TO ODEON OR PERSONS ACTING ON THEIR BEHALF ARE QUALIFIED IN THEIR ENTIRETY BY THESE CAUTIONARY STATEMENTS.

Unaudited InformationThis document contains financial information regarding ODEON and its fellow subsidiaries (the “Group”). Such

financial information may not have been audited, reviewed or verified by any independent accounting firm. The inclusion of such financial information in this document or any related presentation should not be regarded as a representation or warranty by ODEON, any of its respective affiliates, advisors or representatives or any other person as to the accuracy or completeness of such information’s portrayal of the financial condition or results of operations by the Group.

Non-GAAP informationWe have presented certain non-GAAP information in this document. As used in this document, this information

includes ‘‘EBITDA’’, which represents earnings before interest, tax, depreciation, amortisation, exceptional items and strategic costs. Our management believes that EBITDA is meaningful for investors because it provides an analysis of our operating results, profitability and ability to service debt and because EBITDA is used by our chief operating decision makers to track our business evolution, establish operational and strategic targets and make important business decisions. In addition, we believe that EBITDA is a measure commonly used by investors and other interested parties in our industry.

2

Forward-Looking Statements

Forward-Looking StatementsThis document includes forward-looking statements. When used in this document, the words "anticipate," "believe," "estimate," "forecast," "expect," "intend," "plan" and "project" and similar expressions, as they relate to ODEON, its management or third parties, identify forward-looking statements. Forward-looking statements include statements regarding ODEON’s business strategy, financial condition, results of operations, and market data, as well as any other statements that are not historical facts. These statements reflect beliefs of ODEON’s management, as well as assumptions made by its management and information currently available to ODEON. Although ODEON believes that these beliefs and assumptions are reasonable, the statements are subject to numerous factors, risks and uncertainties that could cause actual outcomes and results to be materially different from those projected. These factors, risks and uncertainties expressly qualify all subsequent oral and written forward-looking statements attributable to ODEON or persons acting on its behalf.

3

Film Phasing in 2012

As expected and as highlighted on the last call Q1 2012 film slate was weaker than previous years. It was then exacerbated by poor cinema-going weather:– Q1 markets(3) down 16%– Q1 LFL attendance down 16%– Q1 LFL revenue(1) down 14%

The pattern has reversed in Q2 to date(2) with better slate and more favourable weather in April and May:– Q2 to date(2) markets(3) up 25%– Q2 to date(2) LFL attendance up 25%– Q2 to date(2) LFL revenue(1) up 26%

Year to date(2) total revenue is well ahead.

For the rest of the year the film slate looks strong, although the sports calendar will affect phasing.

4

(1) Constant fx rates(2) Estimated to 24 May 2012(3) Weighted average of our major territories

Q1 Market - Films

No break-out films in 2012 compared with prior years:– 2011: The King’s Speech UK GBOR £45m– 2010: Avatar UK GBOR £94m– 2009: Slumdog Millionaire UK GBOR £32m

5

Top 5 UK & Ireland Titles in Q1 2011 £m Top 5 UK & Ireland

Titles in Q1 2012 £m

The King’s Speech 45 The Woman in Black 21Tangled 20 War Horse 19Black Swan 16 The Best Exotic Marigold

Hotel 16

Gnomeo & Juliet 15 The Muppets 16Paul 14 Sherlock Holmes: A Game

of Shadows11

Total 110 83Variance to Q1 2011 (25%)

CE Top Films Q1

6

2011 2012Q1 Actual (Adm m)

Q1 Actual (Adm m)

Spain Torrente 4 2.3 Sherlock Holmes: A Game of Shadows 1.3Tangled 1.9 The Descendants 1.3The Black Swan 1.5 Intouchables 0.9Hereafter 1.5 Safe House 0.8The King's Speech 1.4 Hugo 0.8Total 8.6 Total 5.1

