Confidential Channel 5
Discussion materials
January 2014
PRELIMINARY | SUBJECT TO FURTHER REVIEW AND EVALUATION These materials may not be used or relied upon for any purpose other than as specifically contemplated by a written agreement with Credit Suisse AG or its Affiliates (hereafter “Credit Suisse”). Credit Suisse is one of the most active advisers in the media sector in Europe
Selected media transactions
Financing and IPO transactions M&A transactions
€940,000,000 $1,591,000,000 €1,300,000,000 €780,000,000 €3,300,000,000 £160,000,000 C$225,000,000 £1,100,000,000 €615,000,000 High Yield financing for Acquisition of BvD by Acquisition of Springer Sale of UBM Data Acquisition of Alliance Films Acquisition of a majority Senior secured First Lien Secondary public offering Cerved LBO by CVC Charterhouse and related Science + Business Media financing Services division to by Entertainment One stake in WoodMackenzie Term Loan by by H&F Financial Advisor and Financial Advisor and Electra Partners Financial Advisor to Lead Left Bookrunner Joint Bookrunner Lead Left Bookrunner Joint Bookrunner financing bank Financial Advisor Entertainment One Financial Advisor to H&F July 2013 April 2013 January 2013 July 2011 July 2013 February 2013 January 2013 July 2012
and Acquisition by
£168,000,000 £135,000,000 £25,000,000 Undisclosed £375,000,000 €6,630,504,000 €334,000,000 $3,300,000,000 Initial Public Offering Convertible bond Snr. Sec. Facilities Initial Public Offering Acquisition of Warner Music Sale of Friends Merger of Showtime Arabia Sale of GCap Media plc €501,378,000 Mezz. Facility by Access Industries Reunited and the Orbit Group of to Global Radio Companies Joint Global Coordinator Joint bookrunner Mandated Lead Arranger Joint Global Coordinator Lead Financial Advisor to Access Exclusive Financial Advisor to Exclusive Financial Advisor Lead Financial Advisor and and Joint Bookrunner and Joint Bookrunner Industries ITV on the merger Broker to GCap Media plc April 2011 October 2009 July 2007 November 2006 May 2011 March 2010 July 2009 June 2008
Key examples of Credit Suisse expertise across all media sub-sectors
\GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel Sole Bookrunner in ITV bond De Agostini acquisition of Zodiak FTA TV / content Pay-TV / cable / IPTV Broker to ITV Sole advisor on merger of Showtime and Orbit Acquisition of ATV – Sabah by Calik Acquisition of Zodiak by De Agostini Mandated on Digiturk IPO IPO of Media Capital Swisscom acquisition of Fastweb Antena 3 listing Sale of Premiere stake by Unity Media IPO of Endemol and subsequent acquisition financing IPO of Premiere KKR / Permira acquisition of ProsiebenSat1 IPO of Neuf Cegetel Acquisition of Alliance Films by Entertainment One IPO of Versatel Adviser on sale of UBM Data Services division Sale of Ogone to Summit Partners Professional Internet Advisor on the acquisition of a majority stake by Hellman & Friedman in Sale of Friends Reunited to Brightsolid publishing / business y Internet Files\Content.Outlook y Internet Wood Mackenzie IPO of Moneysupermarket.com information Adviser on sale of Cerved Sale of Venere to Expedia Adviser to Seat on sale of WLW to Bisnode Sale of Gate5 to Nokia Broker to UBM and DMGT Acquisition of Poliris (leading French property portal) by 3i Adviser and sole MLA on the acquisition of Bureau van Dijk for BC Partners 123 Multimedia IPO
Capital Radio / GWR merger Sole Bookrunner in Controlinveste exchangeable bond Radio Newspaper Lead financial advisor to GCap Media plc on its sale to Global Radio Acquisition of ATV – Sabah by Çalik publishing Sale of Süddeutscher Verlag IPO of Vocento Axel Springer / ProSiebenSat1 financing Active on many other deals such as DMGT / Northcliffe Local\Microsoft\Windows\Temporar
Confidential 1 C:\Users\jdehoop2\AppData\ Credit Suisse was involved in some of the highest profile transactions of 2013
EMEA rankings based on deals announced Credit Suisse deal highlights
27.8 1,200 30.0 22.6 1,000 19.8 25.0 18.6 $24.4bn $4bn 800 15.8 20.0 $4.4bn 15.1 15.1 13.4 Merger with Virgin Media Acquisition of a Springer 12.8 12.0 Merger with Atlantia SpA 600 15.0 Science+Media
400 10.0 Financial Advisor Financial Advisor Financial Advisor 200 5.0 $982 $797 $697 $656 $559 $533 $532 $474 $452 $423 2013 2013 Pending 0 0.0 GS MS DB JPM CS Barcl Citi Roth BAML UBS
Value ($bn) Mkt. share
$3.9bn $3.9bn $2.9bn Key M&A awards Sale of the company by DLJ Acquisition of the remainder Acquisition of the remaining
\GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel and TPG in MAN SE 49% in Itera Oil & Gas from Itera OGK Best M&A House Western Europe Financial Advisor Best M&A House in the Emerging Markets Financial Advisor Financial Advisor
Pending Pending 2013
Consumer Advisor of the year Iberia Advisor of the year y Internet Files\Content.Outlook y Internet Domestic deal of the year RBS/Worldpay $2.5bn $2.2bn $2bn Sale of Mozambique oil & Unsolicited bid for 44% of Merger with Sorouh Real Austria and Switzerland Advisor of the year gas assets to ONGC the company by a Kazakh Estate 2011 and 2013 consortium
Financial Advisor Financial Advisor Financial Advisor
Pending 2013 2013 Local\Microsoft\Windows\Temporar
Source: dealogic based on deals announced since 2008. Confidential 2 C:\Users\jdehoop2\AppData\ Leading UK M&A house with an unrivalled depth of experience across a range of complex situations Acquisitions, disposals and mergers for UK clients
