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The Bundesliga back home on Premiere Unterföhring, xx. Monat 2007 All the games! All the goals! All live!
- Page 2 and 3: Bundesliga in German pay-TV again e
- Page 4 and 5: A new TV-channel for the Bundesliga
- Page 6 and 7: Highest subscriber number in the hi
- Page 8 and 9: Issue of 16.4 million new shares fr
- Page 10 and 11: Elements for the strategic and econ
- Page 12 and 13: Disclaimer This presentation contai
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!