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Deezer S.A. Limited liability company (société anonyme) with a share capital of €128,535.25 Registered Office: 12, rue d’Athènes 75009 Paris, France 511 716 573 Paris Trade and Companies Register REGISTRATION DOCUMENT In accordance with its General Regulations (Règlement Général) and, in particular Article 212-23 thereof, the Autorité des marchés financiers (the “AMF”) registered this Registration Document on September 21, 2015 under number I.15-068. This document may not be used in the context of any securities offering unless completed by a Securities Note in respect of which the AMF has granted a visa. The Registration Document has been prepared by the issuer, and its signatories therefore assume responsibility for its contents. This registration was granted after the AMF had verified that the document is complete and comprehensible and that the information it contains is coherent, in accordance with the provisions of Article L. 621-8-1-I of the French Monetary and Financial Code. It does not imply that the AMF has verified the accounting and financial information presented herein. The Registration Document is publicly available on the website of the AMF (www.amf-france.org). Copies of the Registration Document may also be obtained free of charge at Deezer S.A.’s registered office at 12 rue d’Athènes – 75009 Paris, France, as well as on the website of Deezer S.A., (www.deezer.com/company). NOTE In this Registration Document, the terms the “Company” and “Deezer S.A.” mean the Deezer S.A. parent company itself. The terms “Deezer” and the “Group” mean the Company and its consolidated subsidiaries, collectively. Prior to the reorganization transaction described in Chapter 5.1.6, the name of the Company was Odyssey Music Group S.A. The name change was effective as of September 4, 2015. All references herein to “$” are to United States dollars. This Registration Document describes the Group as of the registration date of this Registration Document. This Registration Document includes the Group’s consolidated financial statements prepared in accordance with IFRS for the fiscal years ended December 31, 2014, 2013 and 2012 and the Group’s interim condensed consolidated financial statements as of and for the six months ended June 30, 2015 and June 30, 2014 prepared in accordance with IAS 34, “Interim Financial Information,” the IFRS standard applicable to interim reporting. Unless otherwise indicated, the financial information of the Group presented herein is based on the consolidated financial statements of the Group. Forward-looking Statements This Registration Document contains statements regarding the prospects and growth strategies of the Group. These statements are sometimes identified by the use of the future or conditional tense, or by the use of forward-looking terms such as “considers”, “envisages”, “believes”, “aims”, “expects”, “intends”, “should”, “anticipates”, “estimates”, “thinks”, “wishes” and “might”, or, if applicable, the negative form of such terms and similar expressions or similar terminology. Such information is not historical in nature and should not be interpreted as a guarantee of future performance. Such information is based on data, assumptions, and estimates that the Group considers reasonable. Such information is subject to change or modification based on uncertainties in the economic, financial, competitive or regulatory environments. This information is contained in several chapters of this Registration Document and includes statements relating to the Group’s intentions, estimates and targets with respect to its markets, strategies, growth, results of operations, financial situation and liquidity. The Group’s forward- looking statements speak only as of the date of this Registration Document. Absent any applicable legal or regulatory requirements, the Group expressly disclaims any obligation to release any updates to any forward-looking statements contained in this Registration Document to reflect any change in its expectations or any change in events, conditions or circumstances, on which any forward-looking statement contained in this Registration Document is based. The Group operates in a competitive and rapidly evolving environment; it is therefore unable to anticipate all risks, uncertainties or other factors that may affect its business, their potential impact on its business or the extent to which the occurrence of a risk or combination of risks could have significantly different results from those set out in any forward-looking statements, it being noted that such forward-looking statements do not constitute a guarantee of actual results. Information on the Market and Competitive Environment This Registration Document contains, in particular in Chapter 6, “Business Overview”, information relating to the Group’s markets and to its competitive position. Some of this information comes from research conducted by outside sources, including a Deezer- commissioned study conducted in July 2015 by Enders Analysis Limited (“Enders”). The Company believes that the information contained herein in relation to the Group’s markets and competitive position is reliable, but the information has not been verified by an independent expert, and the Company cannot guarantee that a third party using different 1 methods to collect, analyze or compute market data would arrive at the same results. Unless otherwise indicated, the information contained in this Registration Document related to market shares and the size of relevant markets are the Group’s estimates and are provided for illustrative purposes only. Risk Factors Investors should carefully consider the risk factors in Chapter 4, “Risk Factors”. The occurrence of all or any of these risks could have an adverse effect on the Group’s business, reputation, results of operation, financial condition or prospects. Furthermore, additional risks that have not yet been identified or that are not considered material by the Group at the date of the visa on this Registration Document could produce adverse effects. 2 TABLE OF CONTENTS 1. PERSONS RESPONSIBLE ............................................................................................ 7 1.1 NAME AND POSITION OF THE PERSON RESPONSIBLE FOR THE REGISTRATION DOCUMENT................................................................. 7 1.2 CERTIFICATION OF THE PERSON RESPONSIBLE FOR THE REGISTRATION DOCUMENT ......................................................................... 7 1.3 NAME AND POSITION OF THE PERSON RESPONSIBLE FOR FINANCIAL INFORMATION ........................................................................... 7 2. STATUTORY AUDITORS ............................................................................................ 8 2.1 STATUTORY AUDITORS ................................................................................. 8 2.2 ALTERNATE STATUTORY AUDITORS......................................................... 8 3. SELECTED FINANCIAL INFORMATION ............................................................... 9 3.1 SELECTED FINANCIAL INFORMATION....................................................... 9 3.2 SELECTED OPERATING INFORMATION ................................................... 13 4. RISK FACTORS ........................................................................................................... 17 4.1 RISKS RELATED TO DEEZER’S BUSINESS AND INDUSTRY ................. 17 4.2 REGULATORY AND LEGAL RISKS ............................................................. 42 4.3 MARKET RISKS ............................................................................................... 44 4.4 INSURANCE AND RISK MANAGEMENT.................................................... 44 5. INFORMATION ABOUT THE ISSUER ................................................................... 47 5.1 HISTORY AND DEVELOPMENT .................................................................. 47 5.2 INVESTMENTS ................................................................................................ 50 6. BUSINESS OVERVIEW .............................................................................................. 52 6.1 GENERAL PRESENTATION ........................................................................... 52 6.2 COMPETITIVE STRENGTHS ......................................................................... 54 6.3 STRATEGY ....................................................................................................... 56 6.4 INDUSTRY AND MARKET OVERVIEW ...................................................... 59 6.5 DESCRIPTION OF DEEZER’S BUSINESS .................................................... 67 6.6 REGULATION .................................................................................................. 85 6.7 DEPENDENCE ON PATENTS, LICENSES AND COMMERCIAL CONTRACTS .................................................................................................... 92 7. ORGANIZATIONAL CHART .................................................................................... 93 7.1 SIMPLIFIED GROUP ORGANIZATIONAL CHART .................................... 93 7.2 SUBSIDIARIES AND EQUITY INVESTMENTS ........................................... 95 8. PROPERTY, PLANTS AND EQUIPMENT .............................................................. 96 8.1 SIGNIFICANT EXISTING OR PLANNED PROPERTY, PLANT AND EQUIPMENT ........................................................................................... 96 8.2 ENVIRONMENT AND SUSTAINABLE DEVELOPMENT .........................
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