Credit Suisse has a strong record $3.3bn $26.8bn $48.5bn $800m $4.4bn $2.6bn advising its UK clients on Acquisition of Sale of BP’s 50% Merger with Joint acquisition Secured majority transformational acquisitions and Division of stake to Acquisition of of control of disposals… 20% of with GVC Financial advisor Financial advisor Financial advisor Financial Advisor Financial Advisor Financial advisor 2013 2013 2013 2013 2013 2012 Defence / sale
£6.4bn $3.6bn £860m £2.4bn £2.9bn £97.6bn …as well as bid defence and sellside Defence from an Buy-out by Sale of Company Sale of Company Sale of Company Sale of Company unsolicited offer roles founders to to to to from Financial Advisor Financial Advisor Financial advisor Financial advisor Financial advisor Financial advisor 2013 2012 2011 2011 2010 2008 Cross border acquisitions \GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel
Our non-UK clients seek our expertise $24.1bn £3.4bn £3.2bn £1.6bn $2.0bn £1.4bn Acquisition of Acquisition of Acquisition of Acquisition of Acquisition of Acquisition of in cross border deals into the UK Packaging Financial advisor Financial advisor Financial Advisor Financial advisor Financial Advisor Financial advisor 2013 2013 2013 2013 2012 2012 Sponsor M&A y Internet Files\Content.Outlook y Internet
Credit Suisse also has extensive £500m £340m €850m $4.4bn $4.4bn $1.0bn experience advising on private equity Sale of KP Acquisition of Acquisition of Acquisition Acquisition of Sale of transactions Snacks to Mey Icki from to Itochu Financial advisor Financial advisor Financial advisor Financial advisor Financial advisor Financial advisor 2013 2013 2013 2013 2011 2011 Local\Microsoft\Windows\Temporar
Confidential 3 C:\Users\jdehoop2\AppData\ 1. Snapshot of Channel 5
Confidential 4 Snapshot of Channel 5
Company overview Business overview
Founded: 1997 The group’s original channel, Channel 5, is the fifth and final national Headquarter: London, UK terrestrial analogue network to launch, after BBC One, ITV, BBC Two and Channel 4 Ownership: Wholly-owned subsidiary of Northern & Shell − As a free-to-air TV broadcaster, it mainly broadcasts entertainment (owned by British publisher Richard Desmond) programming, such as reality television, game shows and imported American drama Key financials: 2012A revenue: £326 / €400 million − It is the fifth most popular channel in the UK, claiming a 4.2% share 2012A EBITDA: (£4) / (€4.9) million of viewing throughout 2012 − In a typical month the channel reaches 45 million people Group’s channels − In 2012, Channel 5 accounts for 7.3% of TV advertising revenues in UK(1) The group also owns two digital channels, 5* and 5USA, which were launched in 2006 − 5* targets16–34 year-old viewers with a mix of soaps, movies,
\GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel entertainment, drama and documentaries − 5USA brings UK viewers the best American drama series and Key programmes classic American action movies Other offerings include Channel 5’s video-on-demand service Demand 5, providing viewers with online access to much of the channel’s peak time schedule − Channel 5 is the first UK terrestrial broadcaster to offer a download y Internet Files\Content.Outlook y Internet Big Brother service − The catch-up service is available on a range of platforms including web (e.g. Demand 5 website, YouTube), television (e.g. BT Vision, Sky, YouView), game consoles and mobiles Local\Microsoft\Windows\Temporar
Source: Company filings, press release. (1) Ofcom Communications Market Report 2013. Confidential 5 C:\Users\jdehoop2\AppData\ Key strategy
Multi-channel The group owns a portfolio of channels with different focus approach − Channel 5 provides viewers with a varied mix of programming which includes entertainment, sport, documentaries, kids, drama, News and films − 5* provides pre-school shows under the Milkshake! Banner as well as dramas, films, soap operas and popular factual and lifestyle shows − 5USA offers drama, films, sport, comedy and youth programming from the US
Brand defining A key strategic goal is to increase revenue streams through the development, ownership and exploitation of programming content content − A number of shows developed and co-produced internally and increased resources earmarked to be allocated to the in-house production business (e.g. News service brought in-house in 2012) − Increased investment in the programming schedule on brand defining content with appeal to both audiences and advertisers
\GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel (e.g. the most successful commission Big Brother secured in 2011)
Digital The group continues to invest in digital platforms and is well placed to respond to technology-driven changes in viewing platform preferences − c.2 million downloads of the Demand 5 iPad App and over 1 million downloads of the Xbox App since 2011 y Internet Files\Content.Outlook y Internet − Launch of Demand 5 on Windows 8 and Samsung connected TVs in 2013 − Major partner in the YouView consortium, the next generation of internet protocol digital terrestrial television service Local\Microsoft\Windows\Temporar
Confidential 6 C:\Users\jdehoop2\AppData\ Channel 5 Management and key decision makers
Key management Paul Dunthorne Ben Frow Chief Operating Officer Director of Programmes
