Acquisition of English National Cricket Team’s
Indian Subcontinent Media Rights
MSM India
Presentation to Group Executive Committee
April 17, 2012
- Confidential -
0
Executive Summary
 After the Indian Premier League (IPL) and BCCI (Board of Control for Cricket in India)
Indian national team cricket rights, the next most popular regularly scheduled cricket
property is the English Cricket Board (ECB, international cricket matches of the
England national team).
 Unlike the usual public tender process, the ECB is providing Multi Screen Media, India
(MSM) the opportunity to submit an offer and negotiate terms for Indian subcontinent
media rights for the next 8 fiscal years (FYE14 – FYE21)
 ESPNStar, a sports cable/satellite channel in India did not renew the rights during its
exclusive first negotiation period which lapsed on Thursday, April 5, 2012
 Combining ECB rights with IPL on MSM’s sports channel (SIX) will create a schedule of
top level cricket
 MSM requests deliberation for CEO approval to license the Indian subcontinent media
rights for GBP 156MM ($250MM)
― License fee will be paid over 7 years with a deep water mark of ($58MM) – ($73MM) and an IRR of 8% 12% depending on the timing of negotiated license fee payments
― No EBIT or cashflow impact in FYE13
― If MSM successfully acquire these rights, ECB may require bank guarantees for MSM’s license fee obligation
which may also require Sony credit support
― If MSM does not conclude this negotiation, the rights will be offered in a public bid process
Exchange Rate: USD$1.6 = 1 GBP
- Confidential -
1
MSM India’s Cricket Experience: IPL - A Financial Success

MSM India (MSM) had acquired IPL cricket broadcasting rights in 2008 and has had
significant success during the first 4 seasons

Gross advertising revenues generated across the first 4 seasons total $524MM, 19%
above the projections presented to the GEC committee in 2009

Cumulative earnings to date: $117MM which is $47MM ahead of the GEC approved plan

Across the 9-season life of the IPL contract, MSM expects to generate $1.8BN in
revenues and $513MM in EBIT (28% margin), as compared to $1.4BN in revenues and
$277MM in EBIT in the GEC approved plan

The IPL 5th season is recently underway
USD K
Actuals
Season 1 (2008)
March 2009
GEC
Presentation
Revenue
Gross Advertising Revenue
Net Advertising Revenue
Other Revenue
Total Revenue
56,098
47,683
5,423
53,106
56,098
47,683
5,423
53,106
Expenses
License Fee to BCCI
Other Costs
Total Expenses
35,226
9,531
44,757
8,349
EBIT
Variance
(0)
(0)
Consolidated Profit & Loss
Season 2 (2009)
Season 3 (2010)
March 2009
March 2009
GEC
GEC
Actuals
Presentation
Actuals
Presentation
Variance
Variance
Season 4 (2011)
March 2009
GEC
Actuals
Presentation
Variance
(0)
92,270
78,429
5,398
83,827
107,397
89,139
5,767
94,906
(15,127)
(10,710)
(369)
(11,079)
154,117
130,999
6,071
137,070
125,167
103,889
8,620
112,509
28,950
27,110
(2,549)
24,561
221,881
188,599
6,526
195,124
152,949
126,948
9,888
136,836
68,932
61,651
(3,362)
58,288
35,793
9,197
44,990
567
(334)
233
55,734
10,109
65,843
63,965
15,556
79,521
8,231
5,447
13,678
85,920
14,627
100,546
75,829
16,040
91,869
(10,091)
1,413
(8,677)
118,116
23,216
141,331
92,225
18,406
110,631
(25,891)
(4,810)
(30,700)
8,116
233
17,984
15,385
2,599
36,524
20,640
15,884
53,793
26,205
27,588
-
2
- Confidential -
2
Strategic Rationale / Competitive Landscape
 MSM has launched a sports channel (SIX) in India on April 7, 2012
 Sports drives subscription revenues worldwide; digitization is expected to accelerate
this trend in India and could offer a more substantial upside
 Advertising revenues are expected to be strong for certain ECB cricket matches (i.e.
England vs. India)
 Combining the ECB rights with IPL on MSM’s new sports channel creates a powerful
sports channel with continuous live events
― ECB rights have matches from May – September which complement IPL matches which are
scheduled from April - May
― With a favorable timezone difference, live ECB matches can be enjoyed during primetime in
India
― Our bouquet of channels becomes more desirable for all cable and DTH operators throughout
the year
― This helps counter the advantage of both Star and Zee from their ownership of DTH and cable
operations
- Confidential -
3
License Summary

English Cricket Board is the governing body of English cricket

MSM’s offer for Indian subcontinent media rights covers all English national cricket team matches
played in England (One Day International’s (ODI’s), test matches and Twenty/20)

–
Indian subcontinent media rights include TV, radio, internet and mobile
–
Media rights includes 125 matches over 7 years (47 ODIs, 65 tests, 13 T20’s)
–
Rights period: May 2013 through September 2019 (2+ years past our IPL matches)
Annual license fees may be paid on a pro-rata basis based upon negotiated value of matches
(payments heavily weight toward FYE15 and FYE19 when India matches occur) or evenly across
the matches – payment terms are still to be negotiated

