Movies Interactive Television Broadcasting New Media

UTV Software Communications Limited Antique Media and Entertainment Conference,

January 6, 2009 UTV business segments

TV Content Movies Broadcasting Gaming New Media

 Own TV Content  Hindi  Network of the  Console  Internet Production future  Digital  Regional movies  Mobile  3 strong segments  Mobile Content Production   Hollywood Joint Ventures Youth  Online  Segments  Animation Music  Sponsored Blocks Movies  Publisher +IP Creators Entertainment  Slate of over 45 Business movies Worldwide Business  Web/Mobile   Worldwide integral part market Technology distribution  Portals  Own distribution  Full Studio Model network  UTVi.com  Worldwide  Bindass.com Syndication utvatplay.com

Strategy Stay consolidated to have value creation across all 5 verticals in one Company for aligned shareholder interest…

2 A quick look at this fiscal…

 9 Months FY09 revenue of Rs. 4,681 mn, up by 86% yoy

 Positioned as one of leading and fastest growing Media and Entertainment company in India – One of the top 5 companies in terms of scale

 Growth possible due to diversified yet synergistic business model

 Unique positioning as compared with most of the diversified Companies focused on Broadcasting model - Content + Distribution + IP + Platform

 A Unique play in this part of the world

 Promoter interests fully aligned in media to this one listed vehicle only

3 UTV Team

Board of Directors Disney - 3 Promoters - 3 Independent - 6

CEO Group CFO

TV Content Motion Pictures Broadcasting Interactive New Media

CEO ED/CEO CEO COO CEO

COO, MD, Ignition CEO Bindass Spotboy

COO, COO, Movie MD, Indiagames Development channels

CEO, True Games COO, Development

Employee strength of 1,000 across all five verticals

4 Result Summary

Rs. Millions FY2008 9M FY2009 Revenues 4,342 4,251 - TV 1,006 1,013 Achieved almost - Movies 2,424 1,887 100% of - Games Content 956 707 FY08 revenues - New Media - 143 - Broadcasting - 548 in 9M FY2009 Less: Inter segment (44) (47) EBITDA Margins FY08 9M FY09 Segment Result 829 312 19% 7% - TV 180 45 18% 4% - Movies 556 543 23% 29% - Games Content 93 (48) 10% -7% - New Media - (27) 0% -19% - Broadcasting - (200) 0% -37% PAT 777 878 Net Margins 18% 21%

Capital Employed 7,270 16,514 - TV 342 401 - Movies 4,465 8,248 - Games Content 1,093 2,712 - New Media - 349 - Broadcasting - 3,135 - Unallocable 1,369 1,669 * FY2008 numbers are audited

5 Results Comparison

FY2008 FY2009

1,947 2000 1,786 1800 1,622 1600 1,452 1400 1,244 1200

1000 735 800 Rs.Million 571 600 328 400 231 271 251 299 176 200 91 0 1Q08 2Q08 3Q08 4Q08 1Q09 Q209 Q309 Revenue PAT

Consistent growth reported Y-o-Y

6 What sets us apart

Non replicable Combination of our 5 verticals & its positioning and model partners gives us a 5 year head start for anyone to replicate at this scale over 5 verticals.

Content Focus Most of the Multi play models are either “Platform” or “Distribution” OR “Infrastructure” focused; While UTV’s origin and focus is “Content” first and then owning or controlling distribution platforms for the Content we Create or Aggregate.

Intellectual Property IP being created and retained in all our verticals. Strong value creator for the future and a robust annuity model.

Top end of the value Except for TV Content, all our businesses have a direct chain connect with the consumer.

7 What sets us apart

Global Footprint In Gaming - World is our market In Movies - 26 to 30 countries day & date release In Broadcasting – Migrant Population & Platforms like IPTV and DTH spread worldwide In Web & Digital – The world

Leadership Position In all our businesses Already there OR will be there soon

Growth through We understand and have a track record which very few M&A’s others have and have proven integration and growth of the same

Global Partner like Disney Committed to high growth and value addition in all Disney 5 verticals.

8 Disney Connect

 Total investment of Rs 10 billion over a period of 2 years into the company – largest investment in part of the world

 Not just a financial investment – Disney committed to drive growth, synergies and significant value addition in all 5 business verticals

 Its evident by ABC News exclusive alliance with UTV News in just 10 days after announcement

 Disney distributed Tare Zameen Par home video in International markets for UTV

 UTV to exclusively distribute all Disney releases in India

… and this is just the beginning

9 Disney Connect

Some more identified areas of synergies in short term

 Indian Movie co-productions

 Worldwide DVD distribution & TV Syndication of Indian Movies

 Disney/ABC: Best TV Formats; JV for Indian market

 International distribution for our channels

 Combining Disney channels in India on our distribution platform

 Access to their retail and franchise chain in India for Bindass

 Examining synergies in gaming – publishing and distribution of our original IP

10 Revenue distribution among verticals

2008A

Movies 55% Gaming 22%

TV 23% 2009E 2010E

Movies Gaming 47% Gaming 32% Movies 19% 43% Broadcastin g 11% Broadcasting 12%

New Media 4% New Media TV TV 3% 10% 19% 11 Best revenue mix among the media companies in India

Revenue Streams Contribution 1 Advertising (A&S and Broadcasting) 18% 2 Box Office 18% 3 Home Video & Music sales 8% 4 Broadcasters (TV Content & Movie syndication) 35% 5 Telcos (Gaming) 10% 6 Retail (Gaming) 11%

12 Shareholding Structure

Eq. Share – 34.2 million Eq. Share – 38.7 million (Pre Warrants Conversion) (Post Warrants Conversion**)