Former Managing Director at N&S’ TV business Portland TV Re-joined Channel 5 in November 2011 Has worked at N&S for more than 15 years and promoted as Channel Former Director of Programming at Irish broadcaster TV3; other 5 COO in November 2012 extensive working experience includes Channel 4, BBC and ITV
Nick Bampton James Tatam Director of Commercial Sales Director of Digital Media
Re-joined Channel 5 in November 2010 Held senior positions at Channel 4 and BBC, focusing on digital Former Managing Director at Viacom Brand Solutions and founder of platform development
\GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel media start-up The Third Way
Key decision makers at N&S Richard Desmond Robert Sanderson
y Internet Files\Content.Outlook y Internet Founder and owner of Northern & Shell Finance Director of Northern & Shell
British publisher and businessman Joined Northern & Shell in 1995 as Financial Controller, became Has been media entrepreneur throughout his working life; founded Deputy Finance Director in 1998 and took up his present position Northern & Shell in 1974 at age of 21 and since then he has since 1999 developed the group into all main sectors of specialist and consumer Previous work experience includes Financial Accountant at Reuters publishing as well as television, radio, book publishing and internet Group, Grant Thornton and international PR company Shandwick activities Local\Microsoft\Windows\Temporar
Confidential 7 C:\Users\jdehoop2\AppData\ Key historical financials
Revenue EBITDA(1)
(FYE Dec, £ millions) (FYE Dec, £ millions) 356 39.9 344 326
290 12.2 13.1 272 3.6
(4.0)
2008 2009 2010 2011 2012 2008 2009 2010 2011 2012
EBIT(1) Net income(1) (FYE Dec, £ millions)
\GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel (FYE Dec, £ millions) 27.0 26.9 17.9
0.4 0.3
(12.0)
y Internet Files\Content.Outlook y Internet (8.5) (18.3) (16.6) (26.2)
2008 2009 2010 2011 2012 2008 2009 2010 2011 2012
Financial performance in 2012 negatively impacted by certain high profile events in the year, particularly the Olympics, Paralympics, Euro 2012 and the Queen’s Jubilee, all of which were the broadcasting preserves of the BBC or other principal commercial rivals The performance in the early part of 2013 (H1 2013 EBIT of £20.6m(2)) underlines the directors’ firm belief that the business has been positioned Local\Microsoft\Windows\Temporar for growth
Source: Company filings (Channel 5 Broadcasting Limited). (1) Pre exceptional expense. EBITDA reported post operating lease rentals and foreign exchange gains / (losses). Confidential (2) Source: Financial Times, 1 January 2014. 8 C:\Users\jdehoop2\AppData\ UK audience viewing shares evolution
30%
25%
20%
15%
\GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel 10%
5% y Internet Files\Content.Outlook y Internet – Jan-11 Jul-11 Jan-12 Jul-12 Jan-13 Jul-13
BBC 1 BBC 2 ITV (Inc. HD & +1) Channel 4 (Inc. S4C & +1) Channel 5 (Inc. +1)
As the fifth largest TV broadcaster in UK, Channel 5’s viewing shares have remained stable over the last Local\Microsoft\Windows\Temporar three years
Source: BARB. Confidential 9 C:\Users\jdehoop2\AppData\ UK TV advertising revenue by share
1.4x 1.4x 1.9x 1.7x
40% 35.1% 36.5% 34.2% 34.2%
30% 25.1% 24.8% 25.5% 23.6%
20% 17.2% 17.2% 18.0% 16.2%
\GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel 17.0% 16.0% 16.5% 15.0% 10% 7.8% 7.3% 6.6% 6.2% y Internet Files\Content.Outlook y Internet – 2009 2010 2011 2012
ITV1 / STV / UTV Channel 4 / S4C Channel 5 Other multichannels PSB portfolio channels (1)
Local\Microsoft\Windows\Temporar Channel 5’s shares in terms of advertising revenue have slightly increased
Source: Ofcom Communications Market Report. Note: denotes Channel 5 power ratio. Confidential (1) Includes: ITV2, ITV3, ITV4, ITV breakfast, E4, More 4, Film 4, 5*, others. 10 C:\Users\jdehoop2\AppData\ UK advertising expenditure
CAGR 50% '08 - '13 '13–'15 TV 0.7% 1.5% 43.8% 42.2% 39.4% 40.2% 40% 37.0% 34.4% 33.3% Newspapers and (10.6%) (3.2%) 31.3% magazines 27.7% 29.4% 27.9% 30% 26.6% 26.1% 26.4% 26.0% 25.6% 27.8% 27.5% 26.4% Internet 12.2% 7.7% 24.4% 20% 23.0% 22.1% \GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel 20.6% 19.5%
10% Others 0.1% 1.9% 11.5% 11.5% 11.5% 11.3% 11.9% 11.3% 11.2% 11.1% y Internet Files\Content.Outlook y Internet – 2008 2009 2010 2011 2012 2013 2014 2015
Television Newspapers and magazines Internet Others (Outdoor, radio and cinema)
Local\Microsoft\Windows\Temporar Television continues to account for a significant part of advertising expenditure in UK
Source: Zenith report as of September 2013. Confidential 11 C:\Users\jdehoop2\AppData\ Research is optimistic about European ad markets
TV advertising net revenue growth (y-o-y% change) Advertising Monitor 2012 2013E 2014E
6.8% 1.5 3.0 3.0 Germany 6.0% 6.2% 5.0%
UK 0.6 3.1 6.8 3.2%
France (7.0) (4.0) 2.8
Q1-14 Jan-14 Feb-14 Mar-14 2014E \GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel Italy (11.0) (10.5) 4.0
UK media buyers report broad-based strength in the Spain (18.0) (5.5) 11.3 TV advertising market going into 2014
− Growth is expected to accelerate vs. 2013 driven y Internet Files\Content.Outlook y Internet Norway NA 7.0 5.0 by the strengthening economy and the World Cup − Advertisers are “responding to positive economic indicators” in Q1 2014, which is giving them Russia 10.3 8.0 7.0 confidence to invest at the start of the year
Belgium NA 3.0 3.0 Local\Microsoft\Windows\Temporar
