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The Bundesliga back home on Premiere<br />

Unterföhring, xx. Monat 2007<br />

All the games!<br />

All the goals!<br />

All live!


Bundesliga in German pay-TV<br />

again exclusive on Premiere<br />

• Premiere acquires sublicense to pay-TV rights for the Bundesliga<br />

and the 2 nd Bundesliga for 2007/2008 und 2008/2009.<br />

• License fee also includes the “host broadcast signal” produced by<br />

DFL (in the original bidding process in November 2005 priced with<br />

additional 6,5 percent on top of the license fee).<br />

• Sportsbar rights again exclusive with Premiere.<br />

• arena’s TV rights for Spanish Primera División and English Premier<br />

League go to Premiere.<br />

• Bundesliga again exclusively produced, broadcasted and marketed<br />

under the Premiere brand.<br />

• On August 1, Premiere will launch a new Bundesliga channel:<br />

All the games, all the goals, all live!<br />

• German Cartel Office tolerates the modified agreement with arena<br />

and Unitymedia. FCO proceedings closed.<br />

• The German football league has given its consent to the<br />

transaction.<br />

2<br />

Premiere <strong>AG</strong> - July 19, 2007


Premiere post arena transaction:<br />

One brand for football in German pay-TV<br />

• Bundesliga football: Premiere with comprehensive pay-TV rights for cable, satellite and<br />

IPTV.<br />

• One production in exceptional Premiere quality, one established brand for all<br />

distribution channels.<br />

• Bundesliga matches also in HD quality via IPTV, cable and satellite.<br />

• Deutsche Telekom as powerful marketing and sales partner for Premiere via<br />

Broadband-IPTV.<br />

• Premiere Bundesliga again exclusive in sportsbars.<br />

• The best offer of international football in German television, now enriched with<br />

Primera División and complete Premier League rights.<br />

• Premiere again the most important media partner of the German football league.<br />