Public Public 16.7% 14.8% Promoters Promoters 23.3% 32.3%

Open offer Open Offer 22.7% 20.0%

Disney Disney 37.3% 32.9%

Notes: 1. Warrants conversion expected by November 2009 2. Open Offer shares are non-voting shares, Promoters have an option to buy back from Disney within 4 year period

Key Shareholders

The Walt Disney Company  DSP Blackrock Reliance Capital  Fidelity  Alliance Bernstein Templeton

Market Cap on expanded equity is around Rs. 9.5 billion

13 Television

 Air Time Sales  We remain largest on the Sun Group  Complementing model with our own productions  Boost TV content portfolio  Content in reality and Comedy genre – achieved significant QoQ growth  Preferred programmer on our broadcasting network  JVs with well known talent in TV industry

A very stable model positioned as one of the Top 2 players in the space

14 UTV Motion Pictures

 Positioned as # 1 studio in the Industry today  Best positioned to ride the downturn with as many as 45 movie pipeline in various stages of production  Proven abilities to distribute movies across over 32 countries day and date  Multiple movie talent relationships with renowned directors and actors

 Our core competence:

 Talent identification and then empower them

 Content – Cutting edge yet very commercial

 Marketing – very innovative

 Scale & consistency

15 Movie release and pipeline

 Movies released during FY2009 - Kismat Konnection, Aamir, Mumbai Meri Jaan, Wednesday, , Fashion, Oye Lucky Lucky Oye, Dev D  Upcoming slate for next 12 months Name of Movies Exp Release Director / Cast

Dev D Q4 FY09 Abhay Deol, Introducing Mahi Gill & Kalki Delhi 6 Q4 FY09 , Sonam Kapoor -dir. by Rakeysh Mehra Dhoondte Reh Jaaoge Q4 FY09 Kunal Khemu, Zayed Khan, Soha Ali Khan, Celina Jaitley,

Kissan Q1 FY10 Sohail Khan, Arbaaz Khan, Jackie Shroff, Dia Mirza

Main aur Mrs. Khanna Q1 FY10 , Kareena Kapoor, Sohail Khan

Kaminay Q1 FY10 , Priyanka Chopra

Yahoo Q1 FY10 Shahid Kapoor Ali Baba & the 41 thieves Q1 FY10 Animation film directed by Soumitro Ranade What's your Rashee? Q2 FY10 Priyanka Chopra, Harman Baweja Aage se Right Q2 FY10 Shreyas Talpade, KK Menon Peter Gaya Kaam Se Q2 FY10 Rajniti Q3 FY10 , Ajay Devgan, Katrina Kaif Pan Singh Tomar Q3 FY10 Seasons Greetings Q3 FY10 Shreyas Talpade, Tabu, Sohail Khan Delhi Belly Q3 FY10 Co-produced with with ensemble cast 16 Broadcasting

 The best “Specialty” and “Genre” segment in India

 – No 1 Hollywood channel

 – No 1 Youth channel

 – Unique positioning

 – Synergistic with UTV Motion Pictures

 Only bouquet to have pay channels from day one (excluding established Star, Zee & Sony)

 Robust syndication model – in Content & taking Channels worldwide

17 Broadcasting – Going forward

 Focus on Digital & Pay market - 1 channel in ONLY digital mode

 Re-modeled investment plan

 Down from Rs. 650-700 crs to Rs 460 crs

 Rs. 360 crs already invested (UTV – Rs. 240 crs & Disney – Rs. 120 crs) and

 Additional Rs. 100 crs

 Loss projection scaled down

 FY2009 (8 months): From Rs. 50 crs to Rs. 30-32 crs

 FY2010 (12 months): From Rs. 75 crs to Rs. 30 crs

18 Games Content

 Presence across all gaming distribution Platforms  Console (Ignition)  Mobile (Indiagames)  Online (True Games)  Key markets  For consoles: USA/ UK+EU/ Japan  For mobile: USA/ India/ APAC  For online: USA/ emerging markets (Brazil, Turkey, etc.)  Activities  Original IP Creation  Acquisition and publishing of IP  IP creation hubs currently in London, Florida, Mumbai and Tokyo  We are multiplatform and have 3 large IP’s under production in console gaming and three in True Games  Business growing rapidly despite the current business environment – Indiagames reported a Q-on-Q growth of 20% in Q3FY09

19 New Media – Web/ Mobile

 Presence across all new media distribution platforms – Web & mobile  Strong verticals  Business - UTVi.com  Technology - ITNation  Entertainment (UTV’s broadcast + movie assets) and (Acquisition of 15,000 songs including regional catalogues) – launching shortly  Distribution & Alliances with telco’s worldwide  Formidable presence from year 1 due to synergy with all our Content + Distribution pipelines + Channels  Recent releases like Jodha Akbar and has been monetised well through this platform

20 Outlook

 UTV is best positioned to survive this “storm” as compared to its peers  Low dependence on the advertising revenues reduces potential impact  Well diversified business portfolio - Leadership position in each segment is the objective  Geographic diversification – more than 30% revenues from overseas markets in FY10  Engrained synergies with global partners / shareholders  Constantly evaluating value unlocking opportunities across verticals

21 Thank You

22 Corporate Structure - Appendix

UTV Software Comm. Limited

100% 77% 100% 75% 100% United New IG Interactive UTV Global UTV Television UMP Plc media Ventures Ent Ltd Broadcasting Ltd

100% 76% 70% Ignition Ent, 100% UTV Comm, GENX ITNation Mauritius UK Media Pvt. Ltd

UTV 59% Indiagames 100% Entertainment Ltd Television 100% UTV Games Mauritius 80% True Games Ltd

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