Source: Credit Suisse proprietary survey (European advertising monitor, December 2, 2013). Note: European Advertising Monitor research report from Credit Suisse is frequently publish by our analysts and it talks about Confidential advertising trends in Europe. It is a proprietary survey of European TV media buyers that includes feedback from 20 agencies in 8 territories. 12 C:\Users\jdehoop2\AppData\ Sale of Channel 5 to Northern & Shell
In July 2010, RTL Group, the leading European entertainment network, announced the sale of Channel 5 to the Northern & Shell company owned by British publisher Richard Desmond
− Channel 5 experienced significant revenue and profit decline relative to the market in 2008 and 2009; the company underwent a comprehensive restructuring process at the time of sale
Rival bidders were Channel 4, Time Warner and Endemol
\GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel Transaction documentation signed and closed with immediate effect on 23 July 2010
Total cash consideration payable to RTL Group for its 100% shareholding amounted to £103.5 million (€125 million) y Internet Files\Content.Outlook y Internet
− The deal valued Channel 5 at LTM revenue multiple of 0.4x and LTM EBITDA multiple of 12.4x Local\Microsoft\Windows\Temporar
Source: Company information. Confidential 13 C:\Users\jdehoop2\AppData\ 2. M&A considerations
Confidential 14 Situation overview
1 Northern & Shell appointed Barclays to advise on a potential sale of Channel 5
− Process led by Matthew Smith (MD, Head of UK M&A) and Daniel Ross (MD, EMEA IBD Media and Leisure)
2 Process expected to be a competitive auction, possibly a two-stage process
− NDAs expected to be distributed at the end of January to early February and subsequent distribution of Information Memorandum
\GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel − Marketing materials (including Information Memorandum) largely prepared already, now awaiting final version of 2013 numbers to insert
3 Signing expected prior to the summer break (see timeline overleaf) y Internet Files\Content.Outlook y Internet 4 Interest so far from a broad array of bidders, although private equity seen to be relatively reluctant Local\Microsoft\Windows\Temporar
Confidential 15 C:\Users\jdehoop2\AppData\ Illustrative timetable – Key milestones
February March April May June 3 1017243 101724317 1421285 1219262 9 1623
Receive NDA
Phase I
Receive IM and First round process letter bids due
Select bidders Management Submission of invited to Round II presentation / site visit binding bids and transaction documents \GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel Phase II Detailed due diligence
Receive second Receive draft round process SPA letter y Internet Files\Content.Outlook y Internet Final negotiations
Final negotiation and signing Signing of SPA Local\Microsoft\Windows\Temporar
Confidential 16 C:\Users\jdehoop2\AppData\ Summary overview of typical two stage auction process
Negotiation and Phase I Phase II Preparation signing (4-5 weeks) (6-7 weeks) (1-2 weeks)
Review and discuss strategic Review of Information Attend management Review of ‘black box’ fit of acquisition opportunity Memorandum presentation and Q&A/expert information (if applicable) Perform desktop due Potential clarification calls with sessions Final price and SPA diligence company Written Q&A process negotiations Seek intelligence and review Develop business plan and Perform site visits Review and finalise disclosure competitive landscape perform valuation of business Review vendor due diligence schedules Consider pre-emptive bid Assess synergy potential and reports (if made available) Draft transaction Key workstreams Consider potential partnership start developing integration Review data room announcement plan Set-up internal project team Secure financing Sign financing arrangements Develop financing structure Signing of transaction Hire external advisors and obtain financing support SPA mark-up and initial SPA Negotiate and sign letters negotiations
\GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel confidentiality agreement Conduct preliminary anti-trust Finalise business plan and analysis valuation Identify key confirmatory due Finalise anti-trust analysis diligence Agree on bid tactics (offer Obtain required internal price vs. SPA terms) approvals Obtain Board approvals y Internet Files\Content.Outlook y Internet
Confidentiality agreement First round bid Binding offer Final SPA Financing support letters Binding financing Final financing documents commitments SPA mark-up from bidders Local\Microsoft\Windows\Temporar Key documents Key documents
Note: Actual timetable depends on target’s sale process. Confidential 17 C:\Users\jdehoop2\AppData\ Where Credit Suisse adds value
1 Project Overall co-ordination of the process and advisors coordination Main point of contact for the process Sole interface with the seller’s advisors Co-ordinate business, commercial, financial, legal and other due diligence / act as central point of contact for VDR and Q&A process
2 Negotiation Develop negotiation strategy support Interface for negotiation with the seller and its financial advisors Review of transaction documentation and support in negotiating the key commercial items
3 Assess Monitor competitive landscape / provide intelligence \GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel competitive Affordability analysis of key competitors landscape
