spe has built a strong and meaningful networks presence in ... mrp/board deck/sli… · 5 • gsn...

SPE has Built a Strong and Meaningful Networks Presence

in India

1

• SPE launched its network presence in India 17 years ago with SET

– Between 2000-2007, SET faced multiple challenges

– In early 2009, new management revitalized SPE’s Indian network operations

– Performance has improved significantly in recent years and is now consistently profitable

• MSM India is critical to the overall network portfolio

– Delivered a 20% revenue CAGR from FYE09-13

– Delivered $138MM EBIT in FYE13; and is expected to show sustained growth through FYE17 reaching approximately $200MM

• SPE’s 2008 investment in IPL Cricket has yielded positive revenue and EBIT results and is expected to continue to do so

• India is an important growth market to Sony Corporation and SPE

– India is critical to Sony Corporation due to its size, growing middle class, and the value ascribed to the Sony brand by its population

– Sony and SPE have a history of working together to capitalize on this market, including exposing 417MM viewers to the Sony brand via SPE’s Sony-branded channels

– The Sony brand on MSM’s channels has increased brand awareness and helped electronics sales

DREW: SPE BOOKED $138.4M;

MSM BOOKED $140M

$203

$255

FY13A FY14E

2

SPT networks portfolio generates significant

shareholder value for the Company

SPT Networks EBITDA(1) ($MM)

EBITDA Multiple:

15x-16x

@

Estimated Valuation Range of $3BN to $4BN

Note: For illustrative purposes only. SPE has not performed a complete or independent valuation of its networks business.

(1) EBITDA is adjusted for noncontrolling interests (35% of AXN Japan, 33% of Animax Japan, 49% of Cable Direct, 25% of Dolphin TV and 42% of GSN).

EBITDA includes profitable and unprofitable networks and home office and other corporate overhead.

Hypothetical Value of SPT Networks Portfolio

$203

$255

FY13A FY14E

3



SPT Networks EBITDA(1) ($MM)

EBITDA Multiple:

19x-21x FY13A

15x-17x FY14E

@

Estimated Valuation Range of $3.9BN to $4.3BN




Hypothetical Value of SPT Networks Portfolio

4



North America

[$M - $M]

FY13 EBITDA : [$M (x–x)]


EMEA

[$M - $M]



Asia Pacific

[$B - $B]



South America

[$M - $M]






Estimated Valuation Range of [$BN] to [$BN]

[ TO BE UPDATED ]

GSN Overview

5

• GSN is a multiplatform U.S. cable network focusing on game show content and a digital business that includes skill-based games, casual games and an online ad network

– GSN is our most distributed U.S. network - reaching ~69 million U.S. households

– Revenues driven by a mix of affiliate fees and television/online advertising

– Programming strategy includes licensed SPT library product and new shows developed based on classic game show formats

• SPE currently owns 58% of GSN with management control and DIRECTV owns the remaining 42%

– SPE originally had a 50/50 ownership structure with Liberty Media

– In March 2009, SPE sold 15% of GSN and acquired a 35% interest in Fun Technologies (100% owned by Liberty) at the same time GSN acquired Fun, leaving SPE 35% of the combined entity

– In March 2011, SPE increased its total ownership from 35% to 40% and acquired control of GSN. As part of the transaction, DIRECTV received a put option which was exercised in 2012

– In September 2012, DIRECTV exercised its put to sell an 18% interest in GSN for $234MM to SPE, which increased SPE’s ownership from 40% to 58% in December 2012 when the deal closed (1)

• GSN is a healthy and growing strategic asset for SPT Networks and drives a considerable profit contribution for SPE with $82MM in consolidated EBIT for FYE14

(1) The put payment is payable to DIRECTV in two payments of $117MM each plus interest at 10% , with the first payment paid on April 2, 2013 and the second payment due no later than April 15, 2014.

DREW: GSN NUMBER IS

BUDGET FIGURE

Crackle Overview

6

• In July 2007, SPE purchased the online user generated video site, Grouper, for [$65MM]

– Grouper was re-branded as Crackle, which would become a premium multi-platform video-entertainment network and studio featuring full-length movies and television shows

• Crackle launched in the United States and Australia in 2009, followed by Canada and the UK in 2010, and Latin America in 2012, as SPT Networks’ premier OTT service, offering a high-quality selection of free, ad supported movies and television programs

– Crackle targets adults aged 18-44 with a male skew

– Through its free app, Crackle is distributed through computers, mobile devices (e.g., iPhone, Android), gaming consoles (e.g., PlayStation, Xbox), internet connected TVs (e.g., Sony Bravia, Samsung, LG, Vizio), blu-ray players and set-top boxes

– Premium content on the curated network include high-profile movies and TV shows such as Step Brothers, District 9, Seinfeld and The Shield

– Jerry Seinfeld committed to 3 seasons of Comedians in Cars Getting Coffee foregoing opportunities with other premium U.S. video services

• Crackle was widely recognized in 2012

– “The 20 Best iOS and Android Apps Of 2012” – TechCrunch

– “Amazon’s Best of 2012: Apps and Games” - Amazon Editors

– “Best of TV on the Web in 2012” – USA Today

– Top 5 Application on PlayStation and Xbox

• Currently, Crackle is available in 23 countries with approximately 15 million monthly unique visitors across the globe

ERIC REVIEWING.

7

Crackle Success

Source: Crackle.com = comScore VideoMetrix June 2012, Devices include all distribution outside Crackle.com (Omniture June 2012).

(1) Based on visitors in the United States.

Premium Video Network

15 MILLION VISITORS PER MONTH

78 MILLION STREAMS OF CONTENT

PER MONTH

90 MINUTES SPENT PER USER PER VISIT(1)

23 COUNTRIES

ERIC REVIEWING.

8

SPE has made a Number of Meaningful Acquisitions Over the

Last Decade that Support Strategic Growth

Acquisition Purchase Price

MSM India TV Networks

$360MM for 100% (1)

$65MM for 100% (2)

$234MM for an

additional 18% stake (3)

$314MM for an

additional 38% stake (4)

(1) Total consideration based on $242MM in cash and $118MM in assumed debt for 100% ownership.

(2) Total consideration based on $52.5MM in cash and $12.5M tied to achieving certain performance metrics for 100% ownership.

(3) DIRECTV exercised its put right to sell an 18% interest in GSN for $234MM (before any interest) to SPE; increasing SPE’s ownership interest from 40% to 58%.

(4) Based on increasing SPT’s stake in MSM holdings from 62% to 100%.

CONFIRMING CRACKLE

FIGURE.

spe has built a strong and meaningful networks presence in ... mrp/board deck/sli… · 5 • gsn...

Documents