Variance from Q1 2011 (40%)Germany Kokowääh 4.0 Intouchables 7.1

Black Swan 2.1 Alvin and the Chipmunks: Chipwrecked 1.1Tangled 2.0 Sherlock Holmes: A Game of Shadows 1.1The King´s Speech 1.8 Puss in Boots 1.1Tron: Legacy 1.0 Rubbeldiekatz 1.0Total 10.9 Total 11.4

Variance from Q1 2011 5%Italy Che bella giornata 7.5 Benvenuti al Nord 4.7

Immaturi 2.9 Immaturi – Il Viaggio 2.0Qualunquemente 2.7 Intouchables 1.9Femmine contro maschi 2.1 Posti in Piedi in Paradiso 1.6La banda dei Babbi Natale 1.5 Come Bello Far L’Amoure 1.2Total 16.6 Total 11.4

Variance from Q1 2011 (31%)

Germany was the only one of our major markets with a break-out film in Q1 2012

Total Market by Territory

Q1 2011 Q1 2012 VarianceUK & Ireland GBOR (£k) 285,243 255,524 (10.4%)Spain Attendance (k) 26,561 20,944 (21.1%)Germany Attendance (k) 33,530 33,251 (0.8%)Italy Attendance (k) 40,267 30,471 (24.3%)Average Weighted Market Decline for group territories* (15.8%)

Group Paid Attendance (k) 19,306 19,136 (0.9%)Group LFL Paid Attendance (k) 19,144 16,137 (15.7%)

7

Q1 2012 saw unfavourable weather patterns across our main territories which disrupted attendance in the UK, Spain and Italy most notably: Heavy snow in Italy and UK in February Hottest and driest winter in Spain for 65 years Warm and dry weather in the UK and Italy throughout March

* Weighted using Odeon/UCI group attendance. Weighting is constant across both years, based on Odeon & UCI group 2012 attendance. Excludes Ireland, Portugal and Austria.

8

Weighted Historic Market Attendance

Q1 2012 is lower than recent years, which benefited from strong break-out films, but not out of line with earlier years.

Q1 Attendance in Odeon/UCI Major Markets*

* Weighted using Odeon/UCI group attendance. Weighting is constant across all years, based on Odeon & UCI group 2012 attendance. Excludes Ireland, Portugal and Austria.

Avatar

The King’s Speech and Che Bella Giornata

SlumdogMillionairem

15

20

25

30

35

40

45

2007 2008 2009 2010 2011 2012

Q1 & Q2 2012 Market Volume versus 2011

9

Volume has recovered strongly in Q2 to date* as the film slate has strengthened and weather turned more favourable:

Market attendance variance

m UK      

(12)

(10)

(8)

(6)

(4)

(2)

-

2

4

6

8

Q1 Q2 to date

Spain    Germany   Italy     Group Weighted Average**

* Estimated to 24 May 2012.** Weighted using Odeon/UCI group attendance. Weighting is constant across both years, based on Odeon & UCI group 2012 attendance. Excludes Ireland, Portugal and Austria.

3D Quarterly Market Performance

10

Q1 was a weak quarter for 3D films Q2 has seen a strong recovery in the quality of the 3D slate. Our overall market share performs disproportionately well on 3D films.

32%

21%

31%

24%

18%

22%

26%

21%

10%

30%*

0%

5%

10%

15%

20%

25%

30%

35%

Q1 Q2 Q3 Q4

2010 2011 2012

3D UK GBOR as a percentage of total UK GBOR

* Q2 to date – estimated to 24 May 2012

Q1 2012 Financial Highlights

11

Financial performance was strong considering the low market volumes:

– Attendance: LFL down 15.7%, total down 0.9%

– Revenue(1): LFL down 14.1%, total down 0.5%

– ATP(1): LFL up 0.1%, despite lower 3D mix(2), total down 2.1%

– RPH(1): LFL up 3.7%, continuing growth, total up 1.8%

– Gross profit margin: Both LFL and total up 130 bps, lower film hire on smaller films

– Operating costs: LFL(1) down 2.8%, total up 11.9%

Acquisitions contributed £26m in revenue and £3m in EBITDA

(1) Stated at constant fx rate(2) Total ATP at constant 3D/2D mix year-on-year would have been 2.3% point variance higher

Q1 2012 Margins and Costs

12

Q1 2012 gross profit margin improved due to lower film hire and the impact of an increased proportion of retail revenue that has higher margin than box office.