4 Financial Preparation of financial model (stand-alone and synergy analysis) model Indicative valuation of Channel 5 as well as value of the synergies y Internet Files\Content.Outlook y Internet and valuation Sensitivity analysis to allow for various business plan scenarios Conduct other relevant financial analysis 5 Financing Evaluate various financing alternatives Support in structuring the financing of the transaction Local\Microsoft\Windows\Temporar
Confidential 18 C:\Users\jdehoop2\AppData\ Key due diligence questions
Market Outlook for the advertising market in UK and key trends / drivers of advertising market forecast growth overview and competitive Trends on FTA share of total advertising in UK landscape Current competitive landscape and expected changes in the medium to long term (consolidation etc.)
Channel 5’s position in the market and expectation for market share evolution
FTA Channel 5’s content, target audience and age group; reach of Channel 5 in the market business Source of program contents: does it source from various content providers or depend on a selected few
Control over contents and security over key contracts (e.g. Big Brother expiration at end of 2015)
Scope of contracts with content providers and relevance of revenue distribution model is there is any
Purchasing / pricing power in the market \GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel
Proportion of local and international content
Scope and contribution of the digital businesses
Talent management and retention y Internet Files\Content.Outlook y Internet Regulations Expiration of broadcasting licenses and the renewal fee and terms if there are any and legal Relationship with industry regulators
Any significant legal cases that have in the past affected or currently impacting the business Local\Microsoft\Windows\Temporar
Confidential 19 C:\Users\jdehoop2\AppData\ 3. Potential buyer analysis
Confidential 20 Potential competing buyers: Strategics
Buyer name Market cap EV EV/EBITDA FY1 Key comments
£8.4bn £9.0bn 12.4x Regulatory issues likely to be insurmountable
£13.6bn £14.3bn 8.3x Interest in multi-channel content business and not just a pay-TV platform Defensive move against BT
£22.4bn £25.2bn 10.4x Has been keen on international expansion over time, but never shown real willingness to make sizeable investment Likely to show strong interest in early stages £24.8bn £30.7bn 11.0x Again, very focused on international expansion and likely to take a serious look Has not made significant international steps so far
£36.8bn £47.5bn 9.8x Gerhard Zeiler knows the business very well from RTL (in fact he signed the sale to N&S), however, would be open to re-investment now at Time Warner) Time Warner is very active on European investment opportunities \GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel £16.8bn £20.4bn 12.6x Possible interest
£86.1bn £111.6bn 8.1x Likely to show interest, but still not in an ideal position to explore significant international acquisitions Jeff Shell now returned to US y Internet Files\Content.Outlook y Internet £44.8bn £53.6bn 12.0x Possible interest, notably given Sky presence /
£6.7bn £7.5bn 10.3x Possible interest, especially given UK TV investment FTA not previously a priority Local\Microsoft\Windows\Temporar
Source: Company information, FactSet as of 21 January 2014. Confidential 21 C:\Users\jdehoop2\AppData\ Potential competing buyers: Strategics (cont’d)
Buyer name Market cap EV EV/EBITDA FY1 Key comments
£11.9bn £13.5bn 12.3x Virtually impossible, given previous troubled ownership by RTL
£2.1bn £1.8bn 9.5x Possible interest, but unlikely to be very serious: focused on Scandinavia and Eastern Europe
£6.2bn £7.5bn 10.8x Has sold out of most international assets Will likely take a cursory interest, but not likely to be a key bidder
£3.6bn £6.2bn 14.8x Unlikely to be of interest
£30.1bn £43.5bn 7.0x Will certainly look at the asset and has considered FTA option. However, unlikely that
\GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel Channel 5 would be additive to BT proposition
£2.9bn £3.4bn 15.7x Likely to pass
£114.3bn £72.9bn 5.6x Has not shown serious interest in FTA in the past and continues to focus on internal issues y Internet Files\Content.Outlook y Internet
£3.1bn £4.1bn 11.0x Is interested in international expansion as evidenced by Chellomedia, but Channel 5 likely to be a step too far
£0.8bn £1.0bn 11.1x Very unlikely buyer Local\Microsoft\Windows\Temporar
Source: FactSet as of 21 January 2014. Confidential 22 C:\Users\jdehoop2\AppData\ Potential financial sponsor buyers
Sponsor name Fund size Comment Sponsor name Fund size Comment
Very media focused although with limited recent Focus in media directed more towards professional success information and B2B type assets £8.3bn Media investments include: Sportfive, £2.6bn Media investments include: TSL, TDF, Wood Primacom, Thomson Directories, AVIP Group, Mackenzie, Bureau Van Dijk Equinity, Skillsoft, Avisium Very intelligent and innovative investor in media UK based fund with significant experience in Was involved in Informa process in 2008 media, although with some mixed results £5.6bn Media investments include: Axel Springer, Wood £5.4bn Media investments include: Springer, McKenzie, F1 Holdings, ProsiebenSat1, Advanstar, Medimedia, Aprovia, IPC, Newsquest, Truvo, Eller Media Company, Nielsen Ziggo, Numericable