arena‘s marketing agreement with DFL taken over by Premiere.<br />

Premiere: “Official partner of the German football league”.<br />

3<br />

Premiere <strong>AG</strong> - July 19, 2007


A new TV-channel for the Bundesliga<br />

• On August 1, Premiere will launch a new Bundesliga dedicated TVchannel:<br />

4<br />

– All 612 live games from the Bundesliga and 2 nd Bundesliga<br />

separately and all live Premiere conference channel.<br />

– „All the games, all the goals!“: the fastest highlights show in<br />

German television.<br />

– Comprehensive repeat concept, documentaries and reports.<br />

– The best football television with renowned experts and awardwinning<br />

commentators.<br />

• Live-Bundesliga from Premiere exclusive in sportsbars again.<br />

All-in-one subscription for the Premiere Sportsbars: Bundesliga,<br />

international top football, Formula One and many more sports events.<br />

• More top European football:<br />

– Top matches from the Spanish Primera División.<br />

– More matches from the English Premiere League than ever before.<br />

– Matches from the Primera División are included in the “Premiere<br />

Bundesliga” and in the “Premiere Fußball Plus” package. The<br />

Premier League is only available as part of the “Premiere Fußball Plus”<br />

package.<br />

Premiere <strong>AG</strong> - July 19, 2007


The new football packages of Premiere:<br />

fair prices, easy access<br />

• “Premiere Bundesliga”: EUR 19.99 per month on stand-alone basis.<br />

• “Premiere Bundesliga” and “Premiere Fußball Plus” combined:<br />

EUR 29.98 per month (Bundesliga, UEFA Champions League, top<br />

UEFA Cup games, the best of football from the top European leagues<br />

und much more).<br />

• With the “Premiere 5er-Kombi”: Bundesliga for additional EUR 9.99<br />

per month.<br />

• All football offerings and all other Premiere programs can be<br />

accessed with all receiver models labeled “enabled for<br />

Premiere” – via cable and satellite.<br />

• Bundesliga live from Premiere is also available as part of the<br />

Deutsche Telekom broadband-IPTV “T-Home” offering.<br />

• Customers with existing arena contracts and arena receivers will also<br />

be able to receive “Premiere Bundesliga”.<br />

5<br />

Clear rules, fair prices and easy access: Good basis for further<br />

growth in the German pay-TV industry as a whole.<br />

Premiere <strong>AG</strong> - July 19, 2007


Highest subscriber number in the history<br />

of Premiere: 4.2 million as of August 1<br />

• 4.2 million subscribers as of August 1:<br />

6<br />

– 3.5 million Premiere subscribers as direct customers in the traditional<br />

business model.<br />

– Additionally, 700,000 indirect customers via the arena satellite<br />

platform and the cable platforms of Unitymedia and Kabel Baden-<br />

Wuerttemberg.<br />

• Premiere provides arena and Unitymedia with a back-license: this<br />

enables arena and Unitymedia to market “Premiere Bundesliga” on a<br />

non-exclusive basis (parallel with Premiere) on their respective<br />

platforms.<br />

• “Premiere Bundesliga” will be broadcasted and access will be granted<br />

within the scope of the existing arena contracts. In return, arena and<br />

Unitymedia will pay Premiere a fixed fee per month per subscriber at<br />

wholesale rates.<br />

• In line with the German Cartel Office requirements, this cooperation for<br />

marketing the Bundesliga will end on June 30, 2009.<br />

Premiere <strong>AG</strong> - July 19, 2007


Premiere extends carriage agreement<br />

with Unitymedia until end of 2013<br />

• Current bandwidth guaranteed for next six years: five cable<br />

channels of 8 MHz each will remain available for the transmission<br />

of all Premiere programming.<br />

• Additional transmission of Premiere HD.<br />

• All Premiere pay-per-view and video-on-demand services will<br />

continue to be available.<br />

• Premiere retains its direct customer relationship in the cable<br />

network of Unitymedia and services its subscribers directly.<br />

7<br />

Premiere continues its current business model with direct<br />

customer relationship – without platform operators as<br />

intermediaries.<br />

Premiere <strong>AG</strong> - July 19, 2007


Issue of 16.4 million new shares from authorized<br />

capital increase against contribution in kind<br />

• As already agreed in the February transaction, arena receives<br />

16.4 million shares in Premiere <strong>AG</strong> from an authorized capital<br />

increase against contribution in kind (Bundesliga sublicense rights).<br />

• The shares will continue to be managed by the Swiss financial<br />

institution Pictet & Cie.<br />

• Pictet & Cie. is contractually committed not to exercise the voting<br />

rights on the shares.<br />

• The agreement with Pictet & Cie. rules out the possibility of arena<br />

having any influence on Premiere’s strategy or business.<br />

• The German Cartel Office requires Pictet & Cie. to sell the<br />

Premiere shares by June 30, 2009 at the latest.<br />

• The six months lock-up period for the Premiere shares<br />

contractually agreed upon in the February transaction with<br />

Pictet & Cie. expires on August 8, 2007.<br />

8<br />

Premiere <strong>AG</strong> - July 19, 2007<br />

Shareholder structure<br />

Premiere<br />

Management<br />

12,3%<br />

Unabhängiges<br />

Finanzinstitut<br />

16,7%<br />

In total:<br />

98.4 million shares


Comparison between the transactions: July vs. February<br />

9<br />

Rights Exclusive sublicensing rights for Premiere: nationwide,<br />

cable and satellite, no exception<br />

Product Bundesliga-TV: Premiere brand<br />

Bundesliga channel from Premiere<br />

Primera División and Premier League on Premiere<br />

Production by Premiere<br />

Marketing and<br />

Sales<br />

Premiere <strong>AG</strong> - July 19, 2007<br />

Nationwide via cable and satellite directly to all<br />

customers (full revenue potential), additionally to<br />

700,000 existing arena customers via license grantback<br />

Non-exclusive distribution right for the arena channel:<br />

nationwide, cable and satellite, excluding Unitymedia<br />

cable and arena satellite platform<br />

Bundesliga-TV: arena brand<br />

Bundesliga channel from arena<br />

Primera División and Premier League on arena<br />

Production by arena<br />

Nationwide via cable and satellite, excluding<br />

Unitymedia cable and arena satellite platform:<br />

„Wholesale-retail model“, substantial revenue share<br />

for arena<br />

TV-advertising Revenues from TV-advertising for Premiere Revenues from TV-advertising for arena<br />