Q1 2012 EBITDA margin declined on lower volumes despite favourable KPIs and good cost control across the estate.

LIKE-FOR-LIKE ESTATE TOTAL ESTATE

£m unlessotherwise stated Q1

2011Q1

2012

Variance from Q1 2011

Fav/(Adv)

Q12011

Q1 2012

Variance from FY 2011

Fav/(Adv)

Group Revenue(1) 163.8 140.8 (14.1%) 166.1 165.3 (0.5%)

Gross Profit(1) 106.9 93.7 (12.4%) 108.6 110.2 1.4%

Gross Profit Margin 65.3% 66.6% 130 bps 65.4% 66.7% 130 bps

Operating Costs(1) (84.4) (82.0) 2.8% (85.3) (95.5) (11.9%)

EBITDA 22.9 11.7 (49.0%) 23.7 14.7 (38.1%)

EBITDA Margin 14.0% 8.3% (570 bps) 14.3% 8.9% (540 bps)

(1) Variances stated at constant fx rate

Quarterly & Annual EBITDA Progression

13

EBITDA has progressed strongly in recent years, but phasing each year varies

0.0

5.0

10.0

15.0

20.0

25.0

30.0

35.0

Q1 Q2 Q3 Q4

200720082009201020112012

59.863.4

71.3

82.4

0

10

20

30

40

50

60

70

80

90

100

Full Year

2007*2008200920102011

93.4

* Proforma for full year PropCo rent

Q1 2012 Abbreviated Cashflow

14

As at 31 March 2012 31 March 2011£m

OpCo EBITDA 14.7 23.7Acquisitions (0.1) -

Payments for Capex (17.2) (8.0)

Net Financing Costs Paid (24.0) (7.3)

Provisions, One-Offs, Tax (3.1) (6.3)

Working Capital and similar (14.2) 30.7

(Increase)/Decrease in Net Debt (43.9) 32.8Cash balance at end of period 29.1 69.9

Payments for capex increased due to refurbishment activity, new sites including The Point, initiatives on the existing estate and maintenance.

£18m of digital refunds on capex spent are expected during 2012. Net financing costs paid included the first long period Sterling bond coupon. Working capital outflow reflected normal seasonal pattern and slower trading. Last year

was distorted by £30m receipt for advanced ticket sales for summer performances which has not been repeated this year.

Debt and Leverage

Leverage increased through Q1 principally because of lower LTM EBITDA and lower working capital.

These are both timing effects which are expected to reverse during the year. In addition, digital refunds of £18m are expected during the year.

15

Bond OM Q4 2011 Q1 2012LTM EBITDA £m 82 93 84Proforma adjustments £m

(eg. new acquisitions, digital)15 10 9

Proforma LTM EBITDA £m 97 103 93Net Debt £m 398 434 478Net Debt / EBITDA 4.1x 4.2x 5.1xFixed Charge Cover 2.2x 2.3x 2.2x

2012 Activity Highlights to date

Whiteleys Refurbishment – launch of The Lounge concept– Full refurbishment of lower level’s standard screens– Launch of a new premium concept The Lounge with fully reclinable leather seats and

at-seat food and beverage service New Site – The Point, Dublin

– New 6 screen complex features Ireland’s first iSens big screen and big sound auditorium

Big Screen and Big Sound Innovation– Further 6 iSens screens opened in CE in addition to The Point Dublin

Retail Innovation– 8 new Costas to bring the total estate to 30– New Danone frozen yoghurt concession launched in Spain– Further Farggi coffee shops and Pick ‘n’ Mix walls in CE

UK Refurbishment– Maidstone was refurbished in the quarter with all new seating in every screen.– Greenwich refurbishment ongoing, expected opening date is 18 June.