Financial sponsors Remains very active in media and looks for unique Recently sold Cerved, but still looking for media situations, has FTA experience exposure £3.9bn Media investments include: ProSiebenSat.1, BMG £4.5bn Media investments include: The Weather Rights Management, Primedia, Seven Media Group, Channel, AMC Entertainment, Sinomedia Nielsen Holding, Publishing Group of America, Cerved TMT focused fund has shown keen interest in SBS and Media investments include: Trader Media is a keen investor in content assets Group, Seat Pagine Gialle, BvD £7.5bn Media investments include: JBP Holdings, Warner £4.5bn Has shown interest in cable pay TV assets Music Group, Zenimax Media, RCS Media Group, Digiturk, MGM \GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel
Re-focusing attention on media at present and has identified data / growth assets as interesting Has historically tried to acquire ITV, however recently £8.3bn area downgraded interest in Media following some Media investments include: Nielsen, Montecito, £9.3bn challenging investments The Weather Channel, Houghton Mifflin, Media investments include: Emap B2B, Trader Media, Livewire ALM, Hit Entertainment
Proven track record in the media sector Significant exposure to Media and recent good exit from
y Internet Files\Content.Outlook y Internet Springer Media investments include: All3Media, £4.0bn £1.8bn ProSiebenSat.1, Asia Broadcast Satellite (ABS), Media investments include: Gala TV, AcadeMedia, Premiere Blizoo, United Digital Group, Springer Science + Business Media Less active in media in recent years but still over all active in the market Very limited attention to media in Europe Media investments include: Primedia, Adknowledge, £4.8bn Media investments include: Aprovia, Health £16.6bn Central Network, LBI International, Nielsen MGM, TDF, Univision, Findexa, IMS
Looked seriously at SBS £8.9bn Most focused on data and online assets, not really a Local\Microsoft\Windows\Temporar Media investments include: Nine Entertainment £9.4bn media investor per se Media investments include: DB Corp., IDC, Tulip Media
Source: Company information, Preqin. Confidential 23 C:\Users\jdehoop2\AppData\ 4. Preliminary valuation considerations
Confidential 24 Channel 5 – Key financials
(in £ millions) Historical financials Forecasts Fiscal year ended Dec 31 2010A 2011A 2012A 2013E 2014E 2015E Revenue 289.7 356.3 325.7 332.2 338.8 342.2 % growth 6.5% 23.0% (8.6%) 2.0% 2.0% 1.0% Normalized EBITDA 13.1 39.9 (4.0) 45.0 46.7 47.9 % margin 4.5% 11.2% (1.2%) 13.5% 13.8% 14.0% D&A 12.8 12.9 12.6 12.8 13.1 13.2 % of revenue 4.4% 3.6% 3.9% 3.9% 3.9% 3.9% Normalized EBIT 0.3 27.0 (16.6) 32.2 33.6 34.7 % margin 0.1% 7.6% (5.1%) 9.7% 9.9% 10.1% Capex 5.2 6.0 3.5 5.0 5.1 5.1 % revenue 1.8% 1.7% 1.1% 1.5% 1.5% 1.5% (1) Changes in NWC 59.6 (3.4) 1.8 (0.5) (1.1) (0.6) % changes in revenue 5.1% 6.0% 7.5% 17.0% 17.0% \GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel Key assumptions
Financial forecasts based on CS assumptions
Channel 5 to return to profit in 2013 with EBITDA of £45m
y Internet Files\Content.Outlook y Internet Revenue for 2013 – 2015 assumed to grow at the same rate with UK TV advertising market(2)
EBITDA margin to improve moderately in 2014 and 2015
Capex equal to 1.5% of revenue
Net working capital equal to 17% of revenue Local\Microsoft\Windows\Temporar
Source: CS IBD estimates. (1) Net working capital includes the following line items: current asset (program inventory, trade debtors, prepayments and accrued Confidential income); current liability (trade creditors, other taxation and social security, accruals and deferred income and other creditors). (2) Source: Zenith report. 25 C:\Users\jdehoop2\AppData\ Illustrative acquisition matrix
(FYE Dec, in £ millions)
Enterprise value 300 350 400 450 500 550 600
Implied EV multiples Metric
EV/Revenue 2013E 332 0.9x 1.1x 1.2x 1.4x 1.5x 1.7x 1.8x
EV/Revenue 2014E 339 0.9x 1.0x 1.2x 1.3x 1.5x 1.6x 1.8x
EV/Revenue 2015E 342 0.9x 1.0x 1.2x 1.3x 1.5x 1.6x 1.8x
EV/EBITDA 2013E 45 6.7x 7.8x 8.9x 10.0x 11.1x 12.2x 13.3x \GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel EV/EBITDA 2014E 47 6.4x 7.5x 8.6x 9.6x 10.7x 11.8x 12.9x
EV/EBITDA 2015E 48 6.3x 7.3x 8.3x 9.4x 10.4x 11.5x 12.5x
EV/EBIT 2013E 32 9.3x 10.9x 12.4x 14.0x 15.5x 17.1x 18.7x y Internet Files\Content.Outlook y Internet EV/EBIT 2014E 34 8.9x 10.4x 11.9x 13.4x 14.9x 16.4x 17.9x
EV/EBIT 2015E 35 8.7x 10.1x 11.5x 13.0x 14.4x 15.9x 17.3x
Comparable companies trading multiples - Median Comparable acquisition multiples - Median Local\Microsoft\Windows\Temporar
Confidential 26 C:\Users\jdehoop2\AppData\ Comparable European companies trading multiples
Overview of Trading Multiples as of 21-Jan-14 (in GBP millions, except share prices in local currencies; calendarised to YE 31-Dec) (1) (2) Share % to Market Net Adj. Adj. EV/Revenues Adj. EV/EBITDA Adj. EV/EBITDA-Capex(1) P/E Company Price 52W HCap. Debt EV 2013E 2014E 2015E 2013E 2014E 2015E 2013E 2014E 2015E 2013E 2014E 2015E