Subscribers 4.2 million: 3.5 million direct Premiere subscribers,<br />

additional 700,000 indirect customers through arena<br />

Carriage for<br />

Premiere in<br />

Unitymedia cable<br />

Carriage of all Premiere programs in Unitymedia cable<br />

network secured: direct customer relationship, full<br />

revenue potential for all Premiere products, payment of<br />

fixed carriage fees to Unitymedia<br />

3.5 million Premiere subscribers, 700,000 arena<br />

subscribers serviced by arena / Unitymedia<br />

Carriage of all Premiere programs in Unitymedia cable<br />

network secured: „Wholesale-retail model“, no direct<br />

customer relationship for Premiere, revenue share for<br />

Unitymedia, no carriage fees<br />

Shares 16.4 million shares issued to arena 16.4 million shares issued to arena<br />

License fee /<br />

revenue share<br />

Bank guarantee<br />

to DFL<br />

July-transaction February-transaction<br />

Fixed amount, payable quarterly for the seasons<br />

2007/2008 and 2008/2009, lower than license<br />

payments in 2005/2006<br />

Revenue share per sub, minimum guarantees, lower<br />

than license payments in 2005/2006<br />

Provided by arena for the two upcoming seasons Provided by arena for the two upcoming seasons


Elements for the strategic and economic<br />

evaluation of the transaction (I)<br />

• Premiere markets the Bundesliga and all other program packages nationwide with<br />

direct customer relationships: full revenue potential via all distribution channels.<br />

• Premiere now offers more attractive programming than ever before.<br />

• Good opportunities to increase subscriber numbers and ARPU with new football<br />

packages.<br />

• Potential to regain subscribers who churned due to the loss of the Bundesliga.<br />

• Additional revenues from 700,000 arena customers – no acquisition or customer<br />

management costs.<br />

• Revenues from TV advertising inventory around Bundesliga broadcasting flow<br />

directly to Premiere.<br />

• Improved sales opportunities for key innovations such as Premiere HD, interactive<br />

receivers and Premiere Digital Recorder.<br />

10<br />

Premiere <strong>AG</strong> - July 19, 2007


Elements for the strategic and economic<br />

evaluation of the transaction (II)<br />

• Premiere will benefit from the accelerated digitization in cable and satellite<br />

households – the technical entry-barriers will be eliminated step by step.<br />

• This transaction substantially increases the brand value of Premiere as the leading<br />

pay-TV operator in Europe’s largest media market.<br />

• Premiere with increased credibility for future bidding processes for programming<br />

rights.<br />

• The bank guarantees for the Bundesliga rights until 2009 will be provided by arena.<br />

Premiere’s credit lines will not be affected, financial flexibility is fully retained.<br />

• Premiere gives in return: 16.4 million shares and additionally license payments<br />

payable quarterly for the seasons 2007/2008 and 2008/2009. These payments are<br />

lower than the license fees paid for 2005/2006.<br />

• Final evaluation from executive board and supervisory boards: the transaction is<br />

attractive for Premiere in economic as well as strategic terms.<br />

11<br />

Premiere <strong>AG</strong> - July 19, 2007


Disclaimer<br />

This presentation contains forward-looking statements based on the currently held beliefs and assumptions of the<br />

management of Premiere <strong>AG</strong>, which are expressed in good faith and, in their opinion, reasonable. Forward-looking<br />

statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, financial<br />

condition, performance, or achievements of Premiere <strong>AG</strong>, or media industry results, to differ materially from the results,<br />

financial condition, performance or achievements expressed or implied by such forward-looking statements. Given these<br />

risks, uncertainties and other factors, recipients of this document are cautioned not to place undue reliance on these<br />

forward-looking statements. Premiere <strong>AG</strong> disclaims any obligation to update these forward-looking statements to reflect<br />

future events or developments.<br />

Whilst all reasonable care has been taken to ensure that the information and facts stated herein are accurate and that the<br />

opinions and expectations contained herein are fair and reasonable, no representation or warranty, express or implied, is<br />

made by Premiere <strong>AG</strong> with respect to the fairness, completeness, correctness, reasonableness or accuracy of any<br />

information and opinions contained herein. It is pointed out that the existing presentation may be incomplete or condensed,<br />

and it may not contain all material information concerning Premiere <strong>AG</strong> or the Premiere group.<br />

Premiere <strong>AG</strong> reserves the right to change and complete the information in this presentation without notice.<br />

12<br />

Premiere <strong>AG</strong> - July 19, 2007


The Bundesliga back home on Premiere<br />

Unterföhring, xx. Monat 2007<br />

All the games!<br />

All the goals!<br />

All live!

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