A bank guarantee covering the obligation may be required
–

Sony credit support may be required for MSM to obtain the required bank guarantees
MSM’s proposal is due by April 20, 2012
- Confidential -
4
ECB Calendar
Dates
Tournament
Number of Matches
Number of Match Days
Fiscal
Year
Tests
ODI's
T 20's
Total
Tests
ODI's
T 20's
Total
May - June 2013
New Zealand
FYE 14
2
0
0
2
8
0
0
8
June - September 2013
Australia
FYE 14
5
5
2
12
20
5
2
27
September 2013
New Zealand
FYE 14
0
5
0
5
0
5
0
5
May - June 2014
Sri Lanka
FYE 15
2
5
1
8
8
5
1
14
June - September 2014
India
FYE 15
5
5
1
11
20
5
1
26
May - June 2015
New Zealand
FYE16
2
5
1
8
8
5
1
14
June - September 2015
Australia
FYE16
5
5
1
11
20
5
1
26
May - June 2016
Sri Lanka
FYE17
3
5
1
9
12
5
1
18
July - September 2016
Pakistan
FYE17
4
5
1
10
16
5
1
22
April - May 2017
West Indies
FYE18
3
0
0
3
12
0
0
12
June - July 2017
West Indies
FYE18
0
5
1
6
0
5
1
6
July - September 2017
South Africa
FYE18
4
5
1
10
16
5
1
22
May - June 2018
Pakistan
FYE 19
2
5
1
8
8
5
1
14
June - September 2018
India
FYE 19
5
5
1
11
20
5
1
26
May - June 2019
Australia
FYE 20
0
5
1
6
0
5
1
6
July - September 2019
Australia
FYE 20
5
0
0
5
20
0
0
20
47
65
13
125
188
65
13
266
- Confidential -
5
Summary Financials
 MSM expects to earn $297MM in incremental revenues
 Based upon a total license fee of GBP 156MM ($250M at FX rate of 1.6), MSM projects:
–
EBIT and Cash Flow of $31MM
–
IRR between 8% - 12%, depending on timing of installment payments
–
Cash deepwater of ($73MM) - ($58MM) depending on timing of negotiated installment payments
6
- Confidential -
6
Financial Overview - license paid prorata on negotiated match value
USD Millions A
Number of Matches
FYE14
19
FYE15
19
FYE16
19
FYE17
19
FYE18
19
FYE19
19
FYE20
11
FYE21
FYE22
TOTAL
125
3
7
3
19
22
3
22
25
2
30
32
43
52
(1)
95
4
66
(1)
69
90
209
(2)
297
Net Advertising Revenue
Net Subscription Revenue
International Revenue
Other Income & Bad Debts
Total Revenue
10
32
13
45
Expenses
License Fee Amortisation
Other Costs
Total Expenses
8
2
10
38
3
41
19
2
20
21
2
23
27
2
28
80
5
84
58
1
59
250
16
266
EBIT
(0)
4
2
2
3
10
10
31
Net Cash flow
(1)
(57)
16
16
22
(44)
63
Deep Water Mark
Net Present Value@12%
IRR
-
13
B
3
B
31
(58)
0
12%
Notes:
A. Exchange Rate 1USD = Rs. 51.206
B. FY 21- 22 cash flows represent refunds of withholding taxes on payments between MSM India and MSM Singapore
- Confidential -
7
Financial Summary - license paid evenly across matches
USD Millions A
Number of Matches
FYE14
19
FYE15
19
FYE16
19
FYE17
19
FYE18
19
FYE19
19
FYE20
11
FYE21
FYE22
TOTAL
125
3
7
3
19
22
3
22
25
2
30
32
43
52
(1)
95
4
66
(1)
69
90
209
(2)
297
Net Advertising Revenue
Net Subscription Revenue
International Revenue
Other Income & Bad Debts
Total Revenue
10
32
13
45
Expenses
License Fee Amortisation
Other Costs
Total Expenses
8
2
10
38
3
41
19
2
20
21
2
23
27
2
28
80
5
84
58
1
59
250
16
266
EBIT
(0)
4
2
2
3
10
10
31
Net Cash flow
(31)
(6)
(12)
(14)
(9)
38
51
Deep Water Mark
Net Present Value@12%
IRR
(73)
(8)
8%
-
13
B
3
B
31
Notes:
A. Exchange Rate 1USD = Rs. 51.206
B. FY 21- 22 cash flows represent refunds of withholding taxes on payments between MSM India and MSM Singapore
- Confidential -
8
Risks / Mitigation and Opportunities
Risks / Opportunities
Mitigation
Risks:
The popularity of the cricket matches are
impacted by adverse events (e.g. match fixing,
poor team performance, scandals, etc.)
The ECB understands these risks and is in their
best interest to prevent them in order to protect the
franchise
Downturn in Indian advertising market
Considering India historical and projected GDP
growth rates this is not expected to occur.
Change in tax withholding requirements
increases the cost of the license
MSM believes the current tax structure or an
equivalent structure can be maintained
ECB renegotiates/terminates rights
MSM’s executive team has a good relationship with
the ECB and they do not have a history of doing
such
Opportunities:
A quick and successful transition from analog to
digital creates an opportunity for larger
subscription revenue both for the sports channel
as well as the MSM bouquet
- Confidential -
9
Request deliberation for CEO Approval to :
 Submit an Indian subcontinent binding offer for GBP 156MM ($250M at FX rate of 1.6)
 If required, provide a Sony credit enhancement to support potentially required bank
guarantees of the total offer
― MSM’s minority shareholder will not provide any credit enhancement
10
- Confidential -
10
Next Steps
 Negotiate and submit binding offer to ECB
11
- Confidential -
11