Pay TV BSkyB 8.57 (9.9%) 13,641 1,236 14,291 1.9x 1.8x 1.8x 8.5x 8.3x 7.8x 12.0x 11.8x 10.9x 14.7x 14.3x 12.9x Western Europe Antena 3 / Atresmedia 13.96 (0.5%) 2,421 153 2,574 3.8x 3.6x 3.4x n.m. 27.2x 19.0x n.m. 34.1x 22.4x n.m. 38.7x 24.5x ITV 2.05 (2.5%) 8,376 46 8,962 3.8x 3.6x 3.4x 13.9x 12.4x 11.4x 16.9x 13.6x 12.3x 19.0x 16.5x 15.0x M6 16.48 (9.0%) 1,706 (179) 1,527 1.3x 1.3x 1.3x 6.4x 6.1x 5.9x 9.5x 8.9x 8.6x 16.9x 15.9x 14.8x Mediaset 3.81 (9.1%) 3,560 1,229 6,214 2.2x 2.1x 2.0x 20.6x 14.8x 11.4x 38.9x 22.5x 15.5x n.m. 31.1x 19.9x MTG 322.60 (12.1%) 2,115 122 1,797 1.4x 1.2x 1.2x 12.2x 9.5x 8.8x 13.7x 10.5x 9.7x 17.7x 15.3x 13.4x ProSieben 35.00 (3.0%) 6,178 1,429 7,488 3.5x 3.3x 3.1x 11.6x 10.8x 10.2x 13.1x 12.2x 11.6x 19.0x 17.1x 15.9x RTL 93.90 (5.5%) 11,959 374 13,453 2.7x 2.7x 2.6x 12.7x 12.3x 11.5x 14.6x 14.1x 13.2x 20.2x 19.4x 18.3x Telecinco 9.27 (2.3%) 3,056 (70) 2,597 3.8x 3.6x 3.3x n.m. 25.7x 16.7x n.m. 28.3x 17.8x n.m. 36.8x 25.1x TF1 14.34 (4.3%) 2,501 (156) 2,300 1.1x 1.1x 1.1x 9.3x 9.2x 7.5x 11.2x 11.2x 8.8x 21.9x 22.9x 17.0x Average 2.6x 2.5x 2.4x 12.4x 10.7x 9.5x 16.9x 13.3x 11.4x 19.1x 17.9x 15.7x Median 2.7x 2.7x 2.6x 12.2x 10.8x 10.2x 13.7x 12.2x 11.6x 19.0x 16.8x 15.5x
\GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel Eastern Europe CME 3.27 (50.9%) 267 501 770 2.0x 1.7x 1.6x n.m. 11.7x 9.3x n.m. 15.5x 11.9x n.m. n.m. 24.8x CTC Media 12.65 (9.3%) 1,196 (72) 1,123 2.2x 2.0x 1.9x 6.8x 6.4x 6.1x 7.3x 6.9x 6.6x 11.9x 11.7x 11.2x Polsat 19.40 (21.5%) 1,335 359 1,694 3.0x 2.9x 2.8x 8.5x 8.1x 7.7x 10.6x 9.9x 8.7x 14.0x 12.7x 10.8x TVN 14.80 (7.5%) 1,013 461 1,104 3.6x 3.5x 3.3x 11.1x 9.6x 8.3x 13.2x 11.3x 9.6x n.m. 17.6x 14.5x Average 2.7x 2.5x 2.4x 8.8x 8.1x 7.4x 10.4x 9.4x 8.3x 12.9x 12.2x 11.0x Median 2.6x 2.5x 2.3x 8.5x 8.1x 7.7x 10.6x 9.9x 8.7x 12.9x 12.2x 11.0x y Internet Files\Content.Outlook y Internet Local\Microsoft\Windows\Temporar
Source: Company information, Reuters consensus forecasts, FactSet as of 21 January 2014. (1) Average / median calculations exclude Antena 3 and Telecinco in Western Europe group and exclude CME in Eastern Europe Confidential group, for comparability with the 2013E average / median. (2) Average / median calculations exclude Antena 3, Mediaset and Telecinco in Western Europe group and exclude CEM and TVN 27 in Eastern Europe group, for comparability with the 2013E average / median. C:\Users\jdehoop2\AppData\ Comparable acquisition multiples
(£ in millions)
Ann't. LTM 1 YR+ LTM 1 YR+ Target Acquiror Stake Acquired Enterprise Value Date EV / Revenue EV / Revenue EV / EBITDA EV / EBITDA Selected FTA Transaction Comparables
10/10/2013 e tv (Pty) Ltd SEARDEL INVESTMENT CORP. 19% 155 NA NA NA NA 07/04/2013 RRsat Global Communications Viola Group 20% 73 1.0x 0.9x 5.8x 5.5x 26/02/2013 Grupo Media Capital S.G.P.S. Vertix S.G.P.S. 10% 313 2.0x NA 8.9x NA 14/12/2012 SBS Nordic operation Discovery Communications 100% 1,078 NA NA 10.0x NA 03/10/2011 StarTV Dogus Yayin Group 100% 211 2.8x NA NM NA 08/09/2011 Bollore Canal+ 60% 244 NA NA NA NA 20/04/2011 Prosiebensat.1 Media AG Sanoma / Talpa 100% 1,083 3.0x NA 10.6x NA 15/11/2010 Telewizja Polsat Cyfrowy Polsat 100% 775 3.5x 3.3x 12.1x 9.8x 18/02/2010 bTV CME 100% 303 3.9x 3.9x 8.8x 8.8x 20/01/2010 Studio 1+1 Harley Trading Limited 100% 184 9.4x NA NM NA 23/03/2009 CME Time Warner 31% 1,755 1.8x 1.9x 6.5x 8.2x 31/07/2008 Nova Television Bulgaria MTG 100% 488 10.9x 9.2x NA NA 11/03/2008 DTV MTG 100% 197 8.3x 6.1x NA NA 15/12/2006 Prosiebensat.1 Media AG KKR/Permira 51% 3,938 3.0x 2.7x 14.0x 11.3x 27/06/2007 Prosiebensat.1 Media AG SBS 100% 3,300 NA 2.9x 14.8x 11.7x \GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel 29/08/2006 CME Apax 8% 1,472 5.3x 4.2x 17.2x 11.6x 26/10/2006 Grupo Media Capital Prisa 67% 480 3.2x 3.2x 15.9x 17.1x 03/11/2005 Grupo Media Capital Prisa 33% 557 3.9x 3.5x 19.8x 15.5x 26/09/2005 Star TV Dogan Yayin Holding 100% 255 NA 3.7x NA 21.5x 20/07/2005 Five RTL Group 35% 1,108 3.8x NA NA NA 11/08/2003 Prosiebensat.1 Media Saban Capital 36% 1,563 1.2x 1.2x 13.8x 12.0x 30/04/2003 Antena 3 de Television Grupo Planeta 25% 1,013 2.3x 2.1x 21.0x 13.2x y Internet Files\Content.Outlook y Internet 07/01/2003 Antena 3 Telefonica 12% 1,119 1.7x 1.7x 25.6x 12.0x 18/12/2002 Telecinco Mediaset 12% 2,178 4.0x 3.9x 16.9x 17.0x 24/12/2001 RTL Group Bertelsmann 22% 4,595 1.9x 1.8x 11.3x 8.2x 05/02/2001 RTL Group Bertelsmann 30% 10,611 4.1x 3.6x 24.6x 21.2x 07/04/2000 Pearson Television CLT-Ufa 100% 2,651 7.5x 7.1x 32.3x NA Median 3.3x 3.3x 14.0x 11.9x Mean 4.0x 3.5x 15.3x 12.8x Local\Microsoft\Windows\Temporar
Source: Company filings, broker research. Confidential 28 C:\Users\jdehoop2\AppData\ Illustrative LBO analysis – Financing assumptions summary
Illustrative financing assumptions Illustrative pro forma capitalisation
Potential new LBO assumed on 31 December 2013 (£ in millions) PF Capitalisation Entry valuation @ 10.0x EV/EBITDA 2013E x13E EBITDA − 2013E EBITDA of £45m FYE December 31, Amount % Tenor Reference EBITDA 45 − Implied purchase price of £450m Term Loan B 270 60% 6.0x Total leverage up to 6.0x Net secured debt 270 60% 6.0x 7 yrs − 6.0x Term loan B Net debt 270 60% 6.0x Common Equity 180 40% 4.0x − 7% pre-tax interest, 7 years maturity Sponsor Equity 180 40% 4.0x Tax rate of 20% in line with UK corporate tax rate Net capitalisation 450 100% 10.0x
\GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel Sources and Uses – entry 31 December 2013
x 13E x 13E Sources £m EBITDA (1) % Uses £m EBITDA (1) %
Term Loan B 270 6.0x 60% Equity Value 450 10.0x 100% y Internet Files\Content.Outlook y Internet Total Senior Debt 270 6.0x 60% Enterprise Value 450 10.0x 100%
Common Equity 180 4.0x 40%
Total Equity 180 4.0x 40% Fees and Expenses – – –
Total Sources 450 10.0x 100% Total Uses 450 10.0x 100%
Local\Microsoft\Windows\Temporar (1) Based on 13E EBITDA of £45m as of 31-Dec-13.