CE Refurbishments– Two sites in Spain have been fully refurbished this quarter – Parc Valles, Barcelona (24

screens) and Festival Park, Mallorca (20 screens). Parc Valles reopened with a new iSens screen and also a new yoghurt concession stand featuring Danone products. 16

Current trading & Outlook

17

Q2 2012 has started strongly with Marvel’s Avengers Assemble opening ahead of expectations in most territories. Its UK performance would have been enough to place it as second ranked film in 2011 with a box office to date of £47m.

Q2 2012 to date* markets and LFL attendance are up 25% on 2011.

There are several potentially strong Q2 releases to come including Prometheus and Snow White and the Huntsman but June is up against a strong comparative.

Phasing will be impacted by the UEFA EURO 2012 Football Championships (June) and by the Olympics in London (August).

The film slate for the remainder of the year looks strong especially The Amazing Spider-Man, Ice Age 4, Skyfall (Bond 23), The Hobbit: An Unexpected Journey and the conclusion of the Twilight saga.

It is anticipated that six further new sites will open in 2012 namely Llanelli and Dorchester in the UK and Catania and Gualteri both in Italy, Puerto Venecia (Zaragoza) and Santiago both in Spain.

We still have c.£50m cash available for acquisition investment if the right opportunity arises. We continue to investigate potential targets.

* Estimated to 24 May 2012

18Good film slate supported by sequels, 3D and new movies based on existing franchises. Phasing in 2012 will be different to 2011. Q1 is weaker but the slate overall and Q4 in particular look strong.

UK Slate

* Based on actual performance to 24 May 2012 and anticipated performance for the remainder of the year.Note: Films playing across two years appear in the year of release, in the band corresponding to their expected full gross run based on Odeon forecasts

Top 20 titles in any year usually represent approx half the box office

Film slate for the years 2012 and 2013 could outperform 2011

Although business plan is based on flat attendance profile

A consistent number of potential £40m+ blockbusters are being planned in 2012 and 2013 vs. a greater number of £25-40m blockbusters than in 2011

The 3D and IMAX mix for 2013 is not currently known

2012 Anticipated Top 20 * 2013 (Announced)Q1 Woman in Black Jack the Giant Killer

The Best Exotic Marigold Hotel Les MiserablesThe Muppets Oz: The Great and PowerfulWar Horse Aardman’s The Croods

Q2 The Hunger Games Iron Man 3Prometheus 3D The Fast and the Furious 6The Avengers 3D Star Trek 2Men In Black 3 3D Despicable Me 2American Pie Reunion Disney’s The Lone RangerThe Pirates! In An Adventure With Scientists 3D Superman: Man of SteelSnow White and the Huntsman

Q3 The Dark Knight Rises Monsters UniversityIce Age: Continental Drift 3D Dirty DancingThe Amazing Spiderman 3D Spielberg’s RobopocalypseBrave 3D DreamWorks Animation’s Turbo The Bourne Legacy The Smurfs 2

Q4 Skyfall (Bond 23) The Hobbit: There and Back AgainThe Hobbit: An Unexpected Journey 3D Thor 2

Twilight Saga: Breaking Dawn Part II DreamWorks Animation’s Me and My Shadow

Madagascar 3 3D Walking with Dinosaurs 3DDisney’s Frozen

18

2013 Hollywood Film Slate

Summary

19

Q1 volumes were low due to weaker film slate and unfavourable cinema-going weather

Q1 financial metrics were strong in view of low market volumes

Q2 is showing significant volume recovery with a stronger slate and more favourable cinema-going weather

Development activity and investment will continue to grow earnings with 6 further new sites expected this year

Phasing will be impacted by major sporting events and weather patterns but we are looking forward to a strong slate in the balance of the year

Q&A & AOB

Any questions? Further questions can be addressed below:

– Email: investors@odeonuk.com– PR: odeonteam@redconsultancy.com– Financial PR: Andrew Dowler, Finsbury +44 (0) 20 7251 3801– Telephone: Jonny Mason +44 (0) 20 7321 6221

20

21