Confidential 29 C:\Users\jdehoop2\AppData\ Illustrative LBO analysis – Deleveraging profile
Fiscal Year Ending 31 Dec 2014-2023 2014-2023 (£ million) 2013E 2014E 2015E 2016E 2017E 2018E 2019E 2020E 2021E 2022E 2023E Cumul. CAGR Years from Closing (31-Dec-13) 0.0Y 1.00Y 2.00Y 3.00Y 4.00Y 5.00Y 6.00Y 7.00Y 8.00Y 9.00Y 10.00Y – – Revenues & Cashflow Statement Sales 332 339 342 346 349 353 356 360 363 367 371 3,545 1.1% EBITDA 45 47 48 48 49 49 50 50 51 51 52 496 1.4% Capex (5) (5) (5) (5) (5) (5) (5) (5) (6) (6) (53) – Change in Net Working Capital (1) (1) (1) (1) (1) (1) (1) (1) (1) (1) (7) – Operating Pre-Tax Free Cash Flow 40 42 43 43 43 44 44 45 45 46 436 – Cash Taxes (assumed tax rate of 20.0%) (3) (3) (3) (3) (4) (4) (4) (6) (6) (7) (42) Cashflow Available Before Debt Service 38393940404041393939394 Net Cash Interest Expense (19) (19) (19) (18) (18) (18) (18) (9) (6) (4) (147) Cashflow Available for Debt Amortisation 19 20 21 21 22 22 23 31 33 35 247 Mandatory Amortisation – – – – – – (270) – – – (270) Excess Cash Flow 19 20 21 21 22 22 (247) 31 33 35 (23) Operating Metrics Revenue Growth 2.0% 1.0% 1.0% 1.0% 1.0% 1.0% 1.0% 1.0% 1.0% 1.0% EBITDA Margin 13.8% 14.0% 14.0% 14.0% 14.0% 14.0% 14.0% 14.0% 14.0% 14.0% EBITDA Growth 3.7% 2.7% 1.0% 1.0% 1.0% 1.0% 1.0% 1.0% 1.0% 1.0% Capex as a % of Sales (1.5%) (1.5%) (1.5%) (1.5%) (1.5%) (1.5%) (1.5%) (1.5%) (1.5%) (1.5%) Operating Pre-Tax FCF as % of EBITDA 86.7% 88.1% 88.1% 88.1% 88.1% 88.1% 88.1% 88.1% 88.1% 88.1% Balance Sheet Cash 1.00% – 19 39 60 81 103 125 – – – –
\GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel Revolver (£0m drawn at closing) +7.00% – – – – – – – 122 91 58 23 Term Loan B +7.00% 270 270 270 270 270 270 270 – – – – Total Debt 270 270 270 270 270 270 270 122 91 58 23 Total Net Debt 270 251 231 210 189 167 145 122 91 58 23 Credit Ratios Leverage Senior Net Debt / EBITDA 6.00x 5.39x 4.82x 4.35x 3.87x 3.38x 2.90x 2.42x 1.79x 1.14x 0.45x Total Net Debt / EBITDA 6.00x 5.39x 4.82x 4.35x 3.87x 3.38x 2.90x 2.42x 1.79x 1.14x 0.45x Coverage
y Internet Files\Content.Outlook y Internet EBITDA / Net Cash Interest 2.47x 2.56x 2.61x 2.67x 2.73x 2.79x 2.85x 5.97x 8.05x 12.69x (EBITDA - Capex) / Net Cash Interest 2.20x 2.29x 2.33x 2.38x 2.44x 2.49x 2.55x 5.33x 7.19x 11.33x CF Available for Debt Amortisation to Net Debt 7.4% 8.8% 9.9% 11.3% 13.1% 15.5% 18.8% 33.6% 56.0% 148.6% Excess Cash Flow to Net Debt 7.4% 8.8% 9.9% 11.3% 13.1% 15.5% n.m 33.6% 56.0% 148.6% Fixed Charge Cover 1.99x 2.08x 2.12x 2.17x 2.21x 2.25x 0.14x 4.59x 6.13x 9.54x Local\Microsoft\Windows\Temporar
Note: Deleveraging profile above assumes no dividends paid. Confidential 30 C:\Users\jdehoop2\AppData\ Illustrative LBO analysis – Return analysis
IRR . CASH-ON-CASH
EXIT YEAR 3 - IRR EXIT YEAR 3 - COC Entry Multiple 8.00x 9.00x 10.00x 11.00x 12.00x Entry Multiple 8.00x 9.00x 10.00x 11.00x 12.00x
Entry EV 360 405 450 495 540 Entry EV 360 405 450 495 540
8.00x 387 22.34% 9.41% (0.59%) (7.71%) (13.15%) 8.00x 387 1.83x 1.31x 0.98x 0.79x 0.65x
9.00x 436 31.59% 18.58% 7.75% 0.03% (5.86%) 9.00x 436 2.28x 1.67x 1.25x 1.00x 0.83x
10.00x 484 39.69% 26.52% 14.97% 6.73% 0.44% 10.00x 484 2.73x 2.03x 1.52x 1.22x 1.01x Exit EV Exit EV
Exit Multiple Exit 11.00x 532 46.95% 33.58% 21.37% 12.68% 6.04% Multiple Exit 11.00x 532 3.18x 2.39x 1.79x 1.43x 1.19x
12.00x 581 53.55% 39.95% 27.17% 18.06% 11.10% 12.00x 581 3.62x 2.74x 2.06x 1.65x 1.37x
EXIT YEAR 5 - IRR EXIT YEAR 5 - COC Entry Multiple 8.00x 9.00x 10.00x 11.00x 12.00x Entry Multiple 8.00x 9.00x 10.00x 11.00x 12.00x
Entry EV 360 405 450 495 540 Entry EV 360 405 450 495 540
8.00x 395 18.36% 11.03% 4.82% 0.25% (3.34%) 8.00x 395 2.32x 1.69x 1.27x 1.01x 0.84x \GAT3N6TR\2014-01 Channel 5.pptx \GAT3N6TR\2014-01 Channel 9.00x 444 22.68% 15.46% 9.01% 4.26% 0.53% 9.00x 444 2.78x 2.05x 1.54x 1.23x 1.03x
10.00x 494 26.47% 19.31% 12.64% 7.73% 3.87% 10.00x 494 3.24x 2.42x 1.81x 1.45x 1.21x Exit EV Exit EV Exit Multiple Exit Exit Multiple Exit 11.00x 543 29.85% 22.72% 15.86% 10.80% 6.84% 11.00x 543 3.69x 2.78x 2.09x 1.67x 1.39x
12.00x 592 32.92% 25.78% 18.75% 13.57% 9.51% 12.00x 592 4.15x 3.15x 2.36x 1.89x 1.58x
Note: Returns exclude management dilution and exit costs. y Internet Files\Content.Outlook y Internet Local\Microsoft\Windows\Temporar
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